We unlock
potential,
creating space
for London
to thrive
Annual Report and Accounts 2020
We unlock potential, identifying
opportunities that others may not have
seen, harnessing the skills and talents of
our people and a vast range of partners
to unlock that potential.
As the boundaries between work and
play and public and private spaces blur,
we are creating space demanded by
our vibrant and truly global city.
And we are continually innovating to
meet the evolving needs of our occupiers,
our people, our communities and our other
stakeholders, creating an environment
for London to thrive.
Strategic Report – Overview
02
03
04
05
06
A clear vision...
....delivered through our people
A clear plan and financial strength...
...supported by our deep relationships
A clear focus on creating great spaces
08 Our case studies
16
How we create value
18 Our KPI benchmarks
Strategic Report – Annual Review
21
Statement from the Chief Executive
23 Our market
30 Our near-term strategic priorities
32 Our investment activities
34 Our development activities
39 Our leasing activities
42 Our financial results
46 Our culture and people
54
56
The Board
Senior Management Team
58 Our stakeholder relationships
68 Our portfolio
78 Our capital strength
80 Our approach to risk
Governance
96 Overview
97
Introduction from the Chairman
100 Leadership and purpose
110 Division of responsibilities
112 Composition, succession
and evaluation
118 Audit, risks and internal controls
126 Directors’ remuneration report
155 Report of the directors
158 Directors’ responsibilities statement
Financial statements
160 Group income statement
160 Group statement of
comprehensive income
161 Group balance sheet
162 Group statement of cash flows
163 Group statement of changes in equity
164 Notes forming part of the
Group financial statements
187 Independent auditor’s report
197 Company balance sheet
199 Notes forming part of the
Company financial statements
Other information
204 Five year record
205 Our properties and occupiers
208 Portfolio statistics
209 Glossary
211 Shareholders’ information
212 Financial calendar
Annual Report 2020 Great Portland Estates 01
A clear vision...
Statement from the Chairman
Despite these unprecedented conditions, the
GPE team has pulled together well with all its
stakeholders and ensured that our portfolio is
as prepared as can be for the current situation.
However long the COVID crisis lasts, with our
low gearing and ample liquidity, GPE is well
positioned to weather the impact until market
conditions normalise.”
With our clear strategy, progressive culture and
single focus on central London commercial property,
we are continuing to evolve and innovate, embracing
change and turning challenges into opportunities.
We are Great Portland Estates. We aim to deliver superior
returns by unlocking the often hidden potential in commercial
real estate in central London, creating great spaces for our
occupiers, partners and communities.
Positive London prospects
London is one of only a handful of truly global cities, with
a commercial property market that has enduring appeal
for occupiers and investors alike, and notwithstanding the
current situation, we believe the long-term prospects for
London remain positive. However, the relationship between
real estate owners and occupiers is evolving, with our
occupiers now wanting more, including increased flexibility
and service provision, as well as smart tech-enabled buildings
with outstanding sustainability and wellbeing credentials.
Evolving and innovating
As a result, we are innovating. We are broadening our
product and service offer, enhancing the occupier
experience, installing technology solutions across our
portfolio and reinvigorating communal spaces. Moreover,
with sustainability touching everything that we do and
moving to an economic imperative, we have set out our
intent to become a net zero carbon business by 2030.
Progressive culture
Our strong and talented team, underpinned by our
progressive culture and clear values, is embracing
opportunity and delivering this change. And with ongoing
investment in employee training and development, we are
continuing to promote talent from within.
Our portfolio
100% central London, with 56% in our
development programme
5%
8%
18%
1%
28%
36%
Business mix
Office
Retail
Residential
Locations
Unlocking potential
Looking ahead, with a portfolio full of opportunity and
exceptional financial strength, we remain extremely well
positioned. And together with our employees, occupiers,
suppliers and other stakeholders, we will continue to
unlock potential, creating space for London to thrive.
£1,865.9m
£734.0m
£24.2m
71%
North of Oxford Street
£942.0m
Our Strategic Report on pages 1 to 94 has been reviewed and
approved by the Board.
33%
Rest of West End
£863.7m
On behalf of the Board
City
Southwark
Midtown
£467.6m
£202.8m
£148.0m
Richard Mully
Chairman
9 June 2020
02
Great Portland Estates Annual Report 2020
...delivered through
our people
Our strong culture and values
Our open and progressive culture underpins our values, which define who we are
and how we act. They are at the heart of what we do and are what make us special.
They give us direction, describe how we behave and how we do business.
› See more on our culture and people on pages 46 to 53
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Annual Report 2020 Great Portland Estates 03
A clear plan and
financial strength...
Our purpose
We unlock potential,
creating space for
London to thrive.
› See more on pages 16 and 17
Our strategy
We aim to deliver superior returns by unlocking
the often hidden potential in commercial real
estate in central London, creating great spaces
for occupiers and long-term value for our
stakeholders.
Our strategy is underpinned by six
clear principles:
100% central London; West End focus
Reposition properties let off low rents
Flex operational risk through the property cycle
Maintain low financial leverage
Disciplined capital management; raise to acquire,
distribute excess
Sustainability touches everything we do
› See more on pages 16 and 17
Our financial strength
IFRS net
assets
£2.2bn
2019: £2.3bn
Net
gearing
16.2%
2019: 6.8%
Loan
to value
14.2%
2019: 8.7%
Weighted average
interest rate
Cash and
undrawn facilities
2.2%
2019: 2.7%
£411m
2019: £608m
Our performance highlights
One year
Portfolio
valuation
£2.62bn
2019: £2.58bn
(down 0.3% LfL)
Ten years
Total Property
Return (TPR)
199.0%
Benchmark: 205.2%
EPRA NAV
per share
868p
2019: 853p
(up 1.8%)
Total Property
Return (TPR)
Total Accounting
Return (TAR)
Total Shareholder
Return (TSR)
3.7%
2019: 3.5%
(up 0.2 pps)
3.2%
2019: 2.3%
(up 0.9 pps)
-7.2%
2019: 14.0%
(down 21.2 pps)
Total Accounting
Return (TAR)
240.5%
Benchmark: 48.0%
Total Shareholder
Return (TSR)
152.9%
Benchmark: 106.3%
EPRA and adjusted metrics: we prepare our financial
statements using IFRS, however we also use a number
of adjusted measures in assessing and managing the
performance of the business. These measures, including
those defined by EPRA which are designed to enhance
transparency and comparability across the European
real estate sector, are included in note 9 of the
financial statements.
04
Great Portland Estates Annual Report 2020
...supported by our
deep relationships
Our resources and relationships
Our business model is supported by key resources
and relationships which we constantly develop to
ensure long-term success.
› See more on pages 58 to 66
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Annual Report 2020 Great Portland Estates 05
A clear focus on
creating great spaces
R O B E R T S T
A
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Euston
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Street
M A R Y L E B O N E R D
C R A W F O R D S T
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Goodge
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Street
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M O R T
7
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6
Oxford
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Circus
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R
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23
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O
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R
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S Q U A R E
G A R D E N
G A R D E N
22
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Totttt
Court Road
CouCou
S O H O
S O H O
S Q U A R E
S Q U A R E
C
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Leicester
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Piccadilly
Circus
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R
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G
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E
15
N
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S
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16
17
N E W O X F O R D S T
Holborn
Holborn
H I G H H O L BORN
Chancery Lane
Chancery Lane
L I N C O L N ’ S
L I N C O L N ’ S
I N N F I E L D S
I N N F I E L D S
H O L B O R N
K
I
N
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Covent
Covent
Garden
Garden
C O V E N T
G A R D E N
L D W Y C H
A
F L E E T S T
F L E E T S T
I N N E R T E M P L E
I N N E R T E M P L E
G A R D E N S
G A R D E N S
BlaBla
Temple
Temple
A N K M E N T
A M E S
H
W
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RIV E
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T J A M E S ’ S
T J A M E S ’ S
S T J A M E S ’ S
S Q U A R E
S Q U A R E
S Q U A R E
S Q U A R E
L
L
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S T J A M E S ’ S
S T J A M E S ’ S
S T J A M E S ’ S
P A R K
P A R K
P A R K
P A R K
W
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D C A G E W A L K
B I R D C A G E W A L K
J U B I L E E
J U B I L E E
G A R D E N S
G A R D E N S
Waterloo
Waterloo
r
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W E S T M I N S T E R B R I D G E
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St James’s
St James’s
St James’s
St James’s
Park
Park
ParkPark
V I C
V I C
› See more on page 36
T O R
T O R
S T
I A S T
I AA
B
U
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N
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H
A
M
G
A
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A
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B
B
W E S TW
W E S T M I N S T E R
W E S T M I N S T E R
A shortage of high quality office space
in London has resulted in competition
for the best buildings. As a result,
we are seeing strong demand for
our developments.
O
O
N
N
N
N
G
G
D
D
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Lambeth
Lambeth
North
North
D
R
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N
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N
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W E S T M I N S T E R
S
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Marble
Marble
Arch
Arch
1
Bond
Bond
Street
Street
4
5
H A N O V E R
H A N O V E R
S Q U A R E
S Q U A R E
B R O O K S T
G R O S V E N O R
G R O S V E N O R
S Q U A R E G A R D E N
S Q U A R E G A R D E N
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H Y D E P A R K
H Y D E P A R K
B E R K E L E Y
B E R K E L E Y
S Q U A R E
S Q U A R E
9
12
Green
Green
Park
Park
D I L L Y
A
C
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G R E E N P A R K
G R E E N P A R K
Hyde Park
Hyde Park
Corner
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C O N S T I T U T I O N H I L L
S
L
O
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B E L G R A V I A
G
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S Q U A R E
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1 Newman Street & 70/88
Oxford Street, W1
119,100 sq ft
06
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North of Oxford Street
1. Mount Royal
S
2. 35 Portman Square
Q
U
I
R
3. Orchard Court
R
E
L
7. Walmar House
S
T
8. 78/92 Great Portland Street
10. 6/10 Market Place
F I E L D S
F I E L D S
W E A V E R S
W E A V E R S
G O S S E T S T
B E T H N A L
G R E E N
T H N A L G R E E N R D
E
B
CITY RD
G
O
S
W
E
L
L
R
D
D
R
T
S
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Old
Old
Street
Street
O L D S T
30
B
B
U
N
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I
L
L
R
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W
C
C
I
I
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R
R
D
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RR
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C O L U M B I A R D
CC OO L U
CC
C
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› See more on page 33
T
T
S
S
D
D
L
L
E
E
I
I
F
F
T
T
I
I
P
P
During the year, we continued to sell
buildings where our business plans
are complete. This included the sale
of 24/25 Britton Street which we sold
in January 2020.
S HS H OS
S H O R E D I T C H
S H O R E D I T C H
KK
K
R
R
G
G
H
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A
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24/25 Britton Street, EC1
£64.5m
Shoreditch
ShoShoreded hh
horeditch
horeditch
Shoreditch
High Street
High Street
Highh Sth St
High St
High Street
High Street
S
S
T
T
E
E
R
R
N
N
B E E C H S T
CHISWELL ST
33
B A R B I C A N
Moorgate
Moorgate
M
O
O
R
G
A
T
E
28
29
LONDON WALL
Liverpool
Liverpool
Street
Street
E
T
A
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P
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S
I
B
C
O
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M
E
R
C
I
A
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S
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E R K E N W E L L
C L E R K E N W E L L R D
27
Farringdon
Farringdon
Barbican
Barbican
A
L
D
E
R
S
G
A
T
E
S
T
N
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W
G
ATE ST
ackfriars
ackfriars
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S
B
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St Paul’s
St Paul’s
ST PA
U
L’S C H U RCHYARD
CHEAPSIDE
QU E E N V I C T O R I A S T
Mansion
Mansion
House
House
C O R N H I L L
BankBank
C I T Y O F
L O N D O N
K
I
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W
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CANNON ST
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T
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Monument
Monument
T
H S
E H I G
Aldgate
Aldgate
T
A
G
D
L
A
T
E S
I
L
A
A
L E A D ENHALL ST
LL ST
F E N C H
T
T
S
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H
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C
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Fenchurch
enchurch
enchurch
Fenchurch
Street
Street
Street
Street
M
M
I
I
N
N
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I
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UPPER THAMES ST
E
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D
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LOWER THAMES ST
Tower
Tower
Tower
Tower
Hill
Hill
HillHill
E
G
D
I
R
B
N
O
D
N
O
L
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E
E
S
S
MITH F I E L D
MITH F I E L D
W A P P I N G
W A P P I N G
S C AT L
S C AT L E R S T
C H E S H I R E S T
11. Elsley House
Bethnal
Bethnal
Green
Green
13. Wells & More
14. Kent House
20. 23/24 Newman Street
V
21. 183/190 Tottenham Court Road
A
L
L
A
N
22. 1 Newman St and
70/88 Oxford Street
C
R
E
D
23. Rathbone Square
Whitechapel
Whitechapel
24. 31/34 Alfred Place
D
R
L
E
P
A
Rest of West End
4. 95/96 New Bond Street
N
5. 6 Brook Street
R
E
W
W H I T E C H A P E L
H
C
E
W H I T
W
35
Aldgate East
Aldgate East
D
6. Hanover Square
9.
C O M M E R C I A L R D
Pollen House
12. The Piccadilly Buildings
L
E
E
M
M
A
A
N
N
S
S
T
T
15. Carrington House
A
C
16. Kingsland House
O
N
N
N
17. 103/113 Regent Street
T
S
18. 48/54 Broadwick Street
D
R
C A B L E S T
19. Poland Street
R O Y A L M I N T S T
R O Y A L M I N T
S T
V
V
A
A
U
U
GG
G
HH
H
A
A
N
N
City, Midtown and Southwark
T H E H I G H W A Y
25. 200 Gray’s Inn Road
S
O
UTH
W
ARK ST
31
London
London
Bridge
Bridge
32
arkark
U N I O N S T
B
L
A
C
K
F
R
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A
R
S
R
D
B R I D G E R D
L
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D
O
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Borough
Borough
K
S O U T H W A R K
34
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26. Elm Yard
27. 24/25 Britton Street
28. City Place House
29. City Tower
30. 160 Old Street
31. Minerva House
32. New City Court
W A P P I N G
W A P P I N G
G A R D E N S
G A R D E N S
33. 50 Finsbury Square
WAPPING HIGH S T
34. 46/58 Bermondsey Street
35. The Hickman and
Challenger House
J A M A I C A R D
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Y
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L
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Technology is moving fast and we
are utilising this technology in our
developments to enhance the
occupier experience, including at the
Hickman, E1 which will be our most
technologically advanced building
to date.
T
T
S
S
TT
T
D
D
R
R
A N N E R S T
A N N E R S T
The Hickman, E1
74,400 sq ft
I
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S
T
T
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U
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G
G
D
D
I
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B
B
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W
W
O
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B B E Y S T
A B B E Y S T
BBBB
Bermondsey
Bermondsey
Rent roll
No. of occupiers
Portfolio valuation
Property sq ft
£100.8m
2019: £100.4m
332
2019: 326
£2,624m
2019: £2,579m
2.6m sq ft
2019: 2.6m sq ft
Annual Report 2020 Great Portland Estates 07
Sustainability touches everything we do
If not now,
when?
This year, we announced plans to decarbonise
our business by 2030 and committed to designing
climate change resilient and adaptable spaces.
The time is now to create a lasting positive social
impact on our communities and to put health and
wellbeing front and centre. Because, if not now, when?
Helping the planet to thrive
› See more on page 72
2030
To be a net zero carbon business
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Crystallising profits
Good
returns
At 24/25 Britton Street, EC1, the shoe retailer Kurt Gieger’s
office lease was due to expire in 2027. By agreeing a new
15-year lease, together with an uplifted rent, Kurt Geiger
secured a long-term home for their business and we created
an asset that had strong demand in the investment market.
Accordingly, we sold the building in January 2020 for
£64.5 million, 11.8% ahead of the March 2019 book value.
Helping shareholders to thrive
› See more on page 33
11.8%
Premium to March 2019 book value
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Strong pre-leasing
Sought
after
1 Newman Street & 70/88 Oxford Street, W1 is the latest piece
in the puzzle in our regeneration activities at the eastern end
of Oxford Street. High quality buildings are in short supply,
and testament to the quality of our development, Exane,
the European equities business, has pre-leased the top three
office floors of the building (39,970 sq ft) at an average rent
of £100 per sq ft, 14 months before completion.
Helping occupiers to thrive
› See more on page 36
629,800 sq ft
Of GPE developments at the east end
of Oxford Street since 2016
Annual Report 2020 Great Portland Estates 11
Our flex products
Flexi time
Occupier demands are changing fast and we
are delivering space that meets their needs.
During the year we have significantly extended
our commitment to flexible office space, expanding
our co-working partnerships at City Place House,
EC2 and committing to our new flex+ product
that enhances our existing flex offering.
Helping growing businesses to thrive
› See more on page 41
11%
Of office portfolio
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Annual Report 2020 Great Portland Estates 13
Our innovative technology
Open
sesame
The pace of technological change is accelerating
fast and we are utilising its benefits to enhance the
occupier experience. We are employing a number of
leading technologies including our integrated building
app ‘sesame’, which can automate access to our
buildings and provide environmental control, and the
use of digital twin technology to deliver real-time data
allowing our occupiers to better understand how the
building is operating and being utilised. All of these are
being utilised at The Hickman, E1, our development in
Whitechapel, our most intelligent and technologically
advanced building to date.
Helping occupiers to thrive
› See more on page 69
10,000+
Potential app users across GPE
portfolio
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Our deep development pipeline
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Future
proof
The transformation of space remains core to our
business model and our portfolio is stacked with future
opportunity. We have three near-term and seven
medium-term schemes, providing us with an exceptional
platform of opportunities to create the sustainable
spaces of tomorrow to enable both our occupiers
and London to thrive.
Helping London to thrive
› See more on page 38
56%
Of the portfolio in our development programme
Annual Report 2020 Great Portland Estates 15
How we create value
We create value by applying our specialist skills to reposition
properties, producing high quality, sustainable spaces that occupiers
demand. We adapt our activities in tune with London’s cyclical
property markets to maximise returns whilst managing risk.
We apply our specialist skills to reposition properties...
Acquire
Reposition
– Disciplined approach; must be accretive to existing portfolio.
– Through lease restructuring, the delivery of flexible space,
– Tired, inefficient properties, often with poor environmental
credentials, with angles to exploit.
– Attractive central London locations supported by
infrastructure improvements/local investment.
refurbishment or redevelopment.
– Deliver high quality spaces into supportive markets
that meet and exceed occupier needs.
– Manage risk through pre-letting, JVs and forward sales.
– Discount to replacement cost and typically off-market.
– Integrate ever improving sustainability standards and
– Off low rents and low capital values per sq ft.
– Optionality/flexible business plans.
› See more on our investment activities on pages 32 to 33
technological innovation into building design.
– Enhance the local environment and public realm.
– Deliver a positive contribution for local communities.
› See more on our development activities on pages 34 to 38
The Hickman, E1 is our most
recent acquisition. Here our
activities to transform the
building into 74,400 sq ft of
new Grade A space are almost
complete, with four of the
upper floors now under offer.
› See more on page 35
Since 2009, we have delivered
1.8 million sq ft of high quality,
sustainable spaces. Today, our
portfolio contains a wealth of
future opportunity with 56% in
our development programme.
› See more on pages 34
to 38
Sustainability touches everything we do
...underpinned by key resources and relationships...
Our stakeholder relationships
Our portfolio
– Intense, customer-focused approach to understand
– 100% central London focus.
occupiers’ needs. Utilising regular occupier feedback
to create bespoke action plans.
– Strong levels of occupier satisfaction.
– Open relationship with debt and equity providers based
on clear investment case and transparent disclosure.
– Attractive locations well served by local infrastructure
with enduring occupier demand.
– High occupier retention, low vacancy rates and diverse
occupier base.
– Located in markets with high barriers to entry playing
– Deep relationships with key suppliers (including contractors)
to our strengths.
and joint venture partners.
– Positioned for future growth; 56% of portfolio
– Positive engagement with local communities, local authorities,
in development programme.
and planning departments.
› See more on our stakeholder relationships on pages 58 to 67 and 104
to 105
› See more on our portfolio on pages 68 to 77
...to create value
+25.3
+7.8
Net promoter score
(willingness to
recommend GPE)
>£280k
COVID-19 Community
Fund created
› See more on our KPIs on pages 18 and 19
16
Great Portland Estates Annual Report 2020
29.4%
+6.6%
Net assets in
joint venture
56%
+2%
Percentage of portfolio in
development programme
2.0%
-2.8%
Vacancy rate
0.1%
-0.3%
Percentage of portfolio
with EPC rating >E
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Retain
Recycle
– Deliver efficient, resilient, healthy and innovative
space to meet the demands of modern occupiers.
– Provide a spectrum of spaces to appeal to a variety of
– Disciplined capital recycling through the sale of properties
where we have executed our business plans or where we
are able to monetise our expected future profits.
occupier needs, whether on a traditional or flexible basis.
– Create a legacy of high quality, sustainable buildings to
– Constantly evolving to meet emerging trends.
– Detailed business plan for every property reviewed quarterly
to maximise total returns.
– Strong sustainability metrics to enhance the long-term
value of properties and reduce obsolescence.
› See more in our case study on page 41
benefit London and the communities in which they are located.
– Reinvest proceeds into higher return opportunities.
– Return excess equity capital to shareholders when
reinvestment opportunities are limited.
› See more in our case study on page 33
Our portfolio is evolving to
deliver the spaces that occupiers
demand. This includes the
delivery of a variety of spaces
including our new flexible offers.
› See more on page 41
We have been a net seller for
the past seven years utilising
the strength of the investment
market to crystallise returns.
During the year we sold 24/25
Britton Street, EC1.
› See more on page 33
Our culture and people
Our capital strength
– Experienced management team supported by specialist
– Consistently strong balance sheet and conservative
in-house portfolio management, development, investment
and finance teams.
– Entrepreneurial and collegiate culture based on strong
values with disciplined approach to risk management.
– Incentivised to deliver value to our stakeholders
and outperform our KPI benchmarks.
– Effective governance structure.
– Strong employee engagement.
› See more on our culture and people on pages 46 to 53
financial leverage.
– Low cost, diversified debt book and plentiful liquidity.
– Evolving debt book to align with our values via
ESG-linked financing.
– Disciplined allocation of capital through analytical,
risk adjusted IRR decision making.
– Supports progressive dividend policy.
– Tax efficient REIT structure.
› See more on our capital strength on pages 78 and 79
94%
+4.0%
Employees who
recommend GPE as a
great place to work
91%
+4.0%
Employee engagement
index
87%
+0.0%
Employee retention
(stability index)
£616m
Surplus equity returned to
shareholders in past
three years
14.2%
+5.5%
Loan to value
2.2%
-0.5%
Weighted average
interest rate
Annual Report 2020 Great Portland Estates 17
Our KPI benchmarks
Our key performance indicators (KPIs) measure the principal metrics
that we focus on to run the business and they help determine how
we are remunerated. Over the longer term, we aim to outperform our
benchmarks through successfully executing our strategic priorities.
Financial KPIs
Total Shareholder Return % (TSR)
Total Accounting Return % (TAR)
40
30
20
10
0
6.5
4.0
14.0
(1.0)
2018
2019
(7.2)
(12.4)
2020
0.0
(9.3)
2017
(5.9)
(9.3)
2016
Benchmark (italics)
Rationale
TSR is a standard measure of shareholder value creation over
time. It measures the movement in a company’s share price
plus dividends expressed as an annual percentage movement.
Commentary
TSR of the Group is benchmarked against the
TSR of the FTSE 350 Real Estate index (excluding agencies).
The TSR of the Group was -7.2% for the year compared to
-12.4% for the benchmark following an improved share price
performance given our operational successes and reduced
discount to NAV, combined with strengthening share
prices of London office focused REITs following the 2019
general election.
Alignment with remuneration
Performance criteria for Executive Directors’ and certain
senior managers’ long-term incentives.
› See more on page 133
40
30
20
10
0
20.8
4.0
4.0
7.1
4.0
(4.6)
4.0
2.3
4.0
3.2
2016
Benchmark (italics)
2017
2018
2019
2020
Rationale
TAR is measured as absolute EPRA NAV per share growth (the
industry standard measure of a real estate company’s success
at creating value) plus any ordinary dividends paid, expressed
as a percentage of the period’s opening EPRA NAV.
Commentary
We compare our TAR to a target year on year growth of 4%–10% used
in our remuneration arrangements (see below). For the benchmark,
we have used the minimum hurdle. TAR was 3.2% for the year as
NAV growth was driven by retained earnings and the share buyback
and we continued to deliver ordinary dividend growth. This resulted
in a 0.8 percentage point relative under-performance for the year.
For the year ended 31 March 2021, the Group will adopt the new
EPRA metric of EPRA NTA. For the year ended 31 March 2020,
the Group’s EPRA NTA and EPRA NAV were the same.
Alignment with remuneration
TAR is a performance criteria for Executive Directors’
and certain senior managers’ long-term incentives, and
for Executive Directors’ and employees’ annual bonus.
› See more on page 133 and note 9 to the accounts
Our investment activities
Our development activities
Purchases
Sales
£nil
£73.3m
Sales – premium to book value
10.0%
Profit on cost
Ungeared IRR
Yield on cost
Net investment
› See more on pages 32 and 33
£(73.3)m
Income already secured
BREEAM Excellent (targeted)
Committed capital expenditure
› See more on pages 34 to 38
14.7%
9.2%
4.8%
23.4%
100%
£66.1m
Operational measures
In addition to our KPIs, there are several
key operational metrics that we actively
monitor to assess the performance of
the business and which feed into our
KPIs. As well as measuring our financial
performance, these operational metrics
also measure our risk profile and
our achievements against some of our
sustainability and community targets.
Each of these metrics for the year to
31 March 2020 is shown on the right.
› See more on our approach to risk
on pages 80 to 93
18
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Total Property Return % (TPR)
40
30
20
10
0
18.9
16.7
8.2
5.5
3.6
(3.0)
4.5
3.5
2.9
3.7
2016
Benchmark (italics)
2017
2018
2019
2020
Rationale
TPR measures a company’s performance at driving value from its
property portfolio. It is calculated from the net capital growth of the
portfolio plus net rental income derived from holding these properties
plus profit or loss on disposals expressed as a percentage return on
the period’s opening value as calculated by MSCI.
Commentary
TPR is compared to a benchmark of £52.9 billion of similar assets
included in the MSCI central London benchmark. The Group generated
a portfolio TPR of 3.7% in the year whereas the benchmark produced
a total return of 2.9%. This outperformance results from the strong
performance of our committed developments in the year, in particular
at Hanover Square and The Hickman, where we are delivering prime,
Grade A space into a supply constrained market.
Alignment with remuneration
Performance criteria for Executive Directors’ and certain senior
managers’ long-term incentives. The capital element of TPR is
a performance criteria for Executive Directors’ and employees’
annual bonus.
› See more on page 133
New strategic non-financial KPIs for year
to 31 March 2021
Given the growing importance of sustainability and
our stakeholders to the success of our business, for the
forthcoming year we will be introducing three new non-financial
KPIs, all of which will be performance criteria for Executive
Directors’ and certain senior managers’ annual bonus:
Sustainability
During the year, we entered into a £450 million ESG-linked
revolving credit facility (RCF). Under the terms of the RCF, the
margin we pay on the facility is subject to adjustment based
on our performance against three challenging sustainability
targets. To ensure these targets are further embedded into
our behaviours, looking forward we will measure our aggregate
performance against these targets as a non-financial KPI.
› See more on pages 72 to 79
Occupier satisfaction
High levels of occupier satisfaction are critical to both
attracting and retaining businesses in our buildings.
Looking forward, we will conduct an annual customer
satisfaction survey to measure our relative Net Promoter
Score (willingness to recommend) against our peer
group, with a target outperformance of +2 points.
› See more on pages 58 and 59
Employee engagement
Our people are fundamental to the success of our business
and delivery of our business plans. We are committed to
supporting and developing our people and maintaining high
levels of engagement. Therefore, from next year, we will aim to
maximise our Employee Engagement Index Score with a target
performance of greater than 75%.
› See more on pages 46 to 53 and 103
Our leasing activities
Our culture and people
Our portfolio
New lettings and renewals
£14.4m
Employee retention
87%
Movement in property valuation1
(0.3)%
Premium to ERV (market lettings)
Vacancy rate
ERV growth
Reversionary potential
Rent collected within 7 days
› See more on pages 39 to 41
8.8%
2.0%
1.4%
11.7%
62.9%
Lateral moves and promotions
10
Employees participating in optional
Share Incentive Plan
› See more on pages 46 to 53
72%
Percentage of portfolio in
development programme
1. On a like-for-like basis.
› See more on pages 68 to 77
Our stakeholder relationships
Our capital strength
Net promoter score
+25.3
Net gearing
COVID-19 Community Fund >£280,000
Loan to value
Staff participation in Community Day 76%
› See more on pages 58 to 67
Weighted average interest rate
EPRA earnings per share
› See more on pages 78 and 79
56%
16.2%
14.2%
2.2%
22.0p
Annual Report 2020 Great Portland Estates 19
Strategic Report
Annual Review
In this section:
21
Statement from the Chief Executive
23 Our market
30 Our near-term strategic priorities
32 Our investment activities
34 Our development activities
39 Our leasing activities
42 Our financial results
46 Our culture and people
54
56
The Board
Senior Management Team
58 Our stakeholder relationships
68 Our portfolio
78 Our capital strength
80 Our approach to risk
A
S P A C E
T O
C O N N E C T
Technological innovation for occupiers
to become more connected
20
Great Portland Estates Annual Report 2020
Statement from the Chief Executive
GPE is today in the enviable position of being
both well placed to withstand the impacts from
the COVID crisis and able to look to our future
with confidence.”
Toby Courtauld
Chief Executive
Our resilient business – evolving and innovating
This financial year has been dominated by UK political
uncertainty and ended with the onset of COVID-19, where the
full extent of the humanitarian, societal and economic impacts
are still too early to judge. However, against this backdrop, we
have again shown the resilience of our business with another
strong operational performance: we have delivered many
leasing successes, positive progress at our development
schemes and disciplined capital management, all underpinned
by our financial strength, deep stakeholder relationships and
open, progressive culture. We have also continued to evolve
and innovate, embracing opportunity as we further broadened
our flex product and service offer, enhancing the occupier
experience and installing technology solutions across
our portfolio.
Robust financial results – exceptional balance
sheet strength
In this context, we are pleased to report robust results, with
IFRS and EPRA NAV per share rising by 1.8% in the year.
When combined with an increase in ordinary dividends of 3.3%
to 12.6 pence per share, our total accounting return was 3.2%.
We delivered a diluted IFRS EPS of 20.0 pence, or an increase
of 13.4% to 22.0 pence on an EPRA basis, and had net assets
of £2,203.1 million at 31 March 2020.
› See more on our financials on pages 42 to 45
We have maintained our market-leading debt metrics and
capital discipline, with our loan to value ratio at only 14.2%,
providing substantial headroom above our Group debt
covenants. This follows the profitable sale of 24/25 Britton
Street, EC1 for £64.5 million and the successful completion in
the year of our £200 million share buyback, meaning that we
have now returned more than £615 million of surplus equity to
shareholders since 2017. Our liquidity position is also strong
with £411 million of available firepower and our next Group
level debt maturity is not until 2024, with our debt profile
further enhanced in the year through the issue of a new,
innovative £450 million ESG-linked, unsecured revolving
credit facility.
› See more on our capital strength on pages 78 and 79
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Opportunity rich portfolio – 100% central London
Across our portfolio, the like-for-like property valuation
movement was down 0.3%, with our committed
developments up 11.9%. Unsurprisingly our offices delivered
a stronger relative valuation performance, up 1.0%, compared
to retail which fell 3.5%. Continued healthy demand for Grade
A office space in a supply constrained market resulted in
office ERV growth of 3.5% in the year and, with investment
market activity muted for most of the year until the decisive
outcome to the General Election, yields trended flat.
Notwithstanding the current situation, we believe the long-
term prospects for London remain positive given its status as
one of only a handful of truly global cities, with a commercial
property market that has enduring appeal for occupiers and
investors alike. Our positioning is also good with 56% of the
portfolio in our development programme, with a further 37%
in buildings where we can add additional value through active
portfolio management. Moreover, with our vacancy rate of only
2.0%, a low average office rent of £53.40 per sq ft, reversionary
potential of 11.7% and a further £23.9 million of rent available at
our committed schemes, there is scope for continued organic
growth as and when market conditions normalise. Meanwhile,
our strong financial position will enable us to add to our
portfolio should we unearth attractively priced opportunities
that result from this period of uncertainty.
Embracing opportunity – meeting evolving
occupier aspirations
Our experience shows that office occupiers are more
focused than ever on the benefits of a high quality working
environment in attracting and retaining talent, with increasing
focus on outstanding sustainability and wellbeing credentials.
As a result, the relationship between real estate owners
and occupiers is evolving, with our occupiers now wanting
increased levels of flexibility and service along with the
provision of smart, tech-enabled buildings.
Our constant commitment to creating exceptional workspace
has enabled us to deliver another strong leasing year, securing
£14.4 million of annual rent, 8.8% above our valuer’s ERV.
We have also expanded our flexible space offering, which
now represents 11% of our office space. Our team has also
crystallised significant rental reversion across the investment
portfolio, with 29 rent reviews settled securing £13.2 million
at an average increase of 19.7% above the previous rent and
beating ERV by 1.5%. Moreover, we have achieved high levels
of occupier satisfaction, with our net promoter score of +25.3
almost double the UK property sector average.
These successes were supported during the year by the
realignment of the operating structure of our Occupier
and Property Services team and the roll-out of our new app
‘sesame’ across the portfolio. Meanwhile, our ambitions to
embrace technology across our business were demonstrated
by our investment in Pi Labs European PropTech VC fund
during the year. Moreover, with sustainability considerations
now featuring in everything that we do as they become an
economic as well as moral imperative, we committed to the
ground breaking Climate Change Commitment launched
by the Better Buildings Partnership and stated our intention
to become a net zero carbon business by 2030, as set out
in our new sustainability Statement of Intent.
Annual Report 2020 Great Portland Estates 21
Statement from the Chief Executive continued
We also performed strongly again across leading sustainability
indices, including achieving a five star rating in GRESB for the
fourth consecutive year.
› See more on our development activities on pages 34 to 38
Committed to excellence – good development
progress, although completion delays expected
given COVID-19
Our three on-site development schemes are all near Crossrail
stations and will provide 414,600 sq ft of Grade A, office
and retail space, along with exciting new public realm.
With construction progressing well before a brief pause
during the initial weeks of the COVID-19 lockdown and a
subsequent resumption of activities at slower rates, in part
due to social distancing and delays in accessing raw materials,
expected completion dates have inevitably been delayed
somewhat. However, the schemes are expected to deliver
a profit on cost of 14.7% and we are on track to achieve
BREEAM Excellent sustainability ratings. Taken together,
the schemes are 48% pre-let or under offer.
Our Hanover Square scheme is the largest with 221,100 sq
ft of new office, retail and residential space, where we have
already pre-let 52%, with the first retail unit now handed
over to the occupier. A further 14.6% is under offer, with
the scheme now expected to complete by October 2020.
At The Hickman, E1, completion is anticipated this summer
and occupier interest in the new 74,400 sq ft office building
is encouraging, with 46% currently under offer. We are
also pleased to have over half of the office space pre-let at
1 Newman & 70/88 Oxford Street (previously Oxford House),
our 119,100 sq ft new build office and retail development at
the east end of Oxford Street, opposite the new Tottenham
Court Road Crossrail station.
Looking ahead, we have a substantial and flexible pipeline
of ten uncommitted schemes totalling 1.4 million sq ft across
four London boroughs, including three near-term schemes
of 821,600 sq ft where we are currently working with both
the local authorities and communities to secure planning
to create great new spaces, helping London to thrive.
› See more on our capital strength on pages 78 and 79
Open and fair – supporting our occupiers,
suppliers, partners and communities
The unprecedented situation arising from COVID-19 has
highlighted the ongoing importance of our collaborative
stakeholder relationships, including with our joint venture
partners. We are maintaining our payment terms with our
suppliers to support their cash flow given the challenging
economic backdrop and are working with our occupiers,
particularly in the retail, hospitality and leisure sectors,
through agreeing on a case by case basis, the payment of
monthly rents or deferring rental payments. Unsurprisingly,
this resulted in our March rent collection rates being
significantly behind historical levels and we expect this to
persist into the June quarter date. We have worked closely
with our suppliers and occupiers, with health and safety
always a key consideration, to keep our development sites
open and our occupied buildings operational with social
distancing requirements in place.
We have also extended the scope of our community
activities by launching a new Community Fund seeded by
GPE directors and employees to bring some relief to those
in London hardest hit by the COVID-19 crisis.
› See more on our communities on pages 60 to 62
Our talented team – achieving more together
Last but not least, all of our activities and successes in the year
could not have been delivered without the fabulous efforts
of our talented team and I would like to say a personal thank
you to all my colleagues at GPE.
Over the year, the strength of our values and the magnetic
appeal of our culture was highlighted with our most recent
employee engagement survey showing 94% of our people
would “recommend GPE as a great place to work” and we
were delighted to make several internal Senior Management
Team promotions during the year, as we develop our talent
from within. We also successfully launched our Inclusion and
Diversity strategy at an event attended by all employees,
with valuable participation from our Non-Executive Directors,
and we are pleased to have now achieved the National
Equality Standard accreditation.
› See more on our people and culture on pages 46 to 53
Outlook
GPE is today in the enviable position of being both well
placed to withstand the impacts from the COVID crisis and
able to look to our future with confidence.
Whilst much of the year to March 2020 was characterised
by political and economic uncertainty, nothing could have
prepared us for the social and economic consequences of
the COVID pandemic and I am proud of the response from
each and every member of the GPE team. We are engaging
extensively with our occupiers, offering assistance on a case
by case basis and have established a new Community Fund,
seeded by GPE’s people to bring some relief to those in
London hardest hit by the crisis.
As we examine the implications for our business, it is
clear that we must plan for a recession with an increase in
unemployment, leading to reduced occupational demand
for space, implying falling rental and capital values. Key to our
market’s performance will be both the depth of the downturn
and the shape of the recovery. Given this uncertainty, we are
pausing the provision of guidance on rental value movements
until the picture becomes clearer. Whatever the outcome,
whilst some working practices might change, our human
desire to congregate and create underpins our belief that
London’s magnetic appeal as a global business capital will
persist for the long term. This belief is reinforced by our
current leasing discussions, illustrating occupiers’ ongoing
appetite to secure high quality, sustainable space.
Guided by our strong purpose and unifying values, we have
positioned GPE for any market eventuality; our low leverage
is both defensive and gives us significant capacity for growth;
our portfolio is virtually fully let, off low rents and has material
upside potential from our extensive development pipeline;
and our talented team with its deep market knowledge,
combined with our financial strength, gives us the ability
to choose our path to deliver on all our ambitions.
22
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Our market
Global growth in 2019 was at the weakest level
since the global financial crisis of 2008. Rising trade
barriers and associated uncertainty weighed on
business sentiment and activity globally. Closer to
home, the UK’s exit from the EU dominated the
agenda and impacted business confidence.
The decisive election outcome late last year
provided greater clarity, but more recently this has
been overshadowed by the spread and economic
consequences of COVID-19.
The last twelve months have been marked by a combination
of muted global growth and heightened levels of political
and macro-economic uncertainty. Whilst the general election
result in late 2019 in part alleviated the opaque political
outlook, the recent economic shutdown as a result of
COVID-19 is likely to disrupt global growth for some time to
come. Furthermore, our future trading relations with the EU
and the rest of the world still remain unresolved.
Global recession driven by global pandemic
Global equity markets had a strong 2019 with many indices
reaching record highs. Whilst equity markets were positive,
the underlying global economic backdrop remained relatively
weak. Manufacturing activity was low, at levels not seen
since the global financial crisis, trade disputes had impacted
levels of global trade and business confidence and regional
geopolitical tensions remained. The subsequent arrival of the
COVID-19 pandemic has inflicted a tragic human cost and
has resulted in a necessary global shutdown that is severely
affecting economic activity. As a result, Oxford Economics
predict that the global economy will contract sharply, by 2.8%
in 2020, a downturn more severe than the 2008/09 financial
crisis. This reduction is the result of an estimated 7% first
half fall, partly offset by a rebound by the end of the year.
However, the risks and uncertainties around current forecasts
are large and highly dependent on the easing of existing
shutdowns over the coming months.
UK recession set to follow
In the UK, equity markets during 2019 were volatile with
movements clearly correlated to the UK Government’s
progress in navigating the UK’s exit from the EU. Overall UK
GDP grew by a modest 1.4% during the year. As with the
rest of the world, the start of 2020 was marked by the impact
of COVID-19 and forecast domestic growth has now been
replaced by an expected steep recession. Oxford Economics
forecast annual GDP to fall by 5.1% in 2020, bouncing back to
6.0% growth in 2021.
83%
Fall in UK CFO optimism
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Business confidence at record lows
Business and consumer confidence was fragile in 2019, as
Brexit uncertainty dominated the national debate. The brief
period of relief earlier this year, following December’s decisive
election result, was quickly ended by the arrival of COVID-19.
PwC estimate that the current lockdown has resulted in 24%
of UK businesses having to cease or pause trading. Whilst the
Government response has been swift, confidence has hit
record lows with Purchasing Manager Indices signalling the
fastest ever recorded decline in business activity.
This negative sentiment is also reflected by the UK CFO
community in Deloitte’s most recent survey. It reported
that 83% of CFOs are less optimistic than they were three
months ago.
Deloitte survey of UK CFOs: business optimism
60
40
20
0
-20
-40
-60
-80
-100
2017
Q4
2018
Q1
2018
Q2
2018
Q3
2018
Q4
2019
Q1
2019
Q2
2019
Q3
2019
Q4
2020
Q1
Source: Deloitte Q1 2020
Furthermore, with the expectation that demand is unlikely
to return until 2021, CFOs are more focused on defensive
strategies, including reducing costs, increasing cash flow and
reducing leverage, than at any time since 2010.
Looking forward, the current crisis is likely to have a significant
impact on the UK economy. Whilst the pandemic itself is
expected to be overcome in the near future, the impact on
business activity, unemployment and the public finances
are expected to be much longer lived. However, given its
unprecedented nature, it is too early to tell the likely impact
COVID-19 will have on London’s property markets.
Despite this challenging context, we remain well placed.
Our low financial leverage will enable us to both weather
market volatility and take advantage of any dislocation should
it arise. But whatever the outcome, beyond the current
disruption, we remain confident in the ability of London to
attract businesses, capital and talent from around the world,
with London expected to remain one of only a handful of truly
global cities.
Moreover, it is possible that COVID-19 further accelerates
some of the key existing trends in the London market.
This may include the structural shift of retail sales to the
internet, but also accelerate some trends that GPE has
already been capitalising on, such as office occupiers
seeking both increased flexibility and service provision, with
a preference for Grade A space with strong sustainability
and wellbeing credentials. In addition, with underlying
interest rates having now fallen to unprecedented lows, the
relative investment pricing attractions of London offices may
persist, particularly when compared to pricing in other major
global cities.
Annual Report 2020 Great Portland Estates 23
Our London
10 million
2030 expected London population
London generates around 22% of UK GDP, with
the largest economy of any city in Europe, and is
one of the world’s leading commercial, creative
and financial centres.
Despite the uncertainty created by the UK’s exit from the
EU and the more recent economic disruption as a result of
COVID-19, London has been growing and is forecast to grow
further. By 2030, London’s population is expected to have
increased to around ten million, up from around nine million
today, and improving infrastructure, including extensions of
the tube network and the expected opening of Crossrail in
2021, will bring more people within its reach. Its combination
of a strong legal system, time zone advantages, international
connectivity and a welcoming attitude to businesses from
around the world has resulted in London retaining its position
leading the Global Power City Index 2019, as measured by
Mori Memorial Foundation.
Deep, liquid real estate markets
Central London has one of the world’s largest commercial
real estate markets, with around 440 million sq ft of office
and retail property attracting a deep and diverse mix of
occupiers and property investors, many from overseas.
London’s markets are also highly liquid and remain one of
the leading global destinations for real estate investment.
Notwithstanding these strengths, for most of the year
sentiment in London’s commercial property markets
remained muted, as political and economic uncertainty
continued to dominate.
Whilst our markets have trended broadly flat in recent years,
and with considerably less volatility than the previous decade,
we expect that London’s commercial property markets will
likely remain cyclical. Our strategy is designed to allow us to
capture any opportunities that this cyclicality creates, both
through flexing our activities and operational risk in tune
with market conditions whilst always maintaining low levels
of financial gearing.
› See more on pages 16 and 17
A West End focus in a growing London
Our historical focus has been in the West End, an area
of London that provides a unique and diverse mix of
commercial, retail, residential, cultural and tourist attractions,
drawing people and businesses from around the world.
It is also home to a broad range of occupiers, and, as a
result, its success is not reliant on a single dominant sector.
Furthermore, the barriers to developing buildings in the
West End are high, and navigating these barriers requires
specialist skills and knowledge. This plays to our strengths.
However, we know that modern occupiers expect more
from their real estate. Regeneration, often associated with
new infrastructure, combined with a shortage of new space
in the core, means businesses are increasingly willing to
move to new locations in central London to find the right
space. Our portfolio reflects this, with many of our future
development opportunities set to deliver high quality
spaces in areas benefiting from this shift, including new
and exciting projects in Southwark and the City fringe.
› See more on pages 34 to 38
22%
Of UK GDP generated by London
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Our occupational markets
Our occupational markets have remained highly
active, despite a year marked by political and
economic turbulence. More recently, supportive
fundamentals have been disrupted by COVID-19,
with take-up slowing in 2020.
The prospect of an ongoing uncertain outlook, often
combined with a structural need to move due to lease expiries,
has encouraged businesses to look beyond short-term macro
uncertainties to secure the right home for the long-term
success of their business. To date, this resilient demand,
combined with a shortage of high quality space, has ensured
that the best space has continued to let well, supporting prime
rents. Whilst the fundamentals in our markets have been
supportive to date, looking forward it is too early to assess
what the impact of the COVID-19 pandemic will be.
For the year ended 31 March 2020, central London take-
up was 12.7 million sq ft, 7.1% lower than the preceding
12 months and 3.4% below the ten-year annual average of
13.1 million sq ft. Take-up was once again from a diverse
range of industries with professional and business services
(27%), creative industries (18%) and banking and finance
(15%) the dominant sectors in Q1 2020.
Supply of new space remains limited; 60% of all
space under construction already pre-let
Whilst demand for high quality space currently remains
robust, the supply of new buildings across central London
remains limited, with development completions for the year
to 31 March 2020 of 1.3 million sq ft, down from 4.1 million
sq ft in the preceding 12 months. Moreover, in the core of
the West End, where the majority of our portfolio is located,
development completions totalled only 45,300 sq ft over the
year. The combination of an increasingly challenging planning
regime, continued macro-economic uncertainty and limited
availability of speculative development debt finance has
helped restrict the delivery of new space. Looking ahead, as
shown in the chart below, CBRE expects 35.8 million sq ft of
new office space to be delivered in central London over the
five years to December 2024. Given the bulk of this space
is yet to start on site, we expect that the current slowdown
in construction activity as a result of COVID-19 is likely to
exacerbate this shortage further as schemes are delayed.
Central London developments million sq ft
12
10
8
6
4
2
0
2010
2013
2011
2012
Completed
Proposed Let/Under Offer
2017
2014
U/C Let/Under Offer
2015
2016
Proposed Available
2018
2019
2021
2020
U/C Available
2022
2023
2024
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This lack of development activity has limited new supply
in our key markets, and with healthy occupier demand
particularly at the prime end, this has kept availability
relatively tight. Availability was 14.0 million sq ft at 31 March
2020, with new space only 28% of the total, up marginally from
13.7 million sq ft this time last year. Vacancy was low at 4.5%
at 31 March 2020, up from 4.3% a year earlier. A lack of high
quality space has led occupiers to be increasingly motivated
to secure new space in advance of buildings completing.
Pre-lets represented 25% of all take-up in the year to 31 March
2020 and 60% of future development completions are
already pre-leased. Furthermore, occupiers are looking much
further ahead to secure space depending on the size of their
requirement. Today, occupiers are often seeking to secure
space two years ahead of time for requirements of up to
100,000 sq ft and for very large spaces of up to 500,000 sq ft
much longer.
West End occupational markets
Over the year to 31 March 2020, West End office take-up
was 4.0 million sq ft, broadly in line with the preceding year.
However, at the prime end, the take-up of new and pre-let
space was 0.9 million sq ft, down 16.5% on the previous year
and the lowest since 2013. Tight levels of supply of high
quality space is particularly acute in the West End, with new
space only 16.6% of total availability. Vacancy rates also
remain low with Grade A space vacancy estimated by CBRE
to be only 1.8% of total vacant space. Accordingly, CBRE
reported that prime office rental values in the West End rose
to £110.0 per sq ft, up from £107.50 a year earlier. Rent free
periods on average remained flat at around 23 months on
a ten-year term.
Wider UK retailing has suffered from a combination of lower
retail sales and a structural shift, as increasing volumes of
sales move online. However, prior to the arrival of COVID-19,
central London retail demonstrated resilience and had
suffered to a lesser extent. However, with stores now closed,
the challenges facing retailers in London have grown.
This was reflected in our own portfolio where retail rental
values softened across London’s key shopping streets,
down overall by 4.3% during the year.
City, Midtown and Southwark occupational markets
Over the year to 31 March 2020, City office take-up was
5.9 million sq ft, up 2.6% on the preceding year, with
availability of 6.0 million sq ft (up 3.6%) and broadly in line
with the ten-year average of 5.9 million sq ft. Although higher
than in the West End, vacancy rates remain low with Grade A
vacancy estimated by CBRE to be only 3.5%. CBRE has also
reported that prime City rental values increased by 2.8% to
£73.00 per sq ft.
Midtown and Southwark office take-up was 1.7 million sq ft,
down 49.1% on the preceding year as activity was limited
by a shortage of high quality stock. Availability at 31 March
2020 stood at 1.8 million sq ft, down 20.3% during the year,
and lower than the ten-year average of 2.3 million sq ft.
CBRE reported prime office rents in Southwark and Midtown
increased to £70.00 per sq ft (up from £65.00 per sq ft) and
£82.50 (up from £80.00 per sq ft) respectively.
Source: CBRE Research
Annual Report 2020 Great Portland Estates 25
Our market challenges
The four key challenges in our markets...
The growth of flexible space
Structural retail change
London has witnessed significant growth in the provision
of flexible office and co-working space in recent years.
Advances in technology, the growth in start-up businesses,
increased mobility in the workforce and the rise of the gig
economy has helped drive this growth, and a plethora
of new suppliers have come into the market to provide
it. Flexible space represented 16% of annual take-up in
2019, and comprises an estimated 6% of central London’s
office market.
UK retailing continues to suffer from a combination of lower
retail sales and a structural shift as increasing volumes of
sales move online. This trend has been further exacerbated
by the economic impact of COVID-19 and associated forced
store closures. Together these factors have put pressure on
retailers to adapt their business models and, in some cases,
greatly reduce the retail space they occupy. A number of
high profile corporate failures demonstrate that many have
not adapted quickly enough to this changing landscape.
Flexible workspace1 m sq ft
Market rental value growth index
20
10
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5.2%
1.5%
2007
2.2%
2012
2019
Flexible workplace stock
Flexible workplaces as percentage of total stock (rhs)
8.0%
4.0%
0.0%
200
180
160
140
120
100
80
60
Mar
2010
Mar
2012
West End Retail
Mar
2014
London Retail
Mar
2016
Mar
2018
Mar
2020
Rest of UK Retail
1. Cushman & Wakefield
Source: MSCI
... provide us with opportunities.
Whilst for many businesses, securing high quality, well-
located space for longer-term occupation is vital, we
recognise occupiers are increasingly seeking an element of
flexibility for some parts of their business. We are currently
meeting this market demand through a number of flexible
offers. Firstly, our flex space which provides dedicated,
fully fitted space on flexible terms allowing occupiers to
move in and out of the space with ease. We are also in
the process of refurbishing our first flex plus space which
will extend this offer to provide additional services and
amenity. This new space in Soho will complete later this
year and early interest has been positive.
On larger spaces, we have entered into partnership
arrangements, often to maximise cash flow ahead of
redevelopment, to deliver flexible solutions and co-
working environments with our most recent deal being
with Knotel at City Place House, EC2. Looking forward,
we consider that more flexible spaces will become an
essential part of our development pipeline and for smaller
spaces, under 10,000 sq ft, the default requirement.
In total, our flexible space now comprises 219,600 sq ft
or 11% of our office portfolio.
› See more on page 41
London has not been immune to these changes. However,
central London possesses a number of characteristics which
have softened their impact to date. High levels of tourism (both
domestic and international), flagship stores, a deep cultural
offering and its growing population have contributed to its
relative resilience.
Today retail space comprises 28% of our portfolio by value.
We focus on delivering high quality, modern retail units
into locations with enduring appeal with the bulk of our
activities centred on the prime shopping streets of Oxford
Street, Regent Street, Bond Street and Piccadilly. Our recent
development activity at 1 Newman Street & 70/88 Oxford
Street, W1, at the eastern end of Oxford Street, and Hanover
Square, at the northern end of Bond Street, aim to deliver
new retail experiences into locations that will benefit from the
expected opening of Crossrail in 2021, following recent delays.
Early interest in the schemes has been encouraging and during
the year we completed our first retail letting in our Hanover
Square scheme.
Other locations have been more challenging, particularly where
the real estate is ageing, including at our Mount Royal scheme at
the western end of Oxford Street. Here the future development
opportunity remains, both to refresh and improve the retail offer,
but more importantly to potentially create a large mixed-use
scheme on a two acre site in the heart of the West End.
› See more on pages 34 and 36
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Attracting and retaining talent
The climate change challenge
High quality workplaces are increasingly seen as an
important tool for recruiting and retaining an enthusiastic
and productive workforce. The nature of a successful
workplace is also changing. Our research suggests that
occupiers have an increasing need for offices that can
adapt to accommodate the various ways in which people
work, that embrace technology to allow occupiers to be
more mobile, provide additional on-site services and are
highly sustainable. With the supply of such space limited,
occupiers are increasingly seeking to pre-let a number of
years in advance to ensure they can secure the right space
for their business.
Climate change is arguably the biggest long-term
challenge we face and, as the risk and need for urgent
action increases, the climate debate has moved from
the periphery to now being both a moral and economic
imperative. With the built environment contributing
approximately 40% of the UK’s carbon footprint, we have
an obligation to play our part in adapting to and mitigating
the risk and want to make a positive impact, helping London
to thrive. Our occupiers are increasingly aware of their
own contribution to climate change and their employees
are demanding a change in approach. They are therefore
adjusting their occupational requirements accordingly.
Central London prime office developments
months to let 75%1
The Time is Now
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We have recently launched
our Statement of Intent
‘The Time is Now’.
› See more on pages
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2018
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completed in year
We are responding to this by ensuring we are delivering
the spaces that occupiers want. We stay close to our
existing customers to understand their needs to ensure
our buildings and the services we provide meet their
requirements. Furthermore, on new spaces, whether
flex or in the development pipeline, we are steered
by our Guiding Principles for Design and our Design
Review Panel to think ahead to challenge and anticipate
the products and services that our occupiers will need
over the next few years and beyond.
Our strong track record is demonstrated by our leasing
success. Over the past decade the vast majority of our
developments have been pre-let ahead of completion,
allowing us to work with many of the occupiers to shape
their spaces for their business needs. We have seen strong
pre-let interest across our committed and near-term
developments during the year. Today, we have 61,600 sq ft
of space under offer across our three committed schemes
and are in conversations with prospective occupiers on
a number of our near-term schemes, some of which will
not complete until 2026.
› See more on pages 34 to 38
In order to produce buildings to attract the occupiers of
tomorrow, we must address our carbon footprint across
our portfolio, both in our existing buildings and also
through our development pipeline. Where we develop
buildings, we seek to reduce our footprint through design
efficiency using an appropriate mix of renewable and low
carbon energy technologies and local energy generation
solutions. We also seek to reduce embodied carbon
through considering the type or quantity of materials
used, technological innovation and efficient construction
techniques. These measures will support our ambition
to decarbonise our business to become net zero carbon
by 2030. Last year we also announced targets to reduce
energy intensity in our existing buildings by 40% (from a
2016 baseline) by 2030 and to delivering net zero carbon
new build developments from 2030. These are challenging
ambitions. We are already working with our occupiers and
deep into our supply chains as we will need to collaborate
with all our stakeholders to achieve them.
› See more on pages 72 and 73
Annual Report 2020 Great Portland Estates 27
Our investment markets
Transactions in London slowed as political
instability in 2019 provided an uncertain outlook
for the investment market. This was briefly lifted
by a decisive election result, albeit activity in
2020 is likely to be shaped by the global impact
of COVID-19.
Investment markets in 2019 were marked by the uncertainty
created by the UK’s ongoing negotiations to exit the EU and
general election in December. Despite a flurry of transactions
in the last few weeks of the year, following the decisive
election result, investment activity totalled £11.3 billion,
down 35.7% from £17.6 billion in 2018. Whilst overall volumes
were down, the themes within the investment demand were
unchanged. Demand continued to be strong for prime,
well-let and well-located assets. We also continued to
see strong demand for sites with near-term development
opportunities as investors sought to increase their returns
beyond those provided by low yielding, longer let assets.
Investment markets were more domestically focused in
2019 with many overseas investors pausing for greater
clarity, accounting for 53% of transactions down from
76% a year earlier.
Volumes for first quarter of 2020 impacted
COVID-19
The arrival of COVID-19 has slowed investment activity
considerably, as many buyers await greater clarity on its
economic impact before committing to a purchase. In the
meantime, whilst some buyers are seeking discounted
pricing, vendors are unwilling to reduce prices as, to date,
levels of financial stress are low. Moreover, buyers are facing
logistical challenges as the ongoing lockdown has restricted
travel and hampered the ability of more willing buyers to
conduct effective due diligence. Office investment deals
in the first quarter of 2020 were £1.4 billion, down 38% on
the equivalent quarter of 2019 and down 55% on the ten-
year average for a first quarter, with most successful deals
commencing prior to the lockdown. We anticipate that
turnover will continue to be muted until the economic and
social backdrop returns to a more normalised environment.
London investment volumes £bn
6
5
4
3
2
1
0
Q1
Q2
Q3
Q4
Q1
Q2
Q3
Q4
Q1
Q2
Q3
Q4
Q1
Q2
Q3
Q4
Q1
Q2
Q3
Q4
2015
2016
2017
2018
2019
Q1
2020
Total
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Source: CBRE Research
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Over the year, prime yields remained stable in both the
West End and the City at 3.75% and 4.00% respectively.
Whilst the expected post-election yield compression is now
unlikely, London offices continue to be attractively priced
when compared to other major cities. Moreover, relative to
both government and corporate bonds, London real estate
continues to offer relative value in a global environment
where sustainable yield is scarce.
London: High Relative Yields (Prime Office) %
4.0
3.0
2.0
1.0
0
-1.0
-2.0
Tokyo
Hong Kong
Paris
Berlin
New York
Real 10 yr Gilt
Central London
Source: JLL, Initial Yields
London retail investment volumes reduced in 2019 to
£1.2 billion, down from £1.7 billion in 2018, remaining well
below the five-year average. The structural changes facing
the retail sector deepened during the year, resulting in buyers
being more selective. More recently, the impact of COVID-19
has closed stores across the globe adding further to retailer
financial distress. Whilst investment volumes have been light,
CBRE reported that prime yields rose during the year to 2.5%
and 3.25% on Bond Street and Oxford Street respectively.
Notwithstanding the present disruption, over the medium
term we expect that London’s relative value, combined with
its transparent legal system, its position as a global hub and
perceived safe haven status will continue to attract capital
from around the globe.
› See more on page 24
Cautious equity demand
At the end of 2019, CBRE estimated that there was
£32.75 billion of equity targeting London, and this was
trending upwards in early 2020, largely driven by European
investors. Given the uncertain backdrop, many international
investors are now inevitably cautious and are monitoring
the market, particularly with the ongoing travel restrictions.
However, CBRE see no evidence that the strong fundamentals
of the market will not continue and drive more interest from
pent-up demand in the medium term when normality returns.
Near-term outlook for rents and yields
The unprecedented nature of the current COVID-19 situation
means that, at this stage, it is too early to judge the market
outlook with any certainty or provide rental value guidance
for the new financial year. However, we do expect to see
some yield expansion for both office and retail properties,
although London’s yields today still remain attractive relative
to other global cities and underlying interest rates.
Our lead indicators are less favourable
Given the cyclical nature of our markets, we actively monitor numerous lead indicators to help identify key trends in our
marketplace. In recent months, we have seen our property capital value indicators deteriorate markedly due to the impact of
COVID-19 on the UK economy. Whilst market rents and yields have yet to fully reflect the changing economic environment, the
prospect of a UK recession would suggest that the trajectory for values, from here, will be down. At present, visibility is poor on
both the depth and longevity of any downturn. However, we remain well placed and we have the financial strength to allow us
to choose our own path whatever the market backdrop.
Drivers of rents
GDP/GVA growth
Business investment
Confidence
Employment growth
Active demand/take-up
Vacancy rates
Development completions
Drivers of yields
Rental growth
Weight of money
Gilts
BBB Bonds
Exchange rates
Political risk
2019
Outlook
2020
Outlook
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COVID-19 has had an abrupt impact on the
investment market, with transactions slowing
in the first quarter of 2020. However, whilst
levels of demand are currently hard to read,
vendors have to date remained composed and
the amount of stock available on the market
remains extremely low.”
Alexa Baden-Powell
Investment Manager
Annual Report 2020 Great Portland Estates 29
Our near-term strategic priorities
We have a clear strategic focus that enables us to deliver attractive long-term
value to our stakeholders. Our primary focus remains on maximising value
from our portfolio organically through creating exciting spaces for occupiers,
driving rental growth, delivering developments and recycling capital, whilst
continuing to explore acquisition opportunities where we see value.
› See more on pages 16 and 17
Near-term strategic priorities 2019/20
Further recycling
and selective
investment activity
› See more on pages 32 and 33
Progress the committed
developments and
prepare the pipeline
› See more on pages 34 to 38
Drive rent
roll growth
› See more on pages 39 to 41
Priority
Key initiatives
– Explore further sales
opportunities where
prospective returns
are insufficient.
– Acquire properties, should
we see attractive value in
the market.
2019/20 progress
– Total sales of £73.3 million
at an average capital value
of £1,305 per sq ft, 10% ahead
of book value.
– We maintained our disciplined
approach to acquisitions and,
with limited value to be found,
no properties were purchased
during the year.
– Maintain programme
of three new committed
development schemes.
– Capture further
reversionary potential.
– Reduce investment vacancy
– Secure further pre-lettings on
rate below 4%.
– Seek further opportunities to
roll out flex space offering.
– Deliver ERV growth of between
-2.0% and +1.5%.
– Rent roll up 3.0% on a like-
for-like basis. £3.9 million
of reversion captured.
– Vacancy rate low at 2.0%.
– Ten flex space lettings totalling
97,800 sq ft across four
buildings; flex space now 11%
of portfolio.
– Portfolio ERV up +1.4% in year.
committed schemes.
– Prepare the ten schemes in the
development pipeline for the
next cycle.
– Submit planning applications
at 50 Finsbury Square, EC2 and
City Place House, EC2.
– Good progress on three
committed developments,
albeit programmes delayed due
to impact of COVID-19.
– Further pre-letting success
at Hanover Square, W1 and
1 Newman Street & 70/88
Oxford Street, W1 and a further
52,000 sq ft under negotiation
at The Hickman, E1.
– Deep development pipeline:
ten projects, with planning
consent submitted for
refurbishment of 50 Finsbury
Square, EC2.
– Total development programme:
56% of portfolio, 1.8 million sq ft.
Impact on
strategic KPIs
– Sales ahead of book value,
lower loan to value and support
TPR and TAR.
– Development surpluses
enhance TPR and TAR.
– Pre-lettings accelerate TPR
– Accretive recycling and
and mitigate voids.
reinvestment should enhance
TPR and TSR.
› See more on our KPIs and operational
measures on pages 18 and 19
– Extensive pipeline of
development opportunities
can support TSR.
› See more on our KPIs and operational
measures on pages 18 and 19
– Capture of rental reversion
and occupier retention
supports TPR.
– Higher ERVs support asset
values and TPR and TAR.
› See more on our KPIs and operational
measures on pages 18 and 19
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Great Portland Estates Annual Report 2020
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Near-term strategic priorities 2020/21
Priority
Key initiatives
COVID-19
response
› See more on pages 49 and 58 to 62
Deliver
and lease the
committed schemes
› See more on pages 34 and 35
Prepare
the pipeline
› See more on pages 36 to 38
– Prioritise the safety and
wellbeing of occupiers,
suppliers and employees.
– Maintain cash flow whilst
supporting occupiers who are
facing economic hardship.
– Complete construction of
The Hickman, E1 and Hanover
Square, W1 on time and budget.
– Achieve vacant possession and
commence refurbishment of
50 Finsbury Square, EC2.
– Maintain programme for
the completion of Oxford
House, W1.
– Secure planning consent for
City Place House, EC2 and New
City Court, SE1.
– Provide business continuity
– Maximise pre-letting of the
– Formalise the development
for our occupiers by keeping
occupied portfolio operational.
– Scenario planning and stress
testing the Group’s resilience.
– Monitor acquisition
opportunities.
remaining space.
– Complete sale of blocks B & C
at The Hickman, E1.
strategy with key stakeholders
at Mount Royal, W1 and submit
planning application.
– Finalise development plans for
Piccadilly Estate, W1, Kingsland
& Carrington House, W1 and
Minerva House, SE1.
Priority
Progress sustainability
agenda
› See more on pages 72 and 77
Further embed
our values
› See more on pages 46 and 53
Continue to grow
our flex offer
› See more on pages 12, 13 and 41
Key initiatives
– Promote and communicate
our Statement of Intent.
– Finalise roadmap to zero
carbon business.
– Broaden employee
education programme.
– Meet KPIs embedded in
ESG-linked RCF.
– Deliver follow-up actions from
pulse survey and values based
leadership training.
– Achieve National
Equality Standard.
– Evaluate additional 152,200 sq ft
of space for flex offerings.
– Further expand offer with
successful launch of Flex+
space at Dufours Place, W1.
– Further progress inclusion and
– Utilise economies of scale
diversity initiatives.
– Maintain positive health
and safety culture.
for fit-out procurement and
service delivery.
– Broaden marketing initiatives.
Annual Report 2020 Great Portland Estates 31
Our investment activities
2019/20 Strategic Priority:
Further recycling and selective
investment activity
Operational measures
Purchases
Sales
Sales – premium/(discount)
to book value1
Sales – capital value per sq ft
Total investment transactions2
Net investment3
2020
£nil
2019
£nil
£73.3m £348.9m
10.0%
(0.7)%
£1,305
£1,459
£73.3m £348.9m
£(73.3)m £(348.9)m
1. Based on book values at start of financial year.
2. Purchases plus sales.
3. Purchases less sales.
Our approach
Buying at the right price and selling at the right time
is central to our business model. Using our extensive
network of market contacts, our investment team
pursues a disciplined approach with clearly defined
acquisition criteria.
› See more on page 16
Once we have acquired a property, the investment
team works closely with our portfolio management and
development teams to deliver the business plan and
maximise the property’s potential. Every asset’s business
plan is updated quarterly, providing estimates of forward
look returns under different market scenarios. These plans
also help to inform our sales activities, with the assets
providing the lower risk adjusted returns often being
sold and the proceeds recycled into better performing
opportunities or returned to shareholders.
Prior to the arrival of COVID-19, the
decisive outcome of the general election
briefly improved investor sentiment and
lifted transaction activity in our investment
markets. This renewed confidence resulted
in a flurry of transactions completing in
the last two weeks of 2019.”
Robin Matthews
Investment Director
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During the year we saw strong demand for long-let,
well-located prime assets as well as for sites with
near-term development potential. Accordingly, value
has been scarce and we made no acquisitions during
the year. However, we took advantage of these
market conditions to profitably recycle out of one
commercial property.
Given the continued strength of the investment market,
attractive opportunities to buy were limited and we were
once again a net seller, taking advantage of these supportive
market conditions to sell 24/25 Britton Street, EC1. In total,
together with some small residential sales, we generated
£73.3 million in gross proceeds at a 10.0% premium to the
31 March 2019 book values.
Sales for the year ended 31 March 2020
Commercial
24/25 Britton Street, EC1
Commercial total
Residential
78/92 Great Portland
Street, W1
Rathbone Square, W1
Total
Premium/
(discount)
to book
value %
Price1
£m
Price per
sq ft
£
NIY
%
64.1
64.1
11.8
11.8
1,245 4.07%
1,245 4.07%
3.6
5.6
73.3
(3.7)
0.0
10.0
n/a
1,632
2,219
n/a
1,305 4.07%
1. After deductions for tenant incentives.
Last year, we entered into a structured sale agreement for our
small Whitechapel Courtyard sites at the rear of our Hickman
development. We expect the sale to conclude prior to
completion of the main development in Q3 2020.
Residential sales of £9.2 million
During the year we completed £9.2 million of residential sales,
including the last remaining unit at Rathbone Square, W1 for
£5.6 million, in line with the March 2019 book value. GPE has
no remaining interest in the asset.
New PropTech VC investment
PropTech is having a growing impact on the markets in
which we operate both as technology becomes increasingly
embedded in buildings and as the services that surround
our buildings become digitised. Therefore, whilst we saw
limited opportunities in the investment market, we made a
commitment in January 2020 of up to £5 million to invest in Pi
Labs European PropTech venture capital fund. Launched in
2014, Pi Labs is Europe’s longest standing PropTech VC and
this third fund has a primary focus to invest in early stage
PropTech start-ups across Europe and the UK that use
technology solutions to enhance any stage of the real estate
value chain.
Investment in the fund will provide us with an insight
into emerging technologies and provide the ability to
trial them in the portfolio. Key areas of focus for the fund
include sustainability, the future of work, the future of retail,
commercial real estate technologies, construction technology
and smart cities.
How we are positioned
We have been a net seller for the past seven financial years,
taking advantage of supportive investment markets to
recycle out of mature assets where our business plans were
complete. However, we are constantly reviewing acquisition
opportunities, and we currently have £0.9 billion of potential
acquisitions under review.
Value of deals under review by GPE £bn
1.6
1.2
May ’10
39%
0.8
Nov ’09
48%
Nov ’10
48%
0.4
Dec ’17
4%
May ’18
0%
Nov ’19
7%
Nov ’18
15%
May ‘20
0%
May ’17
0%
May ’19
9%
‘08
‘09
‘10
‘11
‘12
‘13
‘14
‘15
‘16
‘17
‘18
‘19 ‘20
Percentage of reviewed stock trading near ‘fair value’
Value of deals under review £bn
Source: GPE
Whilst the number of assets under review remains high,
opportunities providing attractive value continued to be
scarce. Those with a near-term development opportunity,
the sort of assets that we typically look to buy, saw strong
demand and pricing was robust. None of the assets we
reviewed traded within 10% of our view of fair value.
In the near term, we expect COVID-19 to greatly reduce the
number of assets for sale. So far, levels of financial distress
appear to be low and therefore vendors do not need to bring
assets to an increasingly uncertain market. Looking further
ahead, it is too early to ascertain what impact the pandemic
and economic shutdown will have on the investment market.
We will remain disciplined. Any potential purchase needs
to outperform the assets we already own, and with our
existing portfolio stacked with opportunity, the hurdle is high.
However, we continue to closely monitor the market and we
have both the financial firepower and the team to exploit any
market weakness should it arise.
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11.8%
Commercial sales above book value in
the year
24/25 Britton Street, EC1
Good returns
Recycling out of mature assets
We comprehensively refurbished the office element of the building
in 2011 and subsequently let the space to Kurt Geiger. Situated in the
heart of Clerkenwell, in close proximity to the Farringdon Crossrail
station, the refurbished building provided 49,900 sq ft of high quality
accommodation arranged over two lower ground, ground and
three upper floors as well as two retail units fronting Britton Street
(1,500 sq ft).
Last year, we re-geared the lease with Kurt Geiger, extending
their term to 2035 and increasing the overall rent to £55 per sq
ft, an 80% increase post refurbishment. Securing this long-term
income, combined with a minimum rental uplift on review, created
a highly desirable investment opportunity.
With our business plan complete, we sold 24/25 Britton Street, EC1,
in January 2020 to an overseas investor for a headline sale price of
£64.50 million, equating to £64.06 million after deduction of vendor
top ups. The headline price reflects a net initial yield of 4.07% and
a capital value of £1,255 per sq ft. The premium to the March 2019
valuation was 11.8% and the sale crystallised an ungeared IRR of 15.7%
p.a. since the office element was refurbished in 2011.
Annual Report 2020 Great Portland Estates 33
Our development activities
2019/20 Strategic Priority:
Progress the committed
developments and prepare
the pipeline
Operational measures
Profit on cost1
Ungeared IRR1
Yield on cost1
Income already secured1
BREEAM Excellent (targeted)1
Committed capital expenditure
to come
2020
14.7%
9.2%
4.8%
23.4%
100%
2019
19.1%
10.8%
4.8%
21.3%
100%
£66.1m £139.5m
1. Committed developments at date of report.
Our approach
Upgrading our portfolio through development, using
targeted capital expenditure, creates sustainable
spaces with improved occupier appeal and longevity
which enhances both rental values and capital returns.
The cyclical nature of central London property markets
means it is critical for us to match this development
activity to the appropriate point in the cycle, delivering
new buildings into a supportive market when quality
space is scarce and demand is resilient. By combining
our forensic analysis of market conditions with our active
portfolio management, we aim to be opportunistic and
flexible when planning the start and completion dates
for our schemes.
We have a good track record of matching our activities
to the ebb and flow of London’s cyclical market and today
we have three committed schemes and a substantial
pipeline of opportunities. As a result, the successful
delivery and preparation of the development programme
are key near-term strategic priorities.
We have made good progress on our six
committed and near-term development
schemes over the past 12 months.
With two completions expected this year,
our talented team are busy preparing
the next wave of exciting schemes that
will provide us with value-creating
opportunities into the coming decade.”
Andrew White
Development Director
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We have made significant progress with our three
committed schemes, which are now 48% pre-let or
under offer. We continue to prepare our pipeline
of future opportunities, with three schemes now
in our near-term pipeline. Our total development
programme represents 56% of the entire portfolio
providing us with an extensive platform of future
opportunities to add value.
We currently have three committed schemes on site, set to
deliver 414,600 sq ft of high quality space, all near Crossrail
stations and all targeting BREEAM ‘Excellent’, which are
expected to generate a profit on cost of 14.7%. With two
schemes due to finish this year, capital expenditure to come
at these schemes totals £59.9 million and, at 31 March 2020,
the committed development properties were valued at
£590.3 million (our share).
Our ability to deliver sustainable development returns
requires a deep pipeline of opportunities, which, when
conditions allow, will become the development schemes
of tomorrow. Today, our pipeline of future schemes is as
rich as ever, with the team busy preparing a further ten
schemes set to deliver more than 1.4 million sq ft across
the coming decade.
› See our case study on page 38
Committed schemes 48% pre-let or under offer;
two completions expected this year
Hanover Square, W1, our 221,100 sq ft mixed-use
development in Mayfair, will deliver 167,100 sq ft of offices,
41,800 sq ft of retail and restaurant space and 12,200 sq ft of
residential apartments. Construction has progressed well in
the year although the recent lockdown associated with the
COVID-19 pandemic has understandably required social
distancing on site and will delay completion, marginally
increasing costs to complete. Based on current working
patterns, we expect the scheme to complete in sections
over the coming months with full practical completion
now expected in October 2020.
Following strong office pre-letting to KKR and Glencore,
interest in the remaining 55,700 sq ft of office space continues
to be strong, especially for the standalone office building on
New Bond Street, W1 where we currently have 32,900 sq ft
of office space under offer.
During the year, we pre-let a 5,000 sq ft retail unit on the
corner of New Bond Street and Brook Street to Canali, 11.5%
ahead of the March 2019 ERV and we handed the unit over
to them in April 2020. We expect the letting prospects for
the remaining five retail units to be more challenging given
the current impact of COVID-19 on retail activity. However,
we remain optimistic on their leasing prospects. The units
are located on one of the world’s premier retail streets, with
attractive relative pricing and a unit sizing that is appropriate
to their target market.
Hanover Square is now 52% pre-let with £7.2 million of rent
secured and when completed it is expected to deliver a
profit on cost of 20.9%. The development is owned in the
GHS Partnership, our 50:50 joint venture with the Hong
Kong Monetary Authority.
At Oxford House, now branded 1 Newman Street & 70/88
Oxford Street, W1, we have made good progress and
the structure of the building is complete to level seven.
1 Newman Street & 70/88 Oxford Street will deliver 81,200
sq ft of new offices and 37,900 sq ft of retail space at the
rapidly improving eastern end of Oxford Street, directly
opposite the entrance to the Tottenham Court Road Crossrail
station. We have commenced the marketing of the retail
units although, again, we expect leasing progress to be
slow given the impact of COVID-19 along with delays to the
opening of Crossrail. Occupier interest for the office space
however has been strong, given the quality of the building
and the continued lack of new-build office supply in the core
of the West End. As a result, we have pre-let the top three
floors (39,970 sq ft) to Exane the European equities business
and interest in the remainder is encouraging. Completion is
now anticipated to be in Q3 2021 as a consequence of the
lockdown, with an expected profit on cost (excluding the
benefit of the pre-let) of 8.0%.
At The Hickman, E1, we are expecting to complete the
development in August 2020. Our activities have transformed
the existing building into 74,400 sq ft of Grade A office
and retail space. The Hickman will be our most intelligent
building to date. We are pioneering our integrated building
app ‘sesame’, which will provide us and our occupiers with
real-time data on occupancy, energy consumption, air quality,
lighting and temperature, providing a better understanding
of how the building is operating and being utilised.
Occupier interest in the seven storey building has been
strong. To date, we have the top four floors (28,700 sq ft)
under offer on a ten-year term at an average rent of £60.00
per sq ft, marginally ahead of the March 2020 ERV.
We expect to fit-out the second floor and lease the space
on a Flex basis and provide co-working space on the lower
ground, ground and first floors. By layering our flex space
between the co-working and the core traditional spaces on
the upper floors, we are creating a truly flexible building.
We are aiming to provide the ability for occupiers of the
co-working space, typically on the shortest commitments,
to potentially graduate further up the building as their
businesses mature. But equally, and of more immediate
value, the core occupiers who take longer commitments
can do so knowing that they can expand down into the co-
working space as required. This, and the additional amenity,
is designed to make the core space more attractive – proven
by the fact that space we have under offer is at a premium to
ERV. We are targeting a profit on cost of 16.8%.
Together, our three committed developments require
£59.9 million of capital expenditure to complete, along with a
further £6.2 million for our current refurbishments. Given the
wider disruption as a result of COVID-19, we remain close to
our contractors to ensure our sites are operating safely within
current government guidelines. As these guidelines evolve,
our forecast completion dates may change, however our
earliest long-stop date under our existing pre-let agreements
is not until June 2022. We also continue to closely monitor the
financial position of our contractors whilst maintaining their
cash flow through our usual bi-monthly payment terms.
Overall, our three schemes, which are all targeting a BREEAM
‘Excellent‘ rating, are 48% pre-let or under offer and are
expected to deliver a profit on cost of 14.7%, a yield on cost of
4.8% and an ungeared IRR of 9.2%.
Our committed schemes –
414,600 sq ft
1 Newman Street & 70/88 Oxford Street, W1
Size
Construction cost
Expected completion date
BREEAM target
Crossrail station
119,100 sq ft
£103.5m
Q3 2021
Excellent
30 metres1
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Size
Construction cost
Expected completion date
BREEAM target
Crossrail station
221,100 sq ft
£121.3m2
Q4 2020
Excellent
0 metres1
The Hickman, E1
Size
Construction cost
Expected completion date
BREEAM target
Crossrail station
1. Distance to nearest Crossrail station.
2. At GPE share through our GHS Partnership.
74,400 sq ft
£31.7m
Q3 2020
Excellent
650 metres1
Annual Report 2020 Great Portland Estates 35
Our development activities continued
1 Newman Street &
70/88 Oxford Street, W1
Sought after
The last piece of the puzzle
1 Newman Street & 70/88 Oxford Street, W1 is situated at
the eastern end of Oxford Street opposite the Tottenham
Court Road Crossrail station. Once completed in Q3 2021,
the building will provide 119,100 sq ft of new Grade A
space comprising 81,200 sq ft of offices and 37,900 sq ft of
retail units.
We have had considerable success at this end of Oxford
Street, with 1 Newman Street & 70/88 Oxford Street
our third significant development and the final piece of
the puzzle.
Our activities, along with the forthcoming opening
of Crossrail in 2021, have helped revitalise a part of
London that had previously suffered from significant
underinvestment. This transformation has also encouraged
a number of well established businesses to relocate to
the area. We have completed significant office pre-lets to
Facebook and Moneysupermarket (at Rathbone Square and
1 Dean Street respectively), along with retail pre-lettings to
Benetton and New Look.
High quality buildings remain in short supply, and in May
2020 we were pleased to announce that Exane, the European
equities business, had pre-let the top three office floors
of the building (39,970 sq ft), taking a 15-year lease at an
average rent of £100 per sq ft, 14 months before completion.
The development is progressing well and we look forward to
welcoming Exane to their new home later next year.
36
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Rathbone Square, W1
Pre-let to Facebook
NIA: 242,800 sq ft
15-year lease (no breaks)
1 Dean Street, W1
Pre-let to Moneysupermarket,
Benetton and New Look
NIA: 90,700 sq ft
15- and 10-year terms
1 Newman Street & 70/88
Oxford Street, W1
Pre-let to Exane
NIA: 39,970 sq ft
15-year lease
Completion: Q3 2022
Our near-term schemes – 821,600 sq ft
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City Place House, EC2*
50 Finsbury Square, EC2
New City Court, SE1*
Proposed size
Earliest start
Opportunity area
320,000 sq ft
Proposed size
129,100 sq ft
Proposed size
2022
Earliest start
2021
Earliest start
372,500 sq ft
2022
Crossrail
Opportunity area
Crossrail
Opportunity area
London Bridge
* Computer Generated Image.
Three near-term schemes
Beyond our three committed schemes, we have a substantial
and flexible pipeline of ten uncommitted schemes, including
three schemes in our near-term pipeline.
At 50 Finsbury Square, EC2, we have submitted a
planning application for a major refurbishment and have
completed the surrender agreement with Bloomberg L.P.
ahead of securing vacant possession. The 129,100 sq ft major
refurbishment will see the office floor plates extended within
the existing frame of the building, a large reception with a
concierge as well as an improved amenity offer. We now
expect to commence construction in early 2021.
Close by at City Place House, EC2, located 200m from the
Moorgate Crossrail station, we are working on plans to
maximise the potential of the site by significantly increasing
the size of the building to 320,000 sq ft, up from 176,600 sq ft
today. Initial discussions with the City of London have been
encouraging and the project has a proposed start date in
2022. We expect to submit a planning application in Q3 2020.
At New City Court, SE1 in the London Bridge Quarter, we
have submitted a planning application to materially increase
the size of the existing 98,000 sq ft building to 372,500 sq ft
and we expect a determination later this year.
Subject to planning, these three schemes could together
deliver 821,600 sq ft of Grade A space, and have an expected
capital expenditure of c.£600 million and an expected
ERV of c.£55 million. Encouragingly, we have already had
pre-let discussions for space across these three schemes
with a number of potential occupiers, despite having yet
to secure planning permission.
Designing climate change resilient
and adaptable spaces
Our development activities form a significant part of our
carbon footprint and it is clear that sustainability, wellbeing
and community relationships continue to move up the
agenda of our key stakeholders. Accordingly the climate
change resilience of our developments forms a key part of our
Sustainability Statement of Intent ‘The Time is Now’. As part
of this commitment we have also pledged to decarbonise our
business by 2030 and committed to ensuring that all our new
buildings are net zero carbon from 2030.
Our Sustainable Development Brief helps ensure that our
schemes anticipate future sustainability requirements and
are resilient to climate risk. Furthermore, our Design Review
Panel, chaired by our Director of Workplace and Innovation,
meets weekly and challenges our professional teams to
ensure that we create space that fulfils our occupiers’ needs.
In particular, this means ensuring our developments meet
the highest standards of sustainable design, embrace
technology and provide a variety of adaptable and
flexible working environments.
› See more on pages 72 to 77
56%
Of portfolio in development programme
Annual Report 2020 Great Portland Estates 37
Our development activities continued
Our pipeline of opportunity
How we are positioned
In addition to our six committed and near-term
development schemes, our medium-term pipeline consists
of a further seven schemes stacked full of opportunity.
Providing us with a strong platform for organic growth and
a wealth of value-creating opportunities, all of the schemes
are currently income producing, are well located around
major public transport interchanges in the heart of London
and have flexible start dates.
Today, our total development programme is substantial,
encompassing 56% of the portfolio which is set to provide
in excess of 1.8 million sq ft of modern, high quality,
sustainable space for London to thrive.
35 Portman Square, W1
Jermyn Street Estate, SW1
Proposed size
Earliest start
72,800 sq ft1
Proposed size
2026
Earliest start
Opportunity area
Core West End
Opportunity area
133,200 sq ft1
2021/22
Core West End
French Railways House and
50 Jermyn Street, SW1
Kingsland/Carrington House,
W1
Proposed size
Earliest start
90,000 sq ft
Proposed size
2022
Earliest start
Opportunity area
Core West End
Opportunity area
53,500 sq ft
2022/23
Prime retail
Mount Royal, W1
Minerva House, SE1
95/96 New Bond Street, W1
Proposed size
Earliest start
92,100 sq ft1
Proposed size
130,000 sq ft
Proposed size
2022/23
Earliest start
2022
Earliest start
Opportunity area
Core West End
Opportunity area
London Bridge
Opportunity area
9,600 sq ft1
2023/24
Prime retail
1. Existing area.
38
Great Portland Estates Annual Report 2020
Our leasing activities
2019/20 Strategic Priority:
Drive rent roll growth
Operational measures
New lettings and renewals
Premium to ERV1 (market lettings)
Vacancy rate
ERV growth
Reversionary potential
Rent collected within seven days2
1. ERV at beginning of financial year.
2. For March quarter.
Our approach
2020
2019
£14.4m £24.5m
6.9%
4.8%
1.2%
8.3%
99.2%
8.8%
2.0%
1.4%
11.7%
62.9%
We consider that a close relationship with our occupiers is
vital to our success. As a result, we manage all aspects of
our property portfolio in-house, enabling us to continually
refine our understanding of what occupiers want and how
we can meet their needs. We aim to deliver a premium
experience, through our high quality teams, the energised
spaces we provide and high levels of customer service, all
supported by technology. Our portfolio managers also
work closely with our development team to ensure that
vacant possession is achieved on a timely basis, ahead
of key development starts, wherever possible relocating
occupiers to other buildings within our portfolio.
Our portfolio managers, supported by our occupier
services team, administer a portfolio of approximately
332 occupiers, from a diverse range of industries, in 44
buildings across 33 sites. This diversity limits our exposure
to any one occupier or sector, with our 20 largest
occupiers at 31 March 2020 accounting for 36.4%
(2019: 39.8%) of our rent roll.
We have had another year of strong operational
activity, reporting healthy leasing ahead of ERV
and continuing the successful roll-out of our flexible
space offering. We completed 46 new lettings,
securing £14.4 million of rent, outperforming March
2019 ERVs by 8.8%. We also settled 29 rent reviews
securing £13.2 million of rent.
Despite the economic and political turbulence our
occupational markets continued to perform well. Demand for
our brand of high quality, sustainable space remained robust,
supporting our successful leasing activity. During the year,
we delivered market lettings 8.8% ahead of ERV and overall
rental value growth of 1.4%. We also continued to capture
reversion across the portfolio, and coupled with the leasing
activity, this helped drive like-for-like Group rent roll up
by 3.0%.
The key highlights of another busy year included:
– 46 new leases and renewals completed during the year
(2019: 78 leases) generating annual rent of £14.4 million
(our share: £12.7 million; 2019: £19.3 million), with market
lettings 8.8% ahead of ERV;
– ten Flex space and co-working lettings (97,800 sq ft),
securing rent at a premium of 42% to net effective
ERV, and currently appraising a further 152,200 sq ft;
– 29 rent reviews securing £13.2 million of rent (our share:
£12.2 million; 2019: £10.5 million) were settled at an
increase of 19.7% over the previous rent and capturing
significant reversion;
– £3.9 million of reversion captured in the year to
31 March 2020 (2019: £2.7 million);
– total space covered by new lettings, reviews and
renewals was 439,200 sq ft (2019: 600,400 sq ft);
– following the successful leasing period, the Group’s
vacancy rate has decreased to 2.0% (31 March 2019: 4.8%)
and Group rent roll has increased by 3.0% to £100.8 million,
on a like-for-like basis; and
– our average office rent remains low at £53.40 per sq ft.
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We are continually refining our
understanding of what our occupiers want
and how we evolve to meet their needs.
The expansion of both our flexible space
offering and our new innovative app,
‘sesame’, enhance the level of service we
are delivering to our occupiers.”
Steven Mew
Portfolio Director
8.8%
Premium to ERV on market lettings
Annual Report 2020 Great Portland Estates 39
Our leasing activities continued
A highly active year
Whilst we have been successful with further pre-lettings at
our committed developments (see development activities
section), we have been highly active across our investment
portfolio including the expansion of our flexible spaces.
During the year, we significantly extended our commitment
to our flexible offerings. After the success of our co-working
arrangement with Runway East at New City Court, SE1, we
expanded our co-working arrangement with a new flexible
office partnership arrangement with Knotel for 82,300 sq ft at
City Place House, EC2. Knotel is a flexible workspace provider
and will operate the space until the building’s redevelopment
and together we will share the revenue generated from the
businesses in occupation.
Our partnership arrangements to date have focused on
income protection ahead of redevelopment. However,
looking forward we are appraising longer-term arrangements,
designed to enhance the income by utilising co-working
partnerships to enliven the building arrival experience,
provide expansion space for the other occupiers and
act as a portfolio incubator for smaller businesses.
› See our development activities on pages 34 to 38
In addition, as our Flex product evolves, we have committed
16,300 sq ft to our new Flex+ space at Dufours Place, W1.
This new Flex+ space further enhances our current Flex
product and provides occupiers with added service provision
as well as communal facilities such as a courtyard and ground
floor café. Over the past twelve months, our flexible office
space has increased from 87,600 sq ft to 219,600 sq ft, or 11%
of our office portfolio, and we are also currently appraising a
further 152,200 sq ft of flexible space across the portfolio.
In the investment portfolio, our completed development
at 160 Old Street, EC1 is fully let following the letting of
the two remaining office floors and the final two retail units.
Together these totalled 15,200 sq ft of space for a combined
rent of £1.1 million, 10.4% above March 2019 ERV.
At 50 Finsbury Square, EC2, we agreed a lease surrender
with our largest occupier Bloomberg L.P. ahead of their
forthcoming lease expiry in June 2020. Bloomberg L.P.
paid £11.5 million, including dilapidations and a surrender
premium. We will obtain full vacant possession in late
2020 to allow for a major refurbishment of the building.
› See our development activities on page 37
Our flexible offerings
Type of space
Flex
Flex+
Partnerships
Total
40
Great Portland Estates Annual Report 2020
Lettings and rent reviews by quarter 2019/20 £m
18
15
12
9
6
3
0
9.4
7.2
2.3
2.7
Q1
Lettings
Q2
Rent reviews
0.3
3.7
Q3
1.2
0.8
Q4
During the year, we continued to see our office portfolio
outperform our retail portfolio with our office property rental
values increasing by 3.5% compared to a 4.3% fall in retail
rental values, as weaker retailer sentiment continued.
We have 13 lettings under offer accounting for £12.3 million
p.a. of rent (our share: £10.0 million), together 2.5% ahead
of 31 March 2020 ERV.
Capturing reversion through rent reviews
Of the reversion that could be captured this financial year,
a large proportion was available through rent review. As a
result, it was essential that we successfully settled these
reviews. We had another busy year, settling 29 rent reviews
(159,300 sq ft), capturing £3.9 million of reversion, 19.7% ahead
of the previous passing rent and at a 1.5% premium to ERV.
Significant rent review transactions included:
– at Carrington House, 126/130 Regent Street, W1, we settled
a rent review with Russell & Bromley Limited, increasing
the annual rent to £1.0 million, an increase of 103% on
the previous passing rent and 30% above ERV at the
review date;
– at 95/96 New Bond Street, W1, we settled a rent review
with Victorinox Retail (UK) Limited (£550 psf Zone A),
increasing the annual rent by £0.4 million to £1.25 million,
an increase of 42% on the previous rent; and
– at Wells & More, 45 Mortimer Street, W1, we settled
eight rent reviews with New Look, capturing reversion
of £0.5 million, and increasing the combined annual
rent to £4.3 million, an increase of 14% on the previous
passing rent.
Completed
(sq ft)
Committed
(sq ft)
Appraising
(sq ft)
Total
(sq ft)
56,600
–
130,700
187,300
16,000
16,300
–
32,300
136,200
225,100
16,000
152,200
146,700
371,800
Supporting our occupiers through COVID-19
Our occupiers are important stakeholders in our business
and we have implemented measures to help support them
through these unprecedented times. We recognise that the
retail, leisure and hospitality sectors, 34% of our portfolio by
rent roll (including office occupiers), have been hardest hit by
the economic impact of restrictions on movement. This was
reflected in the rent we collected within seven days falling to
62.9% for the March quarter (December: 99%). Accordingly,
we have been in discussions with our occupiers who are
facing cash flow difficulties to accommodate requests for
rental concessions, including monthly payment terms, rent
deferrals and in some cases rental holidays. Where possible,
we have also drawn on existing occupier rental deposits.
Rent concessions agreed as a % of March quarter rent
6%
3%
9%
11%
Paid
Deferred payments
Rent deposit
Rent holiday
Monthly payments
71%
We will be reviewing these concessions at regular intervals
and welcome the significant support the Government has
provided to assist businesses in these sectors during this
extremely difficult period.
How we are positioned
Whilst the dynamics of the occupational office market prior
to the pandemic were healthy, particularly for high quality
space, the outlook is now more uncertain. Prospects for the
forthcoming year are likely to be dominated by how long the
current lockdown and associated disruption lasts and how
quickly economic life can return to normal. We expect that
well-financed, larger occupiers with lease expiries in their
existing space will look through any near-term disruption
to secure a long-term home for their business. However,
more widely, we anticipate that financial disruption will
reduce take-up levels, particularly for expansion space,
and increase availability.
Notwithstanding the current crisis, we are well positioned:
our leasing record remains strong, our committed
development programme is focused on high quality,
well located schemes that have enduring demand, our
average rents remain low and 92% of our portfolio is
within walking distance of a Crossrail station.
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Flexi time
The right space
at the right time
We know what occupiers want and we are evolving
the way we provide space to meet that demand.
Occupational demand is continually evolving and
we think that the requirements of our occupiers
have structurally changed. One element of this is the
popularity of serviced offices, which continues to grow.
However, as start-ups graduate into scale-ups, they are
being hampered by the physical and cultural constraints
of a typical serviced office. As they grow, many are
looking for the characteristics of the serviced office in
a space they can call their own. We believe that this
demand will soon require most sub 10,000 sq ft space
to be fitted out, providing a stepping-stone between
serviced offices and traditional Cat A space.
Our portfolio is well suited to this product. With more
than 75% of our floors sub 10,000 sq ft, we do not have
to split floors and require customers to share facilities, and
so our operational model does not need to drastically
change. Crucially, the Flex product is accretive, creating
attractive premia to traditional NPV, headline and net
effective rents. The average length of lease for this
space is around three years and, to date, it has typically
taken less than a month to lease, which is quicker than
traditional lettings, and therefore, less risky.
We think this new demand dynamic is here to stay.
Greater expectations from occupiers has led, and will
continue to require, more fitted and managed space.
Accordingly, last year we launched our two flexible
offerings, revenue share partnerships and Flex space.
In the coming months we will extend our offering with our
new Flex+ product which overlays service provision onto
our already successful Flex offer. Flexible space currently
accounts for 11% of our office portfolio and we are
currently appraising a further 152,200 sq ft in the existing
portfolio as well as actively targeting investment
opportunities that lend themselves to our flexible
space products.
Annual Report 2020 Great Portland Estates 41
Our financial results
We have delivered EPRA NAV and earnings
growth in the year with our recent activities
placing us in an enviable position of financial
strength with LTV of only 14.2%.”
Nick Sanderson
Finance and Operations Director
We calculate adjusted net assets and earnings per share in
accordance with the Best Practice Recommendations issued
by the European Public Real Estate Association (EPRA).
The recommendations are designed to make the financial
statements of public real estate companies clearer and more
comparable across Europe, enhancing the transparency and
coherence of the sector. We consider these standard metrics
to be the most appropriate method of reporting the value
and performance of the business and a reconciliation to the
IFRS numbers is included in note 9 to the accounts. We note
that EPRA has updated its definitions of EPRA NAV and, in
accordance with their guidance, we will adopt them in the
forthcoming financial year.
› See more about performance measures and EPRA metrics
on pages 171 to 174
EPRA NAV growth driven by retained earnings
and share buyback
At 31 March 2020, the Group’s net assets were
£2,203.1 million, down from £2,309.7 million at 31 March
2019 predominantly due to the £126.7 million returned to
shareholders via a share buyback. EPRA net assets per share
(NAV) at 31 March 2020 was 868 pence per share, an increase
of 1.8% over the year, largely due to the marginal decline in
value of the Group’s properties being more than offset by
the Group’s earnings and the positive impact of the share
buyback on a per share basis. When combined with ordinary
dividends paid of 12.6 pence per share, this delivered a total
accounting return of 3.2%.
EPRA NAV pence per share
22
9
868
(1)
853
2
(13)
(4)
900
880
860
840
820
800
31 Mar
2019
Increase
Re-
valuation
Profit on
disposals
EPS
Ordinary
dividend
Share
buyback
Tax and
other
31 Mar
2020
Decrease
Total
The main drivers of the 15 pence per share increase
in EPRA NAV from 31 March 2019 were:
– the decrease of 4 pence per share arising from the
revaluation of the property portfolio, primarily driven
by the reduced valuation of our investment properties
more than outweighing development surpluses;
– profit on property disposals of 2 pence per share
increased NAV;
– EPRA earnings for the year of 22 pence per share
enhanced NAV;
– ordinary dividends paid of 13 pence per share
reduced NAV;
– the completion of the share buyback programme
enhanced NAV by 9 pence per share; and
– other items reduced NAV by 1 pence per share.
EPRA NNNAV was 871 pence at 31 March 2020
compared to 850 pence at 31 March 2019 (up 2.5%).
› See more about our capital strength on pages 78 and 79
£2.2bn
Net assets
42
Great Portland Estates Annual Report 2020
Higher EPRA earnings due to higher JV rents
and lower property costs
The revaluation deficit of the Group’s investment properties,
along with a small accounting profit on disposals, led to
the Group’s reported IFRS profit after tax of £51.8 million
(2019: £49.5 million). EPRA earnings were £57.0 million, 6.1%
higher than last year predominantly due to higher rental
income and lower finance costs in our joint ventures as a
result of the full year impact of development completions
and lower Group property costs due to reduced vacancy
in the portfolio.
EPRA earnings £m
65
60
55
50
45
40
3.8
4.6
0.6
0.3
57.0
(3.9)
53.7
(0.4)
(1.7)
31 Mar
2019
Rental
income
Joint
venture
fees
Joint
venture
EPRA
earnings
Property
costs
Admin
costs
Net
interest
Other
31 Mar
2020
Increase
Decrease
Total
Rental income from wholly-owned properties and joint
venture fees for the year were £79.9 million and £2.1 million
respectively, generating a combined income of £82.0 million,
down £2.1 million or 2.5% on last year. With rental income
broadly stable, this reduced income was predominantly due
to lower income from joint venture fees due to lower levels of
transactional activity. Adjusting for acquisitions, disposals and
transfers to and from the development programme, like-for-
like rental income (including joint ventures) increased 7.4% on
the prior year.
EPRA earnings from joint ventures was £11.3 million, up from
£6.7 million last year, largely due to reduced finance costs
as a result of the repayment of the £90.0 million (our share:
£45.0 million) bank loan in the Great Ropemaker Partnership
(GRP) and strong leasing activity including at our recently
completed development at 160 Old Street, EC1.
Property expenses reduced by £3.8 million to £8.1 million,
principally due to reduced costs associated with our leasing
initiatives and lower portfolio vacancy. Administration costs
were £29.0 million, an increase of £3.9 million on last
year, primarily as a result of an increase in provisions for
performance related pay given the Group’s relative share
price and property level performance.
Gross interest paid on our debt facilities was £10.3 million,
£0.7 million lower than the prior year. The reduction in interest
paid was predominantly due to reduced costs associated with
our RCF and redemption of the Group’s convertible bond
in the prior year more than offsetting the full year impact of
drawing on the Group’s £100 million 2.8% private placement
notes. Capitalised interest increased by £1.0 million to
£5.8 million, as the cumulative cost of our committed
developments increased as we neared completion.
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As a result, the Group had an underlying net finance
income (including interest receivable) of £0.8 million
(2019: £0.2 million).
Basic IFRS EPS for the year was 20.0 pence, compared to 17.9
pence for 2019. Diluted IFRS EPS for the year was 20.0 pence
compared to 17.1 pence for 2019. Diluted EPRA EPS was 22.0
pence (2019: 19.4 pence), an increase of 13.4% and cash EPS
was 17.9 pence (2019: 17.1 pence).
Results of joint ventures
The Group’s net investment in joint ventures increased
to £647.0 million at 31 March 2020, up from £511.9 million
in the previous year. The increase is largely due to an
increase in partner loans to repay the bank loan in GRP and
contributions to fund ongoing development expenditure,
in particular for the development of Hanover Square, W1.
Our share of joint venture net rental income was £17.9 million,
up 14.0% from last year, as a result of increased rent from
our letting activities and a reduction in interest payable.
Our share of non-recourse net debt in the joint ventures was
lower at £23.9 million at 31 March 2020 (2019: £67.4 million),
predominantly due to the repayment of the GRP bank loan.
› See more about our joint ventures on page 64
Strong financial position; LTV low at 14.2%
The Group’s consolidated net debt increased to £349.4 million
at 31 March 2020, compared to £156.6 million at 31 March
2019. The increase was due to the completion of the Group’s
share buyback programme totalling £126.7 million in the
year and development capital expenditure of £116.4 million
more than offsetting receipts from the Group’s property
sales. As a result, the Group’s gearing increased to 16.2%
at 31 March 2020 from 6.8% at 31 March 2019.
Including non-recourse debt in joint ventures, total net
debt was £373.3 million (2019: £224.0 million), equivalent
to a low loan-to-property value of 14.2% (2019: 8.7%).
At 31 March 2020, the proportion of the Group’s total net
debt represented by our share of joint venture debt was
6.4%, compared to 30.1% last year. At 31 March 2020, the
Group, including its joint ventures, had cash (£111 million)
and undrawn committed credit facilities (£300 million)
totalling £411 million.
The Group’s weighted average cost of debt for the year,
including fees and joint venture debt, was 3.0%, marginally
lower than the prior year. The weighted average interest rate
(excluding fees) was 2.2% at the year end, down from 2.7%
as a result of drawing on our low cost RCF and refinancing
the GRP bank loan.
› See more about our capital strength on pages 78 and 79
£411m
Cash and undrawn facilities
Annual Report 2020 Great Portland Estates 43
Our financial results continued
Debt analysis
Net debt excluding JVs (£m)
Net gearing
Total net debt including 50%
JV non-recourse debt (£m)
Loan-to-property value
Total net gearing
Interest cover
Weighted average interest rate
Weighted average cost of debt
% of debt fixed/hedged
Cash and undrawn facilities (£m)
March
2020
349.4
16.2%
373.3
14.2%
17.1%
n/a
2.2%
3.0%
69%
411
March
2019
156.6
6.8%
224.0
8.7%
9.7%
n/a
2.7%
3.2%
100%
608
At 31 March 2020, 69% of the Group’s total debt (including
non-recourse joint venture debt) was at fixed or hedged
rates (2019: 100%). The Group is operating with substantial
headroom over its debt covenants. At 31 March 2020, given
our low levels of leverage, property values would have to
fall by around 70% before covenant breach.
Rent collection for the March quarter impacted
by COVID-19
Whilst the financial year to 31 March 2020 has not been
materially impacted by COVID-19, we saw significantly lower
collection rates for the first quarterly rental charge of the year
to 31 March 2021. 62.9% of quarterly rents (quarterly rents
represent 91% our total rent roll) were secured within seven
working days of the 25 March quarter day (Dec 2019: 99.3%,
Mar 2019: 99.2%). This has now risen to 71.0% and of the
balance outstanding, more than two-thirds is due from
sectors hardest hit by the economic impact of restrictions
on movement being retail, leisure and hospitality occupiers.
Accordingly, we have been in discussions with our occupiers
who are facing cash flow difficulties to accommodate
requests for rental concessions, including monthly payment
terms, rent deferrals and in some cases rental holidays.
Looking ahead, it is likely that the June quarter day collection
rate will be lower than March, given the deteriorating
economic backdrop combined with the current Government
moratorium on lease forfeiture. The position could worsen
further in the event that the Government unilaterally extends
further new protections for occupiers beyond those already
afforded to them under their negotiated lease contracts with
their landlords.
› See more about our approach to rent concessions on page 41
At 25 March, we had 9% of our rent roll on monthly payment
terms (Dec 2019: 8%, Mar 2019: 6%). Given the ongoing
support that we are providing to some of our occupiers
in managing their cash flow, we expect an increase in the
proportion of occupiers moving to monthly payment terms
in the near term.
Since 1 April 2019, seven of our occupiers went into
administration, representing only 1.3% of our rent roll.
At 31 March 2020, we held rent deposits and bank guarantees
totalling £25.8 million, including £7.4 million for our retail,
leisure and hospitality occupiers (of which £3.8 million,
equivalent to 12 months rent, relates to New Look,
our largest retail occupier).
Within our own business, none of our employees have been
furloughed and the Group has no current plans to access any
UK Government COVID-19 funding.
Taxation
The tax credit in the income statement for the year is
£0.2 million (2019: £6.6 million tax charge). The effective tax
rate on EPRA earnings is 0% (2019: 0%). The majority of the
Group’s income is tax free as a result of its REIT status, and
other allowances were available to set against non-REIT
profits. The Group complied with all relevant REIT tests
for the year to 31 March 2020.
All entities within the Group are UK tax resident; as our
business is located wholly in the UK, we consider this to
be appropriate. The Group maintains an open working
relationship with HMRC and seeks pre-clearance in respect
of complex transactions. HMRC regards the Group as
‘low risk’ and maintaining this status is a key objective
of the Group.
As a REIT, profits from our property rental business are
exempt from UK corporation tax, provided we meet a
number of conditions including distributing at least 90% of
the rental income profits of this business (known as Property
Income Distributions (PIDs)) on an annual basis. These PIDs
are then typically treated as taxable income in the hands
of shareholders.
The Group’s REIT exemption does not extend to either
profits arising from the sale of trading properties or profits
arising from the sale of investment properties in respect
of which a major redevelopment has completed within
the preceding three years.
Additionally, during August 2019, HMRC published new
guidance which states that it considers that the REIT
exemption also does not extend to profits arising from the
sale of investment properties which are undergoing a major
redevelopment at the time of sale. The Group will continue to
consider the potential effect of this guidance on any recent
and future sales by the Group.
The Group is otherwise subject to corporation tax.
Despite being a REIT, we are subject to a number of
other taxes and certain sector specific charges in the
same way as non-REIT companies. During the year, we
incurred £5.0 million in respect of stamp taxes, section 106
contributions, community infrastructure levies, empty rates
in respect of vacant space, head office rates, employer’s
national insurance and irrecoverable VAT.
› See more about our tax strategy at:
www.gpe.co.uk/about-us/governance
44
Great Portland Estates Annual Report 2020
On-market share buyback programme
During the year, we completed our £200 million on-
market share buyback programme. We repurchased and
cancelled 17.5 million shares (£125.9 million) at an average
price of £7.19 per share (or £7.24 per share, £126.7 million
including costs).
› See more on page 79
12.6p
Total ordinary dividends per share
Ordinary dividend growth
The Group operates a low and progressive ordinary dividend
policy. The Board has declared a final dividend of 7.9 pence
per share (2019: 7.9 pence) which will be paid, subject to
shareholder approval, on 28 July 2020 to shareholders on
the register on 29 May 2020. All of this final dividend will be a
REIT PID in respect of the Group’s tax exempt property rental
business. Together with the interim dividend of 4.7 pence, the
total dividend for the year is 12.6 pence per share, an increase
of 3.3% on the prior twelve months.
Ordinary dividends per share pence
12.2
12.6
11.3
13
12
11
10
9
8
7
10.1
9.0
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2017
2018
2019
2020
Ordinary dividend per share
EPRA performance measures
Measure
Definition of Measure
EPRA earnings*
EPRA EPS*
Diluted EPRA EPS*
EPRA costs
(by portfolio value)*
EPRA net assets*
EPRA NAV*
Recurring earnings from core operational activities
EPRA earnings divided by the weighted average number of shares
EPRA earnings divided by the diluted weighted average number of shares
EPRA costs (including direct vacancy costs) divided by market value
of the portfolio
Net assets adjusted to include the valuation surplus from trading properties
and exclude the fair value of financial instruments and deferred tax
EPRA net assets divided by the number of shares at the balance
sheet date on a diluted basis
EPRA triple net assets* EPRA net assets amended to include the fair value of financial
EPRA NNNAV*
EPRA NIY
EPRA ‘topped up’ NIY
EPRA vacancy rate
instruments, debt, deferred tax and tax on sale of trading properties
EPRA triple net assets divided by the number of shares
at the balance sheet date on a diluted basis
Annualised rental income based on cash rents passing at the balance sheet
date less non-recoverable property operating expenses, divided by the
market value of the property increased by estimated purchasers’ costs
EPRA NIY adjusted to include rental income in rent-free periods
(or other unexpired lease incentives)
ERV of non-development vacant space as a percentage of ERV
of the whole portfolio
*
Audited; reconciliation to IFRS numbers included in note 9 to the financial statements.
March
2020
March
2019
£57.0m
22.0p
22.0p
£53.7m
19.5p
19.4p
1.4%
1.4%
£2,203.1m £2,310.1m
868p
853p
£2,211.5m £2,301.5m
871p
850p
3.4%
3.3%
3.6%
5.1%
3.6%
8.6%
Annual Report 2020 Great Portland Estates 45
Our culture and people
Introduction
Our culture is fundamental to how
we perform. Over the past twelve
months we have further embedded
our Company values and underlying
behaviours by which we measure
these. We launched our inaugural
Inclusion and Diversity strategy
to build on the inclusiveness and
openness that weaves through
our four values, engaged with and
supported our people through our
ongoing commitment to wellbeing
and we have continued to promote
talent from within.
Operational measures
Employee retention1
Employees
participating in the
Share Incentive Plan
Lateral moves
and promotions
1. Stability Index.
2020
2019
87% 87%
72% 72%
10
9
We achieve more together – our integrated team
Our values form the basis of our culture and how we thrive
as a team:
– We achieve more together
– We are committed to excellence
– We are open and fair
– We embrace opportunity
As a small organisation in people terms – just over 110
employees – our people are fundamental to the success of
our business and every single person’s contribution counts.
We are committed to supporting and developing our
people to ensure that they can thrive at GPE and ensuring
the appropriate structure and composition of our teams is
an essential part of this. It ensures the success of individuals
in their roles, as well as the teams’ collective ability to meet
their potential and deliver long-term value for GPE. As such,
we have strengthened a number of our teams over the last
year through individual promotions, internal progression and
by introducing new roles to develop and deepen the skill
offering in our structures to meet evolving business needs:
It has been fantastic to recognise so many
promotions over the last year and to see growth
in a number of key and evolving areas of our
business. The new role of Head of Health and
Safety has been important to strengthen our
strategic delivery in this area and has become
all the more crucial in the current climate.”
Toby Courtauld
Chief Executive
– Sustainability and health and safety – With sustainability
now touching everything that we do, and to recognise
the strategic contribution of our Head of Sustainability
in this area, Janine Cole was promoted to Director
of Sustainability and Community in November 2019.
To meet the demands of the coming years and our
ambitious strategic sustainability objectives, as set out in
our Statement of Intent (The Time is Now), we have also
sought to strengthen the team with the appointment of an
additional Sustainability Manager and also a new Head of
Health and Safety to continue to ensure we maintain the
highest standards of health and safety.
– Occupier Services – Led by our Director of Occupier
and Property Services, David O’Sullivan, who was also
promoted in November having previously been Head
of Occupier Services, we restructured what were the
Building Management and Facilities Management teams
into the Occupier Services and Property Services teams.
The new structure has not only sought to reflect our focus
on customer service delivery and the changing nature of
the occupier environment, but also to ensure the structure
meets the needs of our growing portfolio, in particular
given the upcoming development completions at Hanover
Square and The Hickman, along with our expanding flex
space offer, whilst also providing more opportunities for
role development and progression within the team. In the
Occupier Services team, we were pleased to see two of our
internal team move into Senior Occupier Services roles, and
the promotion of our Regional Building Manager to Head
of Occupier Services. Three new roles were also created
in the new structure; two General Manager positions
responsible for their flagship assets in the portfolio and one
Estates Manager for Hanover Square, and we welcomed
three new recruits into these positions late 2019. We have
also recently welcomed the Head of Property Services,
a newly created role in the Property Services team.
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Lateral moves and internal promotions
46
Great Portland Estates Annual Report 2020
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– Building Surveyor team – Following a successful
partnership with an external firm for the last two years,
we have now built an internal Building Surveyor team,
comprising one Senior Building Surveyor and two Building
Surveyors, forming part of our Project Management
team. We also promoted Helen Hare, our Head of Project
Management, to Director of Project Management to
reflect both the growth and breadth of her team, as well
as Helen’s wider contribution to the business.
– Additional new roles – In addition to the above, we have
created a new role of Head of Planning Strategy and Senior
Development Manager to take a more holistic approach
to managing the increasingly complex planning process
across the portfolio. We also recruited our first Head of
Marketing to lead our corporate and commercial marketing
activities, a new HR Manager to continue to enhance our
people offering and activities, and three new analysts in our
Financial Analysis and Management Information team who
provide valuable insight and analysis across the business.
Our success is dependent on achieving more together, so
when we recruit, we look for individuals who demonstrate
that they are comfortable taking responsibility and working
collaboratively and flexibly with colleagues and possess
a willingness to contribute beyond their immediate roles.
Our induction programme is comprehensive and ensures
any new joiner can settle into their role quickly and, most
importantly, understand our values and feel part of the
GPE team.
With areas of our business continuing to evolve (including
sustainability, community, technology and flex space),
we encourage our people to embrace change and look
for ways to be innovative. We find ourselves in an evolving
market which continues to present new opportunities.
Therefore, we encourage our people at all levels to identify
areas of improvement, innovation and ideas for the future,
no matter how big or small, and this is emphasised through
our employee engagement activities as well through our
business activities, such as the development of our market-
leading app, sesame.
Our commitment to capital allocation discipline and active
risk management remains the foundation of how we operate.
We have a talented team who manage the portfolio, on an
asset-by-asset basis, and our financial position to ensure
the achievement of our strategic objectives. This often
brings together individuals from different teams, making the
most of the specialist skills across the business and enables
knowledge sharing between colleagues.
Engagement is key
We believe that listening to and understanding our people
and maintaining a high level of engagement across the
business is key to motivation and productivity and ultimately
the delivery of our business strategy. This year, we have
focused on three keys areas to promote engagement:
our Board Engagement Programme, our first Employee
Pulse Survey and most recently, through GPE@Home, our
response to the COVID-19 pandemic.
Our culture is very open and we have
lots of opportunity for two-way feedback,
both formally and informally. What’s more,
we’ve seen that feedback is listened to
and acted upon.”
Rob Russell-Smith
Senior Portfolio Manager
Board engagement
This year, we have continued to build on our Board
Engagement Programme to help the Board strengthen its
understanding of employee views, to further its knowledge
of the business and to maintain a collaborative and inclusive
relationship with the Company in line with our culture
and values. The Board has sought to do this over the
years through a number of activities, including attending
property tours with the relevant employees, holding
informal breakfasts with the Executive Committee and
Senior Management Team and ad hoc attendance at Team
Away Days.
› See more on page 103
We have built on these activities in the Board Engagement
Programme and to do so, we have launched two
new initiatives:
– ‘An audience with...’ – A twice yearly all-Company event
hosted by a member of the GPE team with our Non-
Executive Directors on a rotational basis. While allowing
the Board to listen to and respond to employee feedback,
these sessions also allow employees to get to know our
Non-Executive Directors, their roles on the Board and their
experience and interests. Our inaugural session with Alison
Rose corresponded with the launch of our Inclusion and
Diversity strategy in October 2019.
› See more about ‘An audience with Alison Rose’ on page 53
– Online portal – We have also set up an online portal for
our people to submit questions to the Board. The portal
is open at all times and we collate the questions to be
answered at the next ‘An audience with...’ session.
14
New roles
Annual Report 2020 Great Portland Estates 47
Our culture and people continued
Pulse survey
Pulse survey results %
We are always looking for opportunities to improve the
people experience at GPE, and this year, we decided to
move away from a formal engagement survey to more
succinct pulse surveys as a means of seeking feedback
more frequently from our employees, thereby allowing
us to be more responsive.
For consistency, and to measure overall engagement,
we will continue to include in each pulse survey the same
core Employee Engagement Index (EEI) questions that
make up our overall engagement score. In addition,
the pulse survey will look to measure the success and
progress of specific initiatives, thereby offering a more
flexible and agile approach to add value via the insights
gathered and recommendations made. Our first pulse
survey, in the autumn of 2019, focused on our values
and behaviours, launched in February last year.
The participation rate was extremely encouraging at
96% of employees and the pulse survey results showed
that overall engagement remains extremely high with
our EEI score at 91%, up from 87% in 2017. 94% of our
people would recommend GPE as a great place to work
and 97% believe in what we are trying to achieve at GPE,
compared to 89% in 2017.
We received overwhelmingly positive feedback that
our values are right (91%) and employees felt able to
explain our values to others. Highlights from across
the four values include employees:
– feeling supported, with someone to go to if they
need help;
– taking pride in their contribution towards
the success of the business;
– knowing what is expected of them at work;
– being treated with respect and dignity; and
– feeling motivated to pursue opportunities
for personal growth and development.
100
80
60
40
20
0
97% believe in what we are trying to achieve at GPE
98% take pride in their contribution towards the success of GPE
93% know what is expected of them
84% have someone to go to when they need support
86% feel they are treated with respect and dignity
79% feel motivated to pursue opportunities for personal growth
and development
Whilst engagement with the values is high, there is more
to do to ensure our values drive the behaviours we expect
to see, enabling an established best practice and ‘the GPE
way’. Our external partners, People Lab, who conducted the
pulse survey, have run focus groups with a wide selection of
employees across all teams and levels to gain further insight
into the areas for improvement and to gather employee
views on how they can be improved. We will use that insight
over the course of the next year to inform our employee
engagement activities and work on specific areas arising
from the results.
The commitment to making GPE a great place
to work is clear. Following the pulse survey,
I attended a focus group to explore the areas
of improvements and I felt empowered to
voice my opinions and contribute to making
a difference.”
Charlotte Ferguson
Leasing PA
94%
97%
Would recommend GPE as a great place to work
Believe in what we are trying to achieve at GPE
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To ensure continual engagement with our employees in areas
that we know are important to them, we have also continued
a number of initiatives from previous years:
– our Bright Ideas Committee is in its second year, made
up of 12 employees from across the business who come
together on a monthly basis to discuss anonymous
suggestions made by employees for improvement.
The Committee either responds to each suggestion which
is made publicly available on the intranet or takes specific
proposals to the Executive Committee. Key highlights over
the last year have been the introduction of a Staff Referral
Scheme for introducing new candidates to GPE;
– small informal lunches hosted by Executive Committee
members, which all employees are invited to attend
throughout the year;
– lunchtime sessions run by internal and external presenters,
including ‘Everything you wanted to know about the
Executive Committee’, ‘Privee app’ and ‘GPE’s approach
to the Flex Market’;
– departmental lunches and Away Days – for example, our
Portfolio Management Team ran an external Team Away
Day, inviting the teams’ families along to enjoy the day; and
– our second Community Day took place in September 2019.
76% of staff participated in activities supporting our two
charity partners, Centrepoint and Groundwork London.
GPE@Home – responding to COVID-19
and prolonged working from home
The COVID-19 Committee’s priority is our people’s health and
wellbeing. As such the group is made up of representatives
from the teams responsible for responding to the COVID-19
pandemic and the operational, health and safety and people
implications. Members of the Committee include the
Finance and Operations Director, Director of Occupier and
Property Services, Director of Sustainability and Community,
Head of Health and Safety, Head of HR, Head of IT,
Company Secretary and a Senior Project Manager.
The Committee provided regular and transparent
communication when COVID-19 started to emerge and
restrictions were first put in place, covering Government
updates and advice, additional Group policies and guidance
and information from our landlords on reported cases in the
building. Our co-ordinated approach ensured that we were
well prepared for the whole business to work from home
and to support our employees in making that transition,
demonstrating our one-team ethos working at its best.
The GPE@Home team consists of the HR team, Robin
Matthews (Investment Director) and James Pellatt
(Director of Workplace and Innovation). The team is focused
on engaging with our people on four key areas: Working from
home (protocols and policies), Wellbeing, Training and Social
activities, and regularly communicates with the business on
all topics. The objective of the group is to build on or adapt
our activities in these areas to proactively support our people
during the pandemic and prolonged working from home,
with the aim to support all rather than taking a ‘one size fits
all’ approach.
The initiatives have been received positively by employees,
and we will continue to take feedback and suggestions from
our people to ensure the programme responds to employee
needs as they and the situation evolve. Some of the notable
activities are included in the table below.
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It has been a very worrying and challenging
time for everyone since the start of the
COVID-19 pandemic. I feel very lucky to
be part of a supportive and considerate
company that really lives its values.”
Aura Kolnik
Occupier Relationship Manager
GPE@Home initiatives
Wellbeing
– Increased flexibility for all to balance work
and home responsibilities
– Paid time off work for working parents/carers
– One-to-one coaching for all (for personal
or parental challenges)
– Weekly virtual yoga, COVID-19
related seminars
Training
– Training for staff which explored the
challenges and opportunities of working
virtually, how to avoid common pitfalls,
how to communicate effectively and
how to maintain presence. 90% of
staff attended the session
– Training for managers on managing
virtual teams
Working from home protocols
– Working from home manual including health
and safety guidance, employee wellbeing
and IT support
– Protocols including: regular breaks, one-hour
meeting free a day, discouraging e-mails
outside of working hours and on weekends,
reducing meetings to 50 minutes
Social activities
– Buddy groups set up to increase
and facilitate social interaction across
the business
– ‘Unlocking your inner creative potential’
challenge launched
– All employee virtual social events
– Use of Yammer and other internal channels
to share stories and articles
Annual Report 2020 Great Portland Estates 49
Our culture and people continued
Inclusion and diversity
Inclusion is at the heart of our culture, which is grounded
in mutual respect and non-discrimination in respect of
age, disability, gender, race, religion, sexual orientation or
educational background. Respecting others and showing
consideration for other opinions helps create an environment
where people feel they belong. Through making the most
of our differences and experiences, we believe that we can
really achieve more together.
To help us promote and measure our inclusion and diversity
activities to date, we undertook the externally moderated
National Equality Standard assessment. Following the initial
assessment in September 2018, we have been implementing
a phased action plan which delivered the following:
September
2018
National Equality
Standard assessment
We were delighted we achieve the National Equality Standard
accreditation in April 2020.
The accreditation represents a solid foundation in how we
operate as a business and how inclusion and diversity is
interwoven in our policies and working practices, governance
structures and how we engage with and support our talent,
all of which is supported by our senior management. It also
recognises the importance of inclusion and diversity in our
relationships with third parties and suppliers.
Gender diversity number of people as at 31 March 2020
70
60
50
40
30
20
10
0
61
55
5
3
Board
All employees
Women
Men
24
16
12
5
Senior
management
Middle
management
Wellbeing
– Launched Wellbeing
Programme
Mental health
– Mental health awareness
training for all staff
and managers
– New Wellbeing and
Mental Health policy
Maternity
– Significantly improved
maternity pay to 26
weeks full pay
– Maternity coaching
for expectant mothers
Joined Real Estate
Balance Network
National Equality
Standard achieved
Pathways to property
– Three-year sponsorship
Executive Committee and Senior Management Team
direct reports as at 31 March 2020
Executive Committee
and their direct reports
Senior Management Team
and their direct reports
27%
46%
Recruitment
– 30% female
shortlist required
2019
Values and behaviours
– Incorporated into
performance and
remuneration processes
Launched Inclusion
and Diversity strategy
Flexible working
– Increased flexible working
for all
Male 19
Female 7
Male 22
Female 19
73%
54%
The Executive Committee and their direct reports includes
Executive Directors, other Executive Committee members,
the Company Secretary and their direct reports comprising
individuals whom they have direct line management
responsibility for, excluding administrative or support roles
(for example, personal assistants). A large proportion of the
Executive Committee’s direct reports are members of the
Senior Management Team.
The Senior Management Team represents the level below
the Executive Committee comprising Directors of and
Heads of Department, who have direct line management
responsibility for 35% of the business.
Launched Exec
Com Rotating
Seat Programme
The data includes all permanent and fixed-term
contract employees, and is calculated on an FTE
(full-time equivalent) basis.
April
2020
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The business case for us to do more in respect of diversity is
clear. Not only will it strengthen our culture further and enrich
our talent pipeline by attracting candidates and supporting
our people so that they can thrive through achieving their
potential, it will also allow us to confidently meet the needs
of our increasingly diverse occupier base. Inclusion and
diversity also align closely with our Community strategy and
the growing investor focus on all Environmental, Social and
Governance activities. It is important to us that our activities
have a clear sense of direction, and to this end we launched
our first Inclusion and Diversity strategy in the autumn of 2019.
The strategy is built on the following five areas:
– Culture – further embedding our values and behaviours
to strengthen our inclusive culture;
– Engagement – all employee engagement in our
Inclusion and Diversity strategy, with senior management
sponsorship of all activities;
– Employment practices, policies and procedures –
continually reviewing working practices, policies and
procedures to ensure they align with our approach;
– Internal interventions – specific initiatives relating to all
aspects of diversity, such as recruitment and unconscious
bias training; and
– Our sector – contributing more widely to sector challenges
to ensure a diverse pipeline of talent for the future.
Our Chief Executive, Toby Courtauld, Chairman, Richard
Mully, and Head of HR, Rachel Aylett launched the strategy at
an all employee event alongside our inaugural ‘An audience
with...’ session, where Nick Sanderson (Finance and
Operations Director) hosted a Q&A session with Alison Rose
(RBS CEO and Non-Executive Director) exploring Alison’s role
as a Non-Executive, her view on the economy and inclusion
and diversity.
› See more about ‘An audience with Alison Rose’ on page 53
Recognising our efforts and achievements in respect of
inclusion and diversity to date, we have more to do and
are working closely with the Board on the next phase
of the strategy. This is likely to include a focus on:
– increasing the diversity of the Board, Executive and
Senior Management Team taking into consideration
the recommendations of the Hampton-Alexander and
Parker reviews;
– developing our talent pipeline at all levels, with
support from our Board in developing our Senior
Management Team;
– raising awareness across the spectrum of inclusion
and diversity areas utilising national and international
days and our internal communication channels;
– reflecting our activities externally through our website,
with the aim of increasing candidate attraction;
– recruiting inclusion and diversity champions from within the
business to champion and promote initiatives; and
– Mental Health, including Mental Health First Aider
training for the Human Resources Team and members
of the business (including two members of the
Executive Committee).
We are pleased to have achieved the National
Equality Standard and, working closely
with the Board, we look forward to further
progressing the next phase of our Inclusion
and Diversity strategy.”
Nick Sanderson
Finance and Operations Director
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Supporting employee wellbeing
Our employees’ wellbeing remains fundamental to
supporting our high performing culture. In 2018, we launched
our first Wellbeing Programme, which we continue to build
on in six-monthly instalments. This allows us to take regular
feedback from employees and design the programme to
proactively meet the needs of our people and respond
to their suggestions.
The Wellbeing Programme focuses on five key areas: physical
health, mental health, work-life balance and supporting
employees through their life cycles (including family and
caring responsibilities) and financial health. We take a holistic
approach to wellbeing so the programme has been designed
to offer practical events, seminars and activities across the
five areas. Some of the seminars and events will appeal to all,
but we recognise the varying levels of support our people
will need during their life and career and so we encourage
people to focus on the parts of the programme most
relevant to them.
Weekly yoga
Pension and retirement seminars
Parenting seminars
Behavioural change seminar
Menopause awareness seminar
Wellbeing
activities
To maximise engagement with the programme, we
have run Wellbeing challenges such as the very successful
Team Step Count Challenge and aligned where possible
our wellbeing events and seminars to national and
international days (e.g. World Health Day, Cycle to Work Day).
Our Wellbeing Champions actively promote the Wellbeing
Programme and events in their teams and across their peer
group, taking feedback and proposing suggestions for
areas to cover.
In working with the Wellbeing Champions,
we’ve had more insight into our people’s needs
and interests and have designed a varied
programme that has something for everyone.”
Katie Smith
Senior HR Advisor
Annual Report 2020 Great Portland Estates 51
Our culture and people continued
Unlocking our people’s potential
Over the course of the year, we have invested £366,080
in employee and Non-Executive Director training.
We have a robust annual performance review process,
which is focused on personal development with every
member of the business having a Personal Development
Plan (PDP) as well as assessing achievement of specific
objectives relating to individuals’ Roles and Responsibilities
and GPE Values and Behaviours. We encourage everyone to
pursue opportunities for personal growth and development.
To support this, we design and deliver an annual Training
Programme which responds to the specific training
needs identified in PDPs as well as training courses to
support the development of our values and behaviours.
Individuals also have access to funding and support for
external qualifications relevant to their role.
Every year, the Executive Committee undertakes a Group-
wide Talent Development Review to ensure appropriate
support and development opportunities are provided,
looking for those opportunities across the Group as well as
within teams to ensure we are maximising individuals’ growth
potential. To further support our talented team, our senior
managers mentor selected individuals to provide insight
into their area of the business and assist them with their
professional development. In addition, two of our Executive
Committee members are also undertaking training to
achieve coaching qualifications.
For several years, the Executive Committee members
have participated in the 360-degree Feedback programme,
whereby members of the HR team speak to all the Executive
Committee members’ direct reports and peers. Feedback is
sought for the two areas of the Performance Review process,
Roles and Responsibilities and Values and Behaviours using
the Stop, Start, Continue model for the second element.
The feedback received is collated into themes, presented
to the individual in a report and used as part of their
annual performance review. This year, the Programme was
extended to all Directors of and Heads of Department,
totalling 17 people receiving in-depth qualitative feedback.
Over the coming year, we will be working to expand this
further and develop a stronger feedback culture across
the whole business.
As mentioned above, this year we launched our
‘Exec Comm Rotating Seat Programme’ whereby two
members of our Senior Management Team become
Executive Committee members on a six-monthly rotation.
The purpose of the programme is to provide development
opportunities for our Senior Management Team by
broadening their knowledge of the business and giving them
an opportunity to contribute to business decisions outside
of their area of direct responsibility, as well as improve the
diversity of our Executive Committee by introducing new
members and therefore new perspectives, whilst increasing
representation from a wider range of teams. We are
delighted with how successful the programme has been,
with our inaugural participants of Martin Leighton (Director
of Corporate Finance) and Helen Hare (Director of Project
Management), due to be replaced shortly by two other
members of the Senior Management Team.
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Great Portland Estates Annual Report 2020
To strengthen team performance and collaboration,
a number of team development days were held focusing
on defining the team’s vision and goals for the future
and how to work together to achieve those aims.
Rewarding performance
Reward and recognition are fundamental to our high
performing culture and in living our values. All employees
participate in the Company’s annual bonus plan, with
a proportion of their reward driven by performance
against personal objectives and the balance awarded by
corporate performance against GPE’s financial targets.
Personal objectives for every employee are split into
two categories in the annual performance review, both
of which have equal importance: your role and specific
operational or project-based objectives and how you
behave and collaborate, with each objective linked directly
to a GPE Value. From next year, in order to fully integrate
our values and behaviours into our reward structure and
to proactively and positively drive the behaviours we wish
to see, the personal bonus awards for every employee of
GPE will be explicitly split into these two categories with
a percentage awarded for each.
As part of our annual remuneration review process, as well
as reviewing every individual’s performance against their
personal objectives and corresponding bonus awards, the
Executive Committee and the Senior Management Team
review salary benchmarking against market competitors,
bonus eligibility levels, proposed promotions and Long-Term
Incentive Plan awards. The outcome of this process is then
presented to the Remuneration Committee. This robust
approach ensures that every individual’s full remuneration
package is reviewed annually by the Executive Committee
against internal criteria and external market conditions.
This year, the base salary increase for employees for the
year commencing 1 April 2020 was 2%. Increases above
2% were awarded to recognise either promotions, an
increase in responsibility, or due to a market realignment,
such that the average increase in base salary for the year
commencing 1 April 2020 was 4.7%.
I was delighted to be given the opportunity
to sit on the Exec Comm Rotating seat
programme. At a time when the business
continues to evolve in line with our ever
changing world, the programme has
provided me with a huge level of insight
into and involvement in a range of decisions
and increased my knowledge enormously.
In turn I feel I have been able to provide
the wider GPE team with feedback and
improved guidance on how to present to
the Executive Committee in the future.”
Helen Hare
Director of Project Management
All employees have the opportunity to participate in the
Company’s two-for-one Share Incentive Plan (SIP) which
encourages people to become investors in GPE and to
share in the Company’s financial success. Currently, 72%
of employees participate in the scheme. Our ‘Living our
Values awards’ recognises individual contributions more
broadly; the scheme involves members of GPE nominating
their colleagues to the Living our Values Committee for
exceptionally demonstrating our values and behaviours.
The successful awards are announced by our CEO at our
all-staff Quarterly Review meetings and employees receive
a retail voucher in recognition of their contributions.
An audience
with Alison Rose
The Board Engagement Programme
I was delighted to be part of our inaugural ‘An audience
with…’ series in October last year and thoroughly enjoyed
the opportunity to engage with the wider GPE team.
We believe it is important for the Board to interact with
all employees and have sought to do more of this in
recent years, to ensure we are operating effectively and
that we have the appropriate knowledge to make the
right decisions for the Company. It is also illustrative of
our inclusive culture and our values, the development
of which the Board sponsored last year.
Last year, the UK Corporate Governance Code outlined
increased requirements for Boards to engage with
employees. The GPE Board were wholly supportive
of this and were unanimous in our view that we would
all like the opportunity to be responsible for this,
rather than nominating one Non-Executive Director.
We therefore agreed that on a rotational basis, all the
Non-Executive Directors would present to all employees
in a discursive, themed format bi-annually, followed by
a Q&A session which became the ‘An audience with…’
series. To facilitate these Q&A sessions we set up an online
portal where questions could be raised anonymously
in advance of the event.
Nick Sanderson hosted the event which coincided with
the launch of our inaugural Inclusion and Diversity strategy
presented by the Chairman, Toby Courtauld, and Rachel
Aylett, our Head of HR.
Nick opened the session by exploring my Non-Executive
position; specifically why I had chosen GPE and what I had
found most surprising since joining the team, before asking
some quickfire questions about my view on the economy,
global risk, London’s infrastructure priorities and what the
Government should be providing more of. We concluded
with a fantastic discussion on inclusion and diversity where
I was able to share my experience of our activities at RBS,
as well as personal stories from my career including the
importance of being authentic, learning from mistakes,
and seeking support where needed (for example,
through a mentor).
Richard Mully joined me for the Q&A. As well as the pre-
submitted questions, we had many questions from the
floor which facilitated a two-way discussion and enabled
us to hear employee views across a range of matters.
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We finished the event informally, with drinks and canapés
and a chance to speak with members of the team.
The event was attended by approximately 80% of the
Company, which was a great turnout and employee
feedback on the programme was positive. We look forward
to continuing the series with Charles Philipps later this year.
In addition to the ‘An audience with…’ series, we regularly
attend property tours with members of the relevant teams
and have informal breakfasts with the Executive Committee
and Senior Management Team. More recently, in response
to COVID-19, we have been holding regular calls with the
Executive Directors and the rest of Executive Committee
to share our broader experiences in responding to the crisis
and to offer support where required.
The event was not only a fantastic opportunity
to hear about our Inclusion and Diversity strategy
and to share our own views on the matter, it was
great to get to know members of the Board.
Alison’s candid insight into her own experience
in a male-dominated industry was inspiring
and relatable, and very much appreciated
by everyone who attended.”
Alexa Baden-Powell
Investment Manager
Annual Report 2020 Great Portland Estates 53
The Board
Non-Executive Directors
Nick Sanderson
BA (Hons), ACA
Finance and Operations Director
Charles Philipps
Senior Independent
Director
Committee memberships:
Member of the Audit, Remuneration
and Nomination Committees
Date appointed to the Board:
April 2014
Independent: Yes
Relevant skills and experience:
Charles was formerly Chief
Executive Officer of MS Amlin plc
and a director of NatWest Markets.
Charles’ financial qualifications and
significant commercial and general
management experience gained
within the banking and insurance
industries provide him with a good
understanding of different points
of view, significantly contributing to
his ability to offer wise counsel in his
role of Senior Independent Director.
Current external commitments:
Chairman of the Outward
Bound Trust.
Committee memberships:
Member of the Executive
Committee and Sustainability
Committee; Chairman of the
Health and Safety Committee
Joint Venture directorships:
Director of the GHS Limited
Partnership, the Great Ropemaker
Partnership and the Great
Victoria Partnership
Appointed to the Board: July 2011
Independent: No
Relevant skills and experience:
Nick joined the Group in July 2011
as Finance Director and became
Finance and Operations Director
in May 2019. He was formerly
Partner, Head of Real Estate
Corporate Finance Advisory at
Deloitte, following ten years of
real estate investment banking
experience in Europe and Asia with
Nomura, Lehman Brothers and
UBS Investment Bank. Nick’s wide
range of property related financial
experience combined with strategic
and corporate finance skills enables
him to provide valuable support
in developing, implementing and
articulating the Company’s strategy,
and taking leadership over the
delivery of a wide range of financial
and operational matters.
Current external commitments:
Member of the Reporting and
Accounting Committee of EPRA.
Chairman
Richard Mully
BSc (Hons), MBA
Chairman
Committee memberships:
Chairman of the Nomination
Committee
Date appointed to the Board:
December 2016
Date appointed as Chairman:
February 2019
Independent: Yes, on appointment
as Chairman
Relevant skills and experience:
Richard has extensive property,
banking and private equity
experience. This, combined with
his Senior Independent and Non-
Executive Director experience,
enables him to provide constructive
leadership, challenge and support
to the Board and wider business
for the benefit of all stakeholders.
Richard is currently Vice Chairman
and member of the Supervisory
Board of Alstria Office REIT-AG
and was formerly founder and
Managing Partner of Soros Real
Estate Partners LLC, a Non-
Executive Director and Chairman
of the Remuneration Committee
of Standard Life Aberdeen plc and
Senior Independent Director at ISG,
Hansteen Holdings and St Modwen
Properties.
Current external commitments:
Chairman of Arlington Business
Parks Partnership Ltd, Vice Chairman
of the Supervisory Board of Alstria
Office REIT-AG and Senior Advisor
to TPG Real Estate.
Executive Directors
Toby Courtauld
MA, MRICS
Chief Executive
Committee memberships:
Chairman of the Executive
Committee and
Sustainability Committee
Joint Venture directorships:
Director of the GHS Limited
Partnership
Date appointed to the Board:
April 2002
Independent: No
Relevant skills and experience:
Toby has nearly three decades
of extensive experience in real
estate. He joined the Group in
April 2002 as Chief Executive and
was previously with the property
company MEPC for 11 years where
he gained broad experience
ranging from portfolio management
through to corporate transactions
and general management as a
member of the Group Executive
Committee. He is past President
of The British Property Federation.
Toby’s significant knowledge of the
Company and the sector enables
him to provide broad leadership
of the business internally and
externally, through the successful
design and implementation of the
Company’s strategy, values and
business plans and their exemplary
communication to a wide range of
stakeholders.
Current external commitments:
Member of the British Property
Federation Board and Policy
Committee, Director of The New
West End Company, Non-Executive
Director of Liv-Ex Limited, Member
of the Council of Imperial College
and Chairman of the White City
Syndicate, an advisory group which
is part of Imperial College.
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Alison Rose
BA (Hons)
Non-Executive Director
Nick Hampton
MA (Hons)
Non-Executive Director
Vicky Jarman
BEng, ACA
Non-Executive Director
Wendy Becker
BASc, MBA
Non-Executive Director
Committee memberships:
Member of the Audit, Remuneration
and Nomination Committees
Date appointed to the Board:
April 2018
Independent: Yes
Relevant skills and experience:
Alison is currently Chief Executive
Officer of The Royal Bank of
Scotland Group plc and was
previously Deputy Chief Executive
Officer of NatWest Holdings and
Chief Executive Officer of Royal Bank
of Scotland Commercial and Private
Banking. She has also held a number
of other banking and finance roles
within Royal Bank of Scotland and
NatWest Markets. Alison’s significant
experience of real estate financing,
capital markets and customer
relations through her different roles
at Royal Bank of Scotland enables
her to provide an informed view
and helpful challenge to Board and
Committee discussions.
Current external commitments:
Chief Executive Officer of The Royal
Bank of Scotland Group plc, Trustee
of BITC and Chair of the Scottish
BITC Advisory Board.
Committee memberships:
Chairman of the Audit Committee;
Member of the Nomination
Committee
Date appointed to the Board:
October 2016
Independent: Yes
Relevant skills and experience:
Nick is currently Chief Executive
Officer (previously Chief Financial
Officer) of Tate & Lyle, and prior to
this spent 20 years with PepsiCo in
a number of financial, commercial
and operational roles. Nick’s strong
financial background and previous
various operational and commercial
roles, including formerly as Chief
Financial Officer and currently
as CEO of Tate & Lyle, involving
knowledge of risk assessment
and management systems,
provides a strong basis for his
effective performance as the Audit
Committee Chair.
Current external commitments:
Chief Executive Officer of Tate
& Lyle.
Committee memberships:
Member of the Audit, Remuneration
and Nomination Committees
Date appointed to the Board:
February 2020
Independent: Yes
Relevant skills and experience:
Vicky is a chartered accountant who
qualified at KPMG before spending
over ten years with Lazard and
Co Ltd working in the Investment
Banking team and then as Chief
Operating Officer for the London
and Middle East operations until
2009. Vicky is currently a Non-
Executive Director of Signature
Aviation plc and Knight Frank LLP.
She has previously been a Non-
Executive Director and Chairman
of the Audit Committees of each of
Equiniti Group plc, Hays plc and De
La Rue plc and Senior Independent
Director at Equiniti Group plc.
Vicky’s significant financial,
commercial and non-executive
experience enable her to contribute
to the strategy of the business and
its long-term sustainable success.
Current external commitments:
Non-Executive Director of Signature
Aviation plc and Knight Frank LLP.
Committee memberships:
Chairman of the Remuneration
Committee; Member of the Audit1
and Nomination Committees
Date appointed to the Board:
February 2017
Independent: Yes
Relevant skills and experience:
Wendy is Chairman of Logitech
International S.A. and a Non-
Executive Director of Sony
Corporation and Oxford University
Press. She was formerly a Non-
Executive Director of Whitbread
PLC and NHS England, Chief
Executive of Jack Wills Ltd and a
partner of McKinsey & Company
Inc. Wendy’s management
consultancy skills, retail CEO
experience and current technology
and previous remuneration non-
executive roles provide her with a
wealth of employee and business
understanding and serve as a
strong foundation for her effective
performance as Remuneration
Committee Chairman.
Current external commitments:
Chairman, Logitech International
S.A., Non-Executive Director of Sony
Corporation and Non-Executive
Director of Oxford University Press.
1. Wendy will be stepping down
from the Audit Committee from
9 June 2020, following the signing
of the Annual Report.
Annual Report 2020 Great Portland Estates 55
Senior Management Team
Andrew White
BSc (Hons), Dip IPF, MRICS
Development Director
Marc Wilder
BSc (Hons), MRICS
Leasing Director
Date joined the Group:
Joined the Group in
March 2013 as Head
of Development.
Appointed to the Executive
Committee in 2015
as Development Director.
Experience and
responsibilities: Formerly
a Divisional Director at Kier
Property and previously
with BAA Lynton and
Development Securities.
Responsible for the total
return of the development
portfolio including the
successful delivery of all
development projects across
the Group.
A member of the Group’s
Executive Committee, the
GHS Limited Partnership
Operational Committee
and a Director of the
Great Victoria Partnership.
Date joined the Group:
Joined the Group in
June 2005 as Leasing
Manager and appointed
Head of Leasing in 2009.
Appointed to the Executive
Committee in 2015 as
Leasing Director.
Experience and
responsibilities:
Formerly Head of
Leasing at Benchmark
plc, and previously with
Threadneedle Asset
Management and
Hemingway Properties
Limited. Responsible for
leasing across the Group’s
investment portfolio
and development
programme.
A member of the Group’s
Executive Committee.
Janine Cole
CMIOSH, PIEMA
Director of Sustainability
and Community
Date joined the Group:
Joined the Group in
November 1998 as Health
and Safety Administrator.
Promoted to Safety, Health
and Environmental Manager
in 2002 and appointed Head
of Sustainability in 2011.
Promoted to Director in 2019.
Experience and
responsibilities: Formerly
a Professional Services
Administrator with National
Britannia. Responsible for
sustainability and health and
safety across the Group.
A Board Director for the
Better Buildings Partnership
and a member of the British
Property Federation, EPRA
Sustainability Committee and
the Design for Performance
Advisory Board.
Robin Matthews
MA (Hons), MSc, MRICS
Investment Director
Date joined the Group:
Joined the Group in
September 2016 as
Investment Director
and a member of the
Executive Committee.
Experience and
responsibilities: Formerly
Property Director at
Moorfield Group and
previously with London
& Capital Group and
Colliers International.
Responsible for
overseeing the Group’s
new investment activities.
A member of the Group’s
Executive Committee.
David O’Sullivan
BSc, CIBSE
Director of Occupier
and Property Services
Date joined the Group:
Joined the Group in
May 2018 as Head
of Occupier Services.
Promoted to Director
in 2019.
Experience and
responsibilities:
Formerly Managing Director
of Property Management
EMEA at Tishman Speyer
and previously Vice
President of Corporate
Services at Credit Suisse.
Responsible for the delivery
of Occupier and Property
Services across the portfolio.
Lisa Day
Head of Occupier Services
Date joined the Group:
Joined the Group in 2005
as a Premises Manager.
Promoted to Regional
Building Manager in
December 2013 and
then to Head of Occupier
Services in November 2019.
Experience and
responsibilities: Assistant
Accommodation Manager at
the Food Standards Agency.
Responsible for the delivery
of Occupier Services across
the portfolio.
James Pellatt
BSc (Hons), MRICS
Director of Workplace
and Innovation
Date joined the Group:
Joined the Group in March
2011 as Head of Projects.
Promoted to Director of
Workplace and Innovation
in 2017.
Experience and
responsibilities: Formerly
a Senior Director with
Tishman Speyer and
previously with More London
Development and EC Harris.
Responsible for overseeing
the Group’s design forums
and workplace innovation.
Helen Hare
BSc (Hons), MRICS
Director of Project
Management
Date joined the Group:
Joined the Group in August
2007 as Project Manager.
Promoted to Head of
Project Management in
2017. Promoted to Director
in 2019.
Experience and
responsibilities: Formerly
a Director of Brixton
Estates and Commercial
Manager at Bucknall Austin.
Responsible for setting
procurement strategy and
ensuring capital expenditure
on all projects is completed
in accordance with individual
asset business plans across
the Group.
Simon Rowley
BA (Hons), MSc, MRICS
Head of Office Leasing
Date joined the Group:
Joined the Group in
January 2011 as Leasing
Manager and appointed
Senior Leasing Manager
in April 2017. Promoted to
Head of Office Leasing in
September 2018.
Experience and
responsibilities: Formerly
Associate Director at GVA
Grimley. Responsible for
implementing and executing
leasing strategies and
campaigns across the
Group’s developments and
large-scale refurbishments,
including managing the
Group’s approach to flex
space offerings.
Hugh Morgan
BSc (Hons), MRICS
Director of Investment
Management
Date joined the Group:
Joined the Group in
September 2007 as
Investment Manager
and appointed Head of
Investment Management
in 2010. Promoted to
Director in 2017.
Experience and
responsibilities: Formerly
a Director with Savills
and previously with Nelson
Bakewell. Responsible for
generating and executing
asset strategies for existing
assets within the Group’s
portfolio including hold/
sell decisions.
A member of the GHS
Limited Partnership
Operational Committee
and a Director of the Great
Wigmore Partnership.
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Rachel Aylett
BA (Hons), MA, Assoc CIPD
Head of Human Resources
Date joined the Group:
Joined the Group in October
2017 as Human Resources
Manager. Promoted to Head
of Human Resources in
September 2018.
Experience and
responsibilities: Formerly
acting Head of HR and HR
Manager at Kingley Napley
LLP. Responsible for human
resource management
and development across
the Group.
Steven Mew
BSc (Hons), Dip PropInv,
MRICS
Portfolio Director
Date joined the Group:
Joined the Group in
October 2016 as Portfolio
Director and a member of
the Executive Committee.
Experience and
responsibilities: Formerly
Director at McKay Securities.
Previously with Gooch
Webster. Responsible for
driving the performance
of the Group’s investment
portfolio.
A member of the Group’s
Executive Committee and
a Director of the Great
Ropemaker Partnership.
Stephen Burrows
BA (Hons), MA, ACA
Director of Financial
Reporting and IR
Date joined the Group:
Joined the Group in
September 2003 as Financial
Accountant and appointed
Head of Financial Reporting
and Investor Relations in
2011. Promoted to Director
in 2017.
Experience and
responsibilities: Formerly
an Audit Manager in Ernst &
Young’s Real Estate Group
and previously with the
National Audit Office.
Responsible for financial
reporting, forecasting
and investor relations
across the Group.
A member of the
British Property
Federation Technical
Accounting Group.
Martin Leighton
LLB, ACA, CTA
Director of Corporate
Finance
Date joined the Group:
Joined the Group in January
2003 as Corporate Finance
Manager and appointed
Head of Corporate Finance
in 2011. Promoted to
Director in 2017.
Experience and
responsibilities: Formerly
a Corporate Finance
Assistant Director with Ernst
& Young. Responsible for
the day-to-day management
of all tax affairs, transaction
structuring, raising debt
finance and interest rate
risk management across
the Group.
A member of the British
Property Federation
Finance Committee.
Rebecca Bradley
BSc (Hons), NEBOSH, IWFM
Head of Property Services
Date joined the Group:
Joined the Group in May
2020 as Head of Property
Services.
Experience and
responsibilities: 20 plus
years of experience in the
world of Property and FM.
Most recently worked as a
self-employed consultant
advising various clients on FM
management and strategy
in the flexible workspace,
contact centre, media/
marketing, social media and
consumer goods industries.
Previously employed in
various FM/Property roles
at British Airways, Microsoft,
London Stock Exchange,
Bank of America Merrill Lynch
and Tishman Speyer.
Responsible for the delivery
of property services across
the portfolio.
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Darren Lennark
LLB
Company Secretary (Interim)
Alexis George
BSc (Hons)
Head of Health and Safety
Date joined the Group:
Joined the Group in
September 2019 as Interim
Company Secretary.
Experience and
responsibilities: Formerly
a senior corporate lawyer
at CMS for over ten years.
Previously Deputy and
Interim Group Company
Secretary at Tesco plc and
Group Company Secretary
at Jardine Lloyd Thompson
Group plc.
Responsible for driving
the corporate governance
agenda across the Group.
Company Secretary for all
joint venture companies.
Date joined the Group:
Joined in March 2020 as
Head of Health and Safety.
Experience and
responsibilities:
Former Team Principal
with Quantum Compliance
and previously Health and
Safety Lead at Windsor
Great Park for the Crown
Estate. Responsible for the
strategic and operational
delivery of health and safety
management across the
Group. A member of the
Institute of Occupational
Safety and Health.
Piers Blewitt
BSc, MRICS
Head of Planning
Strategy and Senior
Development Manager
Date joined the Group:
Joined in July 2003 as
Development Manager.
Promoted to Senior
Development Manager in
January 2016 and then to
Head of Planning Strategy
and Senior Development
Manager in April 2020.
Experience and
responsibilities:
Formerly Development
Manager at City & West
End Developments and
Development Securities.
Responsible for the creation
of development business
plans and their successful
delivery.
Steven Rollingson
Head of IT
Date joined the Group:
Joined the Group in
February 2016 as IT
Manager. Promoted to
Head of IT in April 2019.
Experience and
responsibilities: Formerly
IT Manager at Skidmore,
Owings and Merrill.
Responsible for strategic
and operational aspects
of technology across
the Group.
Anisha Patel
BA (Hons)
Head of Marketing
Date joined the Group:
Joined the Group in June
2020 as Head of Marketing.
Experience and
responsibilities: Formerly
Head of Marketing and
Enquiries at Workspace
and previously Head of
Customer Marketing UK
and Ireland at HTC Europe.
Responsible for the delivery
of the Group’s marketing
strategy and activities.
Annual Report 2020 Great Portland Estates 57
Our stakeholder relationships
Introduction
Building and nurturing the relationships
we have with our stakeholders is critical
to our success and too valuable to
outsource. As a result, we manage
all aspects of our property portfolio
in-house. We aim to build lasting
relationships based on professionalism,
fair-dealing and integrity.
› See more on our culture and people
on pages 46 to 53 and engaging with our
employees on page 103
› See more on engaging with our shareholders
on pages 103 to 105
Operational measures
Occupiers
Partners
>£280k
Raised for COVID-19
Community Fund
30 days
Average supplier
payment period
29%
Of net assets in
joint venture
76%
Staff participation
in Community Day
+25.3
Net promoter score
Communities
Local planning
authorities
Occupiers
Understanding our customers’ businesses and having a
deep appreciation of what they require enables us to deliver
a workplace environment in which they can focus exclusively
on their core business needs. Having a strong, enduring
relationship with them ensures that they remain satisfied
within their existing space, and allows us to retain or relocate
them when their occupational requirements change or their
leases expire. The knowledge we gain by having a close
working relationship with them is vital to help us design
and deliver space in which their business can thrive.
Today, we are navigating the commercial and societal impact
of COVID-19 and the measures currently employed by the
Government requiring the majority of businesses to adopt
working from home as standard, alongside the application
of social distancing protocols.
GPE occupier mix %
10%
1%
9%
34%
Retail, hospitality and leisure
Technology, media and telecoms
Professional
Banking and finance
Corporates
Government
31%
15%
As several of our occupiers fall within sectors deemed critical
to the COVID-19 response, we have endeavoured to keep
all of our managed portfolio buildings open and operating.
We have implemented a range of measures to ensure the
wellbeing of our occupiers, staff and service partners as
we seek to maintain business as usual. We have been fully
supported in this through the commitment and efforts of
our key suppliers, our colleagues and staff. As a result, our
relationships with our occupiers have grown stronger and
mutually appreciative as we face these unprecedented
challenges together.
Approach and objectives
The role of the property owner is rapidly evolving, as the
needs of office occupiers change. Exemplary customer
service and the provision of high quality amenity space
is now key to the recruitment and retention of talent in a
competitive marketplace. To ensure we can deliver and
maintain the highest standards, we have a dedicated in-
house Occupier Services Team whose role is to manage the
day-to-day operation of our buildings and deliver enhanced
service provision for all of our customers. Delivering the right
space and an extensive service offer gives businesses the
opportunity to attract the best people and increases staff
wellbeing and productivity.
Knowledge of the changing needs of our occupiers requires
a close relationship and frequent engagement. A key element
of our approach is to require our portfolio managers to
formally meet with every occupier twice a year and at least
one Executive Committee member will meet with our top
30 occupiers annually. These meetings, combined with the
independent customer-service surveys we undertake, provide
an understanding of how our occupiers’ real estate needs are
developing and provide valuable insight into the health of the
industries in which they operate.
Progress during the year
A number of key themes arose from our engagement with
our occupiers this year, including:
– the increased requirement for additional service provision;
– the importance of communication between occupier
and owner;
– a heightened focus on staff wellbeing and the broadening
of amenities within buildings;
– greater promotion of sustainability initiatives; and
– improving awareness of GPE’s brand and values.
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Great Portland Estates Annual Report 2020
In response, we have implemented a number of initiatives.
To aid the delivery of our high quality service offer, we rolled
out ‘sesame’, our exclusive building app, to the entirety
of our portfolio. The app provides a community platform
within the building, allowing B2B and B2C opportunities,
a dedicated lifestyle and concierge manager, a suite of offers
and discounts from local businesses supporting the local
economy, over 150 e-magazines and newspapers, automated
smartphone access (dependent on building infrastructure)
and environmental control of air conditioning systems.
The app will also provide detailed analytics to further
enhance and bespoke the services we provide.
These themes have also informed how we deliver our
services. As a result, we have restructured our Occupier
Services Team to:
– reflect the changing occupier requirements by recruiting
directly from the hotel and hospitality industries;
– use technology to better connect with our entire building
population, irrespective of size or location;
– expand the range of spaces where occupiers can
congregate and collaborate, with services that support
and complement their lifestyles;
– engage people with new skills and a new mindset;
– have customer service at its heart; and
– deliver enhancement of usable outdoor spaces.
Next steps
We expect that the demands of occupiers will continue to
develop and, as a result, creating new innovative spaces for
London will become increasingly complex. As our occupiers’
needs develop, so our products will continue to evolve.
The role of our Director of Workplace and Innovation is
to ensure that we remain innovative in the design of our
workplaces, integrating sustainability and making the most
of appropriate technology. This will require working closely
with occupiers as many of our goals will require us working
together. Energy consumption of our occupiers accounts for a
third of our carbon footprint and therefore we are seeking to
partner with our occupiers on a number of energy efficiency
case studies. The studies will identify opportunities to
reduce energy consumption either through improvements to
building performance or by encouraging behavioural change.
We will also need to collaborate across the property industry.
As part of our ongoing research into how offices spaces may
evolve, we also partner with six continental European office
REITS to carry out research to understand what end users
want. This research helped us to formulate ‘Our Guiding
Principles for Design’, which define what will make each and
every GPE development unique. Based on our consultation,
experience and research, they allow us to respond to create
the workplace of tomorrow.
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High levels
of satisfaction
During the year, we commissioned an independent
customer satisfaction survey to update our understanding
of how our occupiers view their buildings and the services
we provide. Encouragingly, our Net Promoter Score, best
translated as the willingness to recommend GPE, increased
from +17.5 in 2017 to +25.3 in 2019, materially ahead of our
peer group which scored +12.9.
From the feedback and comments we received, we are
preparing building-specific action plans to further improve
our services. We will continue to evolve our offer and,
looking forward, will run the survey on an annual basis
to benchmark our progress.
Net Promoter Score
25.3
17.5
Peer group
12.9
30
25
20
15
10
5
0
2017
2019
Source: RealService
Annual Report 2020 Great Portland Estates 59
Our stakeholder relationships continued
Working with
our communities
Our Community Strategy and social value
guidelines ‘Creating Sustainable Relationships’
are designed to ensure that we contribute
positively and secure long-term benefits
for our communities. As a London business,
it is essential that the themes in our strategy
reflect the key priorities for our capital city,
and therefore it is based around four pillars:
Breaking the cycle of youth homelessness
Together with Centrepoint, our charity partner, we
are focused on tackling youth homelessness in London.
Centrepoint undertake fantastic work, not only providing
much needed accommodation, but also a wide range of
services from a helpline to their impressive engagement
programme to help get young people into employment.
During the year, we raised £100,000, including £25,000
from our Community Day charity bike ride and a
further £22,000 in goods in kind and pro bono support.
We also continued to support Centrepoint in providing
opportunities for trainee placements for their young people
with our supply chain partners.
COVID-19 has had a significant impact on Centrepoint.
Not only have they seen financial support decrease
from corporate partners, but there have been significant
challenges dealing with young people needing to self-
isolate within services. As a result, we increased our
support, kick starting their emergency appeal with a
£25,000 donation and helped with gifts in kind donations
such as food supplies and hand sanitiser.
Communities
To enable us to deliver spaces in central London we need
to create enduring, sustainable relationships with the
communities where we are working. We consider our
communities to be London as a whole, the boroughs in which
we work and the streets in which our buildings are located.
Approach and objectives
As a business 100% focused on central London, our
Community Strategy is designed to help address some of
London’s key social and environmental challenges.
We take a number of approaches to developing community
relationships. Through our development process, we hold
regular consultation exercises where we meet and listen to
feedback from local community groups and through this
we often build long lasting relationships, such as our current
partnership with Bankside Open Spaces Trust. As members
of a number of Business Improvement Districts in London and
through regular engagement with borough councils, we hear
first hand where investment and support is needed. This helps
us provide assistance where it is most needed. During the year
this led to the identification of schools in Islington that were
in need of support on air quality and the provision of financial
support for the Lisle Street green wall in SE1.
We meet our charity partners regularly to understand their
current challenges and this led to a change of focus with
both Centrepoint and Groundwork London following the
COVID-19 outbreak.
Progress during the year
Both Centrepoint and Groundwork London have seen
donations fall in the wake of the COVID-19 pandemic.
Never has the need to create strong supportive relationships
with community partners been more important, nor the link
between social and environmental challenges been more
evident. As a result of COVID-19, we have undertaken a review
of our community budget and strategy, and in response:
– confirmed our commitment to our existing charity partners,
Centrepoint and Groundwork London, committing to an
additional year’s support until April 2022 and raised our
charitable contributions in both cases;
– made additional donations to Bankside Open Spaces
Trust to support them in keeping open spaces open
within the London Borough of Southwark;
– raised our overall corporate community budget
to £200,000; and
– set up a new GPE Community Fund to supplement our
community budget, seed funded with more than £280,000
by our Directors, Executive Committee and staff, with GPE
matching contributions, to help support London’s needs
both in the short term and in addressing the longer-term
social impact of the COVID-19 crisis.
We believe that this strategy, coupled with our commitment
to integrating the measurement of social impact through the
design and construction of our buildings, will deliver a lasting
benefit for the communities in which we work.
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Improving air quality and urban greening
Air pollution is a significant concern for London and the
health and wellbeing of the communities in which we work.
Green spaces and improved biodiversity help to improve
air quality and support adaption to and mitigation from
the impacts of climate change.
During the year, we donated £40,000 to Groundwork
London, which was specifically directed to improving air
quality in and around London schools. Over the last two
years we have directly supported ten schools across Tower
Hamlets, Southwark, Camden and Islington on biodiversity
and air quality initiatives.
Furthermore, as part of our community day, in which 76%
of our staff participated, we spent two days transforming
a community garden in Hackney, improving biodiversity
in Burgess Park, Southwark and up-cycling old furniture in
Barnet. Due to COVID-19, Groundwork London has seen
bookings for corporate days decrease, so we increased our
annual donation to them by £10,000 to help support older
people and refugee communities currently self-isolating.
As a member of Wild West End, we are working together
with other property owners in London’s West End to
enhance biodiversity and increase connections with green
space and nature. As part of our membership we also
monitor the impact of our existing green interventions, using
their value matrix to baseline biodiversity across our portfolio
and taking that learning into the design of our new buildings,
which ultimately improves the wellbeing of residents, workers
and visitors. We have also continued our support for Bankside
Open Spaces Trust which aims to make London Bankside
a greener, more beautiful place to live and work and installed
new greening at New City Court with their apprentice
gardeners. The activities of Bankside Open Spaces Trust have
been significantly curtailed by COVID-19 and therefore we
provided an additional donation to support their rescheduled
Great Get Together event and a further contribution to help
keep the parks in Southwark open.
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Addressing the skills gap through
engagement with education
In order to ensure that we can continue to develop and
refurbish the workplaces and homes of the future, it is
essential that we support local skills and opportunities
more broadly across the industry to help develop the
skilled workforce of tomorrow. Since 2013, we have built
a rewarding relationship with Westminster University in
supporting their building related degree programmes.
During the year, we provided assistance to 250 students
either through a series of lectures on Sustainability
and Innovation, or through real case study material
from our Hickman, Hanover Square and New City
Court developments to inform their studies. We also
supported the 2020 Build UK Open Doors scheme.
Mitigating the risk of modern slavery
in our portfolio
We seek to ensure that there is no slavery or human
trafficking within any part of our business or in our supply
chains. We support the Gangmasters and Labour Abuse
Authority’s Construction Protocol which aims to eradicate
slavery and labour exploitation in the building industry
and encourage our contractors to consider the use of the
BRE Ethical Labour Sourcing Standard. We also encourage
the payment of the London Living Wage for all operatives.
Worker Engagement Audits are undertaken regularly at
our construction sites in addition to materials procurement
risk assessments to verify the supply chain for materials
being used within our buildings. In particular, all our
new build developments and major refurbishments are
required to obtain Forest Stewardship Council project
certification, which assists in verifying the stewardship
of timber products.
Annual Report 2020 Great Portland Estates 61
Our stakeholder relationships continued
Communities – continued
Partners – our suppliers
Next steps
The strong relationships we have with our community partners
have been a great success and an embodiment of living our
values. By giving both our charity partners, Centrepoint and
Groundwork London, access to our supply chain we have truly
achieved more together.
Our engagement with Westminster University is also growing
and during the next financial year we will be supporting three
Masters students as they embark on dissertations connected
with net zero carbon buildings, supporting innovative thinking
on a significant challenge for the industry.
Our engagement with the communities surrounding
our developments has proved particularly rewarding.
Our relationship with Bankside Open Spaces Trust created
an opportunity for their apprenticeship gardeners to install
temporary greening on an occupier’s terrace at New City
Court. This opportunity supported local aims to increase
urban greening in the area, both improving the wellbeing
of our occupiers and providing an additional learning
opportunity for the apprentice gardeners. We will build
on this approach in the forthcoming year, looking for
opportunities to engage with community partners, as part
of our commitment in our Sustainability Statement of Intent
‘The Time is Now’ to create £10 million of Social Value within
our local communities by 2030.
We work with a broad and diverse range of suppliers, from
small independent companies to large multinationals.
The successful and profitable delivery of our larger projects
requires the effective management of a multitude of factors,
including maintaining strong relationships and collegiate
working. Whilst most procurement is often subject to a
tender process to ensure we obtain value for money, we
aim to partner with suppliers who share our values and work
collegiately to secure the best people with an established
track record and, where possible, retain key team members
on successive projects.
Approach and objectives
The close relationship we foster with our suppliers, alongside
a track record of successful project delivery and a deep
pipeline of future work, means that people want to work with
us, and ensures that we have good access to quality partners.
We also aim to treat our suppliers fairly through prompt
payment, including bi-monthly payment terms with some of
our largest contractors. Whilst we expect all our suppliers
to comply with standards and codes that may be specific to
their industry, our Supplier Code of Conduct sets out the
standards that we require of our suppliers. Furthermore,
in order for us to achieve our goal of decarbonising our
business by 2030, we will need engagement from all of our
suppliers. We therefore ensure that the sustainability goals
of our suppliers are taken into account when tendering
our contracts.
Progress during the year
We rely on our suppliers to help us deliver our development
programme and to provide a number of key services across
our portfolio, including security, cleaning and property
maintenance. As a result, to our occupiers, our suppliers are
the face of GPE. During the year, we have partnered with
fewer providers to improve service levels and consistency
across our portfolio, aiming to:
– ensure we work with service partners that are fully aligned
and promote our values and culture;
– help us deliver sustainability targets through direct
engagement with our service teams; and
– further promote a strong health and safety culture across
the portfolio.
The Group’s largest subsidiary is required to report on its
payment practices and, for the period to 31 March 2020, we
improved our performance with an average payment period
of 30 days, with more than two thirds of payments made
to term.
Next steps
We are currently in the early stages of procuring the
construction contract for the redevelopment of 50 Finsbury
Square, EC2. Elements of the scheme are being tendered
separately with the intention of appointing the main
contractor ahead of commencing the development early
next year.
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The outcomes of these checks are being included with
our whole building approach to fire safety, joining up our
fire strategy, with our risk assessment, maintenance and
management checks and occupier fire safety monitoring
checks to produce a continuous thread of regularly updated
information from design to operation and management
of our buildings. All suppliers are expected to provide
evidence of health and safety training for their people.
Where accidents do occur, we work with our supply chain
on accident investigation to understand lessons learned,
opportunities for improvement and consider how the work
could have been set up differently and understand how,
as a client, we can support our suppliers better.
The COVID-19 pandemic has required us to put additional
health and safety processes in place for our employees,
occupiers and suppliers. We have followed Government
guidelines from the start of the outbreak, supported our
employees in their transition to home working, worked with
our suppliers to ensure that essential building maintenance
could be carried out safely and introduced additional
cleaning measures and social distancing protocols to
reassure our occupiers.
In March 2020, there was an accident at one of our occupied
buildings where a subcontracted window cleaner fell from
height. The operative concerned was seriously injured.
We are working closely with our internal team and our
supply chain to undertake a full accident investigation and
understand if there are any opportunities to improve our
current processes and procedures. The Board are kept fully
updated on the investigation with progress reports on the
investigation provided to them in April and May 2020.
Health and safety incidents by year
2020
2019
2018
Enforcement notices
or fines received
Employees
Work related fatalities
Reportable injuries/incidents
First aid injuries
Number of days off due
to accidents and incidents
At our occupied buildings
Work related fatalities
Reportable injuries/incidents
First aid injuries
At our developments
Work related fatalities
Reportable accidents/incidents
First aid injuries
–
–
–
3
–
–
2
14
–
4
14
–
–
–
3
–
–
2
13
–
1
6
–
–
–
3
–
–
2
15
–
3
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Providing
safe, healthy
and secure
environments
We aim to provide safe, healthy and secure
environments and are committed to maintaining
the highest standards of health and safety across
our portfolio and to remaining at the forefront of
industry change, whilst reducing exposure to risk for
our occupiers, supply chain partners and employees.
Whilst we have always had a proactive attitude
towards health and safety, changes and attitudes
within the industry are helping us to develop a more
collaborative approach with our supply chain.
During the year, following Board approval, we launched
a new Health and Safety strategy, with the goal of
embedding a proactive approach to health and safety
across our business and with our supply chain partners
which goes beyond legal compliance. The main aim was to
create an integrated approach, with each individual in the
business having the confidence to take ownership of health
and safety. The strategy was launched in September by the
Chief Executive and then rolled out across the business by
the health and safety team to help our people understand
how it impacted their individual roles. Since then, we have
improved our health and safety management system,
integrating systems between our development, occupier
and property services teams to improve communication.
All employee related health and safety information has
been updated and incorporated on our intranet, complete
with case studies of health and safety leadership in the
business. We are instigating a programme of senior
leadership team health and safety tours of our development
sites and managed portfolio with a number of inspections
taking place during the year. These visits look to identify
where additional support is needed on health and safety
for our internal team and also to discuss health and safety
with our suppliers. The visits also provide opportunities to
celebrate examples of a positive health and safety culture.
Our change in approach is also being reflected in how we
measure health and safety performance incorporating the
use of both reactive measures such as accident reporting
and outcomes from accident investigation as well as more
proactive health and safety indicators such as positive
health and safety observations and the implementation of
control measures. We are also supporting our occupiers,
rolling out occupier fire safety monitoring checks to help
provide information on changing expectations on fire
safety across the industry. These checks are allowing us to
have regular conversations with our occupiers on health
and safety matters more generally, raising awareness and
allowing potential concerns to be dealt with proactively.
Annual Report 2020 Great Portland Estates 63
Our stakeholder relationships continued
Partners – our joint ventures
Local planning authorities
Joint ventures are an important part of our business and
today they comprise three active partnerships. Our joint
ventures are built on long-term relationships with trusted,
high quality partners. At 31 March 2020, they made up
25.8% of the portfolio valuation, 29.4% of net assets and
19.3% of rent roll (at 31 March 2019: 22.8%, 22.2% and
19.2% respectively).
Approach and objectives
Our approach has been to seek joint venture partners to
help us unlock real estate opportunities that might not have
been available to GPE alone, either through sharing risk
or providing access to new properties. The success of our
joint venture activities relies on strong relationships with our
partners based on frequent engagement. Each partnership
has a joint board (including at least one GPE Executive
Director) that meets quarterly on a formal basis with frequent
ad hoc engagement throughout the year. The joint venture
properties are valued quarterly, with detailed management
information being provided to the joint venture board.
Progress during the year
Key decisions made by the respective joint venture boards
in the year include:
– in the Great Ropemaker Partnership (GRP), we agreed
to repay the £90.0 million bank loan facility in full;
– in the GHS Limited Partnership (GHS), we agreed a pre-let
of the flagship retail unit on New Bond Street to Canali; and
– in the Great Victoria Partnership (GVP), we have been
collaborating with a number of the local stakeholders,
and Westminster Council, to work up the development
plans for our Mount Royal site at the western end of
Oxford Street.
Next steps
Looking forward, we are working closely with our partners
to advance our business plans, including completion of the
leasing at Hanover Square, W1 in GHS and progressing
the planning application for our proposed development
at Mount Royal, W1 in GVP.
Wholly-owned and joint venture property values
at 31 March 2020
3%
23%
74%
Wholly-owned £1,946.4m
Joint ventures:
Risk sharing £604.2m
Joint ventures: Access to
new properties £73.5m
Developing new buildings in central London is appropriately
challenging, particularly in the West End. Large areas are
protected by conservation areas, building heights are
restricted, development needs to be considerate to local
residents and the planning process is stringent. As a result,
our relationships with local planning authorities are key to
the delivery of new spaces in London. The emerging London
Plan is now being adopted as policy and includes a number
of further challenging requirements.
Approach and objectives
Navigating the planning process is a core driver of our
success. We aim to engage with local authorities in an open,
transparent and non-adversarial manner to enable us to
secure planning consents that are both beneficial to us and
the local communities in which they are built. In line with
our social value guidelines, as a matter of course, we liaise
with community stakeholders to understand their needs.
Our buildings need to positively impact the communities in
which they are located and therefore, where possible, we will
adjust our proposals to take account of comments received.
We use planning performance agreements with the local
planning authority to ensure that our planning applications
are determined in a timely manner.
Key activities in the year
During the year we have continued to work with community
groups in the London Bridge area, supporting air quality
and urban greening projects, apprenticeship opportunities
and local schools. Over the coming months we will continue
to support these initiatives, focusing on ensuring that our
proposals for New City Court, SE1 enhance the excellent work
already being undertaken by community groups in the area.
This process is implemented at each development scheme,
with urban greening and biodiversity projects currently
being supported in Islington as part of early engagement for
our 50 Finsbury Square, EC2 and our social value guidelines
are in the process of being implemented in full for Oxford
House, W1.
Next steps
Over the next 12 months we will be launching consultations
for a number of our development pipeline projects. This will
involve liaising with our key stakeholders, local residents
and local authorities to ensure that our proposals are fully
explained and have a broad base of support. In line with
our social value guidelines, we will look for local community
projects that our schemes can support. Sustainability is
becoming ever more important in the planning process
with many of our key local authorities declaring climate
emergencies. We will look to work with them to support
their principles of ‘good growth’.
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Section 172(1) statement
The directors have acted in a way that they considered,
in good faith, to be most likely to promote the success
of the Company for the benefit of its members as a whole
and, in doing so, had regard, amongst other matters,
to those matters set out in section 172(1)(a) to (f) of the
Companies Act 2006, being:
– the likely consequences of any decision in the long term;
– the interests of the Company’s employees;
– the need to foster the Company’s business relationships
with suppliers, customers and others;
– 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; and
– the need to act fairly as between members of
the Company.
Our stakeholders
GPE has identified its key stakeholders as being its:
employees, occupiers, suppliers, shareholders and
debt capital providers, JV partners, communities and
local planning authorities. Building and nurturing these
relationships based on professionalism, fair dealing and
integrity is critical to our success.
Our engagement
Our extensive engagement efforts help to ensure that
the Board can understand, consider and balance broad
stakeholder interests when making decisions to deliver long-
term sustainable success. Details of how we engage with our
stakeholders can be found on pages 58 to 64 and 103 to 106.
Board processes
While the Board will engage directly with stakeholders
on certain issues, stakeholder engagement will often
take place at an operational level with the Board receiving
regular updates on stakeholder views from the Executive
Directors and senior management.
As part of the director induction process, directors
receive a briefing and induction materials regarding their
duties under s.172. Training has further been delivered
by the Corporate Secretariat team to management to
ensure that they understand the duties of the Board and the
importance of s.172(1) matters in GPE’s strategy discussions
and decision making. Board papers for all key decisions are
required to include a specific section reviewing the impact
of the proposal on relevant stakeholder groups as well as
other s.172(1) considerations.
The page overleaf sets out some examples of how the
Board has considered s.172(1) matters in its decision making
in 2019/20.
You can read more about our approach to s.172(1) matters and stakeholder engagement as follows:
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Key decisions and long-
term consequences
Employees
A clear plan and financial strength
How we create value
Impact on decisions
Chairman’s letter
What we did in 2019/20
Our culture and people
Leadership and purpose
Fostering business
relationships with suppliers,
customers and others
Our stakeholder relationships
Leadership and purpose
Community
Our stakeholder relationships
Leadership and purpose
Environment
Our portfolio
High standards of
business conduct
Our stakeholder relationships
Our culture and people
Our stakeholder relationships
Chairman’s letter
› See more on pages 4 to 5
› See more on pages 16 to 17
› See more on page 66
› See more on pages 97 to 99
› See more on pages 108 to 109
› See more on pages 46 to 53
› See more on pages 102 to 103
› See more on pages 58 to 64
› See more on page 106
› See more on pages 58 to 64
› See more on page 106
› See more on pages 68 to 77
› See more on pages 58 to 64
› See more on pages 46 to 53
› See more on pages 58 to 64
› See more on pages 97 to 99
Anti-bribery and corruption, ethics and whistleblowing
› See more on pages 106 and 122
Investors
Leadership and purpose
Our capital strength
› See more on pages 103 to 105
› See more on pages 78 to 79
Annual Report 2020 Great Portland Estates 65
Our stakeholder relationships continued
Impact on decisions
Some examples of how the Board has considered stakeholder interests and s.172(1) matters in its decision making in
2019/20 are set out below and in ‘What we did in 2019/20’ on pages 108 and 109.
› See more on page 78
› See more on page 41
› See more in the Directors’ remuneration
report on pages 126 to 154
ESG-linked
RCF
Increasing our
flexible space offer
Remuneration
policy
In January 2020, the Board approved
a new ESG-linked unsecured revolving
credit facility (RCF) to replace its
existing RCF. In considering the
proposal, the Board reviewed the
likely consequences of the refinancing
in the long term, including the positive
financial impacts of a lower margin
on costs and an extended debt
maturity date.
The Board discussed the increasing
focus of employees, occupiers and
investors on sustainability matters and
the commercial imperative to drive
forward GPE’s sustainability agenda.
The Board approved three challenging
ESG-linked KPIs which aligned with
GPE’s strategy, to unlock potential,
creating high quality, sustainable
spaces that occupiers demand, our
values and the values of our lenders.
The Board agreed that all margin
adjustments, to be achieved
through the delivery of the KPIs,
would be donated to registered
charities focused on environmental
initiatives in furtherance of our
Community Strategy.
The Board has regard to stakeholder
views as an integral part of its strategy
discussions. This year particular
focus has been given to the further
development of GPE’s flex product.
In order to fully understand occupier
demands and market trends, the
Board receives regular updates
from meetings with our occupiers
and agents and discusses market
updates and feedback from our
occupier surveys.
As the relationship between owner
and occupier evolves, the Board has
considered greater occupier demand
for increased flexibility and service
provision and appropriate action to
maximise the opportunity we have
to generate long-term value for
our shareholders, employees and
other stakeholders.
The Board has therefore supported
extending our commitment to flexible
office space during the year, including
the expansion of our co-working
partnerships at City Place House,
EC2 and committing to our new flex+
product to enhance our existing
flex offering, innovating across our
operations and working with our
communities to create space for
London to thrive.
In considering the proposed changes
to our Directors’ remuneration policy
this year, careful consideration was
given to appropriately incentivising
management and employees to
deliver our strategy for the benefit
of stakeholders, while reinforcing
behaviours in line with our culture
and values.
In considering the Directors’
remuneration policy, the
Remuneration Committee discussed
alignment with wider workforce
policies and led an extensive
consultation exercise involving
shareholders, representing over
50% of GPE’s share register, and
proxy advisory bodies.
The feedback received from this
process helped to shape our revised
Directors’ remuneration policy
in a number of areas, including:
the addition of ESG targets
within annual bonus measures; the
introduction of post-employment
share ownership guidelines; and
our commitment to align Executive
Director and wider workforce pension
contribution rates by the end of 2022.
Shareholders will be asked to approve
the revised policy at this year’s AGM.
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Non-Financial Information Statement
This table signposts related non-financial information in this report and further reading on our website.
Reporting
requirement1
Policies
Website
1. Environmental
Sustainability policy statement
matters
Creating Sustainable Spaces –
Sustainable Development Brief
Our Guiding Principles of Design
Sustainability Statement of Intent
www.gpe.co.uk/sustainability/
our-approach
www.gpe.co.uk/sustainability/
developing-sustainable-buildings
www.gpe.co.uk/sustainability/
our-sustainability-statement-
of-intent
Reference in
2020 Annual Report
› See more about The Time is Now
on pages 8 and 72
› See more about our sustainable
portfolio on pages 68 to 77
2. Employees
Our values
Diversity policy
Inclusion and Diversity strategy
Personal Development Plans
www.gpe.co.uk/about-us/
our-purpose-values
www.gpe.co.uk/
our-relationships/our-employees
› See more about our values on page 3
› See more about our culture and
people on pages 46 to 53
› See more about inclusion and
diversity on pages 50 to 51 and
page 114
3. Human
rights
Supplier Code of Conduct
Annual Modern Slavery Statement
4. Social
Creating Sustainable
Relationships
GPE Standard Supply Terms
Health and Safety policy
www.gpe.co.uk/
our-relationships/our-suppliers
www.gpe.co.uk/sustainability/
our approach
www.gpe.co.uk/
our-modern-slavery-statement
www.gpe.co.uk/our-
relationships/community-
relationships
www.gpe.co.uk/our-
relationships/our-suppliers
www.gpe.co.uk/sustainability/
working-safely
› See more about how we behave,
human rights and supplier
stewardship on page 106
› See more about mitigating the
risk of modern slavery on page 61
› See more about partners –
our suppliers on page 62
› See more about our stakeholder
relationships pages 58 to 66
› See more about communities
on page 60
› See more about partners –
our suppliers on page 62
› See more about providing safe,
healthy and secure environments
on page 63
5. Anti-corruption
and anti-bribery
Ethics policy
Whistleblowing policy
www.gpe.co.uk/about-us/
governance
Gifts and Hospitality policy
Use of GPE Suppliers policy
Conflicts of Interest policy
Inside Information and Share
Dealing policy
› See more about anti-corruption
and anti-bribery matters on page 106
› See more about our anti-bribery and
corruption, ethics and whistleblowing
policies on page 122
6. Business
model
7. Principal
risk and
uncertainties
8. Non-
financial key
performance
indicators
www.gpe.co.uk/about-us/
our-strategy
› See more about how we create
value on pages 16 and 17
Group Risk Management policy
www.gpe.co.uk/about-us/
governance
› See more about our approach
to risk on pages 80 to 93
www.gpe.co.uk/investors/
investment-case/key-
performance-indicators-2020
› See more about our KPI benchmarks
on pages 18 and 19
› See more about our near-term
strategic priorities on pages 30
and 31
1. Board oversight of these policies and matters is also covered through ‘What we did 2019/20’ on pages 108 and 109.
Annual Report 2020 Great Portland Estates 67
Our portfolio
Introduction
Our portfolio has its origins in the
West End, which accounts for 69% of
our properties. We only operate in
central London, but have expanded
our locations to encompass the City,
Southwark and Midtown.
Operational measures
-0.3%
56%
Movement in property
valuation (on a like-for-
like basis)
Percentage of portfolio
in development
programme
100%
Energy purchased
on renewable tariffs
0.1%
% of portfolio with
EPC rating >E
Our approach
Our focused business model is based upon repositioning
properties to unlock their full potential. This repositioning
relies on having a deep understanding of the markets
in which we operate, both to enable us to unearth new
opportunities as we find them and to deliver buildings that
meet the demands of modern occupiers.
We aim to position our portfolio to maximise the opportunity
for future growth. As a result, every property has a detailed
business plan which forecasts each and every occupier’s
future cash flows and, using our own assumptions for future
movements in rents and yields, forecasts the forward look
returns for the portfolio. If a property’s prospective returns
do not meet our required investment hurdles, taking into
account both our cost of capital and the risks, typically it
is sold.
Ensuring that our properties meet the requirements of
modern occupiers is fundamental to the delivery of our
business plans. We aim to deliver buildings that let well in
their local markets, are future-proofed in a rapidly changing
world and have regard to the wider environment in which
they are located. Through the responsible management and
development of our portfolio, we aim to deliver sustainable
returns that enhance the long-term value of our business.
Well located central London portfolio
Our specialist approach requires focus. As a result, we only
operate in central London. Whilst our origins lay in the West
End, we recognise that central London is growing, and as it
grows, new locations will become sought after by occupiers
seeking new homes for their businesses. As a result, we
remain opportunistic and will invest across central London
where we see both value and opportunities for growth.
› See more about our London on page 24
100%
Of the portfolio in central London
68
Great Portland Estates Annual Report 2020
Our portfolio – 69% in West End
5%
8%
18%
36%
North of Oxford Street £942.0m
Rest of West End £863.7m
City £467.6m
Southwark £202.8m
Midtown £148.0m
33%
Positioned for organic growth
In 2009 and 2012, we raised equity capital to take
advantage of the value that we saw in the investment market.
As a result, we were net buyers in the four financial years to
31 March 2013. These acquisitions have helped stock our
future development programme which today totals 56%
of the Group’s existing portfolio.
Our central London portfolio (%)
22%
7%
Long-dated
Active portfolio management
Development pipeline
Committed developments
34%
37%
Of the remainder of the portfolio, 37% are buildings
where we will add future value through active
portfolio management. Typically, these buildings have
shorter leases, are reversionary and have significant
repositioning opportunities.
The long-dated assets, representing 7% of the portfolio,
are properties that we recently redeveloped and are long
let. Given the long lease terms we have achieved on these
buildings, there is typically limited opportunity for us to add
further value. As a result, over time, we expect to crystallise
the profits we have made through sales.
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Open sesame
Technology supporting an enhanced occupier experience
In order to ensure that our spaces continue to meet
the needs of our occupiers into the next decade
and beyond, we need to create buildings which
offer their users:
– sustainable spaces that promote health and wellbeing;
– control over their environment;
– choice of where they work in a supported, relaxed
environment; and
– access to superior levels of service and amenity.
Advances in technology can help deliver these goals.
Our smartphone app, ‘sesame’, puts greater control in the
hands of the user, through automated building access and
the ability to adjust cooling and lighting. It also provides
a number of services to building occupiers including the
provision of a community platform, a library of newspapers
and magazines and a lifestyle concierge service.
Moreover, the data generated by the app, in combination
with sensors in the workplace, can provide constant
anonymous feedback on occupancy levels, temperature,
light levels, air quality and noise. This feedback will allow us
to work with our occupiers to adapt and flex the building
environment as their business needs evolve. We are also
utilising digital twin technology to monitor the real-time
performance of the building to ensure the building is
operating as designed and even anticipate when items of
plant and machinery need replacing.
At The Hickman, our 74,400 sq ft development in
Whitechapel, E1, we have fully integrated technology,
sustainability and wellbeing from inception. We are
refurbishing the fabric of the existing building to reduce the
total embodied carbon of the project and, with a BREEAM
Excellent and EPC A rating targeted, it is expected that
the building will achieve an energy improvement of
almost 40% over current Building Regulations’ energy
efficiency requirements.
The Hickman will also be able to learn and adapt according
to use, meaning we are able to optimise the conditions for
occupation, reducing energy consumption and associated
carbon emissions, whilst improving comfort levels for
our occupiers.
Through our fresh contemporary design, we will be
able to offer a choice of flexible work settings, providing
opportunities for quiet, independent work as well as
collaboration space. Furthermore, occupiers will also
benefit from our lifestyle service, allowing them to access a
host of other, value added services at a push of a button.
In line with our commitment to promote improved air quality
and biodiversity, we are increasing urban greening, installing
a green roof, terraces and planting within the courtyard.
The provision of 79 bike spaces and showers, coupled with
the close proximity of a public park, will provide further
opportunities for our occupiers to exercise and access
outdoor space, positively impacting their wellbeing.
Annual Report 2020 Great Portland Estates 69
Our portfolio continued
With the full impact of the disruption
from COVID-19 yet to be felt, portfolio
values were broadly stable, reducing
by 0.3% on a like-for-like basis.”
Hugh Morgan
Director of Investment Management
Portfolio values broadly stable; down 0.3% in year
The valuation of our portfolio, including our share of joint
ventures, fell marginally over the 12 months by £8.8 million,
or 0.3%, on a like-for-like basis, to £2,624.1 million at
31 March 2020.
The key drivers behind the Group’s valuation movement
for the year were:
– retail rental value declines – in the past 12 months
rental values across our retail portfolio were down
4.3% on a like-for-like basis, with our office portfolio
rental values increasing by 3.5%, largely driven by our
leasing performance;
› See more about our market on pages 23 to 29
– development gains – the valuation of our committed
development properties increased by 11.9% on a
like-for-like basis to £590.3 million during the year as
demand for high quality space continued to outstrip
supply supporting values and two of our three schemes
approached completion;
› See more about our development management on pages 34 to 38
– active portfolio management – during another strong year,
75 new leases, rent reviews and renewals were completed,
with new lettings 8.8% ahead of ERV, securing £24.9 million
(our share) of annual income, supporting the valuation over
the year; and
› See more about our portfolio management on pages 39 to 41
– higher investment yields – the valuation was marginally
reduced by yield movements which increased by six
basis points (2019: one basis point increase) during the
year. At 31 March 2020, the portfolio true equivalent yield
was 4.6%.
› See more about our market on pages 23 to 29
Including rent from pre-lets and leases currently in rent-free
periods, the adjusted initial yield of the investment portfolio
at 31 March 2020 was 4.0%, 20 basis points lower since the
start of the financial year.
Drivers of valuation growth (%)
(0.2)
(1.5)
1.4
-2.0%
0.0%
2.0%
Rental value growth
Yield shift
Residual
70
Great Portland Estates Annual Report 2020
Whilst the overall valuation was marginally down by 0.3%
during the year, elements of the portfolio showed greater
variation. Our office properties rose by 1.0% compared to a
3.5% fall in retail values, as weaker retailer sentiment reduced
ERVs and softened yields. Furthermore, short leasehold
properties (<100 years), which represent 17% of the portfolio,
reduced in value by 10.2% compared to an increase of 1.9%
in the rest of the portfolio, as investor demand for shorter
leasehold assets reduced.
Our joint venture properties increased in value by 7.8% over
the year, driven by our committed development at Hanover
Square, W1, which increased in value by 28.5% following
further pre-letting activity, while the wholly-owned portfolio
fell by 2.9% on a like-for-like basis.
Material valuation uncertainty
The rapid spread of COVID-19 has disrupted activity in
our real estate markets, creating heightened valuation
uncertainty for CBRE, the Group’s valuers. As a result, CBRE
has included a clause within the valuation report which
highlights a ‘material valuation uncertainty’. This clause
serves as a precaution and does not invalidate the valuation,
and does not mean that the valuation cannot be relied
upon. Rather, it is intended to highlight that due to current
extraordinary circumstances, less certainty can be attached
to the valuation than would otherwise be the case.
Our relative performance
The Group delivered a total property return (TPR) for the year
of 3.7%, compared to the central London MSCI quarterly
index of 2.5%, and a capital return of 0.3%, versus -0.8%
for MSCI. This outperformance results from the strong
performance of our committed developments in the year,
in particular at Hanover Square and The Hickman, where
we are delivering prime, Grade A space into a supply
constrained market.
Long-term outperformance
Relative returns vs MSCI
Relative capital growth % p.a.1
320
280
240
200
160
120
80
‘04
‘05
‘06
‘07
‘08
‘09
‘10
‘11
‘12
‘13
‘14
‘15
‘16
‘17
‘18
‘19
‘20
GPE
MSCI Central London
Universe
1. 2004 – first pure comparability to MSCI Central London.
11.9%
Development properties valuation uplift
Portfolio performance
North of Oxford Street
Rest of West End
Total West End
City, Midtown and Southwark
Total City, Midtown and Southwark
Investment property portfolio
Development property
Total properties held throughout the year
Acquisitions
Total property portfolio
1. GPE share.
Portfolio characteristics
Office
Retail
Residential
Office
Retail
Residential
Office
Retail
Residential
Wholly-
owned
£m
Joint
ventures1
£m
Total
£m
Proportion
of portfolio
%
Valuation
movement
%
550.4
121.1
4.5
251.9
236.9
5.7
1,170.5
506.2
13.7
4.4
524.3
1,694.8
251.6
1,946.4
–
1,946.4
–
73.5
–
–
30.5
–
104.0
232.2
2.8
–
235.0
339.0
338.7
677.7
–
677.7
550.4
194.6
4.5
251.9
267.4
5.7
1,274.5
738.4
16.5
4.4
759.3
2,033.8
590.3
2,624.1
–
2,624.1
21.0
7.4
0.2
9.6
10.2
0.2
48.6
28.1
0.6
0.2
28.9
77.5
22.5
100.0
–
100.0
0.9
(15.5)
(0.8)
(1.3)
(3.5)
0.7
(3.3)
(1.8)
(47.9)
–
(3.6)
(3.4)
11.9
(0.3)
–
(0.3)
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Investment
properties
£m
Development
properties
£m
Total
property
portfolio
£m
Office
£m
Retail
£m
Residential
£m
Net internal
area sq ft
000’s
Total
£m
North of Oxford Street
Rest of West End
Total West End
City, Midtown and
Southwark
Total
By use:
Total
Net internal area sq ft 000’s
Office
Retail
Residential
749.5
525.0
1,274.5
759.3
2,033.8
1,540.7
478.5
14.6
2,033.8
2,172
192.5
942.0
646.2
422.3
863.7
338.7
531.2 1,805.7 1,068.5
59.1
797.4
818.4
590.3 2,624.1 1,865.9
1,865.9
325.2
734.0
255.5
24.2
9.6
590.3 2,624.1
2,587
415
291.3
426.1
717.4
16.6
734.0
4.5
942.0
863.7
15.3
19.8 1,805.7
4.4
818.4
24.2 2,624.1
734
568
1,302
1,285
2,587
£2.6bn
Portfolio valuation
Annual Report 2020 Great Portland Estates 71
Our portfolio continued
The Time is Now
Committed to a sustainable London
In May 2020, we launched our sustainability Statement
of Intent ‘The Time is Now’ which is underpinned by
four pillars with commitments that we will:
– decarbonise our business to become net zero by 2030;
– design climate change resilient and adaptable spaces;
– create a lasting positive social impact in our
communities; and
– put health and wellbeing front and centre.
Never has it been more important to address climate risk;
nor has the link between the environment, social impact
and health and wellbeing been more evident. Last year,
recognising the increased urgency of the climate crisis,
we set challenging targets to:
1. reduce the energy intensity of our occupied portfolio
by 40% and carbon emissions by 69% by 2030,
including occupier consumption;
2. create net zero carbon new build developments
from 2030; and
3. set out our timescales and approach to becoming
a net zero carbon business.
Targets are meaningless unless they are embedded
throughout the organisation and shape behaviour.
Accordingly, during the year we incorporated our energy
intensity target into our ESG-linked revolving credit facility,
along with targets to reduce embodied carbon of our new
developments and major refurbishments by 40% by 2030
and to improve biodiversity net gain across our portfolio
by 25% by 2030. Looking forward, the rate of interest
we pay on this facility will depend on our performance
against these targets.
Furthermore, these targets have been included within the
objectives of a number of our senior management team
and will be used to assess levels of future remuneration.
› See more on our KPIs on pages 18 to 19
These four pillars are supported by our review of material
risks undertaken last year, and align with the four UN
Sustainable Development Goals we identified as resonating
most with our business.
We are committed to ensuring that our buildings are
designed and managed to support the mental health
and wellbeing of our employees, occupiers and our
local communities.
Air quality is a significant issue for London and for
ensuring health and wellbeing. Our Statement of
Intent sets out how we are considering outdoor and
indoor air quality and putting health and wellbeing
front and centre.
Our targets to reduce the energy intensity and
carbon intensity of our occupied portfolio now
included within our ESG-linked RCF will help us to
drive carbon emissions down.
Through the installation of renewable energy and
the use of technology to improve targeting and
monitoring of energy consumption, we are making
our buildings more sustainable.
We are focused on ensuring a lasting positive impact
for the communities in which we are working and
have committed to contributing £10 million of social
value by 2030.
We recognise the role we have to play in reducing
carbon emissions. We have therefore committed to
decarbonising our business by 2030.
72
Great Portland Estates Annual Report 2020
Decarbonise our business by 2030
The built environment is estimated to contribute around
40% of the UK’s carbon emissions. The real estate industry,
therefore, has an obligation to address its carbon footprint.
Maintaining year on year reductions in embodied carbon
will only be achieved through the use of new technology,
alternative materials and innovative building techniques,
whilst implementing principles of the Circular Economy.
Our approach to decarbonising our business starts with
maximising the energy efficiency of our buildings.
We already purchase 100% of our electricity and gas on
renewable tariffs, however, we need to significantly reduce
consumption. During the year our like-for-like energy
consumption decreased by 6%. However, to enable us to
deliver sustained year on year improvements in energy
efficiency, and to meet our energy intensity and carbon
intensity reduction targets, we will need to work closely
with our occupiers and supply chain partners to reduce the
amount of energy we collectively consume.
The Design for Performance initiative is an industry funded
project, backed by the Better Buildings Partnership to tackle
the performance gap between design intent and actual
performance of buildings once in operation.
As a ‘Design for Performance Pioneer’, we have been able
to see first-hand the benefits that the scheme will bring
in delivering improved building energy performance
through enhanced energy modelling, building handover
and commissioning processes across the industry. We have
therefore mandated ‘Design for Performance’ for our major
refurbishments and new developments to ensure that, once
in use, our buildings perform as efficiently as designed.
Whilst energy efficiency is our first priority, the installation
of on-site renewable and low carbon energy technology,
supported by local energy generation solutions, will help
to further decarbonise our portfolio.
As a developer, embodied carbon is a significant proportion
of our carbon footprint, accounting for more than a third of
our footprint during the last financial year. We have therefore
responded to the World Green Building Council’s call for
action on embodied carbon and the RIBA climate challenge,
committing to reducing our embodied carbon emissions
by 40% by 2030.
Only once building energy efficiency measures, embodied
carbon reductions and renewable energy installations
have been addressed will we consider offsetting the
residual carbon.
During the year we also signed the Better Buildings
Partnership ‘Climate Change Commitment’. This commits
us to publishing our net zero carbon roadmap by the end
of 2020, and tracking our progress against the roadmap on
an annual basis. We expect to complete our roadmap by
autumn 2020, which will also include further detail on our
approach and the scope of our net zero carbon commitment
and the circumstances under which we may choose to
offset emissions.
Design climate resilient and adaptable spaces
In order to improve the climate resilience of our buildings,
we need to transition away from reliance on fossil fuels, retrofit
biodiversity measures to our existing buildings and ensure
that we are designing for longevity. As part of our Statement
of Intent, and included within the targets of our ESG-linked
RCF, we have committed to improving biodiversity net gain
across our portfolio by 25% by 2030. Nature-based solutions
such as biodiverse roofs, green walls, trees and pocket parks
all help to reduce the urban heat island effect, contributing
to climate change resilience as well as improving external
air quality and supporting the health and wellbeing of the
local community. We will also prioritise the installation of
renewable energy systems.
The Better Buildings Partnership Climate Change
Commitment requires us to develop a comprehensive
climate resilience strategy for our portfolio. We already
have processes in place to address and manage climate risk
(see page 84 on our principal risks and our disclosure in line
with the recommendations from the Task Force on Climate
Related Financial Disclosures on page 77), and we are working
to address these obligations in full with our strategy due to
be released in 2022 in line with our commitments.
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Never has it been more important to address
climate risk; nor has the link between the
environment, social impact and health and
wellbeing been more evident. The Time is
Now sets out the four pillars of our approach,
because if not now, when?”
Janine Cole
Director of Sustainability and Community
100%
Energy purchased on renewable tariffs
Annual Report 2020 Great Portland Estates 73
Our portfolio continued
Creating a lasting positive social impact
By investing in local initiatives and maximising social value, we
create more attractive places that are sustainable in the long
term. As part of our commitment to creating a lasting positive
social impact on our local communities, we have committed
to generating £10 million of social value over the next ten
years. We will achieve this through the implementation of
our Social Value Guidelines, which ensure that we monitor,
manage and measure the social impact of our refurbishment
and development activities.
Putting health and wellbeing front and centre
A sustainable building should also contribute to the wellbeing
of its occupiers and the local community, supporting
healthier, happier and more productive lives. We know,
through our review of material risks undertaken last year,
that wellbeing is one of our top three most material issues.
Focus is expected to continue to grow in this area following
the COVID-19 outbreak and we are already responding to
revised guidelines issued by industry groups on internal
air quality.
The COVID-19 outbreak has demonstrated the inextricable
link between the environment and social impact, with
communities placing a much greater value on health and
wellbeing than ever before. We will therefore continue to
invest in improved air quality, urban greening and biodiversity
and support charities and organisations that support the
maintenance and creation of green spaces in London.
Our Community Fund, created this year in response to
COVID-19, will focus on the most vulnerable groups within
London who have been severely impacted by the pandemic,
focusing on the homeless and other vulnerable groups,
mental health and wellbeing and educational initiatives.
Donations will be made both to support the immediate
response and longer-term recovery.
› See more about our stakeholder relationships on
pages 58 to 66 and our Community Impact Report at
www.gpe.co.uk/our-relationships/local-communities
Our Wellbeing brief integrates our approach
to health and wellbeing, from the earliest
design stages of our developments and
refurbishments through to the operation
of our buildings, enabling us to respond
to growing occupier requirements.”
Kulbir Bhatti
Sustainability Manager
During the year, we launched our Wellbeing Brief and we
are using this to create flexible, inclusive and accessible
spaces that benefit the wellbeing of our occupants and
the community.
We take an integrated and inclusive approach to ensure that
relevant and applicable health and wellbeing aspects are
considered during the design process and consider:
– indoor air and water quality;
– thermal, visual and acoustic comfort;
– biodiversity and access to nature; and
– healthy behaviours.
We integrate core requirements from wellbeing accreditation
standards such as Fitwel and the WELL Building Standard
to ensure that occupiers can obtain full certification for
their spaces should they wish to do so, once their fit-outs
are complete.
We also look to retrofit our existing buildings to improve
wellbeing, working with our occupiers to implement
additional facilities and services where possible, creating
new outdoor spaces, improving biodiversity and retrofitting
cycle and shower facilities. Our smartphone app ‘sesame’,
which has recently been rolled out across our portfolio also
includes features to support the wellbeing of our occupiers.
Our health and wellbeing approach is not limited to our
buildings. We actively promote initiatives to support the
health and wellbeing of our people, local communities and
supply chain partners, working to support mental health
initiatives and ensure ethical labour practices.
› See more about our culture and people on pages 46 to 53
£10m
Social value to be generated by 2030
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Progress on building certification
We continue to work to improve the number of our buildings
rated for their sustainability credentials.
There are significant limitations of Energy Performance
Certificates (EPCs) as they do not reflect the actual energy
performance of our buildings. The Real Estate Energy
Benchmark (REEB) collated by the Better Buildings
Partnership demonstrated the lack of correlation between
EPC and actual energy performance once more this year.
However, in line with current legislative requirements and
government proposals on the future trajectory for minimum
energy efficiency standards we are actively managing
ratings, seeking to improve EPC ratings by at least one
grade following refurbishment.
As illustrated in the chart below less than 0.2% of our rated
properties has an EPC rating below an E. Where we have
refurbishments or developments on site, the targeted ratings
have been indicated.
Unrated managed buildings are currently under review
following the expiry of the original EPC certificate and new
ratings will be obtained once ongoing works to improve
energy performance are completed.
To supplement EPC ratings we use a variety of sustainability
certification schemes and use the most appropriate system
for the type and scale of the project including BREEAM,
the RICS led SKA Rating system and residential schemes
such as the Code for Sustainable Homes. Today 22% of our
portfolio by area is rated BREEAM ‘Very Good’ or ‘Excellent’
with a further 11% currently on site with BREEAM ‘Excellent’
targeted.
Our substantial development pipeline (56% of today’s
portfolio by floor area) is largely unrated in its present
form. However we will be aiming to significantly improve
the environmental performance through development or
refurbishment works and expect a BREEAM ‘Excellent’
rating of this element of the portfolio by 2030. A further
14% of our portfolio is SKA rated, a rating scheme,
which is typically used for floor by floor refurbishment as
opposed to whole building performance and therefore is
more commonly used by us for retrofit projects. For more
information see our Sustainability Data Performance report
at www.gpe.co.uk/sustainability/our-performance.
EPC ratings: percentage of portfolio (by sq ft) (%)
Percentage of current floor area certified to date (%)
30
25
20
15
10
5
0
25.2
15%
18%
11.0
0.2
15.1
5.6
6.6
6.6
4.9
A
B
C
D
E
17.6
7.1
40%
–
F
0.1
G
Managed
portfolio
uncertified
Uncertified
FRI
Current ratings
Targeted: under development
14%
13%
BREEAM Rated
SKA Rated
Committed Schemes
Managed portfolio uncertified
Uncertified FRI
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Annual Report 2020 Great Portland Estates 75
Our portfolio continued
Streamlined Energy and Carbon Reporting (SECR) disclosure
Our SECR disclosure presents our carbon footprint across Scopes 1, 2 and 3, together with an appropriate intensity metric
and our total energy use of electricity and gas.
Gross Internal Floor Area (m2)
Scope 1 emissions and direct energy use
Emissions associated with combustion of fuel (tCO2e)
Emissions associated with operation of facilities (refrigerant gas) (tCO2e)
Energy use of combustion of fuel (kWh)
Scope 2 emissions and indirect energy use
Emissions associated with purchased electricity, heat, steam and cooling usage (tCO2e)
Emissions associated with head office electricity usage (tCO2e)
Energy use of purchased electricity, heat, steam and cooling (kWh)
Energy use of electricity at head office (kWh)
Scope 3 emissions and indirect energy use
Emissions associated with purchased electricity sub-metered to occupiers (tCO2e)
Energy use of purchased electricity sub-metered to occupiers (kWh)
Emissions and energy use totals
Absolute emissions (tCO2e)
Total energy use (kWh)
Intensity measures
Emissions per m2 gross internal area (tCO2e/m2/year)
Energy use per m2 gross internal area (kWh/m2/year)
Emissions and energy use totals like-for-like
Absolute emissions on a like-for-like basis (tCO2e)
Energy use on a like-for-like basis (kWh)
Intensity measures like-for-like
Emissions per m2 gross internal area on a like-for-like basis (tCO2e/m2/year)
Energy use per m2 gross internal area on a like-for-like basis (kWh/m2/year)
2020
189,306
1,807
1.9
9,826,113
3,207
48
12,734,121
187,803
2019
192,745
2,311
320.0
12,564,341
3,469
52
12,440,093
184,055
5,150
20,147,359
5,775
20,401,351
10,211
42,895,396
11,608
45,589,840
0.0539
226.59
0.0602
236.53
9,851
41,217,755
11,286
44,136,443
0.0572
240
0.0656
256
During the year our like-for-like energy consumption decreased by 6%, this was due to extensive works undertaken to
replace boilers and reduce plant run times at 200 Gray’s Inn Road. Due to the proportion of our energy consumption that is
attributable to this building, the works undertaken have had a significant impact on overall portfolio energy reduction.
As part of requirements under Phase 2 of the Energy Savings Opportunity Scheme (ESOS) we also conducted twelve energy
audits of our highest consuming properties. The process identified 3,771 mWh of potential energy savings. These are being
incorporated within the Energy Action Plans for the relevant buildings. We are also undertaking more in-depth audits at
properties where energy consumption is highest to allow us to plan for longer-term retrofit plans and align with our net zero
carbon ambitions. At 200 Gray’s Inn Road, this process is being undertaken jointly with our occupiers to understand how we
can work together to reduce consumption. Our energy working group oversees operational energy improvements.
Independent assurance
Independent assurance is provided by Deloitte LLP in accordance with the International Standard on Assurance Engagements
(ISAE3000).
Our methodology
For our SECR disclosure we have used the operational control consolidation method, as this best reflects our property
management arrangements and our influence over energy consumption. Included in our operational control data are
emissions and energy usage from our managed properties (including 100% of emissions from joint venture properties) and
head office usage. Where we have purchased energy, which is sub-metered to occupiers, this is itemised separately. We have
not included usage or emissions from our development sites or for FRI let properties as these fall outside our operational
control. Emissions from our development sites are reported on our website www.gpe.co.uk/sustainability/.
We have used DEFRA Environmental Reporting Guidelines and the Greenhouse Gas Protocol to calculate our emissions.
Our full Annual Sustainability Performance Data Report, aligned with EPRA Sustainability Best Practice Recommendations,
can be found at www.gpe.co.uk/sustainability/our-performance/.
76
Great Portland Estates Annual Report 2020
Task Force on Climate-Related Financial Disclosures (TCFD)
We are making good progress incorporating the findings of the Task Force on Climate Related Financial Disclosures
within our business and reporting. A summary in line with TCFD guidelines is provided below. For more on our approach
to risk see pages 80 to 93 and pages 97 to 109 for Board activities. A more detailed disclosure in line with TCFD is available
on our website at www.gpe.co.uk/sustainability.
Governance
Board oversight of climate-related
risks and opportunities
Sustainability updates are regularly provided at scheduled Board meetings with formal updates
provided on a six-monthly basis.
Management role in assessing
and managing climate-related
risks and opportunities
The Sustainability Committee, chaired by our Chief Executive, meets quarterly and is attended
by a number of the Senior Management Team. Regular sustainability updates are also provided
to the Executive Committee and Board.
Strategy
Climate-related risks and
opportunities over short,
medium and long term
Impact of climate-related risks
and opportunities on the
organisation’s businesses,
strategy and financial planning
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1-3 years
Short term
Rapidly evolving legislation including the implementation of Minimum Energy Efficiency
Standards, tightening of regulations and potential introduction of ‘In-use’ building performance
ratings increases the running costs of our portfolio.
3-7 years
Medium term
The need to decarbonise and adapt to climate change may give rise to higher market demand
for buildings with improved sustainability credentials and greater energy efficiency. This may
lead to environmentally stranded assets that are no longer fit for purpose and provide an
opportunity for us to deliver buildings that meet this need.
Long term
Speed of market transformation and technological progress may impact on our ability to
decarbonise our business.
7-15 years
Greater demand for buildings that have been adapted to accommodate the likely impact of
climate change, including (within London) higher temperatures and an increase in extreme
weather events, including flooding and water shortages.
Climate-related risks and opportunities will impact how we develop, refurbish and manage
buildings in addition to shaping the nature of the buildings that we acquire and sell.
As part of the completion of our net zero carbon roadmap we are modelling:
– financial impact and payback of energy efficiency measures;
– impact on development appraisals of designing net zero carbon buildings;
– likely cost of carbon offsetting; and
– the impact of carbon pricing.
Resilience of organisation’s
strategy taking into account
different climate-related scenarios
Physical risks will impact on the costs of maintaining and developing our buildings.
Our Statement of Intent lays out a clear strategy for dealing with both mitigation of climate
change and adaptation to the effects of climate change.
Our targets support our trajectory to decarbonise our business by 2030.
Risk management
Integration of processes for
identifying, assessing and
managing climate-related risks
into overall risk management
Metrics and targets
Metrics used to assess climate-
related risks and opportunities
in line with strategy and risk
management processes
Disclosure of Scope 1, 2 and
where appropriate Scope 3
and related risks
Targets used by the organisation
to manage climate-related
risks and opportunities and
performance against targets
The Executive Committee, Audit Committee and the Board formally review the Group’s
principal risks. This includes climate-related risks, including their likelihood, impact and
mitigating controls, which are managed by the Sustainability Committee.
We report on a number of metrics (see below); we have recently announced our intention
to decarbonise our business by 2030 (see page 72); and our ESG-linked RCF also contains
a number of climate-related metrics (see page 78).
Metrics in connection with climate-related risks including Scope 1, 2 and 3 emissions are reported
within our Streamlined Energy and Carbon Reporting and within our Annual Sustainability
Performance Data Report at www.gpe.co.uk/sustainability/our-performance/ which is aligned
with EPRA Sustainability Best Practice Recommendations.
See our Statement of Intent at www.gpe.co.uk/sustainability/our-sustainability-statement-
of-intent/ and the targets included in our ESG-linked RCF at www.gpe.co.uk/investors/debt-
information/revolving-bank-facility for further details.
Annual Report 2020 Great Portland Estates 77
2020
2019
16.2% 6.8%
14.2% 8.7%
n/m
n/m
£411m £608m
2.2% 2.7%
22.0p
19.5p
Innovative
ESG-linked
refinancing
We are constantly on the lookout for ways to further
enhance our capital structure and, in the summer of
2019, we identified a potential opportunity to ‘Amend
and Extend’ our key £450 million revolving credit facility
(RCF) by linking it to our sustainability strategy, extending
its maturity and lowering its cost. We were delighted to
receive the support of our lenders and completed the
transaction in January 2020 with a group of five existing
relationship banks. The £450 million size of the RCF
has been maintained, and its slightly reduced headline
margin of 90 basis points (previously 92.5 basis points) is
subject to adjustment from May 2021, depending on our
performance against three challenging ESG-linked KPIs
which align with our ambitious sustainability strategy.
The facility now has a January 2025 initial maturity date
which can potentially be extended to January 2027,
subject to bank consent. This is the first ESG-linked RCF
to be issued by a UK-REIT and the financial effect of all
margin adjustments will be given to registered charities
focused on environmental initiatives.
Our capital strength
Introduction
Our strategy is underpinned by
a consistent combination of low
financial leverage and capital
allocation discipline, demonstrated
by our LTV today of 14.2% and
£616 million of surplus equity returned
to shareholders in recent years.
Operational measures
Net gearing
Loan to value
Interest cover
Cash and undrawn
facilities
Weighted average
interest rate
EPRA earnings
per share
Our approach
While our primary objective is to deliver returns consistently
ahead of our cost of capital, we also seek to minimise the
cost of our capital through the appropriate mix of equity
and debt finance, and to ensure that we have access to
sufficient financial resources to implement our business
plans. Optimising and flexing the allocation of capital
across our portfolio, including between our investment and
development activities, is key to our business and ensuring
that we maximise returns on a risk adjusted basis through the
property cycle. Accordingly, we operate with four key ‘givens’:
– conservative leverage to enhance, not drive, returns;
– sustainable ordinary dividends;
– disciplined capital allocation; and
– balance sheet efficiency – track record of accretively
raising and returning capital.
Our preference for low financial leverage helps to provide
downside protection when operating in the cyclical central
London property market and to maintain the financial
flexibility to allow us to act quickly on new investment
opportunities as they arise.
› See more about our approach to risk on pages 80 to 94
Our financial position is very strong,
with plenty of low cost, flexible firepower.
We have sought to actively manage our
capital structure over the year, and in
particular our refinancing transactions
included issuing the first ESG-linked
RCF by a UK REIT.”
Martin Leighton
Director of Corporate Finance
78
Great Portland Estates Annual Report 2020
Our balance sheet is in extremely good shape. With a
loan to value ratio of just 14.2% and £411 million of
cash and undrawn bank facilities, we are very well
positioned to fund our committed capex programme
and any additional opportunities which may arise.
Innovative structuring, reducing interest costs
and extending maturities
The Group’s sources of debt funding are diverse, both
secured and unsecured, and include the public, private and
bank markets. Our debt providers are key stakeholders in our
business and are a mix of UK and overseas banks, together
with overseas life insurance companies and pension funds.
Our financing activity this year focused on proactively further
enhancing our debt book. In January 2020, we entered into
a £450 million ESG-linked unsecured revolving credit facility
(RCF) with a headline margin of 90 basis points over LIBOR
and an initial five-year term which may be extended to a
maximum of seven years, subject to bank consent. This is
the first RCF issued by a UK-REIT which is ESG-linked, such
that its margin is subject to adjustment depending on our
performance against three challenging ESG-linked KPIs.
In a further innovation, the financial effect of all margin
adjustments will be given to registered charities focused on
environmental initiatives. The new facility is an amendment
and extension of a £450 million RCF which had a headline
margin of 92.5 basis points and was due to mature in 2024.
Our debt maturity profile was further enhanced in September
2019 by the prepayment of a £90 million secured loan issued
by the Great Ropemaker Partnership which was due to expire
in December 2020.
At 31 March 2020, 69% of our total drawn debt and 43% of
our total committed debt was from non-bank sources (March
2019: 88% and 40% respectively), with 69% of our debt book
being fixed rate or hedged (March 2019: 100%). We have
substantial headroom above our Group debt covenants and
values could fall by 70% before a breach. Due in part to both
our very low levels of low cost debt and the treatment of
capitalised interest under our Group covenants, our interest
cover ratio for the year was once again not measurable.
As noted above, we have no near-term Group level debt
maturities and our low loan to value ratio of just 14.2% feels
appropriate given current market uncertainties.
Balance sheet discipline and £200 million
share buyback
When considering the appropriate level of financial leverage
in the business, we apply the same capital discipline that we
use when making asset level decisions. Typically, we aim for
a loan to value ratio of between 10%-40% through the cycle
and today we are at the lower end of the range given our
portfolio activities and market cycle position. Additionally,
we have a track record of accretively raising and returning
equity capital to shareholders at the appropriate time and in
the appropriate circumstances. Our key considerations when
making such capital decisions include:
– the market outlook;
– opportunities for growth (both capital expenditure
and acquisitions);
– opportunities for profitable recycling activity; and
– current and prospective debt ratios (including LTV
and interest cover).
Ample liquidity and flexible, low cost debt book
At 31 March 2020, we had £411 million of cash and undrawn
committed debt facilities with no Group level debt maturities
until 2024, giving us very significant financial firepower
for the future. Furthermore, due to market uncertainty
caused by COVID-19, we increased the drawn position on
our £450 million unsecured revolving credit facility, from
£66 million to £150 million in March 2020, with our cash
on deposit of £111 million at 31 March 2020 comfortably
exceeding our committed capex to come.
The most recent application of this disciplined approach
is our £200 million return of surplus equity by way of an
on-market share buyback programme, which completed in
November 2019. Over the entire programme, we repurchased
and cancelled 27.8 million shares at average share price
of £7.20 (or £7.25 per share, £201.5 million including costs).
This included 17.5 million shares at an average share price
of £7.19 (or £7.23 per share, £126.7 million including costs)
during the year ended 31 March 2020.
› See more about our financial results on page 45
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LTV and liquidity (years to March)
Liquidity (£m)
LTV %
900
800
700
600
500
400
300
200
100
0
25.7%
21.8%
814
17.4%
18.3%
607
508
479
442
378
8.7%
14.2%
411
2014
2015
2016
2017
2.4%
2018
2019
2020
30
25
20
15
10
5
0
£616m
Returned to shareholders in last three years
Annual Report 2020 Great Portland Estates 79
Our approach to risk
The successful management of risk is critical for the
Group to deliver its strategic priorities. Whilst the
ultimate responsibility for risk management rests with
the Board, the effective day-to-day management
of risk is integral in the way we do business and
the culture of our team. Our attitude to risk is one
of collective responsibility with the identification
and management of risks and opportunities part of
the mindset of the GPE team. Our organisational
structure, including close involvement of senior
management in all significant decisions and in-house
management of all development, portfolio and
occupational service activities, together with our
prudent and analytical approach, is designed to align
the Group’s interests with those of shareholders.
Setting and monitoring our ‘risk appetite’
The Group’s overarching risk appetite is set in the context
that we focus on a single market, that of central London,
operating out of a single head office within close proximity to
all of our activities. Central London’s real estate markets are
highly cyclical and, as a result, we apply a disciplined approach
to our capital allocation and managing our operational risk, in
particular our development exposure, in tune with prevailing
market conditions. Furthermore, we aim to operate with low
financial risk through maintaining conservative financial leverage.
We use a suite of key operational parameters as an
important tool to set and then measure the Group’s risk
profile. These parameters consider, amongst other matters,
the Group’s size, financial gearing, interest cover, level of
speculative and total development exposure, and single asset
concentration risk. These parameters are revisited annually
as part of the Group’s Strategy Review and reviewed at each
Board meeting. We monitor the Group’s actual and forecast
position over a five-year period against these parameters.
› See more details on our operational measures on pages 18 and 19
Our risk culture and how we manage our risks
Our over-arching risk management process is comprised
of four main stages as summarised in the diagram below.
We believe that effective management of risk is based on
a ‘top-down’ and ‘bottom-up’ approach with appropriate
controls and oversight as outlined on page 81, which include:
– our strategy setting process;
– the quality of our people and culture;
– established procedures and internal controls;
– policies for highlighting and controlling risks;
– regular oversight by the relevant Committees and the
Board; and
– a clear reading of market conditions and the property cycle.
Moreover, risk management is an integral part of all our
activities. Risks and, more positively, where these might
also provide opportunities, are considered as part of every
business decision we make and how they would affect the
achievement of our strategic priorities and the long-term
performance of our business.
Six-monthly assessment of principal and emerging
risks, opportunities and effectiveness of controls
As part of a robust assessment of the principal and emerging
risks facing the Group, at the half-year and year end, the
Executive Committee, the Audit Committee and the Board
formally review the Group’s principal and emerging risks,
including those that would threaten its business model, future
performance, solvency and liquidity. Importantly, part of this
review is the consideration of:
– the internal operational controls in place to mitigate the
principal risks and how key controls over these risks have
operated in the preceding six months;
– consideration of any emerging risks and opportunities; and
– the Board’s ongoing monitoring of the principal risks.
Whilst emerging risks and opportunities are considered as
part of this formal six-monthly assessment, the Board spends
additional time at scheduled Board meetings on ‘blue sky’
thinking and consideration of possible emerging risks. As part
of this process, the Executive Committee members are tasked
to provide a summary at each scheduled Board meeting of the
three ‘things’ concerning and exciting them most. We also
ask our Heads of Department the same question to ensure
that we are continually challenging ourselves as to how we
should evolve. Emerging risks are also specifically considered
by the Board as part of its annual Strategy Review. While risks
relating to structural retail and market changes, pandemic
and short and medium-term climate change risks have been
captured within our re-framed principal risks, we have also spent
time this year discussing emerging risks across a number themes
such as long-term climate change and advances in technology.
Risk monitoring, reporting
and escalation
– Risks documented, reported and monitored
on a regular basis by management, Executive
Committee, Audit Committee and Board
– New risks and significant changes to risk
profiles escalated as appropriate
Risk response
– Appropriate response determined
with reference to risk appetite
– Risk response may include Treat,
Transfer, Terminate or Tolerate
4
1
Communication
and
consultation
3
2
Risk identification
– Identification and description of significant
and emerging risks that could affect GPE’s
key objectives
– Risks categorised with assignment of
accountabilities and Executive ownership
of principal risks
Risk assessment
– Potential impact and likelihood of
risk assessed using defined criteria
– Principal risks assessed on a gross,
net and target risk basis
80
Great Portland Estates Annual Report 2020
Board oversight of risk
Board
Nomination Committee
Audit Committee
Remuneration Committee
Executive Committee
Operational Committee oversight
Weekly
Development management
Portfolio management
Investment management
Financial management
Quarterly
Living our values
Health and safety
Development management review
Portfolio management review
Sustainability
Community
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People and culture
guided by our values
Procedures and
internal controls
Policies for highlighting
and controlling risk
Focused market
expertise
Open communication
Transparent disclosure
with stakeholders
Integrity in business conduct
Interests aligned
with shareholders
Qualified and
experienced personnel
with specific roles
Intense development,
portfolio management
and occupational
services teams
Conservative attitude
to capital deployment
Analytical rigour
High level risk assessment
framework
Strict approval requirements
Extensive documentation
to support decisions
Formal policies and procedures
consistently applied
Defined performance
indicators with sensitivity analysis
External review
of key controls/internal audit
Whistleblowing policy
Business risk
Investment return
benchmarks
Debt leverage,
covenant compliance
and liquidity limits
Regular review
of business plans,
dashboard lead
indicators and
operational parameters
Occupancy targets
Development appraisal
parameters
Leasing objectives
and occupier
covenant testing
Annual Report 2020 Great Portland Estates 81
Our approach to risk continued
During the year, the Audit Committee and Board have
taken the opportunity to oversee an in-depth review of
GPE’s principal risks:
– to ensure that the principal risks continue to reflect the
most significant risks facing the business at the current
time, particularly in the face of an evolving real estate
industry and market, ongoing macro-economic and
political uncertainties as well as, more recently, the
uncertainties arising from the COVID-19 crisis;
– to more closely reflect how GPE’s risks are being
discussed and considered across the organisation
and in the context of GPE’s strategic priorities;
– to simplify and consolidate risks where considered
appropriate; and
– to further consider and identify possible emerging risks.
As a consequence of this exercise, we have re-framed
the descriptions of GPE’s principal risks, identified two
new principal risks and escalated the status of certain
risks that were previously captured within a broader
principal risk description. Save for the new or escalated
risks explained below, the risks to the business, at a high
level, remain broadly unchanged from the previous year,
the key changes being as follows:
– inclusion of a new pandemic risk given the continuing
risks arising from the current COVID-19 crisis, the full
extent of the humanitarian, societal and economic
impacts of which are still too early to judge;
– as a result of a perceived greater risk arising from
the impact of ongoing structural changes in the retail
industry on the demand for, and profitability of retail
space in central London, we have added ‘Structural
retail changes’ as a separate principal risk;
Net risk heatmap
Principal risk
– increasing regulation and stakeholder, occupier and public
expectations make our response to the climate change
challenge a commercial and reputational imperative which
is likely to impact how we operate in the future. ‘Climate
change and decarbonisation’ has therefore been recognised
as a separate principal risk as well as an emerging risk;
– an increasingly stringent planning environment as a result
of political and economic uncertainties, increased focus
on the provision of affordable housing in certain London
boroughs, recommendations following the Grenfell Tower
fire and evolving environmental requirements have resulted
in ‘Challenging planning environment’ being separated out
as a standalone principal risk; and
– other risks have been simplified or consolidated where these
are considered to be a sub-set of a single broader principal
risk. For example, the risks of poor management of voids, low
occupier retention and occupier failures or dissatisfaction
are now considered to be part of a broader risk of ‘Meeting
occupier needs and competition’. Similarly, risks relating to
central London performance, macro-economic conditions
such as Brexit, civil unrest and terrorism have been combined
under a single risk relating to ‘London attractiveness’.
A description of the Group’s principal risks, together with a
summary of steps taken to mitigate those risks, is shown on
pages 84 to 93. Given the above changes to our principal risks,
the risk movements do not show the year-on-year assessment
changes of each risk but instead reflect the Board’s view of the
directional change of the re-framed risks over that period.
As we continue to review our strategy in the context of a
changing market, the impacts of the COVID-19 crisis and
macro-economic uncertainties, we will continue to assess our
risk appetite and target for each risk as part of our strategy
review process. The Board has assessed the likelihood and
impact of the revised principal risks, the net risk assessments
for which are shown in the heatmap below.
Structural retail changes
Pandemic
London attractiveness
Property market dislocation and impact on financial leverage
Failure to maximise returns from prevailing market conditions
Failure to profitably deliver the development programme
1
2 Climate change and decarbonisation
3
4
5
6
7
8 Challenging planning environment
9 Attract and retain the right people
10 Meeting occupier needs and competition
11 Poor capital allocation decisions
12 Health and safety
13 Cyber security and infrastructure failure
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Risk severity
Negligible
Minor
Moderate
Major
IMPACT
Low
Medium
High
Very high
Net risk rating as assessed after existing controls and mitigation
82
Great Portland Estates Annual Report 2020
The Board’s ongoing monitoring of the Group’s
principal risks and controls
Ongoing monitoring of our principal risks and controls
by the Board is undertaken through:
– relatively low levels of authority for transactions
requiring Board approval, with investment transactions and
development approvals requiring, amongst other matters,
consideration of the impact on financial leverage, interest
cover and portfolio risk/composition;
– the Executive Committee’s oversight of all day-to-day
significant decisions;
– the Chief Executive reporting on the market conditions
dashboard, operational parameters and people as
appropriate at each of the scheduled Board meetings;
– members of the Executive Committee providing a review
of the development programme, occupational markets
and key property matters at each of the scheduled
Board meetings;
– the Finance and Operations Director reporting on Group
forecasts, including actual and prospective leverage
metrics, the occupier watch list and delinquencies, cyber
and IT initiatives, sustainability and health and safety
matters at scheduled Board meetings;
– continuing to crystallise profits through the sale of 24/25
Britton Street for a headline sale price of £64.5 million;
› See more on page 33
– maintaining our low financial leverage whilst returning
£125.9 million to shareholders through our share
buyback programme;
› See more on pages 78 and 79
– given our risks of ‘Failing to maximise returns from
prevailing market conditions’ and ‘Meeting occupier needs
and competition’, further developing our flex product and
service offer and installing market-leading technology
solutions across our portfolio, including our new app
‘sesame’;
› See more on pages 40, 41 and 69
– launching our Inclusion and Diversity strategy and
related initiatives and achieving the National Equality
Standard accreditation;
› See more on pages 50 and 51
– in view of our ‘Decarbonisation and climate change’ risk,
issuing the first ESG-linked bank facility by a UK REIT and
committing to becoming a net zero carbon business by
2030, launching our Statement of Intent ‘The Time is Now’;
– the Executive Directors communicating with the Board
› See more on pages 72 and 78
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– launching our inaugural Health and Safety strategy and
strengthening our procedures across the portfolio;
› See more on page 63
– continued focus on our cyber governance both at head
office and in relation to landlord IT equipment across
our portfolio; and
› See more on page 122
– extensive engagement with stakeholders in order
to manage and mitigate the impacts of COVID-19
while supporting our stakeholders where we can.
› See more on pages 49 and 58 to 64
on any significant market and operational matters
between Board meetings;
– senior managers attending the Board and Audit
Committee meetings as appropriate to discuss specific
risks either across the business, such as sustainability,
health and safety and cyber, or relating to transactions; and
– the Audit Committee meeting with the valuers at least
twice a year to better understand market conditions and
challenge the assumptions underlying the valuation.
Our focus during the year
The continued challenging market conditions as a result of
the uncertain economic and political environment associated
with the UK leaving the European Union, and, more recently,
the COVID-19 crisis, and how we have considered these
in light of our business, is explained in more detail in ‘Our
market’ on page 23 and our viability assessment on page
94. In light of this ongoing uncertainty, the focus on our
strategy and business model with a clear linkage of our risks
to overarching strategic priorities and operational parameters
have again this year been revisited at all our scheduled Board
meetings. Areas of significant focus have included:
– the progress of our three developments at Hanover Square,
W1, 1 Newman Street & 70/88 Oxford Street, W1 and
The Hickman, E1;
› See more on pages 34 to 36
– the continued strong and pragmatic leasing activity across
our development portfolio, including pre-lettings achieved
at Hanover Square, W1 and at 1 Newman Street & 70/88
Oxford Street, W1;
› See more on pages 34 to 36
Annual Report 2020 Great Portland Estates 83
Our approach to risk continued
How we manage principal risks and uncertainties
Link to
strategic
priorities
2
3
Principal risk
Structural retail changes
A continued structural shift in
the retail industry could force
changes to leasing requirements
(e.g. turnover rents) and/or reduce
the demand for, or profitability
of retail space in central London.
This could reduce rents,
asset values and returns
from retail space.
Climate change and decarbonisation
The need to decarbonise our
business increases the cost of
our activities through the need
to retro-fit buildings to improve
their sustainability credentials
and reduces our ability to
redevelop due to planning
restrictions, increased regulation
and stakeholder expectations,
the increased cost of low carbon
technology and potentially the
pricing of carbon. Failure to meet
the climate challenge could
impact our ability to deliver new
buildings, reduce the demand
for the buildings we own,
cause significant reputational
damage and result in exposure
to environmental activism and
potentially stranded assets.
Pandemic
Ongoing pandemic (lasting longer
than three months) could lead to
a significant decrease in demand
in our markets, adversely impact
our rental income, reduce the
availability of our workforce and
disrupt our supply chains resulting
in a decreased ability to maintain
the consistency of our operations.
3
4
1
2
3
4
6
How we monitor and manage risk
Strategic financial forecasts updated prior to each Board meeting including scenario planning
for different economic cycles.
Quarterly review of asset-by-asset business plans to assess potential exposures and inform
hold/sell strategies.
Regular reporting to Executive Committee and Board on negotiations and
marketing campaigns.
Regular updates received from central London retail agencies to understand current market
trends and anticipating future changes to deal structures.
The Group’s in-house portfolio management teams have proactive engagement with
occupiers to understand their occupational needs and requirements with a focus on
retaining income.
Design Review Panel reviews building design and specification to ensure the scheme
can accommodate flexibility of unit sizes appropriate for future retail occupier demand.
In-house Leasing and Marketing teams liaise with external advisors on a regular basis,
creating marketing campaigns, agreed budgets and timelines in accordance with the
leasing/marketing objectives.
Regular Board and Executive review of Sustainability policy and climate change commitments.
Sustainability Committee meets quarterly to consider strategy in respect of climate change
and Environmental and Social strategy and risks.
Dedicated Director of Sustainability and Community and Sustainability Manager.
Design Review Panel reviews design brief for all buildings to ensure that forthcoming
sustainability risks are considered.
Sustainable Development Brief and Sustainability strategy in place.
ESG-linked RCF and the introduction of ESG strategic bonus measures for Executive
Committee members to support delivery of decarbonisation within the business.
The creation of a baseline carbon position for existing near-term development schemes
is currently underway.
Business Continuity Plans and IT Business Continuity Plans in place.
Response Committee established and led by the Finance and Operations Director to identify
risks and concerns to help manage GPE’s response to COVID-19 crisis. Daily and weekly
reporting to the Executive Committee.
Regular Board calls held during COVID-19 crisis to review GPE’s response and mitigations with
key updates provided between meetings. Reviews of Government guidelines and emerging
practice with risk assessments undertaken as control measures change.
Enhanced stakeholder engagement, particularly with occupiers, contractors, shareholders
and employees.
Selection of contractors and suppliers based on creditworthiness.
Near-term strategic priorities
1 COVID-19 response
2 Deliver and lease committed schemes
3 Prepare the pipeline
4 Progress sustainability agenda
5 Further embed values
6 Continue to grow flex offer
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over the last 12 months
Commentary
Increasing
Increasing
Retail space comprises 28% of our portfolio by value. Whilst wider UK retailing has suffered from a combination of
lower retail sales and a structural shift, as increasing volumes of sales move online, central London retail has to date
demonstrated greater resilience, underpinned by tourism (both domestic and international), flagship stores, a deep
cultural offering and its growing population.
Moreover, we focus on delivering high quality, modern retail units into locations with enduring appeal with the bulk
of our activities centred on the prime shopping streets of Oxford Street, Regent Street, Bond Street and Piccadilly.
Our current development activity at Oxford House, at the eastern end of Oxford Street, and Hanover Square, at the
northern end of Bond Street, aim to deliver new retail experiences into locations that will benefit from the expected
opening of Crossrail in 2021. Early interest in the schemes has been encouraging and during the year we completed
our first retail letting in our Hanover Square scheme.
However, the outbreak of COVID-19 and associated lockdown has made the position more challenging and rental
values across our retail units fell 4.3% during the year.
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With the built environment contributing approximately 40% of the UK’s carbon footprint and the climate change
debate moving from the periphery to now being both a moral and economic imperative, particularly for our occupiers
and other stakeholders, we have been further expanding our sustainability commitments and activities. Having
announced in 2019 targets to reduce energy intensity in our existing buildings by 40% (from a 2016 baseline) by
2030 and to delivering net zero carbon new build developments from 2030, we have more recently articulated our
approach to sustainability in our Statement of Intent ‘The Time is Now’, which includes a commitment to decarbonise
our business to become net zero by 2030. We are also committing to design climate change resilient and adaptable
spaces, create a lasting positive social impact in our communities and put health and wellbeing front and centre.
Moreover, with sustainability touching everything that we do, in early 2020 we incorporated our energy intensity target
into our ESG-linked revolving credit facility, along with targets to reduce embodied carbon of our new developments
and major refurbishments by 40% by 2030 and to improve biodiversity net gain across our portfolio by 25% by
2030. As a result, the rate of interest we pay on this facility will depend on our performance against these targets.
Furthermore, these targets have been included within the objectives of many of our senior executives and will be
used to assess levels of future remuneration.
We also continue to work to improve the number of our buildings rated for their sustainability credentials. In line
with current legislative requirements and Government proposals on the future trajectory for minimum energy
efficiency standards, we are actively managing ratings, seeking to improve EPC ratings by at least one grade
following refurbishment.
› See more on page 77
The current COVID-19 pandemic is already having profound social and economic consequences. However, the
resilience of our business, finances and people are already in strong evidence. We are engaging extensively with all
our stakeholders, including offering assistance to our occupiers on a case by case basis, extending our community
activities, including through the creation of a new Community Fund, and working hard to ensure the safety and
wellbeing of our employees who have all been working from home since late March 2020.
All our properties have remained open and operating to Government guidelines, including our development sites.
We have also issued to all our occupiers a ‘return to the office’ playbook.
None of our employees have been furloughed and the Group has no current plans to access any UK Government
COVID-19 funding.
Increasing
Annual Report 2020 Great Portland Estates 85
Our approach to risk continued
How we manage principal risks and uncertainties continued
Link to
strategic
priorities
2
3
6
Principal risk
London attractiveness
The appeal of London to
occupiers and investors may
diminish due to macro-economic
conditions (e.g. Brexit), the rise
of alternative destinations for
international trade, the impact
of civil unrest and terrorism, the
impact of long-term climate
change (e.g. risk of flooding) and
the relative expense of operating
in London. This could result in a
lack of investment and occupier
demand leading to decreasing
income and asset values.
How we monitor and manage risk
Board annual strategy review with regular economic and market updates received from
third parties.
Strategic financial forecasts are updated prior to each Board meeting including scenario
planning for different economic cycles and eventualities, including to reflect potential
impacts regarding the UK’s exit from the EU and, more recently, broader economic
recovery from the COVID-19 crisis.
Regular review of strategic priorities and transactions in light of the Group’s
dashboard of lead indicators and operational parameters.
Detailed planning regarding the UK’s exit from the EU, with regular updates
to the Board on GPE’s preparations and potential impacts.
The Group aims to maintain a consistent policy of low financial leverage.
Property market dislocation and impact on financial leverage
Assets may reduce in value due to
capital markets disruption and/or
a macro-economic shock which
could increase GPE’s financial
leverage and potentially result in
our breaching banking covenants.
2
3
6
Quarterly review of capital structure, including gearing levels, by Finance and Operations
Director and Executive Committee.
Board annual strategy review with regular economic and market updates received
from third parties.
Regular review of strategic priorities and transactions in light of the Group’s dashboard
of lead indicators and operational parameters.
Quarterly review of current and forecast debt, hedging levels and financing ratios
under various market scenarios.
The Group aims to maintain a consistent policy of low financial leverage.
The Group’s funding measures are diversified across a range of bank and bond markets.
Regular review of financing by Finance and Operations Director and Executive Committee
with reporting at each Board meeting.
Failure to maximise returns from prevailing market conditions
We fail to adequately read
market conditions and respond
accordingly. This could result
in making leasing decisions or
buying, selling or developing
buildings at the incorrect
time leading to insufficient
returns on our investment.
Additionally, in periods of
stable markets we may fail
to effectively adjust our business
model to maximise returns from
prevailing market conditions.
2
3
4
6
Strategic financial forecasts are updated prior to each Board meeting including scenario
planning for different economic cycles and eventualities.
Regular review of property cycle by reference to dashboard of lead indicators.
Board annual strategy review including regular economic and market updates
received from third parties.
Dedicated in-house team with remit to research sub-markets in central London seeking
the right balance between investment and development opportunities for current and
prospective market conditions.
Detailed due diligence undertaken for all prospective acquisitions prior to purchase
to ensure appropriate returns.
Quarterly review of asset-by-asset business plans to assess future performance and
to inform hold/sell decision making.
Near-term strategic priorities
1 COVID-19 response
2 Deliver and lease committed schemes
3 Prepare the pipeline
4 Progress sustainability agenda
5 Further embed values
6 Continue to grow flex offer
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over the last 12 months
Commentary
London generates around 22% of UK GDP, with the largest economy of any city in Europe, and is one of the world’s
leading commercial, creative and financial centres, with a deep pool of talent.
Despite the uncertainty created by the UK’s exit from the EU and the more recent economic disruption as a result
of COVID-19, London has been growing and is forecast to grow further. By 2030, London’s population is expected
to have increased to around ten million, up from around nine million today, and improving infrastructure, including
extensions of the tube network and the expected opening of Crossrail in 2021, will bring more people within its reach.
Its combination of a strong legal system, time zone advantages, international connectivity and a welcoming attitude
to businesses from around the world has resulted in London retaining its position leading the Global Power City Index
2019, as measured by the Mori Memorial Foundation.
Central London also offers one of the world’s largest commercial real estate markets, with around 440 million sq ft of
office and retail property attracting a deep and diverse mix of occupiers and property investors, many from overseas.
London’s markets are also highly liquid and remain one of the leading global destinations for real estate investment.
Over the long term, real estate markets have historically been cyclical and London has been no exception to this.
As a result, we have consistently adopted a conservative approach to financial leverage.
As at 31 March 2020, our property LTV was 14.2%, net gearing was 16.2% and interest cover not measurable.
As a result, we have substantial headroom above our Group debt covenants. We estimate property values
could fall around 70% before Group debt covenants could be endangered, even before factoring in mitigating
management actions.
The Group also has significant financial capacity with liquidity of £411 million, comprising cash of £111 million and
undrawn committed facilities of £300 million. In addition, the Group’s weighted average interest rate remains low at
only 2.2% (falling to 1.9% on a fully drawn basis), with an attractive debt maturity ladder and diverse funding sources,
predominantly borrowing on an unsecured basis.
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The Group has this year again continued to take advantage of supportive market conditions through developing
414,600 sq ft of prime Grade A space for delivery in the next 18 months into a supply-constrained market, whilst also
profitably recycling capital with £73 million of sales at a 10% premium to book values.
Increasing
No change
No change
Annual Report 2020 Great Portland Estates 87
Our approach to risk continued
How we manage principal risks and uncertainties continued
Principal risk
Link to
strategic
priorities
How we monitor and manage risk
Failure to profitably deliver the development programme
2
3
4
We fail to translate the
development pipeline and
current committed schemes
into profitable developments
through poor development
management, inappropriate level
of development undertaken as
a percentage of the portfolio,
poor timing of activity and/or
inappropriate products for the
local market resulting in weak
leasing performance, reputational
damage, reducing asset values
and lowering Group earnings.
Challenging planning environment
The increasingly stringent
planning environment limits
our ability to create new spaces,
increases costs, and results
in our failure to obtain
viable planning consents.
3
4
Updated strategic financial forecasts reviewed at each scheduled Board meeting including
scenario planning for different economic cycles.
Development management quarterly updates to Executive Committee with reporting to each
scheduled Board meeting.
Regular review of portfolio mix and asset concentration. Adjustment of the portfolio as
appropriate through undertaking acquisitions and/or development projects in joint venture
or forward funding.
Prior to committing to a development, the Group conducts a detailed financial and
operational appraisal process which evaluates the expected returns from a development in
light of likely risks. During the course of a development, the actual costs and estimated
returns are regularly monitored to signpost prompt decisions on project management,
leasing and ownership.
Working with agents, potential occupiers and purchasers to identify their needs
and aspirations including sustainability, wellbeing and technological advances
during the planning application and design stages.
Regular pipeline review meetings between Development and Portfolio Management teams
and quarterly asset review sessions.
Selection of contractors and suppliers based on track record of delivery and creditworthiness.
In-house Project Management team closely monitor construction and manage contractors
to ensure adequate resourcing to meet programme.
Post-completion reviews undertaken through Final Appraisal process on all developments
to identify best practice and areas for improvement.
Regular review of the prospective performance of individual assets and their business plans
with joint venture partners.
Prior to committing to a development, the Group conducts a detailed financial and
operational appraisal process which evaluates the expected returns from a development
in light of likely risks.
Active engagement with planning authorities.
Early engagement with local residents and community groups, adjoining owners
and freeholders.
Third-party expertise used to support in-house teams, where appropriate.
Regular updates to the Executive Committee and Board on regulatory and planning
policy developments.
Sustainable building design, including climate change mitigation and adaption,
considered at an early design stage. All our major developments are subject to
a minimum BREEAM rating requirement of ‘Very Good’ for major refurbishments
and ‘Excellent’ for new build developments.
Near-term strategic priorities
1 COVID-19 response
2 Deliver and lease committed schemes
3 Prepare the pipeline
4 Progress sustainability agenda
5 Further embed values
6 Continue to grow flex offer
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Commentary
We currently have three committed schemes on-site, set to deliver 414,600 sq ft of high quality space, all near
Crossrail stations and all targeting BREEAM ‘Excellent’. These schemes are already 48% pre-let or under-offer,
with two of the schemes due for completion this year, and are expected to generate a profit on cost of 14.7%.
Beyond this, the Group is preparing a further ten schemes set to deliver more than 1.4 million sq ft across the
coming decade.
No change
Increasing
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To successfully deliver our developments, we work closely with both the local authorities and communities to secure
planning consents to create great new spaces, helping London to thrive. The emerging London Plan is now being
adopted as policy and includes a number of further challenging requirements. Moreover, our substantial and flexible
pipeline of ten uncommitted schemes totals 1.4 million sq ft across four London boroughs, all of which will likely be
subject to planning approval requirements.
We aim to engage with local authorities in an open, transparent and non-adversarial manner to enable us to
secure planning consents that are both beneficial to us and the local communities in which they are built. In line
with our social value guidelines, as a matter of course, we liaise with community stakeholders to understand their
needs and, where possible, we will adjust our proposals to take account of comments received. We use planning
performance agreements with the local planning authority to ensure that our planning applications are determined
in a timely manner.
During the year we have continued to work with community groups in the London Bridge area, supporting air quality
and urban greening projects, apprenticeship opportunities and local schools. Over the coming months we will
continue to support these initiatives, focusing on ensuring that our proposals for New City Court, SE1 enhance the
excellent work already being undertaken by community groups in the area. This process is implemented at each
development scheme, with urban greening and biodiversity projects currently being supported in Islington as part
of early engagement for our 50 Finsbury Square, EC2 and our social value guidelines are in the process of being
implemented in full for Oxford House, W1.
Moreover, sustainability is becoming ever more important in the planning process with many of our key local
authorities declaring climate emergencies. We will look to work with them to support their principles of ‘good growth’.
Annual Report 2020 Great Portland Estates 89
Our approach to risk continued
How we manage principal risks and uncertainties continued
Principal risk
People
Link to
strategic
priorities
How we monitor and manage risk
Failure to attract, develop and
retain high quality, suitably
experienced individuals means
we may not have the necessary
capability or resource levels
resulting in the failure to deliver
our business plan.
1
2
3
4
5
6
Regular review is undertaken of the Group’s resource requirements and succession planning.
The Group has a remuneration system that is strongly linked to performance and a formal
six-monthly appraisal system to provide regular assessment of individual performance.
Benchmarking of remuneration packages of all employees is undertaken annually to ensure
competitive financial and non-financial packages in line with market rates.
Annual personal development planning and ongoing training support for all employees
together with focused initiatives to nurture potential successors, including introduction
of mentoring programme.
Clear articulation of GPE values so all existing and prospective employees understand our
core beliefs and behaviours. Launch of new Inclusion and Diversity strategy in October 2019.
Health and wellbeing programme implemented following earlier roll-out of mental
health training programme.
Focus on people engagement with regular two-way communication and responsive
employee-focused activities, e.g. Board engagement sessions, employee engagement
surveys and flexible working.
Meeting occupier needs and competition
We fail to understand and provide
spaces that meet quickly evolving
occupier needs, including an
inappropriate mix of flex versus
traditional space and/or we fail to
identify and react effectively to
shifting patterns of work space
use. This could lead to GPE failing
to deliver space that occupiers
want resulting in poor investment
returns, potentially stranded
assets and losing occupiers
to competitors.
Poor capital allocation decisions
We make poor decisions
regarding the allocation
of capital such that we buy,
sell, hold or develop the
incorrect buildings resulting in
inadequate investment returns.
2
3
4
6
3
4
6
Quarterly review of individual property business plans and the market more generally,
including review of property IRRs.
Portfolio Management quarterly updates to Executive Committee with reporting
at each scheduled Board meeting.
Board and management reviews of GPE flexible space offer across the portfolio,
including broadening our product offering.
The Group’s in-house Portfolio Management teams have proactive engagement with
occupiers to understand their occupational needs and requirements with a focus on
retaining income, including through our annual occupier survey.
Our Director of Workplace and Innovation is responsible for keeping the Board up
to date on market developments and incorporating innovation in the GPE portfolio.
Regular reviews conducted of individual property IRRs, including quarterly review of individual
property dashboards, and market generally.
Weekly investment meetings held and regular dialogue maintained with key intermediaries.
Portfolio Management, Development and Leasing quarterly updates to Executive Committee
with reporting at each scheduled Board meeting.
Strategic Review forecast on an asset-by-asset basis provides a business plan for
each individual property which is reviewed against the performance of the business
as a whole.
Detailed due diligence processes in place to help ensure appropriate returns.
Near-term strategic priorities
1 COVID-19 response
2 Deliver and lease committed schemes
3 Prepare the pipeline
4 Progress sustainability agenda
5 Further embed values
6 Continue to grow flex offer
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Commentary
The motivation of our people and maintaining our strong collaborative culture remains fundamental to the delivery
of our strategic priorities. During the year, the strength of our values and appeal of our culture was highlighted with
our most recent employee engagement survey showing 94% of our people would “recommend GPE as a great place
to work” and we were delighted to make several internal Senior Management Team promotions as we develop our
talent from within. We also successfully launched our Inclusion and Diversity strategy at an all-staff event, with valuable
participation from our Non-Executive Directors, and we are pleased to have now achieved the National Equality
Standard accreditation.
We also broadened our health and wellbeing programme for our employees, held another Community Day, working
with our charity partners Centrepoint and Groundwork London, and launched our Board engagement programme.
Our employee retention remains high at 87% and we continue to focus on growing the breadth and depth of our
talent, providing focused development support where needed.
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We have had another strong year of leasing, completing 46 new lettings and securing £14.4 million of rent at an 8.8%
premium to March 2019 ERVs, whilst continuing the successful roll-out of our flexible space offering. We have also
continued to capture reversion across the portfolio and, coupled with the leasing activity, this has helped drive like-for-
like Group rent roll up by 3%.
Over the past twelve months, our flexible office space has increased from 87,600 sq ft to 219,600 sq ft, or 11% of our
office portfolio, and we are also currently appraising a further 152,200 sq ft of flexible space across the portfolio. After
the success of our co-working arrangement with Runway East at New City Court, SE1, we expanded our co-working
arrangement with a new flexible office partnership arrangement with Knotel for 82,300 sq ft at City Place House, EC2.
In addition, we have committed 16,300 sq ft to our new Flex+ space at Dufours Place, W1, which will provide occupiers
with added service provision as well as communal facilities such as a courtyard and ground floor café.
During the year, we created our Occupier Services and Property Services teams to reflect our focus on customer
service delivery and the changing nature of the occupier environment, whilst also ensuring the structure meets the
needs of our growing portfolio, in particular given our upcoming development completions. We also commissioned
an independent customer satisfaction survey to update our understanding of how our occupiers view their buildings
and the services we provide. Encouragingly, our Net Promoter Score increased from +17.5 in 2017 to +25.3 in 2019,
materially ahead of our peer group which scored +12.9.
With limited availability of attractively priced acquisition opportunities and the depth of opportunity in our existing
portfolio, we made no acquisitions in the year. However, taking advantage of strong investor demand for well let,
attractively located properties, we made sales of £73 million in the year.
We also successfully completed our £200 million share buyback, meaning that we have now returned more
than £615 million of surplus equity to shareholders since 2017, whilst retaining the lowest loan to value ratio in
the UK REIT sector.
No change
Increasing
No change
Annual Report 2020 Great Portland Estates 91
Our approach to risk continued
How we manage principal risks and uncertainties continued
Principal risk
Health and safety
Link to
strategic
priorities
How we monitor and manage risk
1
2
3
4
5
A serious health and safety
incident (including by our
contractors) could result in loss of
life or serious injury and financial
and reputational damage to GPE.
Furthermore, significant changes
in health and safety regulations
driven by government intervention
following events such as the
Grenfell Tower fire may increase
costs of compliance and/or risks
of non-compliance.
Formal quarterly reporting on health and safety to the Executive Committee and
regular reporting to the Board, including on progress against new Health and Safety strategy.
Regular site health and safety checks undertaken by Executive Committee members,
Development and Project Management team members and third parties.
Pre-qualification and competency checks undertaken for all contractors and
consultants appointed.
Formal reporting on near misses/significant incidents and accidents.
Annual cycle of health and safety audits.
Online health and safety management system in place for business.
Comprehensive fire safety management procedures in place.
Cyber security and infrastructure failure
A cyber attack or infrastructure
failure could lead to business or
network disruption within our
portfolio or loss of occupier data.
This could have a significant
impact on flex+ occupiers to
which we provide increased
infrastructure support and
high risk occupiers who may
seek to recoup damages
from GPE, leading to potential
direct regulatory fines
and reputational damage.
1
2
3
4
5
6
IT and cyber security updates are regularly reported to the Executive Committee
and the Board.
A head office and portfolio IT risk register is maintained.
The Group’s IT Business Continuity Plan is regularly reviewed and tested and recovery
of data at off-site recovery centre is tested during the year.
Regular testing of IT security is undertaken including penetration testing of key systems.
The Group’s data is regularly backed up and replicated.
Employee awareness training on cyber risk is undertaken regularly. Cyber risk insurance
is in place.
Each building has a bespoke Emergency Action Plan, maintaining appropriate systems
to mitigate any infrastructure failure.
Near-term strategic priorities
1 COVID-19 response
2 Deliver and lease committed schemes
3 Prepare the pipeline
4 Progress sustainability agenda
5 Further embed values
6 Continue to grow flex offer
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Commentary
We continue to focus on ensuring that we have a best in class and proactive health and safety culture at GPE, which
we reinforced during the year with the recruitment of a new Head of Health and Safety.
During the year, following Board approval, we launched a new Health and Safety strategy, with the goal of embedding
a proactive approach to health and safety across our business and with our supply chain partners which goes beyond
legal compliance. The main aim was to create an integrated approach, with each individual in the business having the
confidence to take ownership of health and safety.
We have also enhanced our health and safety management system, integrating systems between our development,
occupier and property services teams to improve communication. All employee-related health and safety information
has been updated and incorporated on our intranet, complete with case studies of health and safety leadership in the
business. We instigated a programme of senior leadership team health and safety tours of our development sites and
managed portfolio with a number of inspections taking place during the year.
Our change in approach is also being reflected in how we measure health and safety performance incorporating
the use of both reactive measures, such as accident reporting and outcomes from accident investigation, as well as
more proactive health and safety indicators such as positive health and safety observations and the implementation
of control measures. We are also supporting our occupiers, rolling out occupier fire safety monitoring checks to help
provide information on changing expectations on fire safety across the industry.
The COVID-19 outbreak has required us to put additional health and safety processes in place for our employees,
occupiers and suppliers. We have followed Government guidelines from the start of the outbreak, supported
our employees in their transition to home working, worked with our suppliers to ensure that essential building
maintenance could be carried out safely and introduced additional cleaning measures and social distancing protocols
to reassure our occupiers.
The Group had six reportable accidents during the year. Where accidents do occur, we work with our supply chain
on accident investigation to understand lessons learned and opportunities for improvement, to consider how the
work could have been set up differently and to understand how, as a client, we can better support our suppliers.
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Given the increased incidence of attempted cyber attacks on UK businesses, we have continued to invest time
and resource into our cyber security measures, both in our head office and across our portfolio.
No change
Increasing
Annual Report 2020 Great Portland Estates 93
Our approach to risk continued
Viability
statement
Assessment of the Group’s prospects
In accordance with provision 31 of the 2018 UK Corporate
Governance Code, the Board has assessed the prospects of
the Group over a longer period than the 12 months that has
been required by the ‘Going Concern’ provision. The work
conducted for this longer-term assessment supports the
Board’s statements on both viability, as set out below,
and going concern as set out on page 157.
The Group’s future prospects are assessed regularly and
at an annual Strategy Review in April. For the current year,
due to the market disruption from COVID-19, the Strategy
Review was postponed. In its place, we conducted a
comprehensive update of the Group’s financial forecasts.
This update included a number of market scenarios,
including the impact of exiting the EU, a significant
recession and a number of potential COVID-19 stress
sensitivities. The update included an assessment of the
pandemic’s impact on the macro-economic environment,
forecasts of key property market metrics (including
yields and rental value movements), annual valuation
movements for each of our properties, forecast cash
collection rates based on our experience to date, forecast
levels of delinquencies and delays to the delivery of our
development programme.
The key outputs from this process are full forecast financial
statements for a five-year period, with a primary focus
on the first three years. The forecasts are summarised in
a dashboard, which analyses profits, cash flows, funding
requirements, key financial ratios and headroom in respect
of the financial covenants contained in the Group’s various
loan arrangements. The forecasts were considered
by the Board in April and May, and will be updated
and incorporated into the Strategy Review which will
now take place in September 2020.
The Group’s financial forecasts contain a number of
assumptions, including:
– estimated year-on-year movements in rental values
and yields for each of our key sub-markets under
a number of scenarios;
– the refinancing of the Group’s debt facilities as they
fall due, albeit the Group has only one small refinancing in
the viability period (the GVP loan facility);
– the completion of the Group’s committed development
programme, in line with our most recent estimated
completion dates, which constitute 22% of the portfolio
by value, and the commencement of selected pipeline
projects; and
– forecast interest rates.
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Great Portland Estates Annual Report 2020
Assessment of viability
A three-year viability period is considered an optimum
balance between our need to plan for the long term
and the shorter-term nature of our active business model,
which often includes high levels of recycling of our property
portfolio and a committed development programme which
will be delivered over the next three financial years.
The assessment of viability included stress testing the
resilience of the Group, and its business model, to the
potential impact of the Group’s principal market risks,
or a combination of these risks, on Group cash flows,
profitability, property valuations and the impact on
the financial covenants contained in our various loan
arrangements. Specifically, given the ongoing economic
disruption from COVID-19, our assessment of viability was
based on forecasting the Group’s performance under a
static and a ‘Going Concern’ market scenario with further
sensitivity analysis to understand the resilience of the
Group to COVID-19 disruption.
Our static market scenario assumed flat rents and property
yields together with our latest forecast cash collection
estimates. The Going Concern market scenario then
overlaid the impact of a significant economic and property
downturn similar in severity to the 2008/09 recession.
Over the three-year period the Going Concern scenario
reduced values by around 40%.
We modelled these two market scenarios under two
COVID-19 stress sensitivities: Severe and Extreme.
These sensitivities assumed, for a period of up to 24 months,
reduced levels of cash collection, potential occupier failures,
increased void periods, delayed development completions
and no property disposals. Aligned with our Going Concern
assessment, our principal scenario for assessing the Group’s
viability was the Going Concern market scenario with the
Extreme COVID-19 sensitivity.
The results of this sensitivity analysis showed that, given
the Group’s low levels of debt and high liquidity, it would
be able to withstand the impact of these scenarios over the
period of the financial forecast and continue to operate with
headroom above the financial covenants contained in its
various loan arrangements.
In addition, a reverse stress test was performed, to
understand how extensive the impact of COVID-19 would
need to be to breach the Group’s interest cover ratio or
inner borrowing covenants. Under this scenario, before any
mitigating actions, in the three-year period, rental income
would need to fall by around 47%, property values would
need to fall by more than 50% and all development activity
would need to be suspended by two years.
Viability statement
Whilst the directors have no reason to believe that the
Group will not be viable over a longer period, based on this
assessment of the prospects and viability of the Group, the
directors confirm that they have a reasonable expectation
that the Group will be able to continue in operation and
meet its liabilities as they fall due over the three-year period
ending 31 March 2023.
Governance
In this section:
96 Overview
97
Introduction from the Chairman
100 Leadership and purpose
110 Division of responsibilities
112 Composition, succession and evaluation
118 Audit, risks and internal controls
126 Directors’ remuneration report
155 Report of the directors
158 Directors’ responsibilities statement
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Receptions as social hubs offering refreshments
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Annual Report 2020 Great Portland Estates 95
Overview
Leadership and purpose
Provides an overview of the activities undertaken by the
Board in the year, how the Board has considered its s.172
responsibilities and its governance framework.
– A review of the year from the Chairman
– Board activities during the year
– Setting the Company’s standards
– Purpose, values and culture
Division of responsibilities
Explains the roles of the Board and its directors.
– Stakeholder engagement and how the Board has
considered its s.172 and stakeholder responsibilities
– Our conflicts of interest procedures
– Board induction and development
› See more about our approach to leadership and purpose
on pages 97 to 109
– The role and interaction of the Board and its Committees
during the year
– The roles of the individual directors
› See more about our approach to division of responsibilities
on pages 110 and 111
Composition, succession
and evaluation
Sets out the key processes which ensure that the Board
and its Committees can operate effectively.
– Nomination Committee report
– Composition and independence
– This year’s Board evaluation
› See more about our approach to effectiveness on pages 112 to 117
Audit, risks and
internal controls
Explains the role of the Board and the Audit Committee
in ensuring the integrity of the financial statements and
maintaining effective systems of internal controls.
– Internal controls and ongoing risk management
– Fair, balanced and understandable
– Audit Committee report
› See more about our approach to accountability on pages 118 to 125
Remuneration
Describes the Company’s remuneration arrangements
in respect of its directors, how these have been
implemented in 2019/20 and details of our
proposed revised remuneration policy to govern
future arrangements.
– Statement by the Remuneration Committee Chair
– Remuneration of directors at a glance
– Annual report on remuneration
– Directors’ remuneration policy
› See more about our approach to remuneration on pages 126 to 154
Statement by the directors on compliance with the provisions of the UK Corporate Governance Code
The UK Corporate Governance Code 2018 (the Code) came into effect and applied for GPE’s financial year ended 31 March
2020. The Board considers that it has complied in full with the provisions of the Code during the year with the exception of
Provision 38 which requires the alignment of Executive Director pension contributions with the wider workforce. As explained
in the Directors’ remuneration report on pages 128 and 145, we have committed to align the contribution levels of the current
Executive Directors with the average workforce contribution rate by the end of 2022, with any new Executive Directors to be
aligned on appointment. The Code is publicly available at www.frc.org.uk. A summary of the system of governance adopted
by the Company and how we have applied the principles of the Code is set out on pages 97 to 154.
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Introduction from the Chairman
At GPE, the Board’s support, advice and
interaction extends beyond the boardroom,
supporting our efforts to promote and monitor
culture at GPE and ensure its alignment with
our purpose, values and strategy.”
Richard Mully
Chairman
Dear fellow shareholder
I am delighted to introduce this year’s Corporate Governance
report for the financial year ended 31 March 2020.
The Board recognises that how the Group does business is as
important as what it does. A strong governance framework
with robust supporting processes across the Group, and
with high standards set from the top, is a key factor in our
delivering sustainable business performance, generating
value for shareholders and contributing to wider society.
A key part of the Board’s role is to provide entrepreneurial
leadership, with appropriate oversight, challenge and
support to management. At GPE, the Board’s support, advice
and interaction extends beyond the boardroom, supporting
our efforts to promote and monitor culture at GPE and ensure
its alignment with our purpose, values and strategy.
Board focus and oversight
One important area of continuing Board discussion has been
the consideration of our strategy in these uncertain times.
While we have discussed our strategy on an ongoing basis,
following the outbreak of the COVID-19 crisis we took the
decision to postpone our scheduled annual Strategy Review
session in April 2020 until later in the year. We instead used
this time to review more immediate and near-term priorities,
including GPE’s response to the current crisis.
Other areas of the Board’s focus during the year included:
– the strengthening of our culture through our purpose
and values;
– the development of our Sustainability strategy and
Statement of Intent;
– implementing and enhancing our approach to employee
and wider stakeholder engagement;
– overseeing the launch of our new Inclusion and Diversity
strategy and other talent planning, succession and
diversity initiatives;
– the launch of GPE’s inaugural Health and Safety strategy;
and
– strengthening our risk management, GDPR and IT
governance processes.
Further details can be found in ‘What we did in 2019/20’ on
pages 108 and 109.
2018 UK Corporate Governance Code
and s.172 reporting
The year under review is the first year in respect of which the
revised UK Corporate Governance Code 2018 (the Code)
has applied to GPE. This report demonstrates how we have
applied the principles of the Code and complied with the
provisions of the Code during the year and our approach
to governance in practice.
Details of how the Board has discharged its duty under
section 172 of the Companies Act 2006 can be found on
pages 65 and 66.
Board changes
Succession planning is an important part of our governance
processes. Having identified a need to further strengthen
the Board’s financial experience for now and into the
future, we were delighted to welcome Vicky Jarman to the
Board as a Non-Executive Director. Vicky joined the Board
on 1 February 2020 when she also become a member of
the Audit, Nomination and Remuneration Committees.
A search process is currently underway for an additional
Non-Executive Director with relevant property expertise
and we hope to announce an appointment in due course.
Details regarding our Board appointment process can be
found in the Nomination Committee report on page 113.
Board effectiveness review
This year, we undertook an external evaluation of the
effectiveness of the Board and its Committees which was
facilitated by Dr Tracy Long of Boardroom Review Limited,
an external board evaluation specialist. Details of this process,
the findings of the review and our progress against the
actions arising from the 2018/19 Board evaluation can be
found on pages 115 and 116.
Our strategy and consideration of the likely
consequence of decisions for the long term
In the context of continued uncertainty arising from
geopolitical and macro-economic factors, including the UK’s
exit from the European Union, and more recently COVID-19,
a consistent feature of our Board discussions has been
whether and how we might adapt our strategy to ensure
we are well positioned to maximise the opportunity we have
to generate long-term value across our business. As part of
these discussions we challenge our strategic ‘givens’ and
reflect on the optimum size for our business, whether our risk
profile is appropriate, whether and how we should return any
excess equity and on our investment and disposal strategies.
The Group’s business model and strategy are outlined on
pages 16 to 17 and 30 to 31.
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Annual Report 2020 Great Portland Estates 97
Introduction from the Chairman continued
We have continued to focus on how we should innovate
and evolve our business to react to changing workplace
needs and what occupiers want. This year has seen
the further development and roll-out of our flex space
offerings, further details of which can be found on pages
40 and 41. Today, flexible space accounts for 11% of our
office portfolio and we are currently appraising a further
152,200 sq ft in the existing portfolio, as well as actively
targeting investment opportunities that lend themselves to
these products.
As the relationship between owner and occupier evolves,
the Board recognises the importance of innovation and
technology in turning challenges into opportunities. With our
clear purpose of unlocking potential, we are innovating across
our operations and working with our communities to create
space for London to thrive. In November 2019, we completed
the roll-out of our new app ‘sesame’, further enhancing the
level of service we are delivering to our occupiers. In January
2020, we also made a commitment of up to £5 million to
invest in Pi Labs European PropTech venture capital fund
whose primary focus is to invest in early stage PropTech start-
ups across Europe and the UK that use technology solutions
to enhance the real estate value chain.
We have maintained our commitment to capital allocation
and balance sheet discipline and in November 2019 we
completed our £200 million return of surplus equity to
shareholders through our share buyback programme.
At the same time, we continue to be supportive of the
management team in preserving financial firepower to
exploit any weaknesses in the market and to scale up in
the event of a market downturn.
Stakeholder engagement
Building and nurturing strong working relationships with
our employees, occupiers, suppliers, shareholders and debt
capital providers, JV partners, communities, local planning
authorities and other stakeholders is critical to our success
and is intrinsic in our day-to-day activities. As well as direct
engagement, a key part of the Board’s role is, therefore, the
oversight of work undertaken by the GPE team to maintain
and enhance these relationships.
This year we have continued our efforts to listen to our
stakeholders in order to better understand their views
and to inform our decision making and strategic planning.
These efforts have continued during the recent COVID-19
crisis, during which period we have sought to offer support,
where appropriate, to our stakeholders that need it during
these unprecedented times. Further details of how we
engage with our stakeholders are set out on pages 58 to 66
and 103 to 106.
Sustainability and the impact of the Company’s
operations on the community and the environment
Sustainability is a key priority for GPE and our stakeholders.
During the year, the Board has received reports and updates
from our Director of Sustainability and Community and
has held detailed discussions regarding our sustainability
objectives, strategy, risks and opportunities. In addition to
being a good corporate citizen, sustainability has become
an economic and strategic imperative. This year has seen
a step change in our sustainability efforts and we are
integrating ESG considerations into all of our activities.
At GPE, we now believe that sustainability touches everything
we do.
The Board approved GPE’s updated Sustainability policy
in April 2020 and our new Statement of Intent in May 2020.
Further details can be found on page 72.
Reflecting our sustainability commitments and aspirations,
we were pleased to announce the Group’s new innovative
£450 million ESG-linked revolving credit facility in February
2020, the first such facility to be issued by a UK REIT.
From 2020/21, sustainability metrics now also feature
as an important element of our Executive Committee’s
annual bonus targets, as further explained in the Directors’
remuneration report on pages 128 and 133.
We have continued to oversee the delivery of our Community
strategy, which has as its cornerstone four themes involving
engaging with the community and suppliers:
– breaking the cycle of youth homelessness;
– improving air quality and urban greening;
– addressing the skills gap through engagement
with educational initiatives; and
– mitigating the risk of modern slavery at our
construction sites.
We were pleased to extend our partnerships with our two
charity partners, Centrepoint and Groundwork London,
until April 2022. In view of the likely impact of the COVID-19
crisis on some of the more vulnerable members in our
communities, we were also pleased to increase our annual
donation to Centrepoint from £50,000 to £75,000 in April
2020 to support the launch of Centrepoint’s emergency
funding appeal.
In May 2020, we were delighted to announce the creation
of a GPE COVID-19 Community Fund to support some of
the most vulnerable people in our London communities at
this unprecedented time. Through a combination of Board,
employee and Company contributions, we have so far raised
more than £280,000 to be applied to worthwhile causes with
a London focus.
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Great Portland Estates Annual Report 2020
I am delighted that the efforts of our team have been
rewarded with our winning a number of awards and
recognitions, including Property Week’s ‘Developer of the
Year’ 2019 and IR Magazine’s Award for ‘Best in Sector: Real
Estate’. I am also very pleased to report our achieving a gold
award in relation to EPRA’s 2019 Sustainability Best Practice
Recommendations and a green five star rating in relation
to GRESB.
It was very encouraging to see the results of our latest
employee pulse survey in November 2019 showing an
Employee Engagement Index score of 91%, reflecting
the high levels of overall employee engagement at GPE.
Furthermore, our Net Promoter Score from this year’s
independent customer satisfaction survey, best translated
as the willingness to recommend GPE, increased from
+17.5 in 2017 to +25.3, significantly ahead of our peer group.
These outcomes are a great credit to the hard work and
dedication of the entire GPE team.
Lastly, I would like to thank all our of shareholders for
their continued support and I look forward to the activities
of the next year continuing to contribute to the long-term
success of GPE.
Richard Mully
Chairman
9 June 2020
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Our management of risk and opportunities
Consideration of risks is an integral part of how GPE
operates on a daily basis and is part of any transaction
appraisal. The Board also formally revisits the level of
oversight and the monitoring of risks over a variety of
areas including strategy, acquisitions and disposals,
capital expenditure on developments, finance, people
and sustainability matters twice a year. We also recognise
that with risks come opportunities and, therefore, part
of our Board oversight is to consider, as part of our regular
Board meetings and approval of transactions, our risk
appetite and to identify emerging risks and opportunities.
During the year, we specifically considered how we are
addressing the risks and opportunities in a number of areas,
including in relation to the COVID-19 crisis, our flex space
offering, sustainability, technology and cyber security, and
health and safety. In September 2019, the Board approved
GPE’s inaugural Health and Safety strategy which is designed
to further mitigate operational risks and strengthen our
health and safety culture.
More broadly, the Board and Audit Committee undertook
a review to enhance GPE’s risk management framework
and processes to ensure these remain appropriately robust.
We also took this opportunity to challenge and refocus our
principal risks. For more on our risks, see ‘Our approach to
risk’ on pages 80 to 94.
Maintaining a reputation for high standards
of business conduct
We aspire to the highest standards of conduct and, together
with a culture of continuous improvement in standards and
performance, this helps to ensure that good governance
extends beyond the boardroom.
Annually the Board approves the Group’s Ethics and
Whistleblowing policies, both of which are also reviewed in
advance by the Audit Committee and which are available
on our website at www.gpe.co.uk/about-us/governance.
This year we have updated our Ethics policy, including to
address wellbeing and mental health considerations.
In September each year, the Board also considers and
approves our modern slavery statement, which explains the
activities we have undertaken during the year to demonstrate
our commitment to seeking to ensure that there is no slavery,
forced labour or human trafficking within any part of our
business or in our supply chains. A copy of our modern
slavery statement is available at www.gpe.co.uk. More on
how we behave can be found on pages 61 and 106.
Annual Report 2020 Great Portland Estates 99
Leadership and purpose
The Board’s attendance in 2019/20
Attendance at scheduled Board and Committee meetings during the year was as follows:
Board –
scheduled
(6 meetings)1
Audit
Committee
(4 meetings)
See pages 118 to 125
Nomination
Committee
(5 meetings)
See pages 112 to 117
Remuneration
Committee
(5 meetings)
See pages 126 to 154
Chairman
Richard Mully2
Executive Directors3
Toby Courtauld
Nick Sanderson
Non-Executive Directors4
Charles Philipps
Wendy Becker
Nick Hampton
Vicky Jarman5
Alison Rose6
Meetings attended
–
–
–
–
–
(0/0)
(1/1)
(1/1)
–
–
–
(0/0)
1. There were six scheduled Board meetings in 2019/20. There was one unscheduled Board meeting held at short notice during the year – see Board activities
on pages 101, 108 and 109. In addition, the Board held regular update calls from mid-March 2020 to discuss GPE’s response to the impacts, risks and
opportunities arising from the COVID-19 crisis.
2. Richard Mully stepped down from the Remuneration Committee on 27 February 2020 following the appointment of Vicky Jarman and a review
of the Committee’s composition. Richard Mully has an open invitation to attend future Remuneration Committee meetings where appropriate.
3. Executive Directors are not members of the Audit, Nomination or Remuneration Committees, however, they are invited to attend for parts of or
all of certain Committee meetings where appropriate.
4. Non-Executive Directors (including the Chairman), where not a member of a Committee, have a standing invitation to attend meetings of that Committee
where appropriate.
5. Vicky Jarman became a member of the Board and of the Audit, Nomination and Remuneration Committees on 1 February 2020 and the number in
(parentheses) is the number of meetings she could have attended in the year.
6. Alison Rose was unable to attend the Board meeting held on 19 September 2019 due to a late scheduling conflict with another material business commitment.
Alison was unable to attend one Nomination Committee meeting held on 8 November 2019 due to the unexpected ill-health of a family member. In each case
Alison received meeting papers in advance and was able to provide comments to the Chairman of the meeting.
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Board activities
The Board typically meets for scheduled Board meetings six times a year. The Board will also meet as necessary to consider
matters of a time-sensitive nature.
The role and interaction of the Board and its Committees during the year
The Board has a duty to promote the long-term sustainable success of the Company for its shareholders. Its role
includes the establishment, review and monitoring of strategy, values and culture, overview of human resource levels and
succession planning, approval of major acquisitions, disposals, capital expenditure and financing arrangements and of the
Group’s systems of internal control, governance and risk management. The Board provides and promotes effective and
entrepreneurial leadership across the business within the Group’s governance framework.
July
September November January March/April May
Strategy and its implementation
Strategic review, discussion and setting of Business Plan
Chief Executive’s Report including market conditions dashboard, operational
parameters, investment market and propositions, asset strategies, strategic risks
and opportunities, team resourcing and development
Board Reports on valuation, leasing activity, major developments summary,
approved vs. actual development spend, longer-term pipeline and sales review
Finance and Operations Director’s Report including forecasts, finance initiatives,
debt and equity markets update, operational matters including health and safety,
HR, ESG, IT and tenant watch list
Shareholder analysis
Board property tour (April 2020 tour postponed due to COVID-19)
Risks
Formal review of risk management and internal controls
Ongoing monitoring of risks
Governance
Review of half-year or annual results, going concern, viability statement,
dividend policy and analyst presentation
Stakeholder feedback, including shareholders and analysts, employees, occupiers,
communities, suppliers, joint venture partners, local planning authorities
Reports from Board Committees
Corporate governance matters including authority levels, Terms of Reference,
UK Corporate Governance Code compliance
Health and Safety Reports including strategy and updates
Sustainability updates including vision, strategy, targets and roadmap
Corporate Responsibility including approval of the Company’s Modern Slavery
Statement, Ethics, Whistleblowing and Gifts and Hospitality policies
Evaluation
Board evaluation
Conflicts of interest
Other ad hoc matters for consideration by the Board
at both scheduled and unscheduled Board meetings
in addition to the above include:
– major potential acquisitions and disposals;
– significant leasing arrangements;
– approval of major developments;
– significant financing arrangements;
– Board and senior management appointments; and
– appointment of principal advisors.
A forward agenda for the Board is maintained to ensure that
all necessary and appropriate matters are covered during the
year and to allow sufficient time for discussion and debate.
The Board receives papers and presentations from the
Executive Directors and senior managers are regularly
invited to attend to provide further insight and feedback
on specific matters.
Significant matters discussed and major transactions
approved by the Board in the year are shown on pages
108 and 109.
Where directors are unable to attend meetings, their
comments, as appropriate, are provided to the Board
or Committee Chairman prior to the meeting.
At least annually, the Board reviews the nature and
scale of matters reserved for its decision.
Annual Report 2020 Great Portland Estates 101
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Leadership and purpose continued
Our purpose, values and culture
Our purpose is to unlock potential, creating space for
London to thrive. In setting our purpose, we believe our
role in creating space for London to thrive relates not only
to our buildings, but also to the people who live and work
there and what and how we contribute to the wider public
realm and community.
Our strong and positive culture is fundamental to how we
perform and serves as the foundation to what makes GPE
positively unique.
In February 2019, following a Board sponsored and
employee-driven initiative, we launched ‘Together We
Thrive’ to all employees to articulate our purpose, values
and the underlying behaviours by which we measure our
values to preserve and strengthen our culture for the future.
This important work has continued throughout the year
to further embed and integrate the values and behaviours
within the Group, our strategy, the way we do business
and in everyday decision making.
› See more on how we do this in ‘Our culture and people’ on pages 46 to 53
How the Board monitors culture
The Board is committed to ensuring that the tone of our
values is set from the top by both the Board and the Senior
Management Team. Our size and the high level of regular
Board interaction with employees facilitates the Board’s
monitoring of culture and the implementation of our
values which we do in a number of ways:
– inclusion of culture, values and behaviour-led
questions within employee surveys with Board
analysis of the results;
– regular face-to-face engagement with employees
as part of our Non-Executive Director breakfast
programme, twice yearly employee engagement
sessions, Board and Committee presentations, property
tours and other meetings and engagements throughout
the year (see ‘Engaging with our employees’ on page
103 for more details);
– ‘Living Our Values’ is an integral part of every individual’s
objective setting and annual performance reviews,
with values-led performance outcomes being reported
via the Remuneration Committee. This year we have
introduced 360-degree feedback reviews for a wider
cohort of senior management prompting open
feedback on culture and values which then feeds into
an individual’s personal development plan. For 2020/21,
we have strengthened the link between the values and
remuneration with a proportion of each employees’
personal bonus now explicitly based on values
and behaviours;
– the Executive Committee has regular ‘Living Our Values’
meetings with Heads of Department which are then
discussed with the Board;
– policies, pay and inclusion and diversity activities are
reviewed to ensure they appropriately capture and
reflect our values;
– reviews of compliance, whistleblowing statistics, health
and safety incidents and internal audit reviews to identify
and address any areas not meeting expected standards
of conduct or behaviour;
– feedback from our stakeholder engagement
programmes, including our occupier survey results,
helps the Board to assess how the values and
behaviours are embedded in our interactions with third
parties and the way we do business; and
– review of supplier payment practices, including most
recently in the context of the COVID-19 crisis.
The Group’s response to the recent COVID-19 crisis has
further demonstrated the strength of our collaborative
culture and the commitment of our people to serve
in the best interests of GPE, each other, and our
wider stakeholders.
Safeguarding our culture and further embedding our
values remains a continuous area of focus for the Board.
While our employee engagement survey this year showed
high levels of engagement with our values following their
launch last year, the survey also highlighted that there is
more we can do to help drive the right behaviours through
all of our activities. Further insight and employee views
have been gained through externally facilitated focus
groups which will help to inform our ongoing values-
based initiatives.
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Stakeholder engagement
Engaging with our employees
Being a relatively small company of just over 100 employees
operating in one location, there is a high level of visibility
of the Board by employees and vice versa. Given this high
level of engagement, we decided that we would not adopt
any of the three specific employee engagement methods
referred to in the 2018 UK Corporate Governance Code at
this time. Instead, we have adopted the following employee
engagement arrangements which the Board believes have
operated effectively during the year to provide the Board
with regular formal and informal employee feedback for
consideration as part of the Board’s decision making process:
– a formal programme of breakfast meetings between the
Non-Executive Directors and members of the Executive
Committee and Heads of Department. These meetings
have no fixed agenda and provide a useful forum to
discuss what is happening in day-to-day operations and
the associated challenges which might not be significant
enough individually to warrant formal reporting at Board
meetings; and
– a Non-Executive Director, on a rotational basis, presenting
to all employees in a discursive format twice yearly on a
particular theme, followed by a Q&A session. To facilitate
these Q&A sessions we have set up a NED Q&A email
address where questions may be raised anonymously in
advance of the event as well as from the floor on the day.
Our first ‘An audience with...’ session, which proved to be
a great success, was held in October 2019 and included
presentations by Richard Mully, Toby Courtauld and Rachel
Aylett, our Head of HR, on the launch of GPE’s Inclusion
and Diversity strategy and the actions underway to achieve
the National Equality Standard. Hosted by Nick Sanderson,
Alison Rose discussed her view of the current markets and
other areas of Board focus, including inclusion and diversity,
followed by a lively and interactive Q&A session with GPE
employees covering a wide variety of topics.
These sessions are also designed for Board members
to provide the Board’s views, as appropriate, on matters
raised through employee engagement and feedback
from the sessions is reported to the Board.
Given the interactive nature of the sessions, our second ‘An
audience with...’ session, which was due to be presented
by Charles Philipps in March 2020, was postponed at late
notice due to the COVID-19 crisis in the UK. This will now
take place over the coming months.
In addition to these arrangements, direct Board engagement
with employees during the year has included the following:
– in September, property tours of The Hickman and
200 Gray’s Inn Road as part of the annual Board property
tour involving our Development, Project Management and
Occupier and Property Services teams;
– in addition to presentations made to the Board by the
Executive Committee team at each scheduled Board
meeting, Board presentations and Q&A sessions by
Heads of Department and other employees on key matters
including cyber security, health and safety, sustainability,
financing, leasing, investor relations, inclusion and
diversity and corporate governance;
– Vicky Jarman attending our Investor Event with employees,
shareholders and analysts in February and Charles Philipps
attending our all-staff Sustainability Event in March;
– Toby Courtauld, Nick Sanderson and our Company
Secretary presenting, with a Q&A session, on ‘everything
you want to know about the Board and Executive
Committee,’ which also included discussions on the work
of the Remuneration and other Board Committees;
– all-staff Quarterly Review meetings led by our Chief
Executive which provide an informal forum for employees
to discuss and raise questions regarding key events at GPE.
Richard Mully attended our April 2020 Quarterly Review,
which was held via video-conference due to the COVID-19
crisis, to hear employee views and to share the Board’s
perspectives on recent events; and
– in response to the implementation of remote working
arrangements during the COVID-19 crisis, all employees
have been invited to attend a weekly update call, led
by our Chief Executive, to discuss key developments
and concerns.
While the impact of COVID-19 has presented operational
challenges for all businesses, we have adopted a number
of initiatives and activities to maintain levels of employee
engagement, wellbeing and feedback to ensure we can
support our people during this unprecedented period.
› See more on page 49
Engaging with our shareholders
As part of assuming the role of Chairman last year,
Richard Mully offered to meet with our top ten shareholders
representing almost 50% of the share register. These meetings
have continued during the year and have allowed our Chairman
to engage first hand with some of our largest shareholders.
Richard, along with the full Board, also met with some of
our retail shareholders at our 2019 AGM. The AGM provides
the Board with an opportunity to speak with and answer
questions from private and institutional shareholders during
the formal meeting, and also more informally before the
meeting starts. Regrettably, due to the COVID-19 crisis
and the need for social distancing measures, this form
of engagement may not be possible at this year’s AGM.
That being the case, we would encourage shareholders
to raise any questions of the Board ahead of the meeting,
details for which can be found in our 2020 AGM Notice.
The Board looks forward to once again meeting shareholders
in person at future events, when circumstances allow.
We believe that communication with our shareholders is key.
To this end, Richard Mully, together with Charles Philipps
as Senior Independent Director, is available to meet with
shareholders as appropriate and each of our Committee chairs
is available to engage with shareholders on significant matters
related to their area of responsibility. During the year, Wendy
Becker, Chair of the Remuneration Committee, engaged with
our 20 largest shareholders on the development of our revised
Directors’ remuneration policy.
› See more on pages 66 and 128
The Board is supported by our comprehensive investor
relations programme led by Toby Courtauld and Nick
Sanderson involving roadshow meetings, meetings at
industry conferences and investor and analyst events.
Annual Report 2020 Great Portland Estates 103
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Leadership and purpose continued
We continue to shape our engagement
with our shareholders to ensure we are
clear and transparent in our communication
and provide insight into the issues that are
on their agenda.”
Stephen Burrows
Director of Financial Reporting
and Investor Relations
Investor contact by location
4
15
105
United Kingdom
United States
Rest of Europe
Rest of World
55
179
meetings
Investor contact by method
6
3
8
109
53
179
meetings
Conference
Meeting
Call
Tour
Meeting and tour
A number of common topics were raised during our meetings
with shareholders, including:
– our view on the markets in which we operate;
– the impact of increasing demand for flexible spaces;
– the growth prospects from our development pipeline;
– the impact of structural retail changes on London; and
– changing occupier requirements including technology,
sustainability and design.
We used these topics to shape both the content of
subsequent investor presentations and the agenda
of our Investor and Analyst Event.
Furthermore, given the increased focus on sustainability,
our Director of Sustainability and Community and Director
of Financial Reporting and Investor Relations continued our
outreach with a number of our larger investors to understand
their views on the Group’s key ESG issues. In addition to this
engagement, the Board believes that it is essential to provide
transparent reporting and, therefore, we participate in a
number of sustainability indices:
Relations with shareholders
Our approach
The Board aims to maintain an open relationship with
our shareholders based on a clear investment case and
transparent disclosure. As a result we maintain a regular
dialogue with shareholders, potential shareholders, debt
providers and analysts through a comprehensive investor
relations programme. The programme is executed across a
number of geographies, reflecting the international nature of
our share register, and through a variety of routes including
roadshows, meetings at industry conferences, investor and
analyst events, property tours and presentations to analysts
and investment banks’ equity sales teams.
Institutional shareholders by geography at 31 March 2020
4%
23%
43%
United Kingdom
North America and Canada
Rest of Europe
Rest of World
30%
› See more detail about our largest shareholders on page 156
The Board is also committed to providing investors with
regular announcements of significant events affecting
the Group, including its business activity and financial
performance. These announcements are available on the
Group’s website at www.gpe.co.uk along with results
webcasts, analyst presentations, property videos, press
releases and interviews with the management team.
The Executive Directors and the Director of Financial
Reporting and Investor Relations are the Company’s principal
representatives with investors, analysts, fund managers, press
and other interested parties, and independent feedback
on presentations by the Executive Directors to shareholders
and analysts is provided to the Board on a regular basis.
Activities during the year
In total, the directors and senior management had 179 formal
meetings with shareholders and potential shareholders from
more than 200 institutions during the year. This included
participating in eight industry conferences, which provide
the management team the ability to meet a large number
of investors on a formal and informal basis, eight roadshows
to meet with investors in London, the US, the Netherlands,
Scotland and Australia and our Investor and Analyst Event
in February 2020. We actively seek feedback after every
roadshow which is provided to the Board on a regular basis.
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Great Portland Estates Annual Report 2020
During the year, we consulted with shareholders on a number
of topics. From October to December 2019 we sought
shareholder views on our new Directors’ remuneration policy.
Feedback was received on a number of areas, including
support for the addition of ESG and stakeholder targets
within the Executive Directors’ annual bonus measures
to reflect the growing importance of sustainability to the
future of the business; the introduction of post-employment
share ownership guidelines for Executive Directors; and
the alignment of Executive Director and workforce pension
contribution rates. This feedback helped to shape our revised
policy which shareholders will be asked to approve at this
year’s AGM.
The Executive Directors and Corporate Finance Team also
have regular dialogue with our debt providers, including
relationship banks, private placement investors and debenture
holders and report back to the Board as appropriate.
Investor and
analyst event
We hold a biennial Investor and Analyst Event to provide
an opportunity for the investment community to have
a deeper dive on some of our activities and have the
opportunity to hear from the wider GPE team.
This year the title of the event, which took place on
13 February 2020, was ‘Evolving and Innovating’ and was
intended to highlight a number of increasingly topical
themes including utilising technology, the rise of the
sustainability agenda, the changing nature of occupier
requirements as well as an update on our markets.
We had ten presentations from the GPE team including
panel sessions to provide a wider view from across our
business. We were also joined by Faisal Butt from Pi Labs
who provided insight into the rise of PropTech, Simon
Booth of KKR who explained why they chose Hanover
Square as their London HQ and Miles Keeping of
Hillbreak who challenged our team on their progress on
the sustainability agenda.
We had around 70 attendees and feedback from the
event was positive and will contribute to our thinking
for 2022.
What we did in 2019/20
2019
April/May
– Investor roadshows:
London, Amsterdam
– Conferences:
Peel Hunt
July
– Annual General
Meeting
November
– Investor roadshow:
London, Australia
– Conferences: UBS
(London)
– Equity sales force
meetings × 1
January
– Roadshows:
Amsterdam,
Edinburgh
– Equity sales force
meetings × 1
March
– Conferences:
Citi (US), BAML
(London)
– Equity sales force
meetings x 1
June
– Investor roadshows:
London, US
– Conferences:
Morgan Stanley
(London)
September
– Conferences:
BAML (New York),
EPRA (Madrid)
– Equity sales force
meetings × 1
December
– Investor roadshow:
US
– EPRA Corporate
Access Day
(London)
– Sell side Tour: 160
Old Street
– Equity sales force
meetings × 1
February
– Analyst and Investor
Event: ‘Evolving and
Innovating’
– Equity sales force
meetings × 2
2020
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Awards
We were pleased to be recognised in Institutional Investor’s
‘All Europe Executive Team 2019’, being voted #2 Investor
Relations Team in the European property sector (small
and mid cap), and receiving top three individual rankings
for our Chief Executive, Finance and Operations Director
and Director of Financial Reporting and Investor Relations.
We also won IR Magazine’s Award for ‘Best in Sector:
Real Estate’.
Annual Report 2020 Great Portland Estates 105
Faisal Butt, Founder and Chief Executive of Pi Labs
Leadership and purpose continued
Understanding the views of all our stakeholders
and fostering of business relationships
In addition to the above employee and shareholder activities,
the Board oversees and receives regular updates throughout
the year on engagement activities with our other key
stakeholders. The Board develops its understanding of these
key stakeholder views in a number of different ways, including
the following:
Occupiers – The Board meets occupiers where possible
as part of its cycle of property tours. Board papers include
regular updates on occupier engagement activities, including
feedback from occupier meetings, which are periodically
attended by Executive Directors, independent customer
surveys, discussions with property agents, industry forums
and events and marketing campaigns;
Communities – Our Community strategy, which is designed
to create sustainable relationships with our London
communities, is set by the Board with implementation
overseen by our Communities and Charities Committee
which is chaired by the Finance and Operations Director.
The Board receives regular updates on activities and
initiatives, including the annual GPE Community Day, and
most recently approved the creation of the GPE COVID-19
Community Fund;
Joint Venture Partners – Frequent engagement throughout
the year is led by our Executive Directors, at least one of
whom serves on each joint venture board, with regular
updates and reporting of key matters to the Board;
Suppliers – Engagement is led through our Development,
Leasing, Occupier Services, Health and Safety and
Sustainability Teams with information received through
regular Board reports and presentations. The Board engages
directly with contractors during development site visits
and may also receive external presentations from suppliers
such as property agents and valuers. The Audit Committee
reviews GPE’s supplier payment practices and performance
twice yearly; and
Local Planning Authorities – Our relationships with key
planning authorities are key to the delivery of new spaces
in London. Our Development Director reports to the Board
at each scheduled Board meeting on recent engagement
activities, including planning discussions, community
considerations and any development consultations involving
key stakeholders and local residents.
Further details of our key stakeholder relationships describing
how we have engaged with our various stakeholders during
the year and how stakeholder issues have been monitored
and considered by the Board through our scheduled
Board meetings, and discussion of matters between these
meetings, is explained in more detail in:
– our stakeholder relationships on pages 58 to 66;
– our culture and people on pages 46 to 53;
– our approach to risk on pages 80 to 93; and
– what we did in 2019/20 on pages 108 and 109.
How we behave, human rights, supplier
stewardship and anti-corruption and
anti-bribery matters
We aspire to the highest standards of conduct based on
honesty and transparency in everything we do. Our Executive
Committee has a high level of oversight over the Group’s
day-to-day policies and procedures and carries out regular
reviews of the appointment of contractors, consultants
and suppliers.
Whilst we do not have a separate human rights policy, we
seek to avoid causing or contributing to adverse human
rights impacts through our activities. In our business
relationships, we look to demonstrate a commitment to
fundamental human rights through our own behaviours
and look to engage suppliers whose values and business
principles are consistent with our own. Whilst we require all
our suppliers to comply with standards and codes that may
be specific to their industry, our Supplier Code of Conduct
also sets out the additional standards that we require of our
suppliers in this regard. GPE team members regularly meet
with main contractors to share information on industry best
practice about health and safety, employee pay ratios and
responsible sourcing.
In September 2019, we published our Modern Slavery Act
Statement, which can be found at www.gpe.co.uk, setting
out the steps we have taken over the past year and intend
to take over the next 12 months to ensure our suppliers and
their supply chains adopt similar standards to our own to
prevent slavery and human trafficking taking place within
our supply chain.
Formal policies in place for the year in relation to anti-
corruption and anti-bribery matters include our Ethics,
Whistleblowing and Gifts and Hospitality, Use of GPE
Suppliers, Conflicts of Interest and our Inside Information and
Share Dealing policies. All new employees receive one-to-one
training on these policies as part of their induction process.
A formal compliance statement relating to these policies is
required to be signed-off by employees annually with any
concerns reported to the Audit Committee. There were no
matters to report to the Audit Committee in relation to these
policies in the year ended 31 March 2020.
The Audit Committee also reviews our Whistleblowing,
Ethics and Gifts and Hospitality policies annually. This year
our Ethics policy was updated to reflect our commitment to
providing a working environment that is conducive to good
mental health and to eradicate any stigma attached to mental
health issues. Our Ethics and Whistleblowing policies can be
found at www.gpe.co.uk/about-us/governance/.
Whilst we consider our industry to be relatively low risk,
in May 2019, we introduced a formal Anti-Money Laundering
policy with specific training provided to employees
as appropriate.
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Great Portland Estates Annual Report 2020
Our conflict of interest procedures
The Company’s Articles of Association allow the Board to
authorise potential conflicts of interest that may arise and to
impose such limits or conditions as it thinks fit. The Company
has established a procedure whereby any actual and potential
conflicts of interest that may arise from directors’ current
and proposed roles with other organisations are regularly
reviewed in respect of both the nature of those roles and
their time commitment and for proper authorisation to be
sought. A director who has a conflict of interest is not counted
in the quorum or entitled to vote when the Board considers
the matter in which the director has an interest. The Board
considers these procedures to be working effectively.
Our approach to Board induction and development
All new directors receive a comprehensive induction
programme over a number of months which is tailored to
their individual roles and needs and which is designed to
facilitate their understanding of the Group, its purpose, values
and strategy, its corporate governance and the markets in
which it operates.
To enable the Board to discharge its duties, all directors
receive appropriate and timely information, including briefing
papers distributed in advance of Board meetings and regular
property tours conducted by the relevant GPE teams.
The directors may, at the Company’s expense, take
independent professional advice and are encouraged to
continually update their professional skills and knowledge
of the business and wider industry. Senior managers and
external advisors presented to the Board during the year
on a range of subjects, including global economic and
political risks and Brexit preparations; industry themes and
developments; the global and UK real estate investment
market; a deep dive into the flexible space market and
GPE’s flexible space offering; property technology;
health and safety; environmental and sustainability
matters; cyber risk management; and accounting and
governance developments.
Directors also individually attend seminars or conferences
associated with their expertise or responsibility, and are
provided each quarter with a list of relevant upcoming
seminars by various firms. The level and nature of training by
the directors is reviewed by the Nomination Committee and
development areas are discussed with individual directors as
part of the annual performance evaluation process.
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Vicky Jarman joined the Board on 1 February
2020 and is undertaking a tailored and
comprehensive induction programme.
“The induction process has been facilitated by the
Chairman and the Company Secretary and has quickly
developed my knowledge and deeper understanding
of GPE, its values and culture.
Upon appointment I received a tailored induction pack
and a library of reference materials covering key areas
including Board and Committee papers, strategy, finance
and operations, governance and directors’ duties and risk
management and internal controls.
I have spent valuable time with the Chairs of each of the
Committees and wider Board and I have had a structured
programme of meetings with executives and senior
managers from around the business to deepen my
knowledge of their functions, as well as to understand
current risks and opportunities.
Meeting with a number of advisors, including the
internal and external auditors, brokers and remuneration
consultants has also given me a valuable external
perspective on the business.
I attended GPE’s Investor and Analyst Event in February
which was a great opportunity in my first weeks to hear
from employees, shareholders, analysts and occupiers on
their key areas of focus.
Unfortunately my planned property tours of New City
Court, City Place House and The Hickman have been
deferred due to COVID-19 but I am looking forward to
seeing more of GPE’s assets first hand and to learn more
about our asset and development plans.
Over the coming months I am excited to meet more of
GPE’s passionate employees and to engage further with
our wider stakeholders.“
Annual Report 2020 Great Portland Estates 107
Leadership and purpose continued
What we did in 2019/20
The table below provides examples of our significant discussions, transactions and appointments over and above the
scheduled matters outlined on page 101, together with examples of our oversight of engagement with stakeholders and
consideration of s.172 matters since April 2019. You can read our s.172(1) statement on pages 65 and 66.
2019
Strategy,
governance, risk
and opportunity
management
April
May
July
August
– Approval of a rent review
at 45 Mortimer Street with
New Look and a new letting
of the entire 4th floor space
to Brown Foreman
– Approval to proceed with
due diligence on a proposed
property acquisition in light
of market cycle read and
enhancement of the long-term
development pipeline
– Received external presentations
on global economic and
political risks, the listed real
estate landscape and the
London office market to
inform the Board’s strategic
discussions and consideration
of risks and opportunities
– Review of health and safety
risks, incidents occurring
during the year, the impacts
of regulatory changes
and recommended actions
to strengthen systems
and procedures in both
the development and
occupied portfolio
– Discussion of IT and cyber
risk management and
approval of an updated
two-year IT strategy
– Board tour undertaken of
the proposed property
acquisition, consideration of
due diligence and approval
of proposed actions
– Review of activities being
undertaken in relation to
the development pipeline
– Consideration of the
evolution of the flex space
offering in view of growing
occupier preferences for
fitted space and space
provided on more flexible
lease terms
– Approval of extension
of the Group’s £450m
revolving credit facility,
extending the availability
of a flexible source of
debt on agreeable terms
– Review of property
sales strategy
– Consideration of flexible
space offering and potential
co-working partners
› See more on pages 40, 41 and 66
– Approval of Wendy Becker’s
proposed appointment
as Chair of Logitech S.A.
after having stepped down
as non-executive director
of NHS England
– Discussion and approval
of GPE’s energy and
carbon targets
Understanding
the views of
stakeholders,
the interests of
employees and
the fostering
of business
relationships
– Consideration of GPE’s
ESG materiality review and
feedback from investors,
occupiers and suppliers
– Approval of GPE’s ongoing
actions in respect of climate
change mitigation and
enhanced external reporting
to better inform stakeholders
including, in particular,
investors and occupiers
– Consideration of discussions
with suppliers in relation to
Brexit on the development
and investment portfolios,
and both supplier and GPE
actions being taken
– Consideration of the feedback
received from shareholders in
meetings with Martin Scicluna
and Richard Mully to introduce
Richard Mully in his new role
as Chairman
– Consideration of
discussions with
freeholders in respect
of buildings in the
development pipeline
– Discussion of feedback
from meetings with
top occupiers
– Updates received on
significant retailers’
trading outlooks
– Noting of feedback on
internal and external
presentations made
on GPE portfolio
team activities
– Decision to restart
GPE’s flexible share
buyback programme,
returning surplus equity
to shareholders
› See more on pages 78 and 79
– Discussion of feedback
from investor meetings
following the year end results
– Consideration of the
reports from institutional
shareholder advisory bodies
and their recommendations
in connection with
shareholder voting at the
AGM and agreement
that comments received
on remuneration should
be taken into account in
setting GPE’s 2020 Director’s
remuneration policy
– Review of feedback
from presentations to
potential retail occupiers at
committed developments
– Discussion of feedback
from planners and joint
venture partners
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Great Portland Estates Annual Report 2020
September
– Approval of inaugural
Health and Safety strategy
› See more on page 63
– Approval of a lease
surrender with Bloomberg
at 50 Finsbury Square
ahead of their lease expiry
in June 2020
– Approval of commitment of
up to £5 million to invest in
Pi Labs European PropTech
venture capital fund
› See more on page 32
– Approval of lease re-gear
with Kurt Geiger at 24/25
Britton Street to extend
the term to 2035
– Discussion of flex
space opportunities and
product development;
co-working partnerships,
valuation considerations
and resourcing needs
– Board tour of The Hickman
and 200 Gray’s Inn Road
– Demonstration of the
GPE workplace app
designed to improve
occupier experience
and service levels
› See more on page 69
– Supported restructuring
of occupier services team
to better address both
team and occupier needs,
including for flexible
space requirements
– Noted recent discussions
with GPE’s joint venture
partners
2020
November
January
March/April
– Approval of repayment
of the third-party bank
debt in GRP
– Review of Brexit
preparedness
– Approval of Alison Rose’s
proposed appointment
to Chief Executive
of The Royal Bank of
Scotland Group plc
– Review of key strategic
considerations, including
in relation to GPE’s flex
space offering
– Approval of a significant
proposed pre-letting
at 1 Newman Street
– Preliminary discussion
of a potential acquisition
opportunity
– Discussion of key themes,
risks and opportunities to
be addressed as part of
the 2020 Strategy Review
– A deep dive presentation on
GPE’s flexible space products,
opportunities and resourcing
requirements with consideration
of evolving occupier needs
– Approval of sale of 24/25 Britton
Street for £64.5 million
› See more on page 33
– Approval of the appointment
of Vicky Jarman as
Non-Executive Director
› See more on page 113
– Discussion of impacts and
response to COVID-19 crisis
with external presentations
on the macro environment
and the UK real estate market
– Review of updated financial
forecasts and scenario models
– Discussion of Board Evaluation
findings and recommendations
– Review of IT and cyber and
health and safety governance,
risks and controls including
an update on a recent health
and safety incident
– Review of enhanced risk
management framework
and in-depth review of
GPE’s principal risks
› See more on pages 80 to 93
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– Approval of GPE’s
2019 Modern
Slavery Statement
– Review of upcoming
Inclusion and Diversity
strategy launch having
regard to employee and
investor feedback
› See more on pages 50 and 51
– Following a health and
safety incident at one of
our development sites,
review of feedback from our
building contractor and the
demolition contractor and
actions proposed relating to
the contractor and GPE teams
– Discussion of environmental
sustainability as an increasingly
important commercial issue
driven by growing occupier
and investor demand. Review
of the development of GPE’s
programme of ESG-related
activities
– Consideration of feedback
– Approval of new £450 million
from all-staff Board
engagement session
and Inclusion and Diversity
strategy launch in October
– Review of the Community Day
held in September in support
of Groundwork London and
Centrepoint with high levels
of staff participation
› See more on pages 60 and 61
ESG-linked RCF aligned
to ambitious sustainability
targets and growing
stakeholder sentiment
› See more on pages 66 and 78
– Consideration of an update
on people and culture, GPE’s
employee engagement survey
results and ongoing work to
further embed GPE’s values
– Consideration of stakeholder
engagement and support
during COVID-19 crisis
including in relation to: revised
rental payment arrangements
as appropriate; the continued
operation of occupied
buildings and development
sites; maintaining payments
to suppliers; employee
wellbeing; and supporting
our communities through
Centrepoint and the GPE
COVID-19 Community Fund
– Review of sustainability
Statement of Intent
› See more on page 72
– Consideration of the results
of GPE’s second Occupier
Satisfaction Survey and
approved conducting the
survey on an annual basis
› See more on page 59
– Discussion of feedback
from engagement with
central London retailers
as part of New Bond Street
marketing strategy
– Review of feedback from
institutional shareholder
meetings following half
year results
– Review of feedback from GPE
Investor and Analyst Event held
in February and following April
trading update
– Review of the recommended
actions arising from the recent
Occupier Satisfaction Survey
– Noted feedback from senior
management strategy and
‘Living Our Values’ session
– Discussion of feedback
received from the 2020
remuneration policy
consultation, with the
Remuneration Committee
subsequently developing
the policy further in response
to investor feedback
› See more on page 66
Annual Report 2020 Great Portland Estates 109
Division of responsibilities
The role of the Board and its Committees during the year
Board
– six scheduled meetings a year
– sets strategy
– provides oversight of purpose, culture
and risk
– approves major transactions
– provides oversight of governance
› See Board activities on pages 101 to 109
› See biographies of the directors on pages 54 and 55
› See the division of responsibilities of the directors
on page 111
Board Committees
Audit Committee
Remuneration Committee
Nomination Committee
– four scheduled meetings a year
– five scheduled meetings a year
– five scheduled meetings a year
– oversees financial reporting
– establishes remuneration policy
– recommends Board appointments
– monitors risk management and
– sets executive remuneration schemes
internal controls
– reviews Executive Committee member
– scrutinises activities and performance of
objectives and achievements
the external auditor
– evaluates internal auditor and audit plan
› See Audit Committee report
› See risk management report
on pages 118 to 125
on pages 80 to 93
– approves senior management
remuneration and LTIP awards
– approves executive bonus plan
and LTIP targets
– approves the Directors’
remuneration report
› See Directors’ remuneration report
on pages 126 to 154
Management Committees
– approves senior
management appointments
– oversees succession planning and
development of a diverse pipeline
– responsible for Board
effectiveness evaluation
› See Nomination Committee report
on pages 112 to 117
Executive Committee
Sustainability Committee
– meets weekly
– implements the
Group’s strategy
– oversees transactions
– monitors risks
and opportunities
– responsible for succession
planning, resourcing and
people development
› See Strategic Report
on pages 1 to 94
– meets four times a year
– provides oversight on climate
change risk and resilience
– reviews progress
and development
of sustainability strategy
– monitors
environmental compliance
› See Sustainability on our website
www.gpe.co.uk/sustainability
Health and
Safety Committee
Community and
Charity Committee
– meets four times a year
– meets four times a year
– reviews the Group’s health
and safety compliance
and performance
– provides oversight on
Health and Safety strategy
– identifies and
reviews opportunities
for improvement
› See Sustainability on our website
www.gpe.co.uk/sustainability/
working-safely
– oversees the implementation
of the Group’s
community strategy
– ensures that charitable
donations made are in
accordance with the Group’s
charitable donations policy
› See Strategic Report
on pages 1 to 94
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Great Portland Estates Annual Report 2020
The division of responsibilities of the directors
The Board comprises the Non-Executive Chairman, two Executive Directors and five independent Non-Executive Directors
and is supported by the Company Secretary. The Chairman and the other Non-Executive Directors meet regularly without the
Executive Directors, and at least once a year the Non-Executive Directors meet without the Chairman. In addition, individual
directors meet routinely outside the formal Board meetings as part of each director’s contribution to the delivery of the
Company’s strategy and review of operations.
The Executive Directors meet weekly with senior management as the Executive Committee, chaired by the Chief Executive,
to attend to the ongoing management of the Group. The Executive Committee makes decisions within the parameters set out
in the Group’s Delegated Authorities which govern the taking and escalation of significant decisions. Significant operational
and market matters are communicated to the Non-Executive Directors on a timely basis outside of the Board meetings.
All directors have access to the advice and services of the Company Secretary, who is responsible to the Chairman on matters
of corporate governance.
Each year the Schedule of Board Responsibilities and terms of reference for the roles of Chairman, Chief Executive
and Senior Independent Director are revisited by the whole Board and are available on the website at
www.gpe.co.uk/about-us/governance.
Roles and responsibilities of the directors:
Chairman
Chief Executive
Finance and
Operations Director
Senior Independent Director
Non-Executive Directors
Richard Mully, as Chairman, is responsible for leading the Board and for its effectiveness,
meeting with shareholders as appropriate, ensuring a culture of openness, transparency
and debate and helping the Chief Executive ‘to set the tone from the top’ on the Company’s
purpose, values and culture. As part of his role in leading the Board, he ensures that the
Board provides constructive input into the development of strategy, understands the
views of the Company’s other stakeholders and provides appropriate oversight, challenge
and support.
As Chairman, Richard also leads the Nomination Committee.
Toby Courtauld, as Chief Executive, is responsible for setting the Group’s strategic direction,
implementing the agreed strategy, the operational and financial performance of the
Group and the day-to-day management of the Company, including setting the tone for,
and ensuring oversight of, the Company’s culture through ‘living the values’ and ensuring
the Board is aware of other stakeholders’ views. As part of his role, Toby is responsible for
leading the Executive and Sustainability Committees.
Nick Sanderson, as Finance and Operations Director, supports the Chief Executive in
developing and implementing the Group strategy and all financial matters. As part of his
operations role, Nick has responsibility for oversight of the valuation process, leads the
Health and Safety and Communities and Charities Committees and has Board responsibility
for Health and Safety, HR and IT.
Charles Philipps, our Senior Independent Director, acts as a sounding board for the
Chairman, leads the other independent Non-Executive Directors in the performance
evaluation of the Chairman and is available to shareholders as required. As part of his
role, he also acts as an intermediary for the Non-Executive Directors if necessary and
is an independent point of contact in the Group’s whistleblowing procedure. As Senior
Independent Director, Charles is also responsible for the Chairman succession process,
working closely with the Nomination Committee.
Wendy Becker, Nick Hampton, Vicky Jarman and Alison Rose, as Non-Executive Directors,
are responsible for bringing an external perspective and providing constructive challenge
and support to the Board’s deliberations and decision making using their broad mix of
business skills, knowledge and experience acquired across different business sectors.
They are also responsible for monitoring the delivery of the agreed strategy within the risk
management framework set by the Board and promoting high standards of integrity and
corporate governance. Wendy Becker and Nick Hampton are responsible for leading the
Remuneration Committee and Audit Committee respectively. Each Committee Chair seeks
engagement with shareholders, as appropriate, on significant matters relating to their areas
of responsibility.
The biographical details of the directors can be found on pages 54 and 55 which show the breadth of their skills and
experience, why their contribution is important to the Company’s long-term sustainable success, and their membership
of the Company’s various Committees.
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Annual Report 2020 Great Portland Estates 111
Composition, succession and evaluation
Nomination Committee
Nomination Committee members and attendance in
2019/20
Our process
The Nomination Committee Terms of Reference
are available on the Company website at
www.gpe.co.uk/about-us/governance.
Chairman
Richard Mully
Members
Charles Philipps
Wendy Becker
Nick Hampton
Vicky Jarman1
Alison Rose2
5/5
5/5
5/5
5/5
1/1
4/5
1. Vicky Jarman became a member of the Committee on 1 February 2020
and was eligible to attend one meeting during the year.
2. Alison Rose was unable to attend one meeting due to the unexpected
ill-health of a family member. Alison separately provided comments
on meeting items to the Committee Chairman.
Our approach
The key objectives of the Committee are to regularly
review the skills and experience of the Board to ensure
that it is the right size, structure and composition taking
into account the skills, experience, independence,
knowledge and diversity of directors and the future
strategy of the Group. It is the Committee’s role to
consider succession planning for the Board and senior
executives below Board level, to oversee the development
of a diverse pipeline for succession and to lead on the
process for Board appointments.
As part of these objectives, the Committee reviews
and ensures that actions identified by the Board
evaluation process are appropriately followed up,
recommends to the Board the composition of the Audit,
Nomination and Remuneration Committees taking into
consideration individuals’ experience, ongoing training
and development and time commitments, and the
re-election of directors by shareholders at the Annual
General Meeting.
The Nomination Committee membership generally includes
all of the Non-Executive Directors. At the beginning of the
year, the Nomination Committee comprised the Chairman
of the Board, Richard Mully, and four independent Non-
Executive Directors, namely Charles Philipps, Wendy Becker,
Nick Hampton and Alison Rose. Vicky Jarman became a
member of the Committee on 1 February 2020.
In making any recommendations for Board appointments, the
Nomination Committee consults with the Chief Executive and
other members of the Board as appropriate. During the year,
Toby Courtauld and Nick Sanderson were invited to attend
Nomination Committee meetings to provide the Committee
with updates on human resourcing and succession planning
and to provide their input into the succession planning
process for Non-Executive Directors.
In making recommendations to the Board on
Non-Executive Director appointments, the Nomination
Committee specifically considers the expected time
commitment of the proposed Non-Executive Director
and other commitments they already have. Agreement
of the Board is also required before a director may accept
any additional commitments to ensure possible conflicts
of interest are identified and that the directors will continue
to have sufficient time available to devote to the Company.
During the year, the Board carefully considered the
appointment of Wendy Becker to the Board of Sony
Corporation and as Chair (previously non-executive director)
of Logitech International S.A. along with her stepping
down as a non-executive director of NHS England, and
the promotion of Alison Rose to CEO of The Royal Bank
of Scotland Group plc. The Board was satisfied that these
changes would not impact Wendy or Alison’s independence
and that in each case they would continue to be able to
devote appropriate time and add significant value to their
respective roles at GPE.
Non-Executive Directors are not appointed for specific
terms, but following the UK Corporate Governance Code,
are subject to annual re-election and all proposed re-
elections to the Board are formally considered by the
Nomination Committee taking account of each individual’s
effectiveness and commitment to the role. In addition, the
Nomination Committee reviews the recommendations
of the Board evaluation process and progress against
the recommendations from the previous year.
Directors’ tenure (as at 31 March 2020)
2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020
Toby Courtauld
Nick Sanderson
Richard Mully
Charles Philipps
Wendy Becker
Nick Hampton
Vicky Jarman
Alison Rose
Executive Directors
Non-Executive Directors
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Great Portland Estates Annual Report 2020
17 years 11 months
8 years 8 months
3 years 5 months
6 years
3 years 2 months
3 years 6 months
2 months
2 years
This year our focus has been on the
recruitment of additional Non-Executive
Directors, oversight of wider succession
planning and further initiatives to develop
a diverse pipeline for succession.”
Richard Mully
Chairman of the Nomination Committee
Dear fellow shareholder
On behalf of the Nomination Committee, welcome to
the Report of the Nomination Committee for the year
ended 31 March 2020. This year our focus has been on
the recruitment of additional Non-Executive Directors,
oversight of wider succession planning and further
initiatives to develop a diverse pipeline for succession.
Board composition
There have been a number of changes to the Board
and its Committees during the year.
We have continued to focus on appropriate ongoing
succession of the Non-Executive Directors. As part of this
process, it was unanimously agreed in the year that we should
appoint a Non-Executive Director with relevant financial
experience in addition to a Non-Executive Director with
relevant property experience. Following confirmation that
they would not be conflicted, we appointed Russell Reynolds
to help us with these two searches. Russell Reynolds has no
connection with the Company or any individual directors
other than to assist with Executive and Non-Executive
succession planning and appointment processes.
In respect of the search for a Non-Executive Director with
relevant financial experience, the Committee considered
an initial shortlist of candidates. Following interviews with
myself and further discussions with the Committee, the list
was reduced to two preferred candidates. It was agreed
with the Committee that Charles Philipps, Wendy Becker
and Nick Hampton should meet with the refined shortlist
of candidates, after which the preferred candidate should
meet with Toby Courtauld and Nick Sanderson prior to any
recommendation being made to the Board. Following this
process, we were delighted to welcome Vicky Jarman to the
Board on 1 February 2020, from which date Vicky also joined
the Audit, Nomination and Remuneration Committees.
Vicky brings with her significant financial, commercial and
non-executive knowledge and experience which enables
her to contribute to the long-term sustainable success and
strategy of the business.
The search for an additional Non-Executive Director with
relevant property experience is ongoing and we hope
to announce the appointment of a new Non-Executive
Director in due course.
Following the appointment of Vicky Jarman to the Board
and a review of our Board Committee memberships, the
following changes were made to the composition of the
Board’s Committees: I stepped down as a member of the
Remuneration Committee from 27 February 2020, although
I will continue to attend meetings as appropriate, save where
my own remuneration is under consideration. Wendy Becker
will step down as a member of the Audit Committee
with effect from 9 June 2020, following the signing of the
2020 Annual Report and financial statements, and again
continues to have an open invitation to attend meetings
where appropriate.
Succession planning and talent development
During the year, in addition to the Board process described
above, we have considered the development plans and
succession planning for Executive Directors as well as for
members of the Senior Management Team.
Recognising and developing our top talent is key to
ensuring that we have a healthy and diverse pipeline of
current and potential future leaders. This year we were
delighted to endorse the promotions of: Janine Cole to
Director of Sustainability and Community; Helen Hare
to Director of Project Management; David O’Sullivan to
Director of Occupier and Property Services; and Lisa Day
to Head of Occupier Services. These promotions reflect the
demonstrated successful leadership of Janine, Helen, David
and Lisa within their respective teams, combined with the
strategic and operational importance of the functions that
they lead. We have further strengthened our senior team
through a number of recent and important external hires,
including the appointments of Alexis George as our Head
of Health and Safety, Rebecca Bradley as Head of Property
Services and the appointment of Anisha Patel as our Head
of Marketing. More recently, Piers Blewitt was promoted
to Head of Planning Strategy and Senior Development
Manager to lead a more holistic approach to the planning
process across our portfolio.
To strengthen GPE’s increasing focus on customer experience
and higher service provision, the Committee also supported
the realignment of the operating structure of our Occupier
and Property Services team in the year.
The Board and Committee remain focused on talent planning
and the development of a diverse succession pipeline.
To ensure this is given appropriate time and focus, this
year we extended the number of scheduled Nomination
Committee meetings from four to five.
Over the coming year, the Committee will be overseeing
the development of a new Non-Executive Director
mentoring programme to enable members of our
talented team to benefit from the advice and experience
of our Non-Executive Directors.
Further details on GPE’s talent development programme
can be found on pages 46 to 53.
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Annual Report 2020 Great Portland Estates 113
Composition, succession and evaluation continued
Our approach to inclusion and diversity
We recognise the strategic importance of a diverse Board
and workforce which is representative of our stakeholders
and which provides different perspectives to support the
development and delivery of our strategy both now and in
the future. Our inclusive culture provides a solid foundation
for our approach to diversity, both of the Board and the
wider business.
Recognising the benefits of a diverse Board, we currently
have 37.5% female representation on the Board. While the
Nomination Committee continues not to set specific
representation targets, our policy on recruitment is that we
expect our search consultants to ensure, where possible, that
at least 30% of potential candidates are women, in line with
our overall intention to strive for improved gender balance on
the Board. This approach to recruitment is mirrored across
the business to help to develop a strong pipeline of women
within GPE at all levels, which is further supported by our
talent development programme.
We are pleased to have seen the positive benefits of this
approach, with women today representing 37.5% of the
Board’s composition, 44% of the Senior Management Team
below the Executive Committee and 47% of all promotions
over the last two years.
Our Board composition is in line with the recommendations
of the Hampton-Alexander Review and we are making
some good progress across the organisation. However, we
fully recognise the need to improve diversity amongst our
Executive Committee and this remains a key area of focus.
Further details regarding GPE’s gender diversity, including
the gender balance of the Executive Committee and their
direct reports, can be found on page 50.
The benefits of broader diversity characteristics such as
age, ethnicity, core skills, experience and educational and
professional background also continue to be an active
consideration in all recruitment. While the Board does
not currently have any directors from an ethnic minority
background, we are supportive of the Parker Review and
remain mindful of its recommendations for boards of FTSE
250 companies to have at least one director from an ethnic
background by 2024.
Inclusion and diversity remain high on the agenda as we
continue to oversee the many initiatives underway at GPE
to build a diverse talent pipeline and strengthen diversity
at a senior level and across the organisation.
During the year the Committee oversaw the development of
GPE’s first Inclusion and Diversity strategy and, in October
2019, Alison Rose and I were proud to attend the launch
of the strategy at an all-staff event. Our strategy is built on
five core areas: our Culture; Engagement; Employment
Practices, Policies and Procedures; Internal Interventions; and
our Sector. We were pleased to have achieved the National
Equality Standard accreditation in April 2020, reflecting the
advancements we are making in this area. The Committee
continues to drive and oversee progress against our Inclusion
and Diversity strategy, further details of which can be found
on pages 50 and 51.
GPE’s Board composition and independence
As at 31 March 2020, the Board comprised the Chairman,
two Executive Directors and five Non-Executive Directors.
The biographies of all members of the Board outlining the
experience they bring to their roles are set out on pages
54 and 55. The roles each of the directors play on the
Board are outlined on page 111.
All proposed re-elections to the Board are formally
considered by the Nomination Committee, taking
account of each individual’s continued effectiveness and
commitment to the role. Following this review, I can confirm
that each of the Non-Executive Directors is considered
effective in their roles and both independent of the
Executive Management and free from any business or
other relationship which could materially interfere with
their exercising of independent judgement.
Committee effectiveness review
Boardroom Review Limited was appointed to undertake
an external evaluation of the Board and its Committees
in 2019/20. Details of the review and its findings can be
found on pages 115 and 116.
Richard Mully
Chairman of the Nomination Committee
9 June 2020
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Great Portland Estates Annual Report 2020
Our 2019/20 Board evaluation process
In accordance with the requirements of the Code, we
undertake a review of the effectiveness of the Board’s
performance and that of its Committees and directors every
year, with an external evaluation held every three years.
Our progress against the actions identified through the
2018/19 internal review are set out on page 116.
The 2019/20 Board and Committee effectiveness review was
facilitated by Dr Tracy Long of Boardroom Review Limited
(BRL), an external board evaluation specialist, between
September 2019 and April 2020. Dr Long also undertook our
2013/14 and 2016/17 reviews. In considering who to appoint,
we felt that by having some familiarity with how the Board
had worked in the past, Dr Long would be best placed to
also consider whether there was anything we needed to
change in how we operate as a Board and to prepare for the
future as the business and strategy evolve. Neither Dr Long
nor BRL have any other connection with the Company or
any individual director.
The aim of the review was to assess the effectiveness
of the Board and individual directors in order to identify
any actions to improve how we can fulfil our duties and
become a more effective Board.
The review was designed to encourage directors to optimise
their contribution to the success of GPE and to maximise
the value they add beyond statutory requirements, by
building on current strengths and agreeing and preparing
for the challenges ahead. The process also considered the
effectiveness of individual directors and one-to-one feedback
and advice was given to directors by Dr Long at the end of
the process.
As part of the review, Dr Long conducted individual
interviews with directors which typically lasted two
hours, as well as interviews with other members of
the Executive Committee.
The review focused on a number of key areas:
– Leadership and Contribution – including Board culture and
composition; the roles of the Chair and Chief Executive; the
use of time and information; and Non-Executive Director
engagement and horizon scanning; and
– The Work of the Board and its Committees – including
the Board’s approach to strategy; risks and controls;
corporate culture and stakeholder communications.
The following Board Evaluation process was adopted
2019
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September/October
BRL appointment
BRL appointed to facilitate the evaluation and briefed
by the Chairman and Company Secretary on key themes
and objectives
January/February
Interviews
One-to-one meetings held between Dr Long and
individual members of the Board. Meetings were
also held between Dr Long and other Executive
Committee members
Meeting observation
Dr Long attends the January Board, Remuneration and
Nomination Committee meetings and the February
Nomination and Audit Committee meetings
May
Nomination Committee meeting
The Committee further considers the recommendations
from Dr Long’s review
December
Preparatory work
BRL provided with access to Board, Committee
and other governance-related papers
2020
April
Review of draft report with the Chairman
Dr Long and Richard Mully discuss Dr Long’s draft report
One-to-one feedback
Dr Long provides one-to-one feedback to individual
members of the Board
Board meeting presentation
Dr Long presents her findings to the Board for discussion
Annual Report 2020 Great Portland Estates 115
Composition, succession and evaluation continued
The review concluded that the Board, its Committees
and individual directors continue to operate effectively.
Some of the key strengths identified included:
– a supportive and transparent Boardroom culture
with strong leadership from the Chairman,
high levels of engagement and contribution,
constructive challenge and diversity of perspective;
– efficient Board and Committee meeting
management with a clear focus on priorities;
– a strong approach to strategy with due consideration of
the changing needs and expectations of stakeholders;
– a disciplined risk and control framework, with clear
financial metrics and operational parameters; and
– GPE has a strong, open and identifiable culture
which is set by the Board and which flows through
the organisation.
The review identified some recommendations and
opportunities and the key areas of focus for 2020/21
are set out below.
2020/21 actions
– To consider broadening the Board’s property industry
experience, the process for which is currently underway
– Further testing and agreeing the Board’s strategic
priorities and risk appetite as opportunities emerge
in a changing market
– Continued focus on talent management, Executive
succession planning and diversity by the Board and
Nomination Committee
– Deepening the Board’s insight and understanding
of the impact of technology changes across the
sector and supply chain
– Audit Committee to oversee actions identified
for the improvement of the risk register
– Reducing repetition in operational papers and
presentations to the Board
Progress against 2018/19 Board evaluation actions for 2019/20
2019/20 actions
Progress
Given the market uncertainty,
for the Board to spend more
time on ‘blue sky thinking’
and identification of possible
emerging risks
Additional time is scheduled at Board meetings to discuss broader strategic matters,
emerging risks and opportunities
Executive Committee members summarise at each scheduled Board meeting the
three matters about which they are most pleased and the three matters about which
they are most concerned
External guest speakers invited to attend Board meetings and dinners in the year
to provide external perspectives and disrupt thinking
Board time dedicated to discussing the potential impacts of COVID-19 in the short
and longer term
Actions identified to ensure
that the Board improves its
understanding of a wider
set of stakeholders
‘An audience with...’ Board-employee engagement sessions launched in 2019.
NED breakfasts extended to include a wider reach of employees. Employee survey
results showing very high levels of engagement with Employee Engagement Index
score at 91%
Greater discussion of major occupier feedback and occupier survey results with
agreement to undertake the survey on an annual basis. Deep dive presentation
received on the flexible space market
Board site visits to understand more challenging refurbishments, including at
200 Gray’s Inn Road
Board papers for key decisions now include a specific section reviewing the impact of
the proposal on relevant stakeholder groups as well as other s.172(1) considerations
Vicky Jarman appointed to the Board on 1 February 2020 with an additional search
underway for an additional Non-Executive Director with relevant property experience
Launch of Inclusion and Diversity strategy in October 2019 and continued oversight
of initiatives. National Equality Standard accreditation achieved in April 2020
Additional Nomination Committee meeting added to Board schedule to allow for
increased focus on diversity, talent development and succession planning
Continued focus on Board
succession planning and
the development of a
diverse pipeline
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Great Portland Estates Annual Report 2020
What we did in 2019/20
2019
April
Board Meeting
The Board and Committee memberships are approved
September
Nomination Committee
The Committee agrees the Executive Director
succession planning process
The Committee receives an update on Non-Executive Director
succession planning and agrees to retain Russell Reynolds
to undertake a search for one Non-Executive Director with
relevant property experience and another with relevant
financial experience based on specified skills, expertise and
experience
January
Nomination Committee
The Committee agrees to recommend the appointment of
Vicky Jarman as a new Non-Executive Director
The Committee discusses the role specification and a long list
of potential candidates for a new Non-Executive Director with
relevant property experience
The Committee reviews the status of recommendations
from the Board evaluation 2018/19
Board meeting
Board approval is granted for the appointment of Vicky Jarman
May
Nomination Committee
The Committee considers the personal development plans
of the Executive Directors
The Committee approves the Inclusion and Diversity strategy
and implementation plan and activities to help develop
a diverse succession pipeline. The Committee reviews and
approves GPE’s Diversity policy and maternity and paternity
pay policy
The Committee discusses Executive Director succession
planning
Richard Mully provides an update on the search process
for a new Non-Executive Director
November
Nomination Committee
The Committee discusses the outputs from the Executive
Director succession planning exercise
Toby Courtauld provides an update on the development
of the Executive Committee members
The Committee approves the shortlist of candidates
for a new Non-Executive Director with financial experience
The Committee discusses senior management talent planning
and development and supports three senior promotions
and the restructuring of the Occupier Services team
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2020
February
Nomination Committee
Richard Mully provides the Committee with an update
on progress of the Non-Executive Director search
The Committee reviews the Group’s Diversity policy and
receives an update from Rachel Aylett, Head of HR on
progress against the Inclusion and Diversity strategy and
recommended next steps. The Committee also reviews
progress against the National Equality Standard
The Committee reviews Board Committee memberships
and training undertaken by the Board during the year
The Committee reviews the Nomination Committee
Terms of Reference
Annual Report 2020 Great Portland Estates 117
Audit, risks and internal controls
Together the Audit Committee and the Board are responsible
for ensuring the Group has an effective internal control and
risk management system and that the Annual Report provides
a fair reflection of the Group’s activities during the year.
Internal controls and ongoing risk management
The Board is responsible for maintaining and monitoring
the Group’s system of internal control and, at least annually,
reviewing its effectiveness.
Such a system can only provide reasonable, and not absolute,
assurance against material misstatement or loss, as it is
designed to manage rather than eliminate the risk of failure
to achieve business objectives.
The identification and management of risks and opportunities
is part of the mindset of all employees at GPE with ongoing
processes and procedures in place for identifying, evaluating
and managing the principal and emerging risks faced by the
Group. These processes and procedures have been further
enhanced during the year and accord with the Financial
Reporting Council’s Guidance on Risk Management, Internal
Control and Related Financial and Business Reporting.
Key features of our system of internal control include:
– a comprehensive system of financial reporting and
business planning;
– a defined schedule of matters for decision by the Board,
revisited by the Board at least annually;
– an organisational structure with clearly defined levels
of authority and division of responsibilities;
– formal documentation of procedures;
– the close involvement of the Executive Directors and the
other Executive Committee members in all aspects of day-
to-day operations, including regular meetings with senior
managers to review all operational aspects of the business
and risk management systems;
– Executive Committee reporting on control systems to the
Audit Committee and Board, including to annually confirm
its view on whether GPE’s internal controls, and broader
control environment, are operating effectively;
– Board review of Group strategy including forecasts of the
Group’s future performance and progress on the Group’s
development projects at each scheduled Board meeting;
– formal sign-off on the Group’s Ethics, Gifts and Hospitality
and Whistleblowing policies by all employees annually; and
– review by the Audit Committee of Internal Audit’s reports
and reports from the external auditors.
Twice a year, the Audit Committee carries out a review
of the framework of the Group’s risks and how they are
managed through key operational controls, ongoing
review by the Executive Committee, and ongoing Board
review and oversight. For the 2020 year end, the Audit
Committee and Board oversaw an in-depth review of the
Company’s risk management framework and principal risks
which identified a number of new principal and emerging
risks, reframed some of our principal risk descriptions
and further strengthened our risk management framework
and processes.
The Group’s systems of risk management and internal
controls involves the identification of business and financial
market risks including social, ethical and environmental issues
which may impact on the Group’s objectives, together with
the controls and reporting procedures designed to minimise
those risks.
The Audit Committee formally considers the key controls
forming the Group’s system of internal control and
whether these are considered to be operating effectively.
Once complete, the Audit Committee’s review of the Group’s
risks and internal controls is considered by the full Board.
During the year, the Board and the Audit Committee have
continued to review and monitor the risks, potential impacts
and GPE’s preparations associated with the UK’s exit from
the EU, and international trade negotiations following Brexit,
including in relation to GPE’s operations, development
delivery, valuations, financial forecasts and business plans.
The Audit Committee and Board have further considered
the Group’s risks and internal controls in the context of the
COVID-19 crisis and reviewed additional controls which
have been implemented in response to the crisis. Given the
significant impact of COVID-19 on the business and the wider
economy, ‘Pandemic’ has been added to our principal risk
register as a new principal risk.
Both COVID-19 and the UK’s exit from the EU have been
considered in the context of our viability assessment set
out on page 94.
The Group’s updated principal risks and the processes in
place to manage those risks are described in more detail
on pages 80 to 93.
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Great Portland Estates Annual Report 2020
Fair, balanced and understandable – a matter
for the whole Board
The directors’ statement on ‘fair, balanced and
understandable’ is made on page 158. When considering
whether the 2020 Annual Report and financial statements are
fair, balanced and understandable, and provide information
necessary for shareholders to assess the Group’s position,
performance, business model and strategy, the Board takes
into account the following:
– the Chairman and Chief Executive provide input into and
agree on the overall messages and tone of the Annual
Report at an early stage;
– individual sections of the Annual Report and financial
statements are drafted by appropriate senior management,
with regular review meetings to ensure consistency of the
document as a whole;
– detailed reviews of appropriate draft sections of the
Annual Report and financial statements are undertaken
by the Executive Directors and other members of the
Executive Committee;
– a draft is reviewed by the Audit Committee and the
external auditor on a timely basis to allow for sufficient
consideration and is discussed with the Finance and
Operations Director and senior management prior
to consideration by the Board;
– the Finance and Operations Director, in his year-end
Audit Committee and Board papers, includes a checklist
of areas that the Committee and Board should take into
consideration (including successes and challenges over
the year and looking ahead) when reviewing the fairness,
consistency and balance of the final draft of the Annual
Report and financial statements, including whether there
are any significant omissions of information; and
– the Audit Committee provides advice to the Board
on whether, taken as a whole, the Annual Report and
financial statements are fair, balanced and understandable
while providing the necessary information to assess the
Company’s position and performance, business model
and strategy.
The Audit Committee further reviews and reports to the
Board on the Group’s financial reporting, internal control
and risk management systems and the independence and
effectiveness of the external auditor.
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Annual Report 2020 Great Portland Estates 119
Audit, risks and internal controls continued
Audit Committee meetings
Audit Committee members and attendance
in 2019/20
Chairman
Nick Hampton
Members
Charles Philipps
Wendy Becker1
Vicky Jarman2
Alison Rose
4/4
4/4
4/4
1/1
4/4
1. Wendy Becker will step down from the Audit Committee on 9 June
2020, following the signing of the Annual Report.
2. Vicky Jarman became a member of the Audit Committee on
1 February 2020 and was eligible to attend one meeting during
the year.
Our approach
The key objectives for the Audit Committee are to review
and report to the Board and shareholders on the Group’s
financial reporting, internal control and risk management
systems, and on the independence and effectiveness of
the auditor.
Our process
The Audit Committee Terms of Reference are available on the
Company website at www.gpe.co.uk/about-us/governance.
At the beginning of the year, the Committee comprised
four independent Non-Executive Directors, namely Nick
Hampton as Chairman, Charles Philipps, Wendy Becker
and Alison Rose. Vicky Jarman became a member of
the Committee upon her appointment to the Board on
1 February 2020. Following Vicky’s appointment and a review
of the Committee’s composition, it was agreed that Wendy
Becker would step down from the Committee on 9 June
2020, following the signing of the 2020 Annual Report and
financial statements.
The biographies of the Committee members are set out
on pages 54 and 55. Charles Philipps, Nick Hampton,
Alison Rose and Vicky Jarman have recent and relevant
financial experience, which, combined with Alison Rose and
Vicky Jarman’s property related experience ensures the
Committee, as a whole, has competence relevant to the real
estate sector.
The Audit Committee provides a forum for review of the
Group’s financial external reporting, including its accounting
policies. In respect of the Group’s half-year and year-end
results, this includes discussions with the Group’s external
valuer, CBRE, on the valuation process and conditions in
London’s real estate markets and the Group’s external
auditor, Deloitte LLP (Deloitte), on any accounting or audit
matters. The Audit Committee also reviews the adequacy
and effectiveness of the Group’s internal financial controls,
internal control and risk management systems and internal
audit function, and is responsible for the selection and review
of the effectiveness of the internal and external auditors.
The Chairman of the Board, Richard Mully, attends the
meetings reviewing the half-year and year-end results and
has a standing invitation to attend any other meetings as
appropriate. The Chief Executive, Finance and Operations
Director, Director of Financial Reporting and Investor
Relations, Director of Corporate Finance, other members
of senior management and representatives from the
external auditor and internal auditor also attend meetings
as appropriate.
The Committee meets four times a year, with the meetings
aligned with our financial reporting timetable.
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Great Portland Estates Annual Report 2020
The Committee has continued to play a crucial
role in providing comfort to the Board on
the integrity of the Group’s processes and
procedures in relation to financial reporting,
internal control and risk management.”
Nick Hampton
Chairman of the Audit Committee
Dear fellow shareholder
On behalf of the Audit Committee, I am pleased to present
my report as Chairman of the Committee for the year ended
31 March 2020. The Committee has continued to play a
crucial role in providing comfort to the Board on the integrity
of the Group’s processes and procedures in relation to
financial reporting, internal control and risk management.
The report is intended to provide insight into the
Committee’s activities in the year and sets out how we have
performed against our objectives outlined on page 120.
As outlined on pages 120 and 125, the Committee meets four
times a year to:
– plan the external audit;
– agree the internal audit plan;
– identify key accounting and areas of judgement as early
as possible;
– review reports from the external and internal auditors
and valuer;
– consider how risks and internal controls have operated
in the preceding six months in respect of the half-year
and year-end results;
– monitor the integrity of the Group’s financial reporting and
consider any significant judgements by management; and
– review the independence and effectiveness of the
external and internal auditors.
Accounting and key areas of judgement
Significant matter
Action taken
Valuation of the portfolio, accounting
considerations and key areas of judgement
As expected of a listed property REIT, the most significant
financial judgement is GPE’s property valuation which is
central to the Group’s performance and net asset value, and
is inherently subjective. A key responsibility of the Committee
is, therefore, to satisfy ourselves that the valuation process
in relation to the Group’s property portfolio has been carried
out appropriately. Following the comprehensive process
which is outlined in more detail below, as a Committee we
are satisfied that the valuation process is sufficiently robust.
During the year, the Committee also considered a number
of items that impacted on the presentation of the Group’s
financial statements, including:
– the amendment and extension of the Group’s £450 million
revolving credit facility (RCF) to a new £450 million ESG-
linked RCF;
– the methodology used to value our flexible space offering;
– the introduction of IFRS 16 Leases and transitional
arrangements; and
– the new industry-wide EPRA net asset value measures
which we are required to implement for the full-year
ending 31 March 2021.
External audit process
In light of the COVID-19 pandemic, the Committee and
I have held regular discussions with management and
Deloitte to discuss the process, controls and deliverables
for the year-end results and the Annual Report and financial
statements and to ensure that the external audit process
has been carried out effectively. Despite the impact of
COVID-19, appropriate interaction between the Committee,
management and Deloitte has been maintained throughout
the process and the ability of all of GPE’s employees to work
remotely has served to ensure minimal disruption to the
external audit process.
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Valuation of the
Group’s portfolio
The valuation of the Group’s
property portfolio is a key
determinant of the Group’s
net asset value as well as
indirectly impacting executive
and employee remuneration.
The valuation is conducted
externally by independent
valuers, however, the nature
of the valuation process is
inherently subjective due to
the assumptions made on
market comparable yields,
estimated rental values, void
periods and costs to complete.
The Audit Committee, together with the Chairman of the Board, meet with the valuer, the
Executive Directors and senior management involved in the valuation process along with the
external auditor in November and May to discuss the valuation included within the half-year
and year-end financial statements. This review includes the valuation process undertaken,
changes in market conditions including the impact of the heightened economic and political
uncertainty created by the UK’s exit from the EU, recent transactions in the market and how
these have impacted upon GPE’s valuation, valuation movements on individual buildings
and the valuer’s expectations in relation to future rental growth and yield movement.
The Committee asks the valuer to highlight significant judgements or disagreements with
management during the valuation process. Due to the impact of the COVID-19 pandemic,
the 31 March 2020 valuation included a statement highlighting a material valuation
uncertainty given the current levels of market disruption. This statement was included in all
recent RICS property valuations and was not specific to GPE.
The external auditor, Deloitte, using its real estate experts, separately meet the valuer and
provide the Audit Committee with a summary of their work as part of their report on the
half-year and year-end results.
As a result of these reviews, the Committee concluded that the valuation had been carried
out appropriately and independently and was suitable for inclusion in the Group’s accounts.
Annual Report 2020 Great Portland Estates 121
Audit, risks and internal controls continued
Fair, balanced and understandable
The Board as a whole is responsible for determining whether
the 2020 Annual Report and financial statements are fair,
balanced and understandable. The Audit Committee’s
role is covered on page 119.
Viability and going concern statements
The Committee considered the viability and going concern
statements and their underlying assumptions, including
management’s work on assessing the potential risks to the
business including, in particular, planning for the impact
of the COVID-19 pandemic and the appropriateness of
the Company’s choice of a three-year viability assessment
period. Following this review, the Committee was satisfied
that management has conducted a robust assessment and
recommended to the Board that it could approve and make
the viability and going concern statements.
Internal controls and risk management
The Audit Committee’s role in supporting the Board’s
oversight and review of the Group’s principal and emerging
risks, internal controls and risk management processes
is covered on pages 80 to 83 and page 118.
Internal audit
Our internal audit function provides independent assurance
as to the adequacy and effectiveness of the Company’s
internal controls and risk management systems. Our internal
audit function is outsourced to PwC, who report on their
findings to the Committee.
In February 2020, the Committee considered PwC’s
internal audit report on GPE’s third party management,
including buildings and facilities management. The report
concluded that the majority of the controls in place were
operating effectively. The Committee also discussed the
implementation of agreed actions arising from PwC’s
previous internal audit findings in relation to cyber security,
development procurement and GDPR and was satisfied
with the progress made. Six-monthly reports on IT general
controls and cyber governance are also presented to the
Board by the Head of IT.
The Committee reviewed and agreed with PwC the internal
audit plan for 2020/21, having regard to the Company’s
risk management framework. It was concluded that, for
the financial year ahead, PwC should undertake an internal
audit of:
– health and safety management;
– HR and payroll processes and controls;
– cyber security; and
– flexible working space.
The Committee believes that the process for determining
the internal audit plan is appropriate and effective with
scope for the Committee to react to events, new information
and situations which become known during the year and
to include them as necessary. In light of the continuing
COVID-19 crisis and its impact on the business, the internal
audit plan for 2020/21 will continue to be reviewed and
adapted, if appropriate, to meet the changing needs of
the business.
Our anti-bribery and corruption
and whistleblowing policies
Each year as part of the year-end planning meeting, the
Committee considers the Group’s Ethics and Whistleblowing
policies, both of which address the Company’s policies
on bribery, for reporting to the Board. The Board has a
zero tolerance for bribery and corruption of any sort.
Annually, all employees are required to confirm their
compliance with the Group’s anti-bribery and corruption
policies as outlined on page 106 and any non-compliance
is escalated to the Committee as appropriate. No matters
were escalated to the Committee in the year.
The Company’s whistleblowing processes include a
confidential hotline, operated by an independent third party,
through which employees can anonymously raise matters of
concern relating to suspected wrongdoings or dangers at
work. Any matters reported are investigated by the Company
Secretary or the Senior Independent Director. During the
year, there were no whistleblowing incidents reported.
Auditor reappointment
Deloitte was appointed as external auditor to Great
Portland Estates plc in 2003 and the lead audit partner,
Jude Tacon, took responsibility for the audit in June 2018.
Auditor effectiveness is reviewed every year. However, it is
currently intended that a competitive tender process will be
undertaken to coincide with Jude Tacon’s five-year tenure as
audit partner in 2023.
Based on the Committee’s recommendation, the Board is
proposing that Deloitte be reappointed at this year’s AGM.
Committee effectiveness
I believe that the quality of discussion and level of challenge
by the Committee with management, the internal and
external audit teams and the valuer, together with the
timeliness and quality of papers received by the Committee,
ensures the Committee is able to perform its role effectively.
The formal review of the Committee’s effectiveness was
covered as part of the Board evaluation process and I am
pleased that the review confirmed that the Committee
is working well. Further details on the process and its
broader findings can be found on pages 115 to 116.
Nick Hampton
Chairman of the Audit Committee
9 June 2020
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Great Portland Estates Annual Report 2020
The external audit and review of its effectiveness
The Audit Committee advises the Board on the appointment
of the external auditor, negotiates and agrees their
remuneration for audit and non-audit work, reviews their
effectiveness, independence and objectivity and discusses
the nature, scope and results of the audit with the external
auditor. As part of the review of the effectiveness of the
external audit, a formal evaluation incorporating views from
the Committee and relevant members of management is
considered by the Committee. Feedback from the review
undertaken in September 2019 was provided to Deloitte
as part of the annual planning meeting.
Areas covered by the review included:
– the calibre of the external audit firm, Deloitte –
including reputation, coverage and industry presence;
– quality controls – including review processes, partner
oversight, reports on Deloitte generally from the
Audit Quality Review Team (AQRT) and regulators and
use of specialists;
– the audit team – covering quality of individuals,
knowledge, resources, partner involvement, team
rotation, the audit scope including planning and
execution, scope adequacy and specialist areas;
– audit fee – reasonableness and scope changes;
– audit communications and effectiveness – planning,
new developments and regulations, approach to
critical accounting policies, issues and risks, quality
of processes, timely resolution of issues, freedom of
communication with the Audit Committee and feedback
on management performance;
– governance and independence – internal governance
arrangements, lines of communication with the Audit
Committee, integrity of the audit team, Audit Committee
confidence in the audit team and transparency;
– ethical standards – including conflicts of interest,
non-audit work and partner rotation; and
– potential impairment of independence by non-audit
fee income.
Overall, the Committee agreed that the audit process had
been both effective and efficient and in particular noted that
the transition to a new audit partner since 2018/19 had been
very smooth.
The Committee also considered the effectiveness of the
Group’s management during the external audit process in
respect of the timely identification and resolution of areas
of accounting judgement, with input from Deloitte and the
Committee as appropriate, as well as the timely provision of
the draft results to Deloitte and the Committee for review.
In addition, feedback was sought from Deloitte on the
conduct of members of the Finance team during the audit
process which confirmed that there had been a good level of
communication and interaction between the teams.
The Committee requested that Deloitte continue to
provide feedback on how the Company was responding to
governance requirements and, in February 2020, the Deloitte
Governance Team provided an in-depth update on recent
corporate governance developments and their impact on
the Company.
Following a tender process, Deloitte has been the Group’s
auditor since 2003. It is a requirement that the audit partner
responsible for the Group and subsidiary audits is rotated
every five years.
Under the Company’s interpretation of the transitional
arrangements for mandatory audit rotation, the Company will
be required to change external auditor for the financial year
ended 31 March 2024 and plans to undertake a competitive
tender process to coincide with Judith Tacon’s five-year
tenure as audit partner in 2023. The Committee believes
that the relationship with the external auditor is effective and
remains satisfied with their independence and effectiveness.
The Committee has, therefore, recommended to the Board
that Deloitte be reappointed as auditor at the 2020 Annual
General Meeting. There are no contractual obligations
restricting the Company’s choice of external auditor.
The Committee will continue to consider the need to tender
the audit annually depending on the auditor’s performance,
taking into account the best interests of shareholders.
The Company has complied during the year ended
31 March 2020, and up to the date of this report, with
the provisions of the Statutory Audit Services for Large
Companies Market Investigation (Mandatory Use of
Competitive Tender Processes and Audit Committee
Responsibilities) Order 2014.
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Annual Report 2020 Great Portland Estates 123
Audit, risks and internal controls continued
Audit and non-audit fees
Audit fees
Non-audit fees including
the interim review
Ratio of non-audit fees to audit fees
Audit fees of joint ventures (GPE share)
2020
£000s
2019
£000s
2018
£000s
271
229
222
75
77
68
29% 33% 31%
28
35
38
In addition to ensuring compliance with the Group’s policy in
respect of non-audit services, the Committee also receives
confirmation from Deloitte that it remains independent and
has maintained internal safeguards to ensure its objectivity.
Internal audit
An Internal Audit Charter approved by the Board governs
the Internal Audit remit and provides the framework
for the conduct of the Internal Audit function, which is
outsourced to PwC.
The Committee reviews and approves the internal audit
plan annually for a rolling three-year period which is closely
aligned to the review by management and the Committee
of the Group’s risk management framework. In addition,
the Committee Chairman meets with PwC separately to the
Committee to discuss planned internal audit activities and
the results of internal audit reviews.
The Committee meets annually with PwC without
management present to discuss the effectiveness of the
Internal Audit function, and also to seek feedback from PwC
on the conduct of members of the GPE team during the
internal audit process. The last such meeting took place in
February 2020 when it was confirmed that there had been
a good level of communication and interaction between
the teams. The external audit partner also meets separately
with PwC at least annually.
As PwC is engaged by the Group to provide tax compliance
advice and other advisory services, consideration is given
as to any potential conflict with Internal Audit before PwC
is appointed to any advisory role. The Audit Committee
also specifically considers PwC’s independence when
annually reviewing and approving the internal audit plan
to ensure that there are no conflicts in PwC undertaking
the proposed internal audit work.
Non-audit services
The external auditor, Deloitte, is responsible for the
annual statutory audit and also provide certain other
services which the Audit Committee believe they are
best placed to undertake due to their position as auditor.
These arrangements are governed by the Group’s policy for
provision of non-audit services by the external auditor which
is available on the Company’s website at www.gpe.co.uk/
investors/governance.
The policy was updated in February 2020 in order to reflect
the FRC’s Revised Ethical Standard that came into force
on 15 March 2020.
The purpose of this policy is to ensure that auditor
independence and objectivity are maintained and under
the policy, prior approval is required by the Committee for
any permitted non-statutory assignments over £50,000,
or where such an assignment would take the cumulative
total of non-audit fees paid to the external auditor over
50% of that year’s audit fees. The appointment of Deloitte
to undertake any non-audit services also requires the prior
approval of the Finance and Operations Director and,
importantly, he is required to consider whether it is in the
interests of the Company that the services are provided
by Deloitte, rather than another supplier. The policy also
applies a fee cap on permitted non-audit services whereby
such fees in any financial year must not exceed 70% of the
average statutory audit fee for the prior three consecutive
financial years.
During the year, activities undertaken by Deloitte
for the Group outside of the main audit included:
– the interim review;
– reporting on the income cover in connection with the
debenture trust deed compliance certificate; and
– assurance of 2019/20 sustainability and energy
consumption data.
In each case, Deloitte were considered the most appropriate
service provider due to their position as auditor and given
their detailed knowledge and understanding of our business
and industry.
Payments made by the Group for audit and non-audit fees
for the year are disclosed on page 169. The Group’s audit
fees are presented to, discussed and approved by the Audit
Committee at its February year-end planning meeting.
In addition, audit and non-audit fees paid to Deloitte in
respect of joint ventures totalled £69,900 (GPE share: £34,950)
(2019: £69,700) and £nil (2019: £nil) respectively. The non-audit
fees for the year ended 31 March 2020 as a percentage of the
prior three-year average audit fees are 35%.
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Great Portland Estates Annual Report 2020
What we did in relation to the financial year ended 31 March 2020
September
Annual planning meeting
Met with the external auditor, Deloitte, to review:
– the results of the AQR’s 2018/19 Quality Inspection Report
on Deloitte
– the effectiveness and independence of the auditor –
see pages 123 and 124
– significant accounting and key areas of judgement –
see page 121
– Deloitte’s 2019/20 Audit Plan
February
Internal audit
Met with the internal auditor, PwC, to:
– review PwC’s internal audit report on:
– GPE’s third-party management
including buildings and facilities management
– updates on previous internal audit findings including
cyber security, development procurement and GDPR
– agree and approve 2020/21 internal audit plan
Year-end planning update
Met with Deloitte to consider/approve:
– significant accounting and key areas of judgement
– proposed changes in disclosure planned for
the 2020 Annual Report
– the 2019/20 audit plan update
– the 2019/20 audit fee – see page 124
Other matters
Corporate governance update received from the
Company Secretary and Deloitte
Review of GPE’s Ethics, Whistleblowing and Gifts
and Hospitality policies – see page 122
Review of the Audit Committee Terms of Reference
Update of the Provision for Non-Audit Services policy
2019
2020
November
Review of half-year results
Met with CBRE to consider the September 2019 valuation
Met with Deloitte to consider:
– Deloitte’s 2019 sustainability data assurance report
– Deloitte’s independence
– their review of the September 2019 valuation and the
half-year results announcement
– significant accounting and key areas of judgement
including going concern – see page 121
– Group tax matters with the Director of Corporate Finance
– the principal risks, monitoring of internal controls
and risk management processes
– the half-year results announcement
– Deloitte’s relationships with management with feedback
provided without management being present
Other matters
Feedback received separately from management on the
relationship with the Internal and External Audit teams
and resourcing of Finance and External Audit teams
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May/June
Review of year-end results
Met with CBRE to consider the March 2020 valuation –
see pages 70 and 71
Met with Deloitte to review:
– Deloitte’s audit of the March 2020 valuation –
see pages 70 and 71
– significant accounting and key areas of judgement
including going concern and viability work – see page 121
– update on Group tax matters
– update on GPE’s prompt payment code
– the principal and emerging risks, monitoring of internal
controls and risk management processes – see pages 80
to 93
– the preliminary results announcement and Annual Report
– the Committee’s effectiveness
– relationship between Deloitte and GPE management with
feedback provided by Deloitte without management present
– reappointment of the auditor – see pages 122 and 123
Annual Report 2020 Great Portland Estates 125
Directors’ remuneration report
Remuneration Committee
Remuneration Committee members and attendance in
2019/20
Chairman
Wendy Becker
Members
Richard Mully1
Charles Philipps
Vicky Jarman2
Alison Rose
5/5
5/5
5/5
N/A
5/5
1. Richard Mully stepped down as a member of the Committee on
27 February 2020.
2. Vicky Jarman became a member of the Committee on 1 February 2020,
following which there were no further Committee meetings during
the year.
Our approach
The key objectives of the Remuneration Committee are
to ensure that the Executive Directors are appropriately
incentivised and remuneration arrangements are fully
aligned with the Company’s strategy to generate superior
portfolio and shareholder returns.
As outlined on pages 18 and 19, we currently measure
our absolute and relative performance using a small
number of key performance indicators:
– Relative Total Property Return (TPR) demonstrating
our portfolio’s relative performance;
– Relative Total Shareholder Return (TSR) reflecting relative
shareholder value; and
– Total Accounting Return (TAR) showing our
absolute performance.
Over the medium term, we aim to outperform
our benchmarks.
The Group’s Annual Bonus Plan for the Executive Directors
and employees generally uses financial targets based
on TAR and the capital growth element of TPR, together
with a review of the attainment of strategic and personal
objectives to achieve operational excellence. However, for
2020/21 only, given the exceptional level of uncertainty in
current real estate values during the COVID-19 crisis, the
Annual Bonus Plan will use the inherently equally robust
measure of relative TSR rather than TAR.
From 2020, the Long-Term Incentive Plan (the LTIP) will
use two of our key performance indicators to measure the
Group’s performance, namely TSR (50%) and TAR (50%).
Under the LTIP, the level of reward to Executive Directors
and senior management depends on the performance of
the Group over a three-year period.
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Great Portland Estates Annual Report 2020
Our overarching remuneration policy principles
The Executive Directors’ total pay is analysed by looking
across each of the different elements of remuneration
including salary, pension, the Annual Bonus Plan and
long-term incentives to provide the Remuneration
Committee with a view of total remuneration rather than
just the competitiveness of the individual elements. It is
important that the Group’s remuneration policy reinforces
the Company’s purpose, culture and values providing
effective incentives for exceptional Group and individual
performance. As well as providing motivation to perform,
remuneration plays an important retention role and needs
to be appropriately competitive without being excessive.
To achieve the aims of the Company’s remuneration
policy, the Committee generally seeks to position fixed
remuneration, including benefits and pension, around
mid-market, taking into account the size and complexity
of the business as compared with other peer companies in
the sector, and, using a significant proportion of variable
reward, offers the ability to increase total potential
remuneration for superior performance through the Annual
Bonus Plan and long-term incentives.
Remuneration of employees and engagement
As well as being responsible for determining the
remuneration of the Executive Directors, the Committee
is also responsible for setting the remuneration of the
Chairman, the members of the Executive Committee and
the Company Secretary and reviews the broad operation
of remuneration policy and practices for all employees.
As part of the Committee’s responsibility to review GPE’s
wider employee remuneration policies and alignment
of incentives and rewards with the Company’s culture,
during the year the Committee reviewed the workforce
pension rate and discussed GPE’s gender pay gap statistics
alongside our Inclusion and Diversity strategy, related
policies and performance against the National Equality
Standard, which was achieved in April 2020.
GPE’s annual review process and how this links to
employees’ remuneration is incorporated into our new
joiner induction process. During 2018, to ensure employees
understood how our remuneration policies for the
Executive Directors align with wider Company pay policies,
Toby Courtauld and Nick Sanderson, supported by Rachel
Aylett, our Head of HR, held an interactive session with
employees to discuss our remuneration policy, gender pay
and diversity. The Chairman of the Committee is intending
to invite all GPE employees to attend a further event to
discuss remuneration and the 2020 remuneration policy
revisions later this year, following the 2020 AGM.
In January 2020, a number of briefing sessions were
arranged which enabled employees to find out more about
GPE’s pension scheme and the Executive Directors and
Company Secretary hosted a session with employees to
discuss the work of GPE’s Board and Committees, including
the Remuneration Committee.
Our process
The Committee’s Terms of Reference are available on the
Company website at www.gpe.co.uk/about-us/governance.
At the beginning of the year, the Committee comprised
four independent Non-Executive Directors, namely Wendy
Becker as Chairman, Richard Mully, Charles Philipps and Alison
Rose. Vicky Jarman became a member of the Committee
on 1 February 2020. Following Vicky’s appointment and
a review of the Committee’s composition, Richard Mully
stepped down as a member of the Committee on 27 February
2020. Non-Executive Directors who are not members of the
Committee each have a standing invitation to attend meetings
of the Committee as appropriate, save where their own
remuneration is under consideration.
The Committee was advised during the year by FIT
Remuneration Consultants LLP (FIT Rem) as independent
remuneration consultants. FIT Rem, which was appointed by
the Committee in August 2014, attends Committee meetings
and provides advice on remuneration for the Executive
Directors, analysis on all elements of the remuneration policy
and regular market and best-practice updates.
FIT Rem reports directly to the Committee and does not
provide any other services to the Company.
At the request of the Committee, Toby Courtauld,
the Chief Executive, attends Committee meetings
where appropriate and provides input with regard to
the achievement of personal objectives for the Finance
and Operations Director and other senior executives.
He also attends discussions on remuneration as
considered appropriate by the Committee, including on
new appointments and promotions and to provide his
input on the development of the remuneration policy.
Rachel Aylett, Head of HR, attends a number of Committee
meetings where appropriate to present proposals
regarding workforce remuneration and related policies
and the alignment of remuneration across the organisation,
as well as to voice the perspectives of employees
on relevant matters.
No director or employee is involved in discussions
on their own pay.
Compliance with the 2018 UK Corporate Governance Code
Throughout the year, and in particular as part of the Directors’ remuneration policy review, the Committee has considered
the provisions set out in paragraph 40 of the 2018 UK Corporate Governance Code. In the Committee’s view, the Company’s
proposed remuneration policy and current practices address these factors as set out below:
Clarity – remuneration arrangements should be
transparent and promote effective engagement
with shareholders and the workforce
This year involved the triennial review of the Company’s remuneration policy and the proposed new
policy is clearly disclosed in this report. The Committee proactively engaged with shareholders and their
representative bodies as part of the policy renewal process (engaging with shareholders representing
over 50% of the share register). It is also regularly updated on developments in market practice and
received reports on pay and conditions across the business. The Chairman of the Committee is
intending to invite all staff to attend a session to discuss remuneration and the 2020 policy revisions
later this year, following the 2020 AGM
Simplicity – remuneration structures should
avoid complexity and their rationale and
operation should be easy to understand
The Company operates a simple pay model which is biased to variable pay but only permits significant
payments where the Company outperforms on both an absolute and relative basis against clear KPIs.
The Annual Bonus Plan also includes a variety of strategic and personal objectives, with at least 50%
of these combined elements being objectively measurable
Risk – remuneration arrangements should ensure
reputational and other risks from excessive rewards,
and behavioural risks that can arise from target-
based incentive plans, are identified and mitigated
Predictability – the range of possible reward
values to individual directors and any other limits
or discretions should be identified and explained
at the time of approving the policy
Proportionality – the link between individual
awards, the delivery of strategy and the long-term
performance of the Company should be clear.
Outcomes should not reward poor performance
There is broad discretion to reduce variable pay if the Committee does not consider the formulaic
outcome to be appropriate in the circumstances and all plans include the ability to operate malus
and clawback where appropriate
The policy includes a scenario chart showing potential pay levels on various assumptions and all awards
are subject to maximum grant levels as set out in the policy, together with the discretions set out under
‘Risk’ above
The outturn in respect of variable pay is clearly set out in this report on pages 131 to 140 with payment
clearly linked to our strategic and financial priorities. As indicated under ‘Risk’, the outturn can be
reduced by the Committee as appropriate
Alignment to culture – incentive schemes
should drive behaviours consistent with
company purpose, values and strategy
Equivalent plans apply to the wider workforce to engender a high-performance culture, albeit that the
weighting on personal performance increases as the plans cascade through the workforce. All objectives
are directly linked to the Company’s KPIs while a proportion of objectives must be values-led
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Annual Report 2020 Great Portland Estates 127
Directors’ remuneration report continued
Our remuneration policy
aligns management incentives
with our strategy and focused
business model.”
2020/21 implementation of our policy
As part of the policy review, we carefully considered
the performance measures applying to the variable pay
arrangements and consulted extensively with our largest
shareholders and their representative bodies.
Wendy Becker
Chairman of the Remuneration Committee
Annual Bonus
Dear fellow shareholder
On behalf of the Committee, I am pleased to present the
Directors’ remuneration report for the year ended 31 March
2020. I am pleased to report that, at the 2019 AGM, our
Directors’ remuneration report was approved with over 95%
of votes in favour.
Policy renewal
UK law requires a listed company to seek shareholder approval
for the renewal of its Directors’ remuneration policy at least every
three years. Our policy was last approved by shareholders in
2017 and we will, therefore, be submitting an updated policy to
shareholders at the 2020 AGM. The proposed policy has been
subject to thorough consultation with our major shareholders
and the main proxy voting advisors.
Over the last year, the Committee undertook a review of the
policy to consider whether it remains the most appropriate
means of incentivising and retaining the best available talent
for the Company. As part of this review, we reviewed a range
of alternative structures but concluded that the current
approach is both simple and well aligned to our strategy
and remains fit for purpose.
This approach has served the Company well over many
years and, operating with a clear bias to variable pay linked
to our KPIs with an appropriate mix of absolute and relative
performance goals, it ensures that management can only
achieve near maximum levels of reward for achievement
of both significant outperformance of other real estate
companies and real absolute returns for our shareholders.
On this basis, the proposed 2020 policy largely reflects a
continuation of the 2017 policy although, consistent with
developments in best practice more generally, we include:
– discretion for the Committee to override and reduce
the formulaic outturn under its variable pay plans in
suitable cases;
– deferral of an element of the annual bonus;
– introduction of post-cessation share ownership
guidelines; and
– alignment of pension rates for any new Executive Director
appointment to the Board with the average workforce rate,
and we have committed to align the rate for incumbent
Executive Directors by the end of 2022.
The Annual Bonus Plan measures will be slightly changed for
2020/21 as set out below. In particular:
– the Committee has decided to align the weightings of
the TAR and MSCI capital growth index components at
35% each, with the remaining 30% split equally between
personal and ESG/strategic measures, although for
2020/21 only, the TAR element will be replaced with the
inherently equally robust measure of relative TSR due to the
exceptional level of uncertainty in current real estate values
during the COVID-19 crisis;
– we shall be modifying the way that the non-financial
(strategic and personal) measures operate with a clear
commitment that ESG factors will be included within
the 15% of the annual bonus attributed to ESG/strategic
measures; and
– at least half of the opportunity in respect of the non-
financial measures will also be subject to objectively
measurable performance goals.
LTIP
The LTIP will be subject to two, rather than the current
three, performance measures which reflects some concern
regarding the robustness of using Total Property Return
against IPD over a three-year period. Going forward,
performance will, therefore, be assessed against the other
existing two measures of relative TSR and absolute TAR,
both of which are explained in the main body of this report.
Under the 2017 policy, unusually, the Committee pre-set the
target ranges for the subsequent three cycles of annual bonus
and LTIP awards. Given the volatility arising from the UK’s
current economic challenges which include, amongst other
things, Brexit and COVID-19, retaining such an approach
is no longer considered appropriate. The Committee will,
instead, adopt the market standard approach of setting the
appropriate ranges on or about the start of the performance
period (one year for the annual bonus and three years for the
LTIP) having regard to business plans, external forecasts and
such other factors as the Committee considers relevant at
the time. The annual bonus ranges will be clearly reported
retrospectively following the financial year end
If not for the COVID-19 crisis, we would have granted LTIP
awards shortly after the 2020 AGM and would have sought
to include details of the precise performance targets in this
report. In the circumstances, the Committee considers it
appropriate to consider the precise timing and level of grants,
mindful of guidance to avoid windfall gains in volatile markets,
within the agreed caps, following shareholder approval of the
new remuneration policy at the 2020 AGM. The Committee
will then set the target ranges and make appropriate market
disclosures as part of the grant process.
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Great Portland Estates Annual Report 2020
Salaries
For the year commencing 1 April 2020, the average like-for-like
salary increase will be 4.7% with all employees receiving the
minimum increase of 2%. The Committee propose to increase
Toby Courtauld and Nick Sanderson’s salaries by 2% in line
with that minimum level but, in view of the COVID-19 crisis,
this increase has been deferred and is expected to take effect
from 1 July 2020, subject to the Committee being satisfied
that lockdown restrictions have been sufficiently lifted.
We trust that shareholders will agree that, with the proposed
improvements, the remuneration policy remains appropriate
and that shareholders will support the relevant resolutions at
the 2020 AGM.
I would also like to thank our major shareholders and proxy
voting advisors for their time in helping the Committee to
develop the proposed policy.
Remuneration in respect of the year ended
31 March 2020
Against the backdrop of a year dominated by UK political and
economic uncertainty, we have again delivered on our long-
term strategy with excellent progress across our business,
combining many operational successes with strong leasing
activity and ongoing capital discipline, including successful
completion of our £200 million share buyback programme.
We have also continued to innovate, as we create space for
London to thrive, and embrace change to meet the evolving
aspirations of our occupiers, people, communities and
other stakeholders. During the year, we further broadened
our flex product and service offer, installed market-leading
technology solutions across our portfolio including our new
app ‘sesame’, issued the first ESG-linked bank facility by a UK
REIT, committed to becoming a net zero carbon business by
2030 and achieved the National Equality Standard following
the launch of our Inclusion and Diversity strategy.
Moreover, we have maintained our market-leading debt
metrics with our loan-to-property value ratio being only
14.2% and our liquidity position strong with £411 million of
available cash and undrawn facilities. As a result, despite the
onset of COVID-19 towards the end of our financial year, the
full extent of whose humanitarian, societal and economic
impacts are still too early to judge, we have been able to
maintain payment of our ordinary dividends and, when
combined with net asset value (NAV) per share growth, we
delivered a TAR of 3.2% in the financial year ended 31 March
2020. Whilst unprecedented share price declines across
global equity markets in March meant our TSR for the year
to 31 March 2020 was -7.2%, we outperformed the FTSE 350
Real Estate index by 5.2 percentage points.
The unprecedented current situation means that the
resilience of our business has never mattered more,
underpinned by our financial strength, deep stakeholder
relationships and our open culture. Our portfolio positioning
is also good with 56% of the portfolio in our development
programme, and a further 37% in buildings where we can add
further value through active portfolio management. We are
also continuing to work collaboratively with our occupiers,
suppliers, partners and communities, whilst ensuring the
ongoing wellbeing and development of our people in line
with our values. Taken together, we remain well positioned
to continue delivering both our purpose and long-term
shareholder value.
Annual Bonus
Under our 2019/20 Annual Bonus Plan, we delivered a
TAR of 3.2% in the financial year ended 31 March 2020 as
explained above and therefore the TAR threshold of 4%
was not met, resulting in a zero payout for this measure.
However, the Group’s portfolio capital growth outperformed
our relevant MSCI central London capital growth index for
the year to 31 March 2020 by 0.8%, resulting in a payout of
33.34% under the Annual Bonus Capital Growth measure.
In determining overall outcomes under the Annual Bonus
Plan, the Committee has also taken into account individual
Executive Directors’ performance against their personal
objectives set at the beginning of the year. As you will see on
pages 136 and 137, the Executive Directors each performed
strongly in the year in delivering against these objectives.
However, having regard to broader circumstances and the
COVID-19 crisis, the Committee, with Executive Director
support, exercised its discretion to reduce the personal
objective performance assessments of 90% for each of Toby
Courtauld and Nick Sanderson to a lower outturn of 70% in
each case, with an amount equal to the difference between
these amounts being paid by GPE to the GPE COVID-19
Community Fund.
2017 LTIP awards
Over the last three years, the central London commercial
property markets have lacked strong direction and have
broadly tracked sideways, in part due to muted economic
growth since the EU Referendum and continued geopolitical
and market uncertainty. However, our development activities
and capital discipline over this period, combining sales of in
excess of £750 million at prices broadly in-line with book value
and £616 million of surplus capital returned to shareholders
whilst the shares were trading at a meaningful discount to
net asset value, means that we delivered EPRA NAV per
share growth over the three years to 31 March 2020 of 8.6%.
When combined with ordinary dividend payments, we
delivered three-year annualised positive TAR of 4.2% resulting
in a 23% vesting of the TAR measure for the Group’s three-
year 2017 LTIP award.
Given our strong relative share price performance compared
with the FTSE 350 Real Estate index, we expect 83% vesting
of the TSR measure under the 2017 LTIP award based on the
information available as at 31 March 2020.
We underperformed against the TPR benchmark for the
three-year period to 31 March 2020, given our higher than
benchmark exposure to properties with short lease lengths,
resulting in a nil vesting under the TPR measure.
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Annual Report 2020 Great Portland Estates 129
Directors’ remuneration report continued
Key decisions in the context of COVID-19
The Committee has given careful consideration to
remuneration in the context of the external COVID-19
environment. GPE remains in a strong financial and liquidity
position following robust operational performance for the
year and is well placed to withstand the impacts from the
current crisis and to look to the future with confidence.
The Board has recommended a final dividend to shareholders
in line with the prior year and we consider ourselves fortunate
that no GPE employees have been furloughed as a result
of the crisis and we have no current plans to access any UK
Government COVID-19 funding.
Nevertheless, the Committee’s decision making has been
mindful of the current climate in a number of areas:
– in determining and reducing the 2019/20 personal objective
outcomes for Executive Directors under the Annual Bonus
Plan, with an amount equal to the value of the reduction
being paid by GPE to the GPE COVID-19 Community Fund;
– in deferring the effective date of 2020/21 salary and
fee increases for the Board until the Committee is
satisfied that COVID-19 lockdown restrictions have
been sufficiently lifted;
– the Chairman and other Non-Executive Directors agreeing
to waive 20% of their 2020/21 fees for a three-month
period and the Chairman further agreeing to waive any fee
increase in respect of 2020/21, with an amount equal to the
waived amounts being contributed to the GPE COVID-19
Community Fund;
– for 2020/21 only, the annual bonus will be subject to relative
TSR over the financial year rather than the usual TAR
measure. The Committee did not consider it possible to set
a suitable TAR target scale given the current uncertainty of
real estate values in the midst of the COVID-19 crisis and
the potential for highly volatile valuations making such a
scale likely to be binary with zero or full vesting; and
– as explained on page 128, due to the crisis, the Committee
has considered it appropriate to defer agreeing and then
disclosing precise 2020 LTIP performance targets in this
report, and will instead consider the precise timing, grant
levels and performance target ranges for the 2020 LTIP
awards (within the agreed caps) following the 2020 AGM,
mindful of guidance to avoid windfall gains in volatile
markets. Appropriate market disclosures will be made as
part of the grant process.
I hope you find this report clear and informative and I
look forward to receiving your support for the resolutions
approving both this report, and the revised Directors’
remuneration policy, at the 2020 AGM.
Wendy Becker
Chairman of the Remuneration Committee
9 June 2020
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Great Portland Estates Annual Report 2020
2019/20 Executive Directors’ remuneration – at a glance
Please find below a summary of our remuneration and performance outcomes for the year ended 31 March 2020.
Single total remuneration figure £0001
Toby Courtauld – Chief Executive
Nick Sanderson – Finance and Operations Director
4,000
3,500
3,000
2,500
2,000
1,500
1,000
500
0
3,470
1,813 52%
905
26%
752
22%
1,945
916
47%
277
14%
752
39%
905
4
168
733
0%
19%
81%
2019
2020 Actual
2020 Maximum
4,000
3,500
3,000
2,500
2,000
1,500
1,000
500
0
1,711
1%
18%
81%
619
4
114
501
2019
1,812.6
2,392
1,249 52%
623
26%
520
22%
918
1,312
601
46%
191
520
14%
40%
2020 Actual
2020 Maximum
Salary, benefits and pension
Cash bonus
LTIP and SIP shares
1. These figures contain estimates, see pages 129, 134 and 138. The 2020 Actual figures include the estimated value of the 2017 LTIP awards expected to vest
in July 2020, based on the information available as at 31 March 2020 and calculated using the average share price for the three months to 31 March 2020 of
£8.51 per share. Following the impact of COVID-19, the share price as at 1 June 2020 was £6.69 at which price the estimated value of the 2017 LTIP would be
£724,666 and £474,694 for Toby Courtauld and Nick Sanderson respectively.
Value of shareholding vs. shareholding policy (% of salary)1
Toby Courtauld – Chief Executive
Nick Sanderson – Finance and Operations Director
2,000
1,500
1,000
500
0
300%
Policy
1,526%
Actual
2,000
1,500
1,000
500
0
300%
Policy
409%
Actual
1. The value of shareholding as at 31 March 2020 has been calculated based on the share price as at 31 March 2020 of £6.81.
Total remuneration
Executive Directors
Toby Courtauld
Nick Sanderson
Total
Salary
£000
603
415
1,018
Benefits
£000
Annual bonus
£000
28
22
50
277
191
468
LTIP1
£000
912
597
1,509
Pension
£000
SIP2
£000
121
83
204
4
4
8
Total
£000
1,945
1,312
3,257
1. These figures contain estimates. See pages 129, 134 and 138. The LTIP figures include the estimated value of the 2017 LTIP awards expected to vest in July
2020, based on the information available as at 31 March 2020 and calculated using the average share price for the three months to 31 March 2020 of £8.51 per
share. Following the impact of COVID-19, the share price as at 1 June 2020 was £6.69 at which price the estimated value of the 2017 LTIP would be £724,666
and £474,694 for Toby Courtauld and Nick Sanderson respectively.
2. This column shows the value of the matching shares awarded under the Employee Share Incentive Plan (the SIP) and calculated at the share price on the date
the shares were purchased. No performance measures are relevant as per HMRC guidance.
› See more details on pages 134 to 138
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Annual Report 2020 Great Portland Estates 131
Directors’ remuneration report continued
Annual Bonus Plan
Bonus Plan Performance measures
MSCI Capital Growth Index outperformance
TAR
Operational excellence
› See more details on pages 129 and 130
Maximum %
of salary
Threshold
Target
Actual
% of maximum
achieved
% of salary
achieved
75%
45%
CGI: +0%
CGI: +0.8%
TAR: +4%
TAR: +3.2%
33.34%
0%
30% See pages 136
and 137
See pages 136
and 137
Toby Courtauld – 70%
Nick Sanderson – 70%
25%
0%
21%
21%
2017 LTIP Awards – vesting in July 2020 (included in the year ended 31 March 2020 single figure)
LTIP measure
Target
Actual
% of maximum achieved
TSR - three years to vesting in July 2020
Median to upper quartile
4%–10% p.a.
Index to Index +1.5% p.a.
Index minus 0.88% p.a
Estimated as at
31 March 2020
69th percentile
4.2% p.a.
83%
23%
0%
TAR – three years to 31 March 2020
TPR – three years to 31 March 2020
› See more details on pages 129, 130 and 138
Annual report on remuneration
Statement of implementation of remuneration policy for the year ending 31 March 2021
Executive Directors
The remuneration policy and its implementation for the forthcoming financial year is summarised below:
Salary
Toby Courtauld
Nick Sanderson
Year ending
31 March 2021
£000
Year ended
31 March 2020
£000
615
423
603
415
%
increase
2
2
Both Toby Courtauld and Nick Sanderson have received an increase in salary below the average awarded to employees.
This increase reflected the minimum increase provided to employees across the Group of 2%. In view of the COVID-19 crisis,
this increase has been deferred and is expected to take effect from 1 July 2020, subject to the Committee being satisfied that
lockdown restrictions have been sufficiently lifted at that time. The table above does not reflect the pro-rated salaries and
actual amounts paid will be disclosed in the Directors’ remuneration report for the year ending 31 March 2021. In reviewing the
salaries of the Executive Directors, the Committee has also taken account of both the individuals’ and Company’s performance
and the employment conditions and salary increases awarded to employees across the Group.
Benefits and pension
There has been no change in the benefits and pension provision for the Executive Directors:
Toby Courtauld
Nick Sanderson
Pension contribution
(% of salary)
Year ending 31 March 2021
Pension contribution
(% of salary)
Year ended 31 March 2020
Benefits
20%
20%
20%
20%
Policy Level
Policy Level
Neither of the Executive Directors participate in the Group’s defined benefit final salary pension plan, which was closed to new
entrants in 2002. The Executive Directors have agreed that their pension contribution rates will be reduced to the rate available
to the majority of staff (subject to periodic review but currently 10% of salary) from the end of the 2022 calendar year.
132
Great Portland Estates Annual Report 2020
Bonus for the year ending 31 March 2021
The target and maximum annual bonus potentials will remain unchanged at 75% and 150% of salary respectively for the
Executive Directors. Under the proposed new remuneration policy, it is anticipated that 40% of the annual bonus outcome will
be deferred into shares for three years under the proposed new Deferred Share Bonus Plan (the DSBP). The table below sets
out the performance measures and their respective weightings for the year ending 31 March 2021.
Performance measures1 Weighting Description
Capital Growth
Total Shareholder
Return
ESG/strategic
measures
35%
35%
15%
Growth of the Company’s property portfolio against MSCI’s relevant Capital Growth Index for the year to 31 March 2021
with 16.67% of this element payable at Index and 100% for a pre-determined level of outperformance.
TSR versus the constituents of the FTSE 350 Real Estate Index (excluding agencies) in the financial year. In subsequent
years, it is envisaged that this will revert to Total Accounting Return (being growth of EPRA NTA plus dividends paid
against target range).
This element will be dependent upon the achievement of objectively measurable targets, each of which have an equal 5%
weighting, as follows:
(i)
Sustainability – 50% of this element will be payable on performance against all three of our ESG-linked RCF targets
within pre-defined target ranges and 100% payable for outperformance of all three targets;
(ii) Occupier satisfaction – 50% of this element will be payable on achievement of a pre-determined Net Promoter Score
level and 100% for outperformance of this level by 2 points; and
(iii) Employees – 50% of this element will be payable on achievement of an Employee Engagement Index score of 75%
and 100% payable for a pre-determined level of outperformance.
Personal/team
performance
15%
The approach to assessing the personal element of the bonus has been sharpened to focus on a smaller number of key
objectives and behaviours. The assessed outturn, and details of their delivery against these objectives, will again be
disclosed in next year’s report.
1. The Committee is of the opinion that, given the commercial sensitivity around GPE’s business, disclosing precise targets for the Annual Bonus Plan in advance,
other than to the extent disclosed above in the case of the ESG/strategic measures, would not be in the best interests of shareholders or the Company. Objectives,
performance achieved and awards made will be published at the end of the performance periods so shareholders can fully assess the basis for any payouts.
LTIP awards for the year ending 2021
The maximum potential award for the 2020 LTIP is 300% of base salary. Practice has been to grant at this level each year.
The awards will be subject to a 50:50 mix of relative (to a predetermined group of other real estate companies) TSR and
absolute TAR measures. In respect of TAR, from the year ending 31 March 2021, the Group will adopt the new EPRA metric of EPRA
NTA. For the year ended 31 March 2020, the Group’s EPRA NTA and EPRA NAV were the same, as explained in our KPIs on page 18.
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The Committee will determine the appropriate award level at the time of grant having regard to the then prevailing
circumstances and will set, and ensure the disclosure, of the performance target ranges as explained on page 128.
Following the vesting of the awards after the three-year performance period, the 2020 LTIP awards will be subject to a two-
year holding period, whereby participants will not be permitted to exercise any performance-vested awards until the fifth
anniversary of grant. The holding period will generally continue to operate post-cessation of employment.
Non-Executive Directors
The table below sets out the fee rates for the Non-Executive Directors for the year ending 31 March 2021. Following an external
benchmarking exercise, the Chairman’s fee has been increased by 6.4%, which was considered appropriate given that he
was appointed with a lower fee than the previous Chairman to permit the rate to increase to the appropriate level as he grew
in experience. One further above-inflation increase may be considered suitable in future years to achieve the appropriate
level. The base fees for the Non-Executive Directors have been increased by 2.7%, broadly in line with the base increase for
employees. In view of COVID-19, the fee increases for the Chairman and other Non-Executive Directors have been deferred
and are expected to take effect from 1 July 2020, subject to the Committee being satisfied that lockdown restrictions have
been sufficiently lifted at that time. The Chairman has waived his entitlement to the amount of any increased fee for 2020/21
and all Non-Executive Directors, including the Chairman, have waived 20% of all their fees for a three-month period commencing
1 June 2020, with an amount equal to the waived amounts being contributed to the GPE COVID-19 Community Fund.
Non-Executive Directors’ annual fees for the year ending 31 March 2021
Richard Mully
Charles Philipps
Wendy Becker
Nick Hampton
Alison Rose
Vicky Jarman
Base
fee1
£
Senior Independent
Director
£
Audit
Committee
£
Remuneration
Committee
£
Nomination
Committee
£
235,000
56,500
56,500
56,500
56,500
56,500
–
10,000
–
–
–
–
–
5,000
9563
12,500
5,000
5,000
–
5,000
12,500
–
5,000
5,000
–
3,350
3,350
3,350
3,350
3,350
Total
fees2
£
235,000
79,850
73,306
72,350
69,850
69,850
1. These figures do not reflect the pro-rated or waived fee increases for the period as described above and actual amounts paid will be disclosed in the
Directors’ remuneration report for the year ending 31 March 2021.
2. This table discloses the annual fee rates for each Non-Executive Director without adjustment for the deferred fee increases or waivers described above.
Actual fees paid in 2020/21 will be disclosed in the Directors’ remuneration report for the year ending 31 March 2021.
3. Wendy Becker will be stepping down from the Audit Committee from 9 June 2020 and this figure represents her fees for the relevant period.
Fee levels for the Non-Executive Directors are assessed having regard to individual responsibility and fees paid to
Non-Executive Directors in the wider FTSE 250.
Annual Report 2020 Great Portland Estates 133
Directors’ remuneration report continued
Annual report on remuneration
This section of the remuneration report contains details of how the Company’s remuneration policy for directors was
implemented during the financial year ended 31 March 2020.
Audited
Executive
Toby Courtauld
Nick Sanderson
Non-Executive
Salary/fees
Benefits
Pension1
SIP2
Fixed
Total
Annual
Bonus
LTIP
Variable
Total
Total5,6
2020
£000
2019
£000
2020
£000
2019
£000
2020
£000
2019
£000
2020
£000
2019
£000
2020
£000
2019
£000
2020
£000
2019
£000
20203
£000
20194
£000
2020
£000
2019
£000
2020
£000
2019
£000
603
415
588
400
28
22
27
21
121
83
118
80
Richard Mully7
220
Charles Philipps8
Wendy Becker
Nick Hampton9
Alison Rose
Vicky Jarman10
Martin Scicluna11
Jonathan Short12
78
76
71
68
11
–
–
92
70
71
66
60
–
205
17
4
–
–
2
–
–
–
–
2
–
–
–
–
–
2
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Total
1,542 1,569
56
52
204
198
4
4
–
–
–
–
–
–
–
–
8
4
4
–
–
–
–
–
–
–
–
756
524
224
78
76
73
68
11
–
–
737
505
277
191
168
114
912
597
94
70
71
66
60
–
207
17
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
– 1,189
168 1,945
–
–
–
–
–
–
–
–
–
788
114 1,312
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
224
78
76
73
68
11
–
–
905
619
94
70
71
66
60
–
207
17
8 1,810 1,827
468
282 1,509
– 1,977
282 3,787 2,109
1. Toby Courtauld and Nick Sanderson receive a pension allowance of 20% of their basic salary.
2. The value of the matching shares awarded under the SIP and calculated using the share price on the date the shares were purchased.
3. The estimated value of the 2017 LTIP awards expected to vest in July 2020, based on the information available as at 31 March 2020 and calculated at the
average share price of £8.51 per share for the three months to 31 March 2020. The estimated value attributable to share price growth is £264,132 and £173,020
for Toby Courtauld and Nick Sanderson respectively. This has been calculated using the difference between the share price at grant of £5.94 and the
three-month average share price at 31 March 2020. Following the impact of COVID-19, the actual share price as at 1 June 2020 was £6.69 at which price the
estimated value of the 2017 LTIP would be £724,666 and £474,694 for Toby Courtauld and Nick Sanderson respectively.
4. The numbers disclosed in the 2019 Annual Report were based on an estimated level of TSR performance. For Toby Courtauld and Nick Sanderson,
the estimated TSR vesting level of their LTIP and SMP awards vesting in June 2019 was 0% and the actual vesting was 0%.
5. The single figure for the total remuneration due to the directors for the year ended 31 March.
6. The aggregate emoluments (being salary/fees, bonus, benefits and cash allowances in lieu of pension) of all directors for the year ended 31 March 2020
was £2,270,000 (2019: £2,101,000).
7. Richard Mully was appointed Chairman of the Board on 1 February 2019.
8. Charles Philipps became a member of the Remuneration Committee on 1 May 2018.
9. Nick Hampton stepped down from the Remuneration Committee on 1 May 2018.
10. Vicky Jarman was appointed to the Board on 1 February 2020.
11. Martin Scicluna retired from the Board on 31 January 2019.
12. Jonathan Short retired from the Board at the 2018 AGM.
Executive Director remuneration from other roles
Executive Directors are able to accept external Board appointments with consent of the Board. Any fees received by an
Executive Director for such an external appointment can be retained by an individual. Toby Courtauld is a Non-Executive
Director of Liv-ex Limited, for which he received no remuneration during the year. He also received no remuneration for
serving as a director of the New West End Company.
Taxable benefits
Benefits principally comprise life insurance, health insurance, private healthcare subscriptions, travel expenses and
membership subscriptions. No individual benefit provided has a value which is significant enough to warrant separate
disclosure. Executive Directors are not provided with a company car or a company car allowance.
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Great Portland Estates Annual Report 2020
2020 bonus outcome
The financial targets for the bonus for the year ended 31 March 2020, and the extent to which they were achieved, are set out in
the table below. The Committee did not exercise their discretion in respect of any of the financial performance measures.
Maximum
percentage
of salary
75%
Key elements
of strategy
Market
competitiveness
45%
30%
Absolute
performance
Operational
excellence
Measured by
Growth of the
Group’s property
portfolio against
MSCI’s relevant
Capital Growth
Index (for the year
to 31 March 2020) –
on a stepped basis1
Achievement of TAR
targets (for the year
to 31 March 2020)
– on a straight-
line basis
Achievement
against personal
objectives
(for the year to
31 March 2020)
1. MSCI Capital Growth Index
% payable
CGI < 0%
CGI + 0% to 0.49%
CGI + 0.5% to 0.99%
CGI + 1% to 1.49%
CGI + 1.5% to 1.99%
CGI + 2% to 2.49%
CGI + 2.5% and above
0%
16.67%
33.34%
50%
66.67%
83.34%
100%
Maximum
performance
target
(100% payout)
Actual
performance
achieved
Actual
performance level
as a percentage
of maximum
Bonus receivable (£000)
Toby
Courtauld
Nick
Sanderson
CGI: +0.8% 33.34%
151
104
Annual
percentage
rate of portfolio
capital growth
to exceed annual
percentage
rate of capital
growth of the
central London
MSCI index by 2.5%
TAR: +10%
TAR: +3.2% 0%
–
–
Threshold
performance
target
Annual
percentage
rate of portfolio
capital growth
to meet annual
percentage
rate of capital
growth of the
central London
MSCI index1
TAR: +4%
(at which point
20% is payable)
Partial
achievement
of personal
objectives
Exceeding
personal
objectives
See pages
136 and 137
Toby Courtauld
70%
Nick Sanderson
70%
126
87
Total
277
191
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Annual Report 2020 Great Portland Estates 135
Directors’ remuneration report continued
The Executive Directors’ personal objectives, approved by the Committee, are designed to focus on the delivery of the strategic
priorities and the successful management of risk for both 2019/20 and the longer term. Following consideration of achievement
against the Executive Directors’ personal objectives set at the beginning of the year as listed below, the Committee awarded
Toby Courtauld and Nick Sanderson 90% of the full potential bonus for Operational Excellence. However, the reported figure
reflects the decision taken by the Committee with Executive Director support, having regard to broader circumstances
surrounding the COVID-19 crisis, to reduce the assessed performance achieved of 90% to a lower outturn of 70% (being the
lowest outturn in recent years) with an amount equal to the difference between these amounts being paid by GPE to the GPE
COVID-19 Community Fund.
Significant personal objectives for each of the Executive Directors included:
Toby Courtauld
Weighting Percentage award Objective
Achievement
Strategy
33.3%
30.8%
Creation and
implementation
of corporate strategy.
Led and delivered annual strategy review process, considering numerous strategic
options, both variations of status quo and more radical, setting out a plan to operate
in the relatively flat conditions throughout the year, including:
– reviewing all corporate options, leading to amongst other outputs, a further
return to shareholders of surplus equity, in line with our disciplined approach to
capital management;
– restructuring to create an Occupier Services team to deliver enhanced occupier
support and service. Led to further improvement in our Net Promoter Score
relative to our peer group;
– grew flex space offer to c.11% of office portfolio, tapping into a rich seam of
demand;
– renewed personal time commitment to GPE’s sustainability agenda, including our
journey to becoming net zero carbon and culminating in the launch of the Group’s
sustainability Statement of Intent; and
– invested in innovation including through the creation and roll-out of a portfolio-
wide app, ‘sesame’, and through a new investment in a proptech fund exploring
new technology in real estate.
Resultant leverage still at or near lowest level across UK REIT universe giving us both
defensive characteristics against the COVID-19 downturn and capacity to invest.
Resultant development pipeline is at or near highest percentage across UK REIT
universe with flexible timing. Winner of Developer of the Year, Property Week Awards.
GPE strategy and balance sheet positioned to take advantage of multiple economic
outcomes.
Exemplary communication
of strategy to all
stakeholders and lead
GPE’s IR programme.
Led and delivered wide-ranging IR and communication strategy.
Voted No.1 Real Estate company, IR Magazine Awards.
Voted No.2 Best Investor Relations Team in European Real Estate in Institutional
Investor awards. Top 3 ranking for Best European Real Estate CEO at same awards
for eighth consecutive year.
Portfolio
positioning
33.3%
30.8%
Creation and
implementation of
property strategy
and business plan.
Portfolio positioned to take advantage of multiple market outcomes.
Seven-year net sales campaign totalling £2.56 billion largely concluded with
£64.5 million sold, 11% ahead of book value, during the year.
Three committed development projects pre-letting well with deals agreed during
the year on much of the remaining space, ahead of ERV.
Strong portfolio management including £14.4 million of new rent from lettings
with market deals 8.8% ahead of ERV and vacancy at a near all-time low of 2%.
Generated ERV growth over the year towards top end of forecast.
New flex office product, covering 219,600 sq ft, operating successfully pre-COVID-19
outbreak. Well positioned to take advantage of demand for flexibility post-
COVID-19.
Maintained disciplined approach to acquisitions, preferring to invest internally for
better risk adjusted returns. Well positioned to buy should opportunities emerge
as a result of COVID-19 impact.
Lead and progress
innovation and
sustainability agendas.
Portfolio-wide app launched. Proptech investment made. Research projects
progressed through membership of European Think Tank. Sustainability agenda
elevated to the centre of strategy. Committed to become net zero carbon business
by 2030. Statement of Intent launched.
Team, culture
and behaviour
33.4%
28.4%
Ensure and foster
a positive, creative
culture built around
a strong team ethic.
Assessed
reduction
Final overall
assessment
20%
70%
136
Great Portland Estates Annual Report 2020
Strong leadership embedding our corporate purpose and values resulting in
exceptional employee engagement: 94% of GPE people think “GPE is a great place to
work”. Second Community Day and new Community Fund both successfully delivered.
Mentoring programming broadened. Rotating seats at Executive Committee
successfully implemented. Next phase of GPE Wellbeing programme launched.
Inclusion and Diversity strategy launched. National Equality Standard accreditation
achieved.
The assessed performance achieved was 90% for the personal objectives. However,
having regard to the broader circumstances surrounding the COVID-19 crisis, the
Committee and Toby Courtauld agreed that the assessment should be reduced
by 20% of the maximum resulting in an agreed outturn of 70% with an amount
equal to the difference between these amounts being paid to the GPE COVID-19
Community Fund.
Nick Sanderson
Weighting Percentage award Objective
Achievement
Strategy
33.3%
30.0%
Assist in setting
and delivery
of corporate strategy.
Led Board debate and successfully completed £200 million share buyback,
whilst maintaining lowest financial leverage (LTV of 14%) in UK REIT universe.
Investment in Pi Labs proptech VC fund.
Maintain low cost,
flexible and conservative
debt structure.
Transparent and
proactive communication
of strategy to shareholders
and other stakeholders.
Maintain focus on
efficient operations
and risk management
to support strategy.
Portfolio
positioning
33.3%
30.0%
Driving sustainability
initiatives across all
aspects of GPE.
Innovative £450 million ESG-linked corporate revolving credit facility issued, the
first by a UK REIT and lowest coupon in sector.
One of lowest cost and most flexible debt books in REIT sector with weighted
average interest rate of 2.2% and 92% on unsecured basis, following redemption
of GRP bank loan.
Voted No.1 Real Estate company, IR Magazine Awards, No.2 Investor Relations
team and No.2 CFO in European real estate (small/midcap) in Institutional Investor
awards. Shortlisted Best Overall Company in IR Society Best Practice Awards. Led
IR programme, including Investor and Analyst event.
GPE shortlisted for best Annual Report in FTSE 250 in ICSA awards.
Maintained programme of meeting GPE’s top occupiers.
Led GPE COVID-19 response team and formed GPE@Home team.
Continued robust occupier credit underwriting to ensure minimal delinquencies
(<1.5% of rent roll in the financial year).
Inaugural IT strategy launched, with enhanced cyber risk measures and portfolio
wide support.
New Health and Safety strategy launched and rolled out across business.
Further tightening of corporate structure through subsidiary strike-offs.
Sustainability Statement of Intent launched (including commitment to be net zero
carbon business by 2030) following participation in Climate Change Commitment
with BPP. Sustainability education programme for employees commenced.
New Community Fund launched and second Community Day held.
Continued success in sustainability and ESG reporting, including GRESB 5 stars
for fourth consecutive year.
Joint ventures
management.
Excellent relationships maintained with all JV partners and good progress made
in delivering business plan, including lettings in GRP and pre-lettings in GHS.
Team, culture
and behaviour
33.4%
30.0%
Wider development of
GPE team and culture.
Continue to develop
and motivate finance
and other central
function teams.
Assessed
reduction
Final overall
assessment
20%
70%
Strong engagement survey results (96% participation rate, 94% recommend GPE
as great place to work) showing 91% of employees can explain our values and
believe they are right for GPE. Values now embedded in performance process.
Inclusion and Diversity strategy launched and National Equality Standard achieved,
supported by introduction of rotating seats on Executive Committee and
recruitment training.
Phase 3 of GPE wellbeing programme and enhanced flexible working policy
delivered.
Successful restructuring and enhanced resourcing for HR, Financial Analysis and
Management Information and Health and Safety teams.
Recruitment of new Head of Health and Safety.
The assessed performance achieved was 90% for the personal objectives.
However, having regard to the broader circumstances surrounding the COVID-19
crisis, the Committee and Nick Sanderson agreed that the assessment should
be reduced by 20% of the maximum resulting in an agreed outturn of 70%
with an amount equal to the difference between these amounts being paid to
the GPE COVID-19 Community Fund.
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Directors’ remuneration report continued
Anticipated vesting of 2017 LTIP awards
The tables below set out the alignment of LTIP awards with Company strategy and the anticipated vesting for those awards in
July 2020, together with indicative payouts for the Executive Directors. The anticipated value of these awards at vesting reflects
the disclosure in the single figure table on page 134.
Anticipated vesting of LTIP awards granted in the year ended 31 March 2018 – vesting in the year ending 31 March 2021 is
included in the 2020 single figure.
Key elements
of strategy
Shareholder
value
Absolute
performance
Portfolio
performance
% of award
33.33%
33.33%
Measured by
Total Shareholder Return
(based on a three-year
performance period)
Total Accounting Return
(based on a three-year
performance period)
33.33% Total Property Return against
IPD (central London index)
(based on a three-year
performance period)
Threshold
performance
target (20%)
Maximum
performance
target (100%)
Estimated
performance
Median
Upper quartile
69th percentile
4% p.a.
10% p.a.
4.2% p.a.
Index
Index + 1.5% p.a.
Index minus
0.88% p.a.
Estimated
vesting level as at
31 March 2020
as a percentage
of maximum
by vesting date1
83%
23%
0%
1. Toby Courtauld and Nick Sanderson’s 2017 LTIP awards are due to vest on 7 July 2020. For the TAR and TPR targets, the performance period for the 2017
awards is the three-year period to 31 March 2020. For the TSR element, the vesting period is the three-year period from the award date and compares the
Company’s TSR to that of the constituents, at the date of grant, of the FTSE 350 Real Estate Index excluding agencies.
Actual vesting of LTIP and SMP awards granted in year ended 31 March 2017 – vested in the year ended
31 March 2020 and included in the 2019 single figure1
Key elements
of strategy
Shareholder
value
Absolute
performance
Portfolio
performance
Variable
component
Maximum
percentage
of salary
LTIP
SMP
LTIP
SMP
LTIP
SMP
66.66%
33.33%
66.66%
33.33%
66.66%
33.33%
Measured by
Total shareholder return
(based on a three-year
performance period)
Growth in the Group’s
net assets per share
(based on a three-year
performance period)
Total property return
(based on a three-year
performance period)
Threshold
performance
target (20%)
Median
RPI plus
3% p.a.
Median
Maximum
performance
target (100%)
Upper
quartile
The Group’s
growth in net
assets to exceed
RPI plus 9% p.a.
Actual
performance
33rd percentile
RPI plus 2.8% p.a.
Upper
quartile
11th
percentile
Actual vesting level
as at 31 March 2019
as a percentage of
maximum by
vesting date1
0%
0%
0%
1. The numbers disclosed in the 2019 Annual Report were based on an estimated level of TSR performance. For Toby Courtauld and Nick Sanderson the
estimated TSR vesting level of their LTIP and SMP awards vesting in June 2019 was 0% and the actual vesting was 0%.
The value of actual LTIP and SMP awards vesting versus estimated numbers included in the 2019 Annual Report are as follows:
Toby Courtauld
Nick Sanderson
The aggregate gain to all directors from share awards that vested during the year to 31 March 2020 was £nil.
2019
Actual
£000
2019
Estimated
£000
–
–
–
–
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Great Portland Estates Annual Report 2020
Unvested share awards
The following tables provide details of outstanding share awards under the LTIP and the performance measures that apply to
the awards.
Executive Director
Toby Courtauld
Nick Sanderson
Date of grant Basis of award
7 July 2017 300% of salary
4 June 2018 300% of salary
3 June 2019 300% of salary
7 July 2017 300% of salary
4 June 2018 300% of salary
3 June 2019 300% of salary
Face value of
award made
£000
Number of
awards1,2
Percentage
of award
receivable
for threshold
performance
1,722
1,765
1,809
1,128
1,200
1,245
290,109
254,848
252,072
190,037
173,225
173,427
20%
20%
20%
20%
20%
20%
End of
performance
period
6 July 2020
3 June 2021
2 June 2022
6 July 2020
3 June 2021
2 June 2022
Performance
measures
Total Shareholder
Return – 33.33%
Total Property
Return – 33.33%
TAR Target – 33.33%
1. For the 2017, 2018 and 2019 LTIP award, the face value is calculated on the five-day average share price prior to the date of grant of the LTIP award. For the
2017 LTIP this was up to and including 6 July 2017, being £5.94. For the 2018 LTIP, this was up to and including 1 June 2018, being £6.93. For the 2019 LTIP, this
was up to and including 31 May 2019, being £7.18.
2. When verifying the satisfaction of the performance targets, it became apparent that a grant price for the 2017 LTIP grant of £5.84 had been used when the
correct price was £5.94. Accordingly, the shares regarded as granted in 2017 have been marginally reduced to reflect the intended level. The number of
awards in the above table is, therefore, slightly lower than reported in previous reports. All vestings in this report have been calculated using this reduced
grant number.
Performance measure over three years
% of award
Vesting level
Start of
measurement period
20%
Straight-line vesting
between these points
100%
TAR
TSR against constituents of FTSE 350 Real Estate Sector
(excluding agencies)
Total Property Return against IPD
Total Property Return – central London index
33%
33%
33%
4% p.a.
Median
Index
Payments to past directors
No payments to past directors were made during the year.
Payments for loss of office
No payments were made to directors during the year for loss of office.
10% p.a.
Upper
quartile
Index +
1.5% p.a.
1 April prior to grant
Grant date
1 April prior to grant
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Statement of Executive Directors’ shareholding and share interests
Directors’ share interests and, where applicable, achievement of shareholding requirements is set out below:
Shareholding
Shares
subject to
performance
conditions
Shares
required to
be held
(% salary)
Number
of shares
required to
hold1
Number of
beneficially
owned
shares 2,3
Shareholding
requirement
met4
Total
interests
(excluding
LTIP)
held at
31 March
2020
Total
interests
(excluding
LTIP)
held at
31 March
2019
SIP
Matching
shares
subject to
forfeiture
Total
interests
held at
31 March
2020
LTIP5
300%
300%
265,645
182,766
1,351,387
Yes – 1,526%
1,430
1,352,817
1,352,175
626,135
1,978,952
249,173
Yes – 409%
1,432
250,605
249,960
424,744
675,349
Director
Toby Courtauld
Nick Sanderson
1. For Toby Courtauld and Nick Sanderson, the holdings are calculated based on the share price as at 31 March 2020 of £6.81.
2. Beneficial interests include shares held directly or indirectly by connected persons.
3. Between 1 April 2020 and 8 June 2020, Toby Courtauld and Nick Sanderson acquired 68 and 67 Partnership shares and 136 and 134 conditional Matching
shares respectively under the SIP. In addition, under the SIP, 77 Matching shares vested to each of Toby Courtauld and Nick Sanderson, otherwise there were
no changes in their shareholdings.
4. Executive Directors are expected to retain the after-tax shares received on the vesting of awards, until they have acquired the necessary shares to meet their
shareholding requirement.
5. Figures include 22,512 shares and 14,746 shares for Toby Courtauld and Nick Sanderson respectively which are no longer subject to performance conditions.
Annual Report 2020 Great Portland Estates 139
Directors’ remuneration report continued
Non-Executive Directors’ shareholding
Richard Mully
Charles Philipps
Wendy Becker
Nick Hampton
Alison Rose
Vicky Jarman
31 March 2020
31 March 2019
26,379
4,094
8,277
2,500
–
2,708
16,379
4,094
8,277
2,500
–
–
There were no changes in the shareholdings of the Non-Executive Directors in office as at 31 March 2020 between 1 April 2020
and 8 June 2020.
Non-Executive Directors’ annual fees for the year ended 31 March 2020
Richard Mully
Charles Philipps
Wendy Becker
Nick Hampton
Alison Rose
Vicky Jarman1
Base
fee
£
Senior Independent
Director
£
Audit
Committee
£
Remuneration
Committee
£
Nomination
Committee
£
220,000
55,000
55,000
55,000
55,000
9,167
–
10,000
–
–
–
–
–
5,000
5,000
12,500
5,000
833
–
5,000
12,500
–
5,000
833
–
3,350
3,350
3,350
3,350
558
Total
fees
£
220,000
78,350
75,850
70,850
68,350
11,391
1. Vicky Jarman was appointed to the Board on 1 February 2020.
Unaudited
Ten-year Chief Executive remuneration package
The table below shows the Chief Executive’s remuneration package over the past ten years, together with incentive payout/
vesting as compared to the maximum opportunity.
Single figure of total remuneration (£000)
Bonus payout as % of maximum opportunity
Long-term incentive vesting rates
(as % of maximum opportunity)
2011
2,087
100%
2012
2,910
70%
20131
4,924
92%
2014
3,409
100%
2015
3,689
48%
2016
2,650
100%
2017
1,402
20%
2018
1,174
37%
2019
905
19%
2020
1,945
31%
50%
100%
95%
86%
81%
58%
33%
10%
0%
35%
1. Includes a one-off SMP award made in 2010 of 100% of salary.
Performance graph
The following graph shows the total shareholder returns for the Company for each of the last ten financial years compared to
the FTSE 350 Real Estate index (excluding agencies). The Company is a constituent of the FTSE 350 Real Estate index and the
Committee considers this benchmark to be the most appropriate for illustrating the Company’s performance.
Total shareholder return over ten years (indexed)
300
280
260
240
220
200
180
160
140
120
100
80
31 March
2010
31 March
2011
31 March
2012
31 March
2013
31 March
2014
31 March
2015
31 March
2016
31 March
2017
31 March
2018
31 March
2019
31 March
2020
Great Portland Estates
FTSE 350 Real Estate Index
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Great Portland Estates Annual Report 2020
Employee Share Trust
Upon the vesting of share awards, shares used to satisfy awards under the LTIP are transferred out of the Great Portland Estates
plc LTIP Employee Share Trust (the Trust), a discretionary trust established to facilitate the operation of the Company’s share
plans. The shares to satisfy vested awards have been purchased by the Trustees of the Trust in the open market. The number of
shares held by the Trust as at 31 March 2020 was 1,109,303.
Dilution
The Company currently funds the Trustees to purchase all of the shares required to satisfy awards under the Company’s share
plans and no shares have been issued to satisfy any grants made in the last ten years. However, if the Company decided
to issue new shares to meet these awards, the Company would operate all of its share incentive arrangements within The
Investment Association (IA) Guidelines on dilution. The following table sets out the level of dilution against the IA limits for all
share plans and discretionary plans in respect of the outstanding awards should the Company issue shares rather than use
purchased shares held in Trust.
Maximum
10% dilution in ten years (all plans)
5% dilution in ten years (discretionary plans)
As at 31 March 20201
1.47%
1.44%
1. This figure shows the number of shares required to satisfy all outstanding awards as at 31 March 2020 as a percentage of the Company’s issued share capital
were these to be satisfied by the issue of new shares. This does not include vested awards that have been satisfied using market purchased shares.
Percentage change in Chief Executive’s remuneration
The table below compares the percentage increase in the Chief Executive’s pay (including salary, taxable benefits and annual
bonus) with the increase for the wider employee population. The Company considers all employees to be an appropriate
comparator group.
Chief Executive
(£000)
Total employee pay
(£000)
Average number
of employees
Average employee pay
(£000)
2020
2019 % change1
2020
2019 % change1
2020
2019 % change
2020
2019 % change
Base salary
Taxable benefits
Bonus
Total
603
28
277
908
588
27
168
783
2.5
3.7
64.8
16.0
10,065
513
3,252
9,515
507
2,418
13,830
12,440
5.7
1.2
34.5
11.2
110
110
110
110
104
104
104
104
5.8
5.8
5.8
5.8
92
5
30
127
91
5
23
119
1.1
–
30.4
6.7
1. The difference in % change in the Chief Executive’s bonus compared to employees is due to employees below the Executive Committee having a smaller
proportion of their bonus based on corporate performance measures. The bonus split for the Chief Executive, Finance and Operations Director and
Executive Committee members is 50/30/20 TPR/TAR/personal objectives. The employee bonus split (excluding the Executive Directors and Executive
Committee members) applies a higher weighting to personal objectives.
Chief Executive pay ratio
Although the Company has less than 250 employees and is not, therefore, subject to any legal requirement to include
such ratios, the Committee considers inclusion of the ratio to be reflective of best practice and includes this on a voluntary
basis. The Committee notes the general preference of institutional shareholders for companies to use statutory Method
A and prepared the calculations on that basis. However, for a company with a relatively small number of employees (116
as at 31 March 2020), the ratios can be unduly impacted by joiners and leavers who may not participate in the full suite of
remuneration arrangements in the year of joining or leaving. Accordingly, the Committee modified the statutory basis to
exclude any employee not employed throughout the financial year. In all other respects, Method A was followed so the
following tables refer to modified Method A being adopted.
The Company believes that a bias in senior executive pay to variable pay is the most appropriate means of both incentivising
the Executives and aligning them with shareholders. The ratios will therefore fluctuate according to variable pay outcomes
each year and have increased from the prior year when there was a nil LTIP vesting.
Ratio of the pay of the Chief Executive to that of the UK lower quartile, median and upper quartile employees
Year
31 March 2020
31 March 20191
Method
Modified Method A
Modified Method A
25th percentile
50th percentile (median)
75th percentile
29.3:1
14.2:1
22.1:1
9.3:1
9.6:1
5.7:1
1. The 2019 ratios are unchanged from those stated in the 2019 Directors’ remuneration report as there was no change in the final LTIP (nil) vesting outcome.
Pay ratio
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Annual Report 2020 Great Portland Estates 141
Directors’ remuneration report continued
Additional information on the ratio of the pay of the Chief Executive to that of employees
– Employee pay data is based on full time equivalent pay for UK employees as at 31 March 2020. For each employee, total
pay is calculated in line with the single figure methodology (i.e. fixed pay accrued during the financial year and the value
of performance-based incentive awards vesting in relation to the performance year).
– Employee pay data excludes leavers, joiners and employee transfers in or out of the UK during the year, to help ensure data
is on a like-for-like basis, and data for life assurance and long-term illness cover are based on the value of notional premia.
No other calculation adjustments or assumptions have been made.
– Chief Executive pay is as per the single total figure of remuneration for 2020, as disclosed on page 134.
– The 2020 ratio will be re-stated in the 2021 Directors’ remuneration report to take account of the final LTIP vesting data
for eligible employees and for the Chief Executive.
– The Committee has considered the pay data for the three individuals identified for 2020 and believes that it fairly reflects
pay at the relevant quartiles among the UK employee population. Each of the individuals identified was a full-time employee
during the year and received remuneration in line with the Group remuneration policy.
Salary and total remuneration used to calculate the ratio of pay
To provide further context, the table below shows the Chief Executive and the employee percentile pay used to determine the
2020 pay ratios:
Total salary
Total remuneration (single figure)
603
1,945
50
66
63
88
123
203
Chief Executive
£000
25th percentile
£000
50th percentile (median)
£000
75th percentile
£000
Our LTIP is intended to link total remuneration to the achievement of the Group’s long-term strategy and to reinforce
alignment between Executive remuneration and shareholder interests. Therefore, participation is typically senior employees
who have line of sight to influence directly the performance targets on the awards. With a significant proportion of the pay of
our Group Chief Executive linked to performance and share price over the longer term, it is expected that the ratio will depend
materially on long-term incentive outcomes each year, and accordingly may fluctuate.
Relative importance of spend on pay
The table below sets out the relative importance of spend on pay in 2018, 2019 and 2020:
Relative importance of spend on pay £m
35
30
25
20
15
10
5
0
-3%
+2%
33.5
32.5
33.2
-6%
+20%
21.3
18.8
17.7
2018
2019
2020
2018
2019
2020
Overall spend on pay
Dividend
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Consideration by the directors of matters relating to directors’ remuneration
Committee advisors
The Committee is satisfied that the advice received from FIT Rem is independent and objective as FIT Rem complies with
the Code of Conduct for Remuneration Consultants (which can be found at www.remunerationconsultantsgroup.com)
and provides no other advice to the Group. FIT Rem’s fees for the year to 31 March 2020 were £72,670 which is charged on its
normal terms.
Independent and objective performance certificates are provided to the Committee by:
– Deloitte on measurement of TAR performance targets for the LTIP awards. Fees paid to Deloitte in respect of this were
£2,500. Deloitte are appointed by the Company as its auditor. Total fees paid to Deloitte are shown on page 169;
– Aon Hewitt on measurement of TSR performance targets for the LTIP awards together with IFRS 2 calculations. Fees paid to
Aon Hewitt in respect of this were £16,650. Aon Hewitt also provides benchmarking services to the Group and fees paid in
relation to this total £4,000; and
– Morgan Stanley Capital International (MSCI) on measurement against its property benchmark, for the Executive and
Employee Annual Bonus Plan and measurement of TPR performance targets for the LTIP awards as part of its MSCI
membership. Fees paid in relation to this membership total £34,915.
Statement of voting at the AGM
The following table shows the results of:
– the binding vote on the Directors’ remuneration policy commencing from the 6 July 2017 AGM; and
– the advisory vote on the Directors’ remuneration report at the 4 July 2019 AGM.
It is the Committee’s policy to consult with major shareholders prior to any major changes to its Executive remuneration.
2017 Directors’ remuneration policy
2019 Directors’ remuneration report
For
Against
Abstentions
259,839,425 (97.13%)
7,669,753 (2.87%)
205,038,325 (95.61%)
9,423,955 (4.39%)
1,808,378
1,616,009
The Committee believes that this strong level of support demonstrates that there are no shareholder concerns in respect
of the Company’s current remuneration policy and its operation.
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Annual Report 2020 Great Portland Estates 143
Directors’ remuneration report continued
Directors’ remuneration policy
This section of the Directors’ remuneration report contains details of the Directors’ remuneration policy that will govern the
Company’s future remuneration payments.
The policy below sets out the remuneration policy we intend to apply, subject to shareholder approval, from 24 July 2020, the
date of the next AGM. Until such approval the current remuneration policy, which was approved by shareholders at the 2017
AGM, will apply. It is the intention that the new policy will apply for a period of three years from approval. Any key changes
in policy have been highlighted in the proposed new policy. The policy part of the remuneration report, if approved, will be
displayed on the Company’s website, at www.gpe.co.uk/investors, immediately after the 2020 AGM.
Executive Director remuneration
Purpose and link to strategy
Operation and process
Reviewed by the Committee at least annually and assessed having regard to
Company performance, individual responsibilities, inflation, as well as salary
levels in comparable organisations (particularly within the listed property sector)
and taking account of salary policy and annual increases within the rest of
the Group.
Fixed
remuneration
Base salary
To provide a market
competitive salary
which takes into
account individual
responsibilities and
attracts and retains
talent in the labour
market in which the
Executive Director
is employed.
Benefits
To provide cost-
effective benefits
that are valued by
the recipient and
are appropriately
competitive.
Benefits principally comprise life insurance, health insurance, private healthcare
subscriptions, travel expenses and membership subscriptions. A company car
or company car allowance may be provided although it is not the Company’s
current practice to provide either to current Executive Directors. Other benefits
may be introduced from time to time to ensure the benefits package is
appropriately competitive and reflects individual circumstances. Benefits are
reviewed annually and their value is not pensionable.
All Executive Directors receive a contribution to their personal pension plan and/
or receive a cash equivalent. This cash equivalent is not treated as salary for the
purposes of determining bonus or incentive awards.
Pension
To provide a
framework to save
for retirement that
is appropriately
competitive.
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The Company’s policy is to provide remuneration packages that fairly reward the Executive Directors for the contribution they
have made to the business and to ensure that the packages are appropriately competitive to promote the long-term success
of the Company. The policy is to align the directors’ interests with those of shareholders and to incentivise the directors to
meet the Company’s financial and strategic priorities by making a significant proportion of remuneration performance related.
The Company’s strategic objectives are set out in the Strategic Report on pages 1 to 94.
The Committee is satisfied that the remuneration policy outlined in the table below is in the best interests of shareholders,
does not raise any environmental, social or governance issues and does not promote excessive risk-taking.
Maximum opportunity
Performance metrics
Base salary increases will be in applied in line with the
outcome of the review.
Individual and Company performances are
considerations in setting base salary.
Key changes to last
approved policy
No change.
In the normal course of events, increases in the base
salaries will not exceed the average increase for
employees. Increases may be made above this level
to take account of market alignment to around mid-
market levels of comparable organisations (particularly
within the listed property sector) and individual
circumstances such as:
– increase in scope and responsibility; and/or
– to reflect the individual’s development and
performance in the role (e.g. for a new appointment
where base salary may be increased over time
rather than set directly at the level of the previous
incumbent or market level).
The Committee is, however, mindful of the need to
treat comparisons with caution to avoid an upward
ratchet of remuneration levels.
The salary maximum will be £650,000 (as increased by
RPI from July 2017, currently c.£700,000).
Set at a level which the Committee considers:
Not applicable.
No change.
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– appropriately positioned against comparable
roles in companies of a similar size and complexity
(particularly within the listed property sector); and
– provides a sufficient level of benefits based on
the role or an individual’s circumstances such
as relocation.
Benefit values vary year on year depending on premiums
and, therefore, the maximum value is the cost of the
provision of these benefits. However, the aggregate
value of contractual and non-contractual benefits
received by each Executive Director (based on the value
included in the individual’s annual P11D tax calculation)
shall not exceed £100,000 p.a. (with this maximum
increasing annually at the rate of RPI from 1 April 2014).
The contribution is a maximum of 20%.
Not applicable.
The current Executive Directors as at 1 April 2020 receive
a contribution or cash equivalent equal to 20% of base
salary. The contribution level for the current Executive
Directors will be aligned with the average rate for all
employees, by the end of 2022. Any new Executive
Directors that are recruited will receive a contribution at
no more than the same level as the average all-employee
rate (as at the date of recruitment).
Contribution level
for all Executive
Directors will
be aligned with
the average
all-employee
contribution rate by
the end of 2022.
Annual Report 2020 Great Portland Estates 145
Directors’ remuneration report continued
Purpose and link to strategy
Operation and process
Variable
remuneration
Annual Bonus Plan
Links reward to the
annual performance
targets, which are
set on or about
the beginning of
the financial year
in line with the
Company’s strategy.
Ensures an alignment
between the operation
of the Directors’
remuneration policy
and financial measures
whilst also ensuring
additional operational
measures are targeted
to encourage a
holistic approach
to performance.
Performance
shares under
the Long-Term
Incentive Plan
(LTIP)
Rewards and retains
Executives aligning
them with shareholder
interests over a
longer timeframe.
Ensures an alignment
between the operation
of the Company’s
remuneration policy
and the Company’s
KPIs of achieving
sustained TAR growth,
above benchmark
total property
returns and superior
shareholder returns.
The Annual Bonus Plan is reviewed annually at the start of the financial year
to ensure bonus opportunity, performance measures and weightings are
appropriate and continue to support the Company’s strategy.
Bonuses are paid in cash and shares. Up to 60% of any bonus will be paid in cash
following the end of the financial year. At least 40% of any bonus outcome will be
deferred into shares, typically through the new Deferred Share Bonus Plan (the
DSBP) and normally for three years. The DSBP will be submitted to the 2020 AGM
for shareholders to approve for a ten-year period.
Subject to clawback and malus provisions in situations of personal misconduct
and/or where accounts or information relevant to performance are shown to be
materially wrong and the bonus paid was higher than should have been the case.
The target bonus is 50% of maximum (i.e. 75% of base salary).
Threshold bonus is not more than 30% of base salary with 0% payable if the
threshold is not met.
The LTIP was approved and adopted by shareholders in July 2010 with an initial
ten-year term. It will be submitted to the 2020 AGM for renewal to permit the
LTIP to operate for a further ten-year period.
LTIP
Participants are eligible to receive a conditional annual allocation of shares
or nil price options (performance shares).
General terms
Awards may be adjusted to reflect the impact of any variation of share capital.
An award may, at the discretion of the Committee, include the right to receive
cash or shares on vesting equal in value to the dividends payable on such
number of shares subject to the award which vest, for the period between
grant and vesting.
A two-year holding period will apply to awards following the end of the
performance period. Awards will typically be structured as nil cost options
exercisable from the end of the holding period.
Subject to clawback and malus provisions, for all employees in situations
of personal misconduct and/or where accounts or information relevant
to performance are shown to be materially wrong and vesting was higher
than should have been the case; and malus only where there are sufficiently
exceptional circumstances which impact the reputation of the Company.
The threshold vesting is 20% of awards with straight-line vesting to 100%
for maximum performance.
Awards under the LTIP may be adjusted to reflect the impact of any variation
of share capital.
Quantum
The Committee reviews the quantum of awards annually.
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Key changes to last
approved policy
Introduce:
– deferral of 40%
of any bonus
outcome into
shares for
three years; and
– Committee
discretion to
override formulaic
outcomes to
ensure the vesting
is appropriate,
taking into
account
performance of
the Company, any
individual, team
or department.
Introduce
Committee
discretion to
adjust formulaic
outcomes to
ensure the vesting
is appropriate,
taking into account
performance
of the Company,
any individual, team
or department.
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Maximum opportunity
Performance metrics
The maximum bonus is 150% of base salary.
Up to 300% of salary.
At least 70% of the bonus will be linked to key
financial measures, with the balance linked
to personal or strategic objectives (including
ESG factors). At least half of the combined
opportunity relating to personal or strategic
objectives will be objectively measurable.
The performance metrics are set by the
Committee each year. The performance
period for the Annual Bonus Plan targets is
linked to the Company’s financial year.
The Committee may reduce formulaic
bonus outcomes, if it considers them to be
inconsistent with the performance of the
Company, business or individual during
the year.
The Committee retains the ability to adjust the
targets and/or set different measures if events
occur which cause it to determine that the
conditions are no longer appropriate and the
amendment is required so that the conditions
achieve their original purpose and are not,
in the view of the Committee, materially
less difficult to satisfy.
Further details on the measures for the
financial year 2020/21 are set out on page 133.
Performance is assessed over not less
than a three-year performance period
against relevant shareholder value, financial
and property related metrics (e.g. TSR or
TAR growth).
The performance metrics are set by the
Committee each year based on the strategic
priorities of the business at that time, but
no less than 50% will be assessed against
a relative measure.
The Committee will also have a standard
discretion to reduce the formulaic outcome
of performance conditions if no longer
appropriate in the circumstances (including
the performance of the Company, any
individual or business).
The Committee retains the ability to adjust the
targets and/or set different measures if events
occur which cause it to determine that the
conditions are no longer appropriate and the
amendment is required so that the conditions
achieve their original purpose and are not
materially less difficult to satisfy.
Further details on the measures for
2020/21 awards are set out in the Directors’
remuneration report on page 133.
Annual Report 2020 Great Portland Estates 147
Directors’ remuneration report continued
Purpose and link to strategy
Operation and process
All-employee
share plans
Encourages Executive
Directors and
employees to acquire
shares in order to
increase the alignment
of interests with
shareholders over
the longer term.
The Company operates a Share Incentive Plan (SIP) under which all employees,
including Executive Directors, may be awarded free shares and may purchase
shares which can be matched on up to a two for one basis. The Company’s
current practice is to operate partnership and matching shares only. If the
shares are held in a trust for at least three years and the employee does
not leave the Company during that period, then the matched shares may
be retained by the individual subject to some relief against income tax
and National Insurance contributions.
Dividends are also paid directly to participants on all SIP shares.
In 2010, shareholders approved a Save As You Earn Scheme (SAYE) for all
employees which is not currently operated but which might be utilised in the
future. Under the SAYE, participants (which may include Executive Directors)
may make monthly contributions over a savings period linked to the grant of
an option with an exercise price which may be at a discount of up to 20% of
the market value of the underlying shares at grant.
Awards under the SIP and SAYE may be adjusted to reflect the impact
of any variation of share capital.
The SIP and SAYE will each be submitted at the 2020 AGM for shareholders
to approve a further ten-year term.
Executive Directors are expected to accumulate and maintain a holding in
shares in the Company equivalent in value to no less than 300% of base salary.
A post-cessation shareholding guideline will operate from the approval of this
policy at the 2020 AGM. Executive Directors will be expected to retain the lower
of actual shares held at cessation and shares equal to 300% of salary for two
years post-cessation. This guideline will apply in respect of any vested shares
which vest from DSBP and LTIP awards granted after the 2020 AGM (unless
the Committee no longer considers it necessary).
Shares retained following vesting of LTIP and/or DSBP awards granted after
the 2020 AGM will be held in escrow to enable enforcement of post-cessation
share ownership guidelines.
Shareholding
policy
To ensure that
Executive Directors’
interests are aligned
with those of
shareholders over a
longer time horizon.
Notes to the Future Policy Table
1. Performance measures and targets
Short- and long-term performance measures will be selected by the Committee in order to provide a direct connection to the Company’s strategy by being
linked to the key fundamental performance indicators at the time. In normal circumstances, they would be expected to include metrics such as TPR/capital
growth, TAR targets and relative TSR performance. Relative measures will be assessed against appropriate comparators such as a relevant MSCI index and/
or an appropriate group of other UK listed real estate companies with similar operations.
Absolute measures are set following a robust budget setting process which takes into account internal financial indicators as well as a broader view of the
market environment.
The targets for the Annual Bonus are commercially sensitive and will be reported in the subsequent Directors’ remuneration report. The targets for the
2020 LTIP award will be determined and disclosed by the Committee following the 2020 AGM, as explained on page 128. As referred to in the Committee
Chairman’s statement, it is intended that appropriate targets will be set for each award cycle. The awards are also subject to an underpin under which the
level of vesting may be reduced in certain circumstances.
The Committee is of the opinion that, given the commercial sensitivity around GPE’s business, disclosing individuals’ targets for the Annual Bonus Plan
in advance would not be in the best interests of shareholders or the Company. Actual targets, performance achieved and awards made will be published
at the end of performance periods so shareholders can fully assess the basis for any payouts.
2. Differences in remuneration policy for all employees
All employees of GPE are entitled to base salary and benefits on the same basis, with quantum of awards being set at levels commensurate with their role.
All employees participate in an employee Annual Bonus Plan, with quantum of awards being set at levels commensurate with their role and with performance
measures, similar to the executive scheme, based on Group performance and against personal objectives. Senior managers receive LTIP awards with
quantum of awards being set at levels commensurate with their role. All employees are eligible to participate in the SIP and the SAYE on the same terms
as the Executive Directors.
Employees who joined the Company before April 2002 are members of the Company’s defined benefit pension plan, and all other employees are eligible
to join the Company’s defined contribution pension plan and receive a contribution of up to (currently) 10% of salary.
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Maximum opportunity
Performance metrics
Under the SIP, maximum participation will be in
line with the prevailing maximum limits set by
HMRC under the relevant legislation.
As is typical under HMRC tax-advantaged all-
employee plans, there are no performance
conditions attached to awards.
Key changes to last
approved policy
No changes.
Under the SAYE, maximum participation will be
in line with the prevailing maximum limits set by
HMRC under the relevant legislation.
Not applicable.
Not applicable.
Introduction
of a two-year
post-cessation
shareholding
guideline.
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3. Changes to remuneration policy from previous policy
The changes to previous policy have been noted in the table above. The inclusion of caps does not represent any aspiration.
4. Discretion
The Committee will operate the Annual Bonus Plan, LTIP and DSBP awards according to their respective rules and ancillary documents and in accordance
with the Listing Rules where relevant. The Committee retains discretion consistent with market practice, in a number of regards to the operation and
administration of these plans as noted in the policy table and in the recruitment remuneration and payments for loss of office sections as relevant. Any use
of these discretions would, where relevant, be explained in the Directors’ remuneration report and may, as appropriate, be the subject of consultations with
the Company’s major shareholders.
The all-employee tax-advantaged share plans will be operated in accordance with HMRC guidance and their respective rules.
In addition, the Committee has the discretion to amend policy with regard to minor or administrative matters where it would be, in the opinion of the
Committee, disproportionate to seek or wait for shareholder approval.
Details of share awards granted to existing Executive Directors are set out on page 139 of the Directors’ remuneration report. These remain eligible to vest
based on their original award terms, in line with the policy set out in the policy table or under the authority of the previously approved remuneration policy
(as will other legacy arrangements, including those awarded prior to promotion to the Board).
Annual Report 2020 Great Portland Estates 149
Directors’ remuneration report continued
Non-Executive Director remuneration
Element
Fees
Purpose and link
to strategy
Provide an
appropriate reward
to attract individuals
with appropriate
knowledge and
experience to review
and support the
implementation of the
Company’s strategy.
Performance
metrics
Not applicable.
Operation and process
Maximum opportunity
The Chairman and the Executive
Directors are responsible for setting
the remuneration of the Non-Executive
Directors, other than the Chairman
whose remuneration is determined
by the Committee.
Non-Executive Directors are
paid a base fee and additional fees for
membership or chairmanship of
Committees and for the role of Senior
Independent Director.
Fees are usually reviewed annually
with changes effective from 1 April.
Non-Executive Directors do
not participate in any of the
Company’s incentive arrangements.
Other benefits include travel,
accommodation and membership
subscriptions related to the Company’s
business. Reasonable business
related expenses will be reimbursed
(including any tax due thereon).
Fees will be in line with market
rates for Non-Executive Directors
at FTSE 250 companies.
The aggregate maximum will
be the limit stated in the Articles
of Association, which is currently
£600,000, but shareholders are
being asked to increase this
to £750,000 at the 2020 AGM.
In the normal course, the
Committee would generally
consider awarding the Chairman
(and the other directors would
generally consider awarding
the Non-Executive Directors)
an annual increase in line with the
rate of inflation for staff generally.
However, this is not automatic
and any decisions will be taken
in the round.
The 2020/21 fee levels are set
out on page 133.
Approach to recruitment remuneration
The Committee’s approach to recruitment remuneration is to pay no more than is necessary to attract appropriate candidates
to the role, and our principle is that the pay of any new recruit would be assessed following the same principles as for the
directors and the policy previously summarised.
Executive Director recruitment
Component
Policy
Base salary
and benefits
Pension
Annual bonus
The salary level will be set taking into account relevant market data, the experience and skills of
the individual, responsibilities of the individual and the salaries paid to similar roles in comparable
companies in line with the current process undertaken by the Committee when setting the salary
levels for its existing directors. Whilst it is not envisaged that it will be required, as provided for in the
relevant regulations, the Committee reserves the right to exceed the fixed pay limits set out in the
policy table, in exceptional circumstances, to secure the appointment of a high calibre individual.
Executive Directors shall be eligible to receive benefits in line with the Company’s benefits policy
as set out in the remuneration policy table.
Executive Directors will be able to receive a pension contribution or receive a supplement in lieu
of pension contributions in line with the Company’s pension policy as set out in the remuneration
policy table.
Executive Directors will be eligible to participate in the Annual Bonus Plan with at least 40% of
the bonus outcome normally subject to deferral under the proposed new DSBP as set out in the
remuneration policy table. For Executive Directors joining part way through a year, awards would
be pro-rated. Different performance measures may be set initially for the Annual Bonus Plan, taking
into account the responsibilities of the individual, and the point in the financial year that they joined.
The annual maximum potential opportunity under this plan is 150% of salary.
Long-term
incentives
Executive Directors will be eligible to participate in the LTIP set out in the remuneration policy
table. Awards may be granted up to the maximum opportunity allowable under plan rules at the
Committee’s discretion of 300% of salary under the LTIP. An award may be made on or shortly
following an appointment assuming the Company is not in a prohibited period.
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Component
Policy
Share buyouts/
replacement
awards
Relocation
policies
Awards may be granted to replace those forfeited by the Executive Director from a previous
employer on taking up the appointment where considered necessary by the Committee.
The Committee will seek to structure any replacement awards such that overall they are no more
generous in terms of quantum or vesting period than the awards due to be forfeited. Where the
Company compensates new directors in this way, it will seek to do so under the terms of the
Company’s existing variable remuneration arrangements, but may compensate on terms that are
more bespoke than the existing arrangements, including awards granted under Listing Rule 9.4.2,
where the Committee considers this to be appropriate. In such instances, the Company will disclose
a full explanation of the detail and rationale for such recruitment related compensation. In making
such awards, the Committee will seek to take into account the nature (including whether awards
are cash or share-based), vesting period and performance measures and/or conditions for any
remuneration forfeited by the individual in leaving a previous employer. Where such awards had
outstanding performance or service conditions (which are not significantly completed), the Company
will generally impose equivalent conditions. In exceptional cases the Committee may relax those
requirements where it considers this to be in the interest of the shareholders, for example through
applying a significant discount to the face value of the replacement awards.
In instances where the new Executive Director is non-UK domiciled or needs to be relocated,
the Company may provide one-off or ongoing compensation as part of the Executive Director’s
relocation benefits to reflect the cost of relocation for the Executive in cases where they are
expected to spend significant time away from their country of domicile.
The level of the relocation package will be assessed on a case-by-case basis and may take into
consideration any cost of living differences, housing allowance and/or schooling.
Legacy
arrangements
Where an Executive Director is appointed from within the organisation, the normal policy of the Company
is that any legacy arrangements would be honoured in line with the original terms and conditions on a pro
rata basis. Similarly, if an Executive Director is appointed following the Company’s acquisition or merger
with another company, legacy terms and conditions on a pro rata basis would be honoured.
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Non-Executive Director recruitment
Component
Policy
Fees
Newly appointed Non-Executive Directors will be paid fees consistent with existing Non-
Executive Directors.
Service agreements and payments for loss of office
The policy of the Company is to have service contracts for Executive Directors with notice periods of one year. It is sometimes
necessary when recruiting a new Executive Director to give a service contract with an initial term of up to 18 months in which
case a 12-month notice period may be given no earlier than six months from the start date or the contract.
Non-Executive Directors, who have letters of appointment, are subject to the provisions of the Articles of Association dealing
with appointment and rotation every three years, however, in accordance with the UK Corporate Governance Code they are
subject to annual re-election and have a notice period of three months by either party. They are not eligible for payment in
lieu of notice or any other payment on termination.
The following table sets out the dates of each of the Executive Directors’ service agreements and their unexpired term,
the dates of the Non-Executive Directors’ letters of appointment and the date on which the Non-Executive Director is
next subject to reappointment or re-election.
Executive
Toby Courtauld
Nick Sanderson
Non-Executive
Richard Mully
Charles Philipps
Wendy Becker
Nick Hampton
Alison Rose
Vicky Jarman1
Date of service agreement
18 March 2002 (amended 2017)
7 June 2011 (amended 2017)
Unexpired term (months)
12
12
Date of appointment letter
Date when next subject to appointment or re-election
12 October 2016
10 January 2014
12 January 2017
28 September 2016
4 April 2018
22 January 2020
24 July 2020
24 July 2020
24 July 2020
24 July 2020
24 July 2020
24 July 20201
1. Vicky Jarman was appointed to the Board on 1 February 2020 and will be subject to election at the next AGM on 24 July 2020.
Annual Report 2020 Great Portland Estates 151
Directors’ remuneration report continued
Executive Directors may, with the consent of the Committee, retain fees paid to them for acting as a Non-Executive Director
of a company outside the Group, except where the directorship is as a representative of the Group.
The Company’s policy on termination payments for Executive Directors is to consider the circumstances on a case-by-case
basis, taking into account the relevant contractual terms, the circumstances of the termination and any applicable duty to
mitigate. It is the Committee’s policy not to reward poor performance. The Committee will always seek to minimise the
cost to the Company whilst seeking to reflect the circumstances in place at the time. The Committee will honour Executive
Directors’ contractual entitlements. Service contracts do not contain liquidated damages clauses. If a contract is to be
terminated, the Committee will determine such mitigation as it considers fair and reasonable in each case. There are no
contractual arrangements that would guarantee a pension with limited or no abatement on severance or early retirement.
There is no agreement between the Company and its directors or employees, providing for compensation for loss of office
or employment that occurs because of a takeover bid. The Company reserves the right to make additional payments where
such payments are made in good faith in discharge of an existing legal obligation (or by way of damages for breach of such
an obligation); or by way of settlement or compromise of any claim arising on connection with the termination of an Executive
Director’s office or employment. The Company may also deem it appropriate to pay on behalf of a departing Executive
modest legal, outplacement or other fees.
Contracts include a right for the Company to achieve mitigation through payment on a monthly phased basis with payments
reducing/ceasing if an alternative role is found during the balance of any notice period.
Base salary, benefits and pension
Toby Courtauld’s compensation in lieu of notice payable at the Company’s discretion is 12 months’ basic salary.
Compensation in lieu of notice to Nick Sanderson, payable at the Company’s discretion, is 12 months’ basic salary, pension
allowance and the value of benefits in kind provided in the previous year, or the actual provision of those benefits.
Approach to other remuneration payments on termination of employment and change of control
In addition to the payment of base salary, benefits and pension as set out above, the Group’s Annual Bonus Plan, LTIP, DSBP,
SIP and SAYE contain provisions for the termination of employment.
Component
Good Leaver*
Bad Leaver**
Change of control
Outstanding award is forfeited.
An Executive Director may
receive a bonus, the amount
of which will be determined
by the Committee, taking
into account such factors as it
considers relevant, including
the proportion of the elapsed
performance period at the
date of change of control and
performance to that point.
Annual Bonus
Plan
Where an Executive Director’s
employment is terminated after
the end of a performance year
but before the payment is made,
the Executive will be eligible
for an annual bonus award for
that performance year subject
to an assessment based on
performance achieved over
the period.
Where an Executive Director’s
employment is terminated
during a performance year, a pro
rata annual bonus for the period
worked in that performance year
may be payable in relation to
that year’s bonus (in the case of
injury, ill health, disability, death
or retirement) or in relation to
personal objectives set only (in
other Good Leaver cases).
Deferred Share Bonus
Plan (DSBP)
Awards may be retained
until the normal vesting date.
In exceptional circumstances
the Committee may accelerate
vesting at the date of cessation.
Outstanding awards lapse.
In accordance with the rules of
the DSBP, outstanding awards
will normally vest in full on a
change of control.
152
Great Portland Estates Annual Report 2020
Component
Good Leaver*
Bad Leaver**
Change of control
Long Term Incentive
Plan (LTIP)
Share Incentive Plan
(SIP)
Save As You Earn
Scheme (SAYE)
Awards may vest at the date of
cessation of employment or the
normal vesting date (including
any applicable holding period) at
the discretion of the Committee.
Awards will vest based on the
performance achieved up to
the date of cessation/normal
vesting date at the discretion
of the Committee and be pro-
rated to reflect the amount of
time elapsed since the award
date. The Committee retains
the discretion to disregard
time when determining the
level of vesting. This would only
be considered in exceptional
circumstances and where
considered, the Committee
would take into account the
circumstances of the cessation
of employment.
Upon death, all long-term
incentive awards vest
immediately in full.
All shares can be sold or
transferred out of the SIP. Free,
matching and partnership
shares may be removed tax free.
If dividend shares are taken out
of the SIP within three years of
being awarded, the dividend
used to buy them is subject to
income tax at the dividend rate.
On resignation, matched
shares held for less than
three years will be forfeited.
Options may be exercised
during a period of six months
following cessation of
employment (or 12 months
following cessation in the
event of death).
*
Good leavers under each of the Annual Bonus Plan, LTIP, DSBP, SIP and
SAYE are those leaving under specified conditions as set out below.
Annual Bonus Plan and LTIP:
– death;
– ill-health, injury or disability (evidenced to the satisfaction of
the Committee);
– redundancy;
– retirement;
– the award holder’s employing company or business being transferred
out of the Group; or
Outstanding awards lapse.
In accordance with the
rules of the LTIP, on a
change of control, vesting
will occur immediately.
Performance against targets
will be assessed by the
Committee on a change
of control. The number of
shares vesting will normally
be reduced pro rata to
reflect the amount of time
elapsed from the award
date until the change of
control as a proportion of
the original vesting period.
The Committee retains the
discretion to disregard time
when determining the level
of vesting. This would only
be considered in exceptional
circumstances and where
considered, the Committee
would take into account the
overall context of the deal
and the actual value delivered
to shareholders.
Free shares and matched shares
held for less than three years will be
forfeited. Partnership and matched
shares held for more than three
years but less than five years will
be liable to tax depending on time
held in the SIP. If dividend shares
are taken out of the SIP within
three years of being awarded,
the dividend used to buy them
is subject to income tax at the
dividend rate.
All shares can be sold
or transferred out of the
SIP. Free, matching and
partnership shares may be
removed tax free. If dividend
shares are taken out of
the SIP within three years
of being awarded, the
dividend used to buy them
is subject to income tax at
the dividend rate.
Options held for less than three
years will lapse on cessation.
Options held for more than three
years may be exercised during
a period of six months following
cessation, except where the reason
for cessation is misconduct.
Options may be exercised
in the event of a change of
control of the Company.
– any other circumstances at the discretion of the Committee, including
where appropriate (and exceptionally), resignation. The Committee will
only use its general discretion where it considers this to be appropriate,
taking into account the circumstances of the termination and the
performance in the context of each plan and will provide a full explanation
to shareholders of the basis of its determination. The exercise of the
Committee’s discretion under one plan will not predetermine the
exercise of its discretion under another.
Under the DSBP all leavers will be considered ‘good’, expect where the
employee is dismissed for misconduct.
Good leavers under the SIP and SAYE are those participants leaving in
certain circumstances as under applicable legislation including death,
injury, disability, retirement and redundancy.
** Bad leavers are those leavers who are not good leavers.
Annual Report 2020 Great Portland Estates 153
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Directors’ remuneration report continued
Consideration of remuneration of other employees
Our approach to salary reviews is consistent across
the Company, with consideration given to the level of
responsibility, experience, individual performance, salary
levels in comparable companies and the Company’s
ability to pay. Remuneration surveys and meetings with
sector specialists are used, where appropriate, to establish
market rates.
When determining remuneration of the Executive Directors,
the Committee takes into account pay and conditions
across the Group, especially when determining the
annual salary increase. Prior to the annual pay review, the
Committee receives a report setting out changes to all
employee remuneration levels and proposed discretionary
bonus awards.
While the Company engages with employees on
remuneration generally, including executive remuneration,
it did not formally consult with employees on the policy or
use any remuneration comparison metrics during the year
reported. The Chairman of the Committee is intending to
invite all staff to attend a session to discuss remuneration and
the 2020 policy revisions later this year, following the AGM.
Further details of how the Committee has considered the
broad operation of the remuneration policy and practices for
all employees can be found on page 126.
Consideration of shareholder views
When determining remuneration, the Committee takes into
account the guidelines of investor bodies and shareholder
views. The Committee is always open to feedback from
shareholders on remuneration policy and arrangements, and
commits to undertaking shareholder consultation in advance
of any significant changes to the remuneration policy.
The proposed 2020 remuneration policy has been subject to
thorough consultation with our major shareholders and the
main proxy voting advisors.
Deliberation and process
The Committee ensures it seeks independent advice as
appropriate and the Committee also has access to HR
and company secretariat without the executives present.
Consistent with good practice, any decisions are taken
without the affected individual present.
This report will be submitted to shareholders for approval
at the AGM to be held on 24 July 2020.
Approved by the Board on 9 June 2020 and signed on its
behalf by:
Wendy Becker
Chairman of the Remuneration Committee
9 June 2020
5,000
4,000
3,000
2,000
1,000
0
3,500
3,000
2,500
2,000
1,500
1,000
500
0
Executive Director remuneration scenarios based
on performance
The charts below set out the potential remuneration
receivable by Executive Directors for minimum, where
performance is below threshold for variable awards, on-target
and maximum performance. Potential reward opportunities
are based on the remuneration policy and applied to salaries
for the year ending 31 March 2021. It should be noted the
projected values exclude the impact of any dividend accrual.
Chief Executive £000
4,461
2,768 (62%)
3,538
1,845 (52%)
770
1,600
369 (23%)
461 (29%)
923 (26%)
922 (21%)
770 (100%)
770 (48%)
770 (22%)
770 (17%)
Minimum
On target
Maximum
Fixed1
Annual bonus
LTIP
Finance and Operations Director £000
Maximum
with 50% share
price increase
3,072
1,904 (62%)
2,437
1,269 (52%)
1,104
254 (23%)
317 (29%)
533
635 (26%)
635 (21%)
533 (100%)
533 (48%)
533 (22%)
533 (17%)
Minimum
On target
Maximum
Fixed1
Annual bonus
LTIP
Maximum
with 50% share
price increase
1. The Fixed amounts in the charts reflect the increased full annual salaries
that will take effect from 1 July 2020 subject to the Committee being
satisfied that lockdown restrictions have been sufficiently lifted at that time.
Salaries have not been pro-rated for these purposes.
154
Great Portland Estates Annual Report 2020
Report of the directors
Strategic Report
The Group’s Strategic Report on pages 1 to 94 includes the
Company’s business model and strategy, principal risks and
uncertainties facing the Group and how these are managed
and mitigated, an indication of likely future developments in
the Company and details of important events since the year
ended 31 March 2020.
The purpose of the Annual Report is to provide information
to the members of the Company, as a body. The Company,
its directors, employees, agents or advisors do not accept
or assume responsibility to any other person to whom this
document is shown or into whose hands it may come and
any such responsibility or liability is expressly disclaimed.
The Annual Report contains certain forward-looking
statements with respect to the operations, performance
and financial condition of the Group. By their nature, these
statements involve uncertainty since future events and
circumstances can cause results and developments to differ
from those anticipated. The forward-looking statements
reflect knowledge and information available at the date of
preparation of this Annual Report. Nothing in this Annual
Report should be construed as a profit forecast.
Results and dividends for the year
The Group’s results for the year are set out on pages 160 to
186. An interim dividend of 4.7 pence per share (2019: 4.3
pence) was paid on 2 January 2020, and the directors propose
to pay a final dividend of 7.9 pence per share on 28 July 2020
to shareholders on the register of members as at the close of
business on 29 May 2020. This makes a total of 12.6 pence per
share (2019: 12.2 pence) for the year ended 31 March 2020.
Directors
Biographical details of the current directors of the Company
are shown on pages 54 and 55.
In accordance with the UK Corporate Governance Code,
all the directors will retire and will offer themselves
for election or re-election at the forthcoming Annual
General Meeting.
Directors’ shareholdings
The interests of the directors of the Company (and of their
connected persons) in the shares of the Company, which have
been notified to the Company in accordance with the Market
Abuse Regulation, are set out in the Directors’ remuneration
report on pages 139 and 140. The Directors’ remuneration
report also sets out details of any changes in those interests
between 31 March 2020 and 8 June 2020.
Directors’ indemnities and insurance
On 14 September 2007, an indemnity was given by the
Company to the directors in terms which comply with
company law. The indemnity was in force during the year and
remains in force at the date of this Report of the directors.
The Company maintains directors’ and officers’ liability
insurance and pension trustee liability insurance, both
of which are reviewed annually.
Directors’ powers
The powers of the directors are contained in the Company’s
Articles of Association. These include powers, subject to
relevant legislation, to authorise the issue and buyback of
the Company’s shares by the Company, subject to authority
being given to the directors by the shareholders in a
general meeting.
Appointment and replacement of directors
The rules about the appointment and replacement of
directors are contained in the Company’s Articles of
Association. Under the Articles of Association, a director shall
retire from office if he or she has been appointed since the
previous Annual General Meeting or if it is the third Annual
General Meeting following that at which he or she was
elected or last re-elected. Notwithstanding the provisions
of the Articles of Association, the Board has agreed that
all directors will retire and seek election or re-election at
each Annual General Meeting in accordance with the UK
Corporate Governance Code.
Changes to the Articles of Association must be approved
by the Company’s shareholders in accordance with legislation
in force from time to time.
Corporate governance statement
The information fulfilling the requirements of the corporate
governance statement can be found in this Report of
the directors and on pages 96 to 154, all of which are
incorporated into this Report of the directors by reference.
Political donations
It is the Company’s policy not to make political donations or
undertake any activities incurring political expenditure.
Annual General Meeting
The Company’s Annual General Meeting will be held at Kent
House, 14/17 Market Place, London W1W 8AJ on 24 July 2020
at 1pm. In light of the COVID-19 pandemic and public health
guidance, this year’s AGM is currently intended to be held as
a closed meeting. While shareholders will, regrettably, not
be permitted to attend the AGM in person, shareholders
are encouraged to submit their proxy voting instructions as
early as possible and to raise any questions in advance of the
meeting via e-mail. Please refer to the Notice of AGM 2020
for further details.
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Annual Report 2020 Great Portland Estates 155
Report of the directors continued
Additional disclosures
Disclosures required by the Financial Conduct Authority’s
Listing Rule 9.8.4 and Schedule 7, Large and Medium-sized
Companies and Groups (Accounts and Reports) Regulations
2008 (as amended), to the extent not already disclosed or
referred to in this Report of the directors, can be found on the
following pages, all of which are incorporated into this Report
of the directors by reference:
Capitalised interest
Financial instruments
Greenhouse gas emissions, energy consumption
and energy efficient action
Page
170 and 174
168, 180 to 182
75 to 76
Engagement with suppliers, customers and others
58 to 66, 103 to 106
Research and development
Director waiver of emoluments
32, 37, 41, 58, 59, 69, 73
133
The Directors’ responsibilities statement is on page 158 and
is incorporated into this Report of the directors by reference.
Significant shareholdings
As at 31 March 2020, the Company had been notified, in
accordance with the Financial Conduct Authority’s Disclosure
Guidance and Transparency Rules (DTR 5), of the following
interests in the voting rights in its ordinary share capital:
T.Rowe Price Associates, Inc.
Norges Bank Investment Management
BlackRock Inc.
Standard Life Aberdeen plc
1. As at date of notification.
Number of
voting rights1
28,233,061
26,778,630
24,570,390
10,366,321
%1
11.12
10.00
8.72
4.00
In the period from 31 March 2020 to 8 June 2020 the
Company was notified that Norges Bank Investment
Management now holds voting rights in respect of 28,329,893
GPE shares, representing 11.15% of the total voting rights in
the Company.
Information provided to the Company under the Financial
Conduct Authority’s Disclosure Guidance and Transparency
Rules is publicly available via the regulatory information
service and on the Company’s website.
Share capital and control
As at 31 March 2020, the issued share capital of the
Company was 253,867,911 (2019: 271,365,894) ordinary shares
of 155/19 pence each, all fully paid up and listed on the London
Stock Exchange.
At the 2019 Annual General Meeting, shareholders authorised
the Company to make market purchases of up to 40,677,747
ordinary shares of 155/19 pence each, representing 14.99% of
the issued share capital of the Company as at 21 May 2019,
such authority to expire at the earlier of the conclusion of
the 2020 Annual General Meeting or 1 October 2020.
During the year and in accordance with the authorities
obtained from shareholders at the 2018 and 2019 Annual
General Meetings, the Company continued with its share
buyback programme which had originally commenced on
15 November 2018. The share buyback programme sought
to repurchase ordinary shares for a maximum aggregate
consideration of £200.0 million during a 12-month period from
15 November 2018, subject to certain pre-set parameters and
up to a maximum of 42,221,384 ordinary shares. The purpose
of the share buyback programme was to return surplus
equity to shareholders and through the reduction of the
Company’s issued share capital it reflects the directors’
ongoing commitment to capital allocation and balance
sheet discipline.
From 15 November 2018 to 29 March 2019, the Company
purchased 10,297,781 ordinary shares of 155/19 pence each
(which represented 3.8% of the called-up share capital of the
Company as at 31 March 2019) for an aggregate consideration
of £74.1 million (£74.8 million including costs). The average
price paid per share was £7.20 (or £7.26 per share including
costs). All of the purchased shares were cancelled.
No further share purchases were made by the Company
between 29 March 2019 and 21 May 2019 and the programme
recommenced on 22 May 2019 and ended on 13 November
2019. During this period, the Company purchased 17,497,983
ordinary shares of 155/19 pence each (which represented 6.9%
of the called-up share capital of the Company as at 31 March
2020) for an aggregate consideration of £125.9 million
(£126.7 million including costs). The average price paid per
share was £7.19 (or £7.24 per share including costs). All of
the purchased shares were cancelled. Further details on
the share buyback can be found on pages 45 and 79.
There are no restrictions on transfer or limitations on the
holding of the ordinary shares. None of the shares carry any
special rights with regard to the control of the Company.
There are no known arrangements under which financial
rights are held by a person other than the holder of the
shares and no known agreements on restrictions on share
transfers and voting rights. The Great Portland Estates plc
LTIP Employee Share Trust (the Trust) is an employee share
scheme which holds ordinary shares in the Company on trust
for the benefit of employees within the Group. The Trustee of
the Trust has the power to exercise all the rights and powers
(including rights with regard to control of the Company)
incidental to, and to generally act in relation to, the ordinary
shares subject to the Trust in such manner as the Trustee in its
absolute discretion thinks fit as if it were absolutely entitled
to those ordinary shares. The Trustee has waived the right to
receive dividends on the shares held in the Company.
156
Great Portland Estates Annual Report 2020
Statement as to disclosure of information
to the auditor
So far as the directors who held office at the date of approval
of this Report of the directors are aware, there is no relevant
audit information of which the auditor is unaware and each
director has taken all steps that he or she ought to have taken
as a director to make himself or herself aware of any relevant
audit information and to establish that the auditor is aware
of that information. This confirmation is given and should be
interpreted in accordance with the provisions of section 418
of the Companies Act 2006.
By order of the Board
Darren Lennark
Company Secretary
Great Portland Estates plc
Company number: 596137
9 June 2020
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Change of control
The Company has a number of unsecured borrowing facilities
provided by various lenders. These facilities generally include
provisions that may require any outstanding borrowings to
be repaid or the alteration or termination of the facilities
upon the occurrence of a change of control of the Company.
The Company’s 2010 LTIP and Executive Annual Bonus Plan
contain provisions relating to the vesting of awards in the
event of a change of control.
Going concern
The Group’s business activities, together with the factors
affecting its performance, including the COVID-19 pandemic,
are set out in the Strategic Report on pages 1 to 94.
Details of the finances of the Group, including its strong
liquidity position, attractively priced borrowing facilities and
favourable debt maturity profile are set out in ‘Our financial
results’ on pages 42 to 45 and in notes 17 and 18 of the
financial statements on pages 179 to 182.
The directors have reviewed the current and projected
financial position of the Group, making reasonable
assumptions about future trading performance, with
particular focus on the impact of COVID-19 on the macro-
economic conditions in which the Group is operating. As part
of the review, the directors have modelled a series of market
scenarios to further understand the resilience of the business
to the impact of COVID-19. This included a going concern
scenario to consider the impact of market disruption on the
Group’s cash balances, its capital commitments, its debt
maturity profile, including undrawn facilities, its levels of
rent collection and the long-term nature of occupier leases.
Further information on the assumptions contained in the
going concern scenario is on page 164. On the basis of this
review, and after making due enquiries, the directors have
a reasonable expectation that the Company and the Group
have adequate resources to continue in operational existence
for a period of at least 12 months from the date of approval of
the financial statements. Accordingly, they continue to adopt
the going concern basis in preparing the Annual Report and
financial statements.
Viability statement
The Company’s viability statement is on page 94.
Annual Report 2020 Great Portland Estates 157
Directors’ responsibilities statement
The directors are responsible for the maintenance and
integrity of the corporate and financial information included
on the Company’s website. Legislation in the United Kingdom
governing the preparation and dissemination of financial
statements may differ from legislation in other jurisdictions.
Responsibility statement
We confirm that to the best of our knowledge:
– the financial statements, prepared in accordance with the
relevant financial reporting framework, give a true and fair
view of the assets, liabilities, financial position and profit or
loss of the Company and the undertakings included in the
consolidation taken as a whole;
– the Strategic Report includes a fair review of the
development and performance of the business and the
position of the Company and the undertakings included
in the consolidation taken as a whole, together with a
description of the principal risks and uncertainties that
they face; and
– the Annual Report and financial statements, taken as a
whole, are fair, balanced and understandable and provide
the information necessary for shareholders to assess
the Company’s position, performance, business model
and strategy.
This responsibility statement was approved by the Board
of Directors and is signed on its behalf by:
Toby Courtauld
Chief Executive
9 June 2020
Nick Sanderson
Finance and Operations Director
9 June 2020
The directors are responsible for preparing the Annual Report
and the financial statements in accordance with applicable
law and regulations.
Company law requires the directors to prepare financial
statements for each financial year. Under that law the
directors are required to prepare the Group financial
statements in accordance with International Financial
Reporting Standards (IFRSs) as adopted by the European
Union and Article 4 of the IAS Regulation and have elected
to prepare the parent company financial statements in
accordance with United Kingdom Generally Accepted
Accounting Practice (United Kingdom Accounting Standards
and applicable law), including FRS 101 ‘Reduced Disclosure
Framework’. Under Company law the directors must not
approve the accounts unless they are satisfied that they give a
true and fair view of the state of affairs of the Company and of
the profit or loss of the Company for that period.
In preparing the parent company financial statements,
the directors are required to:
– select suitable accounting policies and then apply
them consistently;
– make judgements and accounting estimates that are
reasonable and prudent;
– state whether applicable UK Accounting Standards
have been followed, subject to any material departures
disclosed and explained in the financial statements; and
– prepare the financial statements on the going concern
basis unless it is inappropriate to presume that the
Company will continue in business.
In preparing the Group financial statements, International
Accounting Standard 1 requires that directors:
– properly select and apply accounting policies;
– present information, including accounting policies, in
a manner that provides relevant, reliable, comparable
and understandable information;
– provide additional disclosures when compliance with the
specific requirements in IFRSs are insufficient to enable
users to understand the impact of particular transactions,
other events and conditions on the entity’s financial
position and financial performance; and
– make an assessment of the Company’s ability to continue
as a going concern.
The directors are responsible for keeping adequate
accounting records that are sufficient to show and explain
the Company’s transactions and disclose with reasonable
accuracy at any time the financial position of the Company
and enable them to ensure that the financial statements
comply with the Companies Act 2006. They are also
responsible for safeguarding the assets of the Company
and hence for taking reasonable steps for the prevention and
detection of fraud and other irregularities.
158
Great Portland Estates Annual Report 2020
Financial statements
In this section:
160 Group income statement
160 Group statement of comprehensive income
161 Group balance sheet
162 Group statement of cash flows
163 Group statement of changes in equity
164 Notes forming part of the
Group financial statements
187
Independent auditor’s report
197 Company balance sheet
199 Notes forming part of the
Company financial statements
A
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Space to relax as the boundaries between
work and leisure blur
Annual Report 2020 Great Portland Estates 159
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i
Group income statement
For the year ended 31 March 2020
Total revenue
Net rental income
Joint venture management fee income
Rental and joint venture fee income
Property expenses
Net rental and related income
Administration expenses
Development management revenue
Development management costs
Development management losses
Trading property revenue
Trading property cost of sales
Profit/(loss) on sale of trading property
Operating profit before (deficit)/surplus on property and results of joint ventures
(Deficit)/surplus from investment property
Share of results of joint ventures
Operating profit
Finance income
Finance costs
Fair value movement on convertible bond
Profit before tax
Tax
Profit for the year
Basic earnings per share
Diluted earnings per share
Basic EPRA earnings per share
Diluted EPRA earnings per share
All results are derived from continuing operations in the United Kingdom and are attributable to ordinary equity holders.
Notes
2
3
12
4
5
11
10
12
6
7
8
9
9
9
9
2020
£m
102.4
2019
£m
112.4
79.9
2.1
82.0
(8.1)
73.9
(29.0)
–
(0.2)
(0.2)
6.4
(5.6)
0.8
45.5
(52.6)
57.9
50.8
7.3
(6.5)
–
51.6
0.2
51.8
20.0p
20.0p
22.0p
22.0p
80.3
3.8
84.1
(11.9)
72.2
(25.1)
–
(0.3)
(0.3)
14.4
(23.9)
(9.5)
37.3
7.3
10.0
54.6
8.3
(8.1)
1.3
56.1
(6.6)
49.5
17.9p
17.1p
19.5p
19.4p
Group statement of comprehensive income
For the year ended 31 March 2020
Profit for the year
Items that will not be reclassified subsequently to profit and loss
Actuarial loss on defined benefit scheme
Deferred tax on actuarial loss on defined benefit scheme
Total comprehensive income and expense for the year
Notes
26
2020
£m
51.8
(0.4)
–
51.4
2019
£m
49.5
(0.9)
0.2
48.8
160
Great Portland Estates Annual Report 2020
Group balance sheet
At 31 March 2020
Non-current assets
Investment property
Investment in joint ventures
Property, plant and equipment
Other investments
Current assets
Trading property
Trade and other receivables
Corporation tax
Cash and cash equivalents
Total assets
Current liabilities
Trade and other payables
Corporation tax
Non-current liabilities
Interest-bearing loans and borrowings
Obligations under head leases
Obligations under occupational leases
Pension liabilities
Deferred tax
Total liabilities
Net assets
Equity
Share capital
Share premium account
Capital redemption reserve
Retained earnings
Investment in own shares
Total equity
Basic net assets per share
EPRA NAV
Approved by the Board on 9 June 2020 and signed on its behalf by:
Toby Courtauld
Chief Executive
Nick Sanderson
Finance and Operations Director
Notes
2020
£m
2019
£m
10
12
13
14
11
15
8
16
8
17
19
20
26
8
21
21
22
9
9
1,987.1
647.0
7.5
0.2
2,641.8
–
16.1
0.5
94.9
111.5
2,753.3
(60.0)
–
(60.0)
(444.3)
(40.7)
(4.8)
(0.4)
–
(490.2)
(550.2)
2,203.1
38.7
46.0
326.7
1,792.3
(0.6)
2,203.1
868p
868p
2,025.0
511.9
4.0
–
2,540.9
5.6
10.9
–
139.4
155.9
2,696.8
(47.1)
(3.3)
(50.4)
(296.0)
(40.7)
–
–
–
(336.7)
(387.1)
2,309.7
41.4
46.0
324.0
1,900.0
(1.7)
2,309.7
851p
853p
Annual Report 2020 Great Portland Estates 161
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Group statement of cash flows
For the year ended 31 March 2020
Operating activities
Operating profit
Adjustments for non-cash items
Decrease in trading property
(Increase)/decrease in receivables
Increase/(decrease) in payables
Cash generated from operations
Interest paid
Interest received
Tax paid
Cash flows from operating activities
Investing activities
Distributions from joint ventures
Funds to joint ventures
Purchase of other investments
Purchase and development of property
Purchase of plant and equipment
Sale of properties
Investment in joint ventures
Cash flows from investing activities
Financing activities
Revolving credit facility drawn
Repayment of convertible bond
Issue of private placement notes
Purchase of own shares
Capital returned via a B share scheme
Payment of lease obligations
Dividends paid
Cash flows from financing activities
Net decrease in cash and cash equivalents
Cash and cash equivalents at 1 April
Cash and cash equivalents at 31 March
Notes
23
17
17
17
21
24
2020
£m
50.8
(2.4)
4.9
(6.4)
4.8
51.7
(10.1)
0.6
(3.6)
38.6
4.6
(56.9)
(0.2)
(64.6)
(0.1)
66.9
(18.0)
(68.3)
149.1
–
–
(127.8)
–
(2.8)
(33.3)
(14.8)
(44.5)
139.4
94.9
2019
£m
54.6
(13.7)
13.4
2.2
(13.5)
43.0
(12.3)
1.3
(5.0)
27.0
10.1
(35.6)
–
(47.6)
(0.1)
342.1
(45.6)
223.3
–
(149.6)
99.7
(73.7)
(306.0)
–
(32.7)
(462.3)
(212.0)
351.4
139.4
162
Great Portland Estates Annual Report 2020
Group statement of changes in equity
For the year ended 31 March 2020
Total equity at 1 April 2019
Adoption of IFRS 16
Total equity at 1 April 2019 restated
Profit for the year
Actuarial loss on defined benefit scheme
Total comprehensive income for the year
Employee Long-Term Incentive Plan charge
Dividends to shareholders
Share buyback
Transfer to retained earnings
Total equity at 31 March 2020
Notes
22
24
21
22
Share
capital
£m
41.4
–
41.4
–
–
–
–
–
(2.7)
–
38.7
Share
premium
account
£m
Capital
redemption
reserve
£m
46.0
–
46.0
–
–
–
–
–
–
–
46.0
324.0
–
324.0
–
–
–
–
–
2.7
–
326.7
Retained
earnings
£m
1,900.0
(0.7)
1,899.3
51.8
(0.4)
51.4
–
(33.2)
(126.7)
1.5
1,792.3
Investment
in own
shares
£m
(1.7)
–
(1.7)
–
–
–
2.6
–
–
(1.5)
(0.6)
Total
equity
£m
2,309.7
(0.7)
2,309.0
51.8
(0.4)
51.4
2.6
(33.2)
(126.7)
–
2,203.1
Group statement of changes in equity
For the year ended 31 March 2019
Total equity at 1 April 2018
Profit for the year
Actuarial loss on defined benefit scheme
Deferred tax on actuarial loss on defined
benefit scheme
Total comprehensive income for the year
Employee Long-Term Incentive Plan charge
Dividends to shareholders
Share buyback
Transfer to retained earnings
Total equity at 31 March 2019
Share
capital
£m
Share
premium
account
£m
Capital
redemption
reserve
£m
Notes
43.0
–
–
–
–
–
–
(1.6)
–
41.4
46.0
–
–
–
–
–
–
–
–
46.0
322.4
–
–
–
–
–
–
1.6
–
324.0
22
24
21
22
Retained
earnings
£m
1,957.9
49.5
(0.9)
0.2
48.8
–
(32.5)
(74.8)
0.6
1,900.0
Investment
in own
shares
£m
(2.4)
–
–
–
–
1.3
–
–
(0.6)
(1.7)
Total
equity
£m
2,366.9
49.5
(0.9)
0.2
48.8
1.3
(32.5)
(74.8)
–
2,309.7
Annual Report 2020 Great Portland Estates 163
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Notes forming part of the Group financial statements
1 Accounting policies
Basis of preparation
Great Portland Estates plc is a public company limited by shares incorporated and domiciled in the United Kingdom
(England and Wales). The address of the registered office is given on page 211. The financial statements have been prepared
in accordance with IFRSs adopted by the European Union and therefore the Group financial statements comply with Article 4
of the EU IAS Regulation.
The financial statements have been prepared on the historical cost basis, except for the revaluation of properties and certain
financial instruments which are held at fair value. The consolidated financial statements, including the results and financial
position, are expressed in Sterling (£), which is the functional and presentation currency of the Group.
The directors have considered the appropriateness of adopting the going concern basis in preparing the financial statements
for the year ended 31 March 2020, with particular focus on the significant impact COVID-19 is having on the macro-economic
conditions in which the Group is operating. This assessment is based on the next 12 months of the Group’s financial forecasts,
including a going concern scenario which included the following key assumptions:
– a 35% decline in the valuation of the property portfolio;
– a twelve-month delay to developments; and
– an overall decline of around 35% in rental income.
The going concern scenario demonstrates that the Group over the next 12 months:
– has significant liquidity to fund its ongoing operations;
– is operating with significant headroom above its Group debt financing covenants;
– property values would have to fall by a further 41% before breach (or 70% from 31 March 2020 values);
– due to the measurement of its income related bank covenants, in particular the treatment of capitalised interest, for the
year ended 31 March 2020, the Group did not have a net interest charge. As a result, its interest cover covenant was not
measurable. Absent the benefit of capitalised interest, as assumed in the going concern assessment, earnings before
interest and tax would need to fall by a further 77% before breach (or 90% from 31 March 2020 levels); and
– has no debt maturities.
Based on these considerations, together with extensive stress testing, available market information and the directors’
knowledge and experience of the Group’s property portfolio and markets, the directors have adopted the going concern basis
in preparing the accounts for the year ended 31 March 2020.
Significant judgements and sources of estimation uncertainty
In the process of preparing the financial statements, the directors are required to make certain judgements, assumptions and
estimates. Not all of the Group’s accounting policies require the directors to make difficult, subjective or complex judgements
or estimates. Any estimates and judgements made are continually evaluated and are based on historical experience and other
factors, including expectations of future events that are believed to be reasonable under the circumstances. Although these
estimates are based on the directors’ best knowledge of the amount, event or actions, actual results may differ from
those estimates.
No significant judgements have been made.
The following is intended to provide an understanding of the estimates that management consider critical because of the level
of complexity, judgement or estimation involved in their application and their impact on the financial statements.
Key source of estimation uncertainty: property portfolio valuation
The valuation to assess the fair value of the Group’s investment properties is prepared by its external valuer. The valuation is
based upon a number of assumptions including future rental income, anticipated maintenance costs, future development
costs and an appropriate discount rate. The valuers also make reference to market evidence of transaction prices for similar
properties. An adjustment to any of these assumptions could lead to a material change in the property valuation. For 31 March
2020, the rapid spread of COVID-19 has disrupted activity in real estate markets creating heightened valuation uncertainty
for the Group’s valuers. As a result, the valuation report includes a clause which highlights a ‘material valuation uncertainty’.
This clause serves as a precaution and does not invalidate the valuation and does not mean that the valuation cannot be relied
upon. Rather, it is intended to highlight that due to current extraordinary circumstances, less certainty can be attached to the
valuation than would otherwise be the case.
For the current year and prior year the directors adopted the valuation without adjustment, further information is provided in
the accounting policy for investment property and note 10.
164
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1 Accounting policies continued
New accounting standards
During the year ended 31 March 2020, the following accounting standards and guidance were adopted by the Group:
– IFRS 16 Leases (see below);
– IFRIC 23 Uncertainty over Income Tax Treatments;
– Long-term Interests in Associates and Joint Ventures (Amendments to IAS 28);
– Annual Improvements to IFRS Standards 2015–2017 Cycle;
– Prepayment Features with Negative Compensation (Amendments to IFRS 9); and
– Plan Amendment, Curtailment or Settlement (Amendments to IAS 19).
The adoption of the Standards and Interpretations has not significantly impacted these financial statements and any changes
to our accounting policies as a result of their adoption have been reflected in this note.
At the date of approval of these financial statements, the following Standards and Interpretations were in issue but not yet
effective (and in some cases had not yet been adopted by the EU) and have not been applied in these financial statements:
– Amendments to References to the Conceptual Framework in IFRS Standards;
– Definition of a Business (Amendments to IFRS 3);
– Definition of Material (Amendments to IAS 1 and IAS 8);
– Interest Rate Benchmark Reform (Amendments to IFRS 9, IAS 39 and IFRS 7); and
– Classification of Liabilities as Current or Non-Current (Amendments to IAS 1).
None of these are expected to have a significant effect on the financial statements of the Group.
This is the Group’s first set of financial statements where IFRS 16 Leases has been applied. There have been no retrospective
adjustments made to the prior year figures. The impact on the results on adoption of this standard is set out below:
– IFRS 16 replaces IAS 17 Leases and requires all operating leases in excess of one year, where the Group is the lessee, to
be included on the Group’s balance sheet, and recognise a right-of-use asset and a related lease liability representing the
obligation to make lease payments. The right-of-use asset is assessed for impairment annually (incorporating any onerous
lease assessments) and amortised on a straight-line basis, with the lease liability being amortised using the effective interest
method. The accounting for lessors does not significantly change. The Group’s only significant lease commitments relates to
its head office;
– the Group has applied IFRS 16 using the modified retrospective approach and has not restated comparative information.
The transition date of initial application of IFRS 16 for the Group is 1 April 2019. The Group recognised a right of use asset
of £4.9 million in property, plant and equipment (note 13) and a lease liability of £5.6 million (note 20) at the transition date.
The impact at transition date on the opening retained earnings is £0.7 million;
– the impact on the consolidated income statement for the period ended 31 March 2020 is a £0.1 million decrease in
administration expenses and a £0.1 million increase in finance costs. In the Group statement of cash flows the depreciation
of the right of use assets of £0.8 million is included in operating profit and the repayment of the lease liability of £0.9 million is
included in financing activities improving operational cash flows; and
– in the prior year, operating lease commitments were disclosed under IAS 17 with undiscounted non-cancellable future lease
payments of £6.1 million at 31 March 2019. After discounting using an incremental borrowing rate of 3.2%, the future lease
payments under IFRS 16, the liability reduced to £5.6 million.
The Group’s accounting policies under IFRS 16 are as follows:
Leases – the Group as a lessor
Rent receivable is recognised in the income statement on a straight-line basis over the term of the lease. In the event that a
lease incentive is granted to a lessee, such incentives are recognised as an asset, with the aggregate cost of the incentive
recognised as a reduction in rental income on a straight-line basis over the term of the lease.
Leases – the Group as lessee
Where the Group is a lessee, a right of use asset and lease liability are recognised at the outset of the lease. The lease liability is
initially measured at the present value of the lease payments based on the Group’s expectations of the likelihood of the lease
term. The lease liability is subsequently adjusted to reflect an imputed finance charge, payments made to the lessor and any
lease modifications.
Annual Report 2020 Great Portland Estates 165
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1 Accounting policies continued
The right of use asset is initially measured at cost, which comprises the amount of the lease liability, direct costs incurred,
less any lease incentives received by the Group. The Group has two categories of right of use assets: those in respect of head
leases related to its leasehold properties and an occupational lease for its head office. The right of use asset in respect of head
leases is classified as investment property and is added to the carrying value of the leasehold investment property. The right of
use asset in respect of its occupational leases is classified as property, plant and equipment and is subsequently depreciated
over the length of the lease.
Basis of consolidation
The Group’s financial statements consolidate the financial statements of the Company and all its subsidiary undertakings for
the year ended 31 March 2020. Subsidiary undertakings are those entities controlled by the Group. Control exists when the
Company is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those
returns through its power over the investee.
Rental income
This comprises rental income and premiums on lease surrenders on investment properties for the year, exclusive of service
charges receivable.
Lease incentives
Lease incentives, including rent-free periods and payments to occupiers, are allocated to the income statement on a straight-
line basis over the lease term or on another systematic basis, if applicable. The value of resulting accrued rental income is
included within the respective property.
Other property expenses
Irrecoverable running costs directly attributable to specific properties within the Group’s portfolio are charged to the income
statement as other property expenses. Costs incurred in the improvement of the portfolio which, in the opinion of the
directors, are not of a capital nature are written-off to the income statement as incurred.
Administration expenses
Costs not directly attributable to individual properties are treated as administration expenses.
Share-based payment
The cost of granting share-based payments to employees and directors is recognised within administration expenses in the
income statement. The Group has used the Stochastic model to value the grants, which is dependent upon factors including
the share price, expected volatility and vesting period, and the resulting fair value is amortised through the income statement
over the vesting period. The charge is recognised over the vesting period and reversed if it is likely that any non-market-based
performance or service criteria will not be met.
Segmental analysis
The directors are required to present the Group’s financial information by business segment or geographical area.
This requires a review of the Group’s organisational structure and internal reporting system to identify reportable segments
and an assessment of where the Group’s assets or customers are located.
All of the Group’s revenue is generated from investment and trading properties located in central London. The properties
are managed as a single portfolio by a portfolio management team whose responsibilities are not segregated by location
or type, but are managed on an asset-by-asset basis. The majority of the Group’s assets are mixed-use, therefore the office,
retail and any residential space is managed together. Within the property portfolio, the Group has a number of properties
under development. The directors view the Group’s development activities as an integral part of the life cycle of each of its
assets rather than a separate business or division. The nature of developing property means that whilst a property is under
development it generates no revenue and has no operating results. Once a development has completed, it returns to the
investment property portfolio, or if it is a trading property, it is sold. The directors have considered the nature of the business,
how the business is managed and how they review performance and, in their judgement, the Group has only one reportable
segment. The components of the valuation, as provided by the external valuer, are set out in note 10.
Investment property
Both leasehold and freehold investment properties and investment properties under development are professionally valued
on a fair value basis by qualified external valuers and the directors must ensure that they are satisfied that the valuation of the
Group’s properties is appropriate for inclusion in the accounts without adjustment.
The valuations have been prepared in accordance the RICS Valuation – Global Standards 2017 (incorporating the International
Valuation Standards) and the UK national supplement 2018 (the Red Book) and have been primarily derived using comparable
recent market transactions on arm’s length terms.
166
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1 Accounting policies continued
For investment property, this approach involves applying market-derived capitalisation yields to current and market-derived
future income streams with appropriate adjustments for income voids arising from vacancies or rent-free periods.
These capitalisation yields and future income streams are derived from comparable property and leasing transactions and
are considered to be the key inputs in the valuation. Other factors that are taken into account in the valuations include the
tenure of the property, tenancy details, non-payment of rent, planning, building and environmental factors that might affect
the property.
In the case of investment property under development, the approach applied is the ‘residual method’ of valuation, which is the
investment method of valuation as described above with a deduction for the costs necessary to complete the development,
together with an allowance for the remaining risk.
The Group recognises sales and purchases of property when control passes on completion of the contract. Gains or losses on
the sale of properties are calculated by reference to the carrying value at the end of the previous year, adjusted for subsequent
capital expenditure.
Trading property
Trading property is being developed for sale or being held for sale after development is complete, and is carried at the
lower of cost and net realisable value. Revenue is recognised on completion of disposal. Cost includes direct expenditure
and capitalised interest. Cost of sales, including costs associated with off-plan residential sales, are expensed to the income
statement as incurred.
Depreciation
No depreciation is provided in respect of freehold investment properties and leasehold investment properties. Plant and
equipment is held at cost less accumulated depreciation. Depreciation is provided on plant and equipment, at rates calculated
to write off the cost, less residual value prevailing at the balance sheet date of each asset evenly over its expected useful life,
as follows:
Fixtures and fittings – over three to five years.
Leasehold improvements – over the term of the lease.
Joint ventures
Joint ventures are accounted for under the equity method where, in the directors’ judgement, the Group has joint control
of the entity. The Group’s level of control in its joint ventures is driven both by the individual agreements which set out how
control is shared by the partners and how that control is exercised in practice. The Group balance sheet contains the Group’s
share of the net assets of its joint ventures. Balances with partners owed to or from the Group by joint ventures are included
within investments. The Group’s share of joint venture profits and losses are included in the Group income statement in a
single line. All of the Group’s joint ventures adopt the accounting policies of the Group for inclusion in the Group financial
statements. There have been no new joint ventures during the year and no changes to any of the agreements in place.
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Income tax
Current tax is the amount payable on the taxable income for the year and any adjustment in respect of previous years.
Deferred tax is provided in full on temporary differences between the tax base of an asset or liability and its carrying amount in
the balance sheet. Deferred tax is determined using tax rates that have been enacted or substantively enacted by the balance
sheet date and are expected to apply when the asset is realised or the liability is settled. Deferred tax assets are recognised
when it is probable that taxable profits will be available against which the deferred tax assets can be utilised. No provision
is made for temporary differences arising on the initial recognition of assets or liabilities that affect neither accounting
nor taxable profit. Tax is included in the income statement except when it relates to items recognised directly in other
comprehensive income or equity, in which case the related tax is also recognised directly in other comprehensive income
or equity.
Pension benefits
The Group contributes to a defined benefit pension plan which is funded with assets held separately from those of the Group.
The full value of the net assets or liabilities of the pension fund is brought on to the balance sheet at each balance sheet date.
Actuarial gains and losses are taken to other comprehensive income; all other movements are taken to the income statement.
Capitalisation of interest
Interest associated with direct expenditure on investment and trading properties under development is capitalised.
Direct expenditure includes the purchase cost of a site if it has been purchased with the specific intention to redevelop,
but does not include the original book cost of a site where no intention existed. Interest is capitalised from the start of the
development work until the date of practical completion. The rate used is the Group’s weighted average cost of borrowings
or, if appropriate, the rate on specific associated borrowings.
Annual Report 2020 Great Portland Estates 167
Notes forming part of the Group financial statements continued
1 Accounting policies continued
Other investments
Other investments comprise investments in Pi Labs European PropTech venture capital fund which is measured at fair value,
based on the net assets of the fund, this is a Level 2 valuation as defined by IFRS 13. Changes in fair value are recognised in
profit or loss.
Financial instruments
i Derivatives The Group may use derivative financial instruments to hedge its exposure to foreign currency fluctuations and
interest rate risks. The Group’s derivatives are measured at fair value in the balance sheet. Derivatives are initially recognised at
fair value at the date a derivative contract is entered into. At 31 March 2020, the Group had no derivatives.
ii Borrowings The Group’s borrowings in the form of its debentures, private placement notes and bank loans are recognised
initially at fair value, after taking account of any discount or premium on issue and attributable transaction costs. Subsequently,
borrowings are held at amortised cost, with any discounts, premiums and attributable costs charged to the income statement
using the effective interest rate method.
iii Convertible bond The Group’s convertible bond could be settled in shares, cash or a combination of both at the Group’s
discretion. The bonds were designated at fair value through profit and loss upon initial recognition, with any gains or losses
arising subsequently due to re-measurement being recognised in the income statement. The convertible bonds matured in
the prior year.
iv Cash and cash equivalents Cash and cash equivalents comprise cash in hand, demand deposits and other short-term highly
liquid investments that are readily convertible into a known amount of cash and are subject to insignificant risk of changes
in value.
v Trade receivables and payables Trade receivables and payables are initially measured at fair value, and are subsequently
measured at amortised cost using the effective interest rate method.
2 Total revenue
Gross rental income
Spreading of tenant lease incentives
Service charge income
Joint venture fee income
Trading property revenue
3 Net rental income
Gross rental income
Spreading of tenant lease incentives
Ground rents
4 Property expenses
Service charge income
Service charge expenses
Other property expenses
168
Great Portland Estates Annual Report 2020
2020
£m
80.7
0.3
12.9
2.1
6.4
102.4
2020
£m
80.7
0.3
(1.1)
79.9
2020
£m
(12.9)
14.8
6.2
8.1
2019
£m
82.9
(1.6)
12.9
3.8
14.4
112.4
2019
£m
82.9
(1.6)
(1.0)
80.3
2019
£m
(12.9)
15.1
9.7
11.9
5 Administration expenses
Employee costs
Operating leases
Depreciation
Other head office costs
2020
£m
20.5
–
1.5
7.0
29.0
2019
£m
17.2
1.0
0.8
6.1
25.1
Included within employee costs is an accounting charge for the LTIP scheme of £2.6 million (2019: £1.3 million). Employee costs,
including those of directors, comprise the following:
Wages and salaries (including annual bonuses)
Share-based payments
Social security costs
Other pension costs
Less: recovered through service charges
Less: capitalised into development projects
Key management compensation
2020
£m
15.7
2.6
2.6
1.6
22.5
(1.2)
(0.8)
20.5
2019
£m
14.0
1.3
2.3
1.6
19.2
(1.5)
(0.5)
17.2
The emoluments and pension benefits of the directors are set out in detail within the Directors’ remuneration report on pages
126 to 154. The directors and the Executive Committee are considered to be key management for the purposes of IAS 24
‘Related Party Transactions’ with their aggregate compensation set out below:
Wages and salaries (including annual bonuses)
Share-based payments
Social security costs
Other pension costs
2020
£m
4.0
0.9
0.6
0.4
5.9
2019
£m
3.3
0.4
0.5
0.4
4.6
The Group had loans to key management of £6,026 outstanding at 31 March 2020. The Group’s key management, its pension
plan and joint ventures are the Group’s only related parties.
Employee information
The average number of employees of the Group, including directors, was:
Head office and property management
Auditor’s remuneration
Audit of the Company’s annual accounts
Audit of subsidiaries
Audit-related assurance services, including the interim review
Total audit and audit-related services
Other services
2020
Number
114
2019
Number
110
2020
£000’s
2019
£000’s
171
100
271
77
348
–
348
123
102
225
75
300
–
300
Annual Report 2020 Great Portland Estates 169
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Notes forming part of the Group financial statements continued
6 Finance income
Interest on balances with joint ventures
Interest on cash deposits
7 Finance costs
Interest on revolving credit facilities
Interest on private placement notes
Interest on debenture stock
Interest on convertible bond
Interest on obligations under occupational leases
Interest on obligations under head leases
Gross finance costs
Less: capitalised interest at an average rate of 3.1% (2019: 3.2%)
8 Tax
Current tax
UK corporation tax
Tax (over provided)/under provided in previous years
Total current tax
Deferred tax
Tax (credit)/charge for the year
2020
£m
6.9
0.4
7.3
2020
£m
2.3
6.8
1.2
–
0.1
1.9
12.3
(5.8)
6.5
2020
£m
–
(0.2)
(0.2)
–
(0.2)
The difference between the standard rate of tax and the effective rate of tax arises from the items set out below:
Profit before tax
Tax charge on profit at standard rate of 19% (2019: 19%)
REIT tax-exempt rental profits and gains
Changes in fair value of properties not subject to tax
Changes in fair value of financial instruments not subject to tax
Prior periods’ corporation tax
Gains in respect of sales of investment properties subject to tax
Gains in respect of £150 million 1% convertible bonds 2018
Other
Tax (credit)/charge for the year
2020
£m
51.6
9.8
(13.5)
2.3
–
(0.2)
–
–
1.4
(0.2)
2019
£m
7.1
1.2
8.3
2019
£m
3.0
6.2
1.2
0.6
–
1.9
12.9
(4.8)
8.1
2019
£m
8.1
0.1
8.2
(1.6)
6.6
2019
£m
56.1
10.7
(9.8)
(1.4)
(0.2)
0.1
6.8
2.8
(2.4)
6.6
During the year, £nil million of deferred tax was credited directly to equity (2019: £0.2 million). The Group’s net deferred tax
asset at 31 March 2020 was £nil (2019: £nil) consisting of a deferred tax liability of £0.1 million (2019: £0.1 million) and a deferred
tax asset of £0.1 million (2019: £0.1 million).
170
Great Portland Estates Annual Report 2020
8 Tax continued
Movement in deferred tax
At 1 April
2019
£m
Recognised in
the income
statement
£m
Recognised in
equity
£m
At 31 March
2020
£m
Net deferred tax asset/(liability) in respect of other timing differences
–
–
–
–
A deferred tax asset of £3.7 million (2019: £2.5 million), mainly relating to revenue losses and contingent share awards was
not recognised because it is uncertain whether future taxable profits will arise against which this asset can be utilised.
As a REIT, the Group is largely exempt from corporation tax in respect of its rental profits and chargeable gains relating to its
property rental business. The Group is otherwise subject to corporation tax. In particular, the Group’s REIT exemption does
not extend to either profits arising from the sale of trading properties or profits arising from the sale of investment properties
in respect of which a major redevelopment has completed within the preceding three years.
In order to ensure that the Group is able to both retain its status as a REIT and to avoid financial charges being imposed,
a number of tests (including a minimum distribution test) must be met by both Great Portland Estates plc and by the
Group as a whole on an ongoing basis. These conditions are detailed in the Corporation Tax Act 2010.
Additionally, during August 2019, HMRC published new guidance which states that it considers that the REIT exemption also
does not extend to profits arising from the sale of investment properties which are undergoing a major redevelopment at
the time of sale. The Group will continue to consider its potential effect of this guidance on any recent and future sales by
the Group.
9 Alternative performance measures and EPRA metrics
Adjusted earnings and net assets per share are calculated in accordance with the Best Practice Recommendations issued by
the European Public Real Estate Association (EPRA). The recommendations are designed to make the financial statements
of public real estate companies clearer and more comparable across Europe, enhancing the transparency and coherence of
the sector. The directors consider these EPRA metrics, and the other metrics provided, to be the most appropriate method of
reporting the value and performance of the business.
Weighted average number of ordinary shares
Issued ordinary share capital at 1 April
Share buyback
Investment in own shares
Weighted average number of ordinary shares at 31 March – Basic
Basic and diluted earnings per share
2020
Number of
shares
2019
Number of
shares
271,365,894
(11,864,663)
(1,109,303)
258,391,928
281,663,675
(4,608,662)
(1,122,294)
275,932,719
Basic
Dilutive effect of convertible bond
Dilutive effect of LTIP shares
Diluted
Profit
after tax
2020
£m
Number
of shares
2020
million
Profit
per share
2020
pence
Profit
after tax
2019
£m
Number
of shares
2019
million
Profit
per share
2019
pence
51.8
–
–
51.8
258.4
–
0.8
259.2
20.0
–
–
20.0
49.5
(0.7)
–
48.8
275.9
8.7
0.4
285.0
17.9
(0.8)
–
17.1
Annual Report 2020 Great Portland Estates 171
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9 Alternative performance measures and EPRA metrics continued
Basic and diluted EPRA earnings per share
Profit
after tax
2020
£m
Number
of shares
2020
million
Earnings
per share
2020
pence
Profit
after tax
2019
£m
Number
of shares
2019
million
Earnings
per share
2019
pence
Basic
Deficit/(surplus) from investment property net of tax (note 10)
Surplus from joint venture investment property (note 12)
Movement in fair value of convertible bond net of tax
Movement in fair value of derivatives in joint ventures
(note 12)
(Profit)/loss on sale of trading property net of tax
Deferred tax (note 8)
Basic EPRA earnings
Dilutive effect of LTIP shares
Diluted EPRA earnings
51.8
52.6
(46.6)
–
–
(0.8)
–
57.0
–
57.0
258.4
–
–
–
–
–
–
258.4
0.8
259.2
20.0
20.3
(18.0)
–
–
(0.3)
–
22.0
–
22.0
49.5
(1.4)
(3.4)
1.0
0.1
9.5
(1.6)
53.7
–
53.7
275.9
–
–
–
–
–
–
275.9
0.4
276.3
17.9
(0.5)
(1.2)
0.4
–
3.5
(0.6)
19.5
(0.1)
19.4
EPRA net assets per share
Basic net assets
Investment in own shares
Dilutive effect of LTIP shares
Diluted net assets
Fair value of derivatives in joint ventures (note 12)
Deferred tax (note 8)
EPRA NAV
Fair value of financial liabilities (note 17)
Fair value of financial liabilities in joint ventures (note 12)
Fair value of derivatives in joint ventures (note 12)
Deferred tax (note 8)
EPRA NNNAV
Net assets
2020
£m
2,203.1
–
–
2,203.1
–
–
2,203.1
9.8
(1.4)
–
–
2,211.5
Number
of shares
2020
million
Net assets
per share
2020
pence
Net assets
2019
£m
Number
of shares
2019
million
Net assets
per share
2019
pence
253.9
(1.1)
1.0
253.8
–
–
253.8
–
–
–
–
253.8
868
4
(4)
868
–
–
868
4
(1)
–
–
871
2,309.7
–
–
2,309.7
0.4
–
2,310.1
(7.2)
(1.0)
(0.4)
–
2,301.5
271.4
(1.1)
0.5
270.8
–
–
270.8
–
–
–
–
270.8
851
4
(2)
853
–
–
853
(3)
–
–
–
850
172
Great Portland Estates Annual Report 2020
9 Alternative performance measures and EPRA metrics continued
EPRA cost ratio (including share of joint ventures)
Administration expenses
Property expenses
Joint venture management fee income
Joint venture property and administration costs
EPRA costs (including direct vacancy costs) (A)
Direct vacancy costs
Joint venture direct vacancy cost
EPRA costs (excluding direct vacancy costs) (B)
Net rental income
Joint venture net rental income
Gross rental income (C)
Portfolio at fair value including joint ventures (D)
Cost ratio (including direct vacancy costs) (A/C)
Cost ratio (excluding direct vacancy costs) (B/C)
Cost ratio (by portfolio value) (A/D)
EPRA capital expenditure is included in note 10.
Net debt and loan-to-property value
£142.9 million 55⁄8% debenture stock 2029
£450.0 million revolving credit facility
Private placement notes
Less: cash balances
Net debt excluding joint ventures
Joint venture bank loans (at share)
Less: joint venture cash balances (at share)
Net debt including joint ventures (A)
Group properties at market value
Joint venture properties at market value
Properties at fair value including joint ventures (B)
Loan-to-property value (A/B)
Total accounting return
Opening EPRA NAV (A)
Closing EPRA NAV
Increase in EPRA NAV
Ordinary dividends paid in the year
Total return (B)
Total accounting return (B/A)
2020
£m
29.0
8.1
(2.1)
1.7
36.7
(3.8)
(0.4)
32.5
79.9
17.9
97.8
2019
£m
25.1
11.9
(3.8)
2.4
35.6
(6.1)
(0.4)
29.1
80.3
15.7
96.0
2,624.1
2,579.0
37.5%
33.2%
1.4%
37.1%
30.3%
1.4%
2020
£m
22.0
148.1
274.2
(94.9)
349.4
39.9
(16.0)
373.3
2019
£m
22.0
–
274.0
(139.4)
156.6
84.8
(17.4)
224.0
1,946.4
677.7
2,624.1
1,989.9
589.1
2,579.0
14.2%
8.7%
2020
Pence per
share
2019
Pence per
share
853.0
868.0
15.0
12.6
27.6
845.0
853.0
8.0
11.6
19.6
3.2%
2.3%
Annual Report 2020 Great Portland Estates 173
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Notes forming part of the Group financial statements continued
9 Alternative performance measures and EPRA metrics continued
Cash earnings per share
Profit
after tax
2020
£m
Number
of shares
2020
million
Earnings
per share
2020
pence
Profit
after tax
2019
£m
Number
of shares
2019
million
Earnings
per share
2019
pence
57.0
(5.8)
(4.4)
(0.3)
(2.7)
2.6
46.4
259.2
–
–
–
–
–
259.2
22.0
(2.2)
(1.7)
(0.1)
(1.1)
1.0
17.9
53.7
(4.8)
(3.5)
1.6
(1.0)
1.3
47.3
276.3
–
–
–
–
–
276.3
19.4
(1.7)
(1.3)
0.6
(0.4)
0.5
17.1
Diluted EPRA earnings
Capitalised interest
Capitalised interest in joint ventures
Spreading of tenant lease incentives
Spreading of tenant lease incentives in joint ventures
Employee Long-Term Incentive Plan charge
Cash earnings per share
10 Investment property
Investment property
Book value at 1 April 2018
Costs capitalised
Disposals
Net valuation surplus/(deficit) on investment property
Book value at 31 March 2019
Costs capitalised
Disposals
Net valuation deficit on investment property
Book value at 31 March 2020
Investment property under development
Book value at 1 April 2018
Costs capitalised
Interest capitalised
Net revaluation surplus on investment property under development
Book value at 31 March 2019
Costs capitalised
Interest capitalised
Net valuation deficit on investment property under development
Book value at 31 March 2020
Freehold
£m
Leasehold
£m
1,059.6
7.0
(336.6)
3.5
733.5
11.8
(56.9)
(22.4)
666.0
1,083.1
2.2
–
(4.2)
1,081.1
11.8
–
(23.3)
1,069.6
Freehold
£m
Leasehold
£m
162.5
38.8
4.8
4.3
210.4
48.1
5.8
(12.8)
251.5
–
–
–
–
–
–
–
–
–
Total
£m
2,142.7
9.2
(336.6)
(0.7)
1,814.6
23.6
(56.9)
(45.7)
1,735.6
Total
£m
162.5
38.8
4.8
4.3
210.4
48.1
5.8
(12.8)
251.5
Total investment property
917.5
1,069.6
1,987.1
The book value of investment property includes £40.7 million (2019: £40.7 million) in respect of the present value of future
ground rents. The market value of the portfolio (excluding these amounts) is £1,946.4 million. The market value of the Group’s
total property portfolio, including trading properties, was £1,946.4 million (2019: £1,989.9 million). The total portfolio value
including joint venture properties of £677.7 million (see note 12) was £2,624.1 million. At 31 March 2020, property with a carrying
value of £112.6 million (2019: £108.4 million) was secured under the first mortgage debenture stock (see note 17).
Surplus from investment property
Net valuation (deficit)/surplus on investment property
Profit on sale of investment properties
174
Great Portland Estates Annual Report 2020
2020
£m
(58.5)
5.9
(52.6)
2019
£m
3.6
3.7
7.3
10 Investment property continued
The Group’s investment properties, including those held in joint ventures (note 12), were valued on the basis of Fair Value by
CBRE Limited (CBRE), external valuers, as at 31 March 2020. The valuations have been prepared in accordance with the RICS
Valuation – Global Standards 2017 (incorporating the International Valuation Standards) and the UK national supplement 2018
(the Red Book) and have been primarily derived using comparable recent market transactions on arm’s length terms.
For the 31 March 2020 valuation, the rapid spread of COVID-19 has disrupted activity in real estate markets creating
heightened valuation uncertainty for the Group’s valuers. As a result, the valuation report includes a clause which highlights
a ‘material valuation uncertainty’ which is as follows:
“As at the valuation date, we consider that we can attach less weight to previous market evidence for comparison purposes,
to inform opinions of value. Indeed, the current response to COVID-19 means that we are faced with an unprecedented
set of circumstances on which to base a judgement. Our valuation is therefore reported on the basis of ‘material valuation
uncertainty’ as set out in VPS 3 and VPGA 10 of the RICS Valuation – Global Standards. Consequently, less certainty – and a
higher degree of caution – should be attached to our valuation than would normally be the case. Given the unknown future
impact that COVID-19 might have on the real estate market, we recommend that you keep the valuation of this portfolio
under frequent review.”
This clause serves as a precaution and does not invalidate the valuation, and does not mean that the valuation cannot be relied
upon. Rather, it is intended to highlight that due to current extraordinary circumstances, less certainty can be attached to the
valuation than would otherwise be the case.
The total fees, including the fixed fee for this assignment, earned by CBRE (or other companies forming part of the same
group of companies within the UK) from the Group are less than 5.0% of total UK revenues. The valuation at 31 March 2019 was
the first year for a new principal signatory of the CBRE valuation reports. CBRE has continuously been carrying out valuation
instructions for the Group for in excess of 20 years. CBRE has carried out valuation, agency and professional services on behalf
of the Group for in excess of 20 years.
Real estate valuations are complex and derived using comparable market transactions which are not publicly available and involve
an element of judgement. Therefore, in line with EPRA guidance, we have classified the valuation of the property portfolio as Level
3 as defined by IFRS 13. There were no transfers between levels during the year. Inputs to the valuation, including capitalisation
yields (typically the true equivalent yield) and rental values, are defined as ‘unobservable’ as defined by IFRS 13.
Key inputs to the valuation
North of Oxford Street
Rest of West End
City, Midtown and Southwark
ERV
True equivalent yield
Average
£ per sq ft
Range
£ per sq ft
Average
%
75
77
81
120
56
77
46 – 92
32 – 147
60 – 93
14 – 335
46 – 64
33 – 111
4.5
4.2
4.8
4.1
5.1
4.6
Range
%
4.1 – 6.8
3.6 – 6.7
3.6 – 6.2
3.1 – 6.2
4.4 – 5.6
4.4 – 4.9
Office
Retail
Office
Retail
Office
Retail
Everything else being equal, there is a positive relationship between rental values and the property valuation, such that an
increase in rental values will increase the valuation of a property and a decrease in rental values will reduce the valuation of
the property. Any percentage movement in rental values will translate into approximately the same percentage movement
in the property valuation. However, due to the long-term nature of leases, where the passing rent is fixed and often
subject to upwards only rent reviews, the impact will not be immediate and will be recognised over a number of years.
The relationship between capitalisation yields and the property valuation is negative and more immediate; therefore an
increase in capitalisation yields will reduce the valuation of a property and a reduction will increase its valuation. A decrease
in the capitalisation yield by 25 basis points would result in an increase in the fair value of the Group’s investment property
by £149.2 million, whilst a 25 basis point increase would reduce the fair value by £134.0 million. There are interrelationships
between these inputs as they are determined by market conditions, and the valuation movement in any one period depends
on the balance between them. If these inputs move in opposite directions (i.e. rental values increase and yields decrease)
valuation movements can be amplified, whereas if they move in the same direction they may offset, reducing the overall
net valuation movement. Additionally, investment property under development is sensitive to estimated income, cost and
developer’s profit assumptions included in the valuations.
At 31 March 2020, the Group had capital commitments of £57.5 million (2019: £93.6 million). For further detail see Our
development activities on pages 34 to 38.
Annual Report 2020 Great Portland Estates 175
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Notes forming part of the Group financial statements continued
10 Investment property continued
EPRA capital expenditure
Group
Acquisitions
Developments (including trading properties)
Investment property
Interest capitalised (including trading properties)
Joint ventures (at share)
Developments
Investment property
Interest capitalised
Total
See note 9 for further detail on EPRA measures.
11 Trading property
At 1 April
Disposals
At 31 March
2020
£m
–
48.1
23.6
5.8
34.1
0.7
4.4
116.7
2020
£m
5.6
(5.6)
–
2019
£m
–
38.8
9.2
4.8
70.5
5.8
3.5
132.6
2019
£m
19.5
(13.9)
5.6
The Group has developed a large mixed-use scheme at Rathbone Square, W1. Part of the approved scheme consisted of
residential units which the Group held for sale. As a result, the residential element of the scheme was classified as trading
property. During the year, the final residential unit was sold for £5.6 million.
12 Investment in joint ventures
The Group has the following investments in joint ventures:
At 1 April
Movement on joint venture balances
Additions
Share of profit of joint ventures
Share of revaluation surplus of joint ventures
Share of loss on disposal of joint venture properties
Share of results of joint ventures
Distributions
At 31 March
Equity
£m
329.1
–
18.0
11.3
46.6
–
57.9
(4.6)
400.4
Balances
with
partners
£m
182.8
63.8
–
–
–
–
–
–
246.6
2020
Total
£m
511.9
63.8
18.0
11.3
46.6
–
57.9
(4.6)
647.0
2019
Total
£m
423.7
42.7
45.6
6.6
3.5
(0.1)
10.0
(10.1)
511.9
All of the Group’s joint ventures operate solely in the United Kingdom and comprise the following:
The GHS Limited Partnership
The Great Capital Partnership (inactive)
The Great Ropemaker Partnership
The Great Victoria Partnerships
The Great Wigmore Partnership (inactive)
Country of registration
Jersey
United Kingdom
United Kingdom
United Kingdom
United Kingdom
2020
ownership
2019
ownership
50%
50%
50%
50%
50%
50%
50%
50%
50%
50%
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12 Investment in joint ventures continued
The Group’s share in the assets and liabilities, revenues and expenses for the joint ventures is set out below:
Balance sheets
Investment property
Current assets
Cash
Balances (from)/to partners
Bank loans
Derivatives
Current liabilities
Finance leases
Net assets
Income statements
Net rental income
Property and administration costs
Net finance costs
Movement in fair value of derivatives
Profit/(loss) from joint ventures
Revaluation of investment property
Loss on sale of investment property
Share of results of joint ventures
The GHS
Limited
Partnership
The Great
Ropemaker
Partnership
£m
£m
The Great
Victoria
Partnerships
£m
Other
£m
2020
Total
£m
2020
At share
£m
2019
At share
£m
677.5
1.3
13.2
(208.6)
–
–
(8.3)
–
475.1
541.3
5.1
8.3
(295.6)
–
–
(9.8)
(10.3)
239.0
147.0
0.8
10.4
10.9
(79.8)
–
(2.5)
–
86.8
–
–
–
–
–
–
(0.1)
–
(0.1)
1,365.8
7.2
31.9
(493.3)
(79.8)
–
(20.7)
(10.3)
800.8
682.9
3.6
16.0
(246.6)
(39.9)
–
(10.4)
(5.2)
400.4
594.3
2.4
17.4
(182.8)
(84.8)
(0.4)
(11.8)
(5.2)
329.1
The GHS
Limited
Partnership
The Great
Ropemaker
Partnership
£m
£m
The Great
Victoria
Partnerships
£m
Other
£m
2020
Total
£m
2020
At share
£m
2019
At share
£m
–
(0.6)
0.1
–
(0.5)
150.2
–
149.7
24.4
(2.5)
(6.9)
–
15.0
(4.8)
–
10.2
11.5
(0.2)
(3.0)
–
8.3
(52.2)
–
(43.9)
–
(0.1)
–
–
(0.1)
–
–
(0.1)
35.9
(3.4)
(9.8)
–
22.7
93.2
–
115.9
17.9
(1.7)
(4.9)
–
11.3
46.6
–
57.9
15.7
(2.4)
(6.6)
(0.1)
6.6
3.5
(0.1)
10.0
The non-recourse debt facilities of the joint ventures at 31 March 2020 are set out below:
Joint venture debt facilities
The Great Victoria Partnership
Nominal value
(100%)
£m
Maturity Fixed/floating
80.0
July 2022
Fixed
Interest rate
3.74%
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At 31 March 2020, the Great Victoria Partnership loan had a fair value of £82.6 million (2019: £81.8 million). During the year, the
£90.0 million bank loan facility in the Great Ropemaker Partnership was repaid in full. All interest-bearing loans are in sterling.
At 31 March 2020, the joint ventures had £nil undrawn facilities (2019: £nil).
Transactions during the year between the Group and its joint ventures, which are related parties, are disclosed below:
Movement on joint venture balances during the year
Balances receivable at the year end from joint ventures
Distributions
Management fee income
2020
£m
(63.8)
(246.6)
4.6
2.1
2019
£m
(42.7)
(182.8)
10.1
3.8
The joint venture balances are repayable on demand and bear interest as follows: the GHS Limited Partnership at 5.3% on
balances at inception and 4.0% on any subsequent balances and the Great Ropemaker Partnership at 2.0%.
The investment properties include £5.2 million (2019: £5.2 million) in respect of the present value of future ground rents, net of
these amounts the market value of our share of the total joint venture properties is £677.7 million. The Group earns fee income
from its joint ventures for the provision of management services. All of the above transactions are made on terms equivalent
to those that prevail in arm’s length transactions.
At 31 March 2020, the Group had £nil contingent liabilities arising in its joint ventures (2019: £nil). At 31 March 2020, the Group
had capital commitments in respect of its joint ventures of £13.4 million (2019: £45.9 million).
Annual Report 2020 Great Portland Estates 177
Notes forming part of the Group financial statements continued
13 Property, plant and equipment
Cost
At 1 April 2018
Costs capitalised
At 31 March 2019
Adoption of IFRS 16
Costs capitalised
At 31 March 2020
Depreciation
At 1 April 2019
Charge for the year
At 31 March 2020
Carrying amount at 31 March 2019
Carrying amount at 31 March 2020
14 Other investments
At 1 April
Acquisitions
At 31 March
Right of use
asset for
occupational
leases
£m
Leasehold
improvements
£m
–
–
–
4.9
–
4.9
–
0.8
0.8
–
4.1
5.5
0.1
5.6
–
–
5.6
1.8
0.6
2.4
3.8
3.2
Fixtures and
fittings/other
£m
1.1
–
1.1
–
0.1
1.2
0.9
0.1
1.0
0.2
0.2
2020
£m
–
0.2
0.2
Total
£m
6.6
0.1
6.7
4.9
0.1
11.7
2.7
1.5
4.2
4.0
7.5
2019
£m
–
–
–
In January 2020, the Group entered into a commitment of up to £5 million to invest in Pi Labs European PropTech venture
capital fund. At 31 March 2020, the Group had made investments of £0.2 million. Launched in 2014, Pi Labs is Europe’s longest
standing PropTech VC and this third fund has a primary focus to invest in early stage PropTech start-ups across Europe and the
UK that use technology solutions to enhance any stage of the real estate value chain. Key areas of focus for the fund include
sustainability, future of work, future of retail, commercial real estate technologies, construction technology and smart cities.
15 Trade and other receivables
Trade receivables
Expected credit loss allowance
Prepayments and accrued income
Amounts due on development management contracts
Other trade receivables
2020
£m
11.8
(2.2)
9.6
1.0
1.4
4.1
16.1
2019
£m
3.6
(0.7)
2.9
0.6
1.4
6.0
10.9
178
Great Portland Estates Annual Report 2020
15 Trade and other receivables continued
Trade receivables consist of rent and service charge monies, which are due on the quarter day with no credit period. Interest is
charged on trade receivables in accordance with the terms of the occupier’s lease. Trade receivables are provided for based
on the expected credit loss, which uses a lifetime expected loss allowance for all trade receivables based on an assessment
of each individual occupier’s circumstance. This assessment reviews the outstanding balances of each individual occupier and
makes an assessment of the likelihood of recovery, based on an evaluation of their financial situation. Where the expected
credit loss relates to revenue already recognised this has been recognised immediately in the income statement. For the
portion of the expected credit loss that relates to future revenue which is no longer considered fully recoverable, the relevant
amount of rent received in advance has been released.
Debtors past due but not impaired were £0.6 million (2019: £1.9 million) of which £0.6 million (2019: £1.8 million) is over 30 days.
Movements in expected credit loss allowance
Balance at the beginning of the year
Expected credit loss allowance during the year
Expected credit loss allowance in respect of future years
Amounts written-off as uncollectable
16 Trade and other payables
Rents received in advance
Deposits received on forward sale of residential units
Other payables and accrued expenses
17 Interest-bearing loans and borrowings
Non-current liabilities at amortised cost
Secured
£142.9 million 55⁄8% debenture stock 2029
Unsecured
£450.0 million revolving credit facility
£175.0 million 2.15% private placement notes 2024
£40.0 million 2.70% private placement notes 2028
£30.0 million 2.79% private placement notes 2030
£30.0 million 2.93% private placement notes 2033
Non-current interest-bearing loans and borrowings
2020
£m
(0.7)
(0.1)
(2.1)
0.7
(2.2)
2020
£m
19.4
0.3
40.3
60.0
2020
£m
2019
£m
(0.4)
(0.3)
–
–
(0.7)
2019
£m
19.7
1.9
25.5
47.1
2019
£m
22.0
22.0
148.1
174.5
39.9
29.9
29.9
444.3
–
174.4
39.8
29.9
29.9
296.0
In January 2020, the Group entered into an ‘Amendment and Extension’ transaction on its £450 million unsecured revolving
credit facility (RCF). The size of the RCF is unchanged at £450 million, but the headline margin was reduced to 90.0 basis points
over LIBOR (plus or minus 2.5 basis points subject to a number of ESG-linked targets) with the maturity extended to January
2025 which can potentially be extended further to January 2027, subject to bank consent.
At 31 March 2020, the Group had £301.0 million (2019: £451.0 million) of undrawn credit facilities.
Annual Report 2020 Great Portland Estates 179
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Notes forming part of the Group financial statements continued
18 Financial instruments
Categories of financial instrument
Other investments
Assets at fair value
Convertible bond
Current liabilities at fair value
Balances with partners
Trade receivables
Cash and cash equivalents
Loans and receivables
Trade and other payables
Interest-bearing loans and borrowings
Obligations under occupational leases
Obligations under finance leases
Liabilities at amortised cost
Total financial instruments
Financial risk management objectives
Credit risk
Amounts
recognised in
income
statement
2020
£m
Carrying
amount
2020
£m
Gain/(loss)
to equity
2020
£m
Carrying
amount
2019
£m
Amounts
recognised in
income
statement
2019
£m
Gain/(loss)
to equity
2019
£m
0.2
0.2
–
–
246.6
15.6
94.9
357.1
(11.2)
(444.3)
(4.8)
(40.7)
(501.0)
(143.7)
–
–
–
–
6.9
(0.1)
0.4
7.2
–
(4.5)
(0.1)
(1.9)
(6.5)
0.7
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
182.8
10.9
139.4
333.1
(11.8)
(296.0)
–
(40.7)
(348.5)
(15.4)
–
–
0.7
0.7
7.1
(0.3)
1.2
8.0
–
(5.7)
–
(1.8)
(7.5)
1.2
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group.
The Group has a policy of reviewing the financial information of prospective occupiers and only dealing with those that are
creditworthy and obtaining sufficient rental cash deposits or third-party guarantees as a means of mitigating financial loss
from defaults.
The concentration of credit risk is limited due to the large and diverse occupier base. Accordingly, the directors believe that
there is no further expected credit loss required in excess of that provided. The carrying amount of financial assets recorded
in the financial statements, which is net of impairment losses, represents the Group’s maximum exposure to credit risk without
taking account of the value of rent deposits obtained. Details of the Group’s receivables are summarised in note 15 of the
financial statements.
The Group’s cash deposits are placed with a diversified range of banks, and strict counterparty limits ensure the Group’s
exposure to bank failure is minimised.
Capital risk
The Group manages its capital to ensure that entities in the Group will be able to operate on a going concern basis and as
such it aims to maintain an appropriate mix of debt and equity financing. The current capital structure of the Group consists
of a mix of equity and debt. Equity comprises issued share capital, reserves and retained earnings as disclosed in the Group
statement of changes in equity. Debt comprises long-term debenture stock, private placement notes, convertible bonds and
drawings against committed revolving credit facilities from banks. The Group aims to maintain a loan-to-property value of
between 10% – 40% (see note 9).
The Group operates solely in the United Kingdom, and its operating profits and net assets are Sterling denominated.
As a result, the Group’s policy is to have no unhedged assets or liabilities denominated in foreign currencies. The currency
risk on overseas transactions has historically been fully hedged through foreign currency derivatives to create a synthetic
sterling exposure.
180
Great Portland Estates Annual Report 2020
18 Financial instruments continued
Liquidity risk
The Group operates a framework for the management of its short-, medium- and long-term funding requirements. Cash flow
and funding needs are regularly monitored to ensure sufficient undrawn facilities are in place. The Group’s funding sources are
diversified across a range of bank and bond markets and strict counterparty limits are operated on deposits.
The Group meets its day-to-day working capital requirements through the utilisation of its revolving credit facility.
The availability of this facility depends on the Group complying with a number of key financial covenants; these covenants and
the Group’s compliance with them are set out in the table below:
Key covenants
Group
Net debt/net equity
Inner borrowing (unencumbered asset value/unsecured borrowings)
Interest cover
Covenant
March 2020
actuals
<1.25x
>1.66x
>1.35x
0.162x
4.267x
n/m
Due to low levels of consolidated Group debt, there was no net interest charge (as measured under our debt covenants) in the
year, as a result interest cover was not measurable. The Group has undrawn credit facilities of £301.0 million and has substantial
headroom above all of its key covenants. As a result, the directors consider the Group to have adequate liquidity to be able to
fund the ongoing operations of the business.
The following tables detail the Group’s remaining contractual maturity on its financial instruments and have been drawn up
based on the undiscounted cash flows of financial liabilities, including associated interest payments, based on the earliest date
on which the Group is required to pay, and conditions existing at the balance sheet date:
At 31 March 2020
Non-derivative financial liabilities
£142.9 million 55⁄8% debenture stock 2029
£450.0 million revolving credit facility
Private placement notes
Carrying
amount
£m
Contractual
cash flows
£m
Less than
one year
£m
One to
two years
£m
Two to
five years
£m
More than
five years
£m
22.0
148.1
274.2
444.3
32.7
162.4
312.8
507.9
1.2
2.5
5.9
9.6
1.2
2.6
5.9
9.7
3.7
157.3
189.5
350.5
26.6
–
111.5
138.1
At 31 March 2019
Non-derivative financial liabilities
£142.9 million 55⁄8% debenture stock 2029
£450.0 million revolving credit facility
Private placement notes
Interest rate risk
Carrying
amount
£m
Contractual
cash flows
£m
Less than
one year
£m
One to
two years
£m
Two to
five years
£m
More than
five years
£m
s
t
n
e
m
e
t
a
t
s
22.0
–
274.0
296.0
33.9
5.2
318.6
357.7
1.2
1.5
5.9
8.6
1.2
1.5
5.9
8.6
3.7
2.2
17.7
23.6
27.8
–
289.1
316.9
l
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F
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Interest rate risk arises from the Group’s use of interest-bearing financial instruments. It is the risk that future cash flows arising
from a financial instrument will fluctuate due to changes in interest rates. It is the Group’s policy to reduce interest rate risk in
respect of the cash flows arising from its debt finance either through the use of fixed rate debt or through the use of interest
rate derivatives such as swaps, caps and floors. It is the Group’s usual policy to maintain the proportion of floating interest rate
exposure to between 20%–40% of forecast total debt. However, this target is flexible, and may not be adhered to at all times
depending on, for example, the Group’s view of future interest rate movements. At 31 March 2020, the Group had no interest
rate derivatives.
Annual Report 2020 Great Portland Estates 181
Notes forming part of the Group financial statements continued
18 Financial instruments continued
Interest rate sensitivity
The sensitivity analysis below has been determined based on the exposure to interest rates for financial instruments at the
balance sheet date, and represents management’s assessment of possible changes in interest rates based on historical trends.
For the floating rate liabilities, the analysis is prepared assuming the amount of the liability at 31 March 2020 was outstanding
for the whole year:
Increase of 100 basis points
Increase of 50 basis points
Decrease of 25 basis points
Decrease of 50 basis points
Fair value of interest-bearing loans and borrowings
Items not carried at fair value
£142.9 million 55⁄8% debenture stock 2029
Private placement notes
£450.0 million revolving credit facility
Impact on profit
Impact on equity
2020
£m
(1.5)
(0.8)
0.4
0.8
2019
£m
0.7
0.4
(0.2)
(0.4)
2020
£m
(1.5)
(0.8)
0.4
0.8
2019
£m
0.7
0.4
(0.2)
(0.4)
Book value
2020
£m
Fair value
2020
£m
Book value
2019
£m
Fair value
2019
£m
22.0
274.2
148.1
444.3
28.6
257.8
148.1
434.5
22.0
274.0
–
296.0
27.3
275.9
–
303.2
The fair values of the Group’s private placement notes were determined by comparing the discounted future cash flows using
the contracted yields with those of the reference gilts plus the implied margins, representing Level 2 fair value measurements
as defined by IFRS 13 Fair Value Measurement.
The fair values of the Group’s cash and cash equivalents and trade payables and receivables are not materially different from
those at which they are carried in the financial statements.
19 Head lease obligations
Head lease obligations in respect of the Group’s leasehold properties are payable as follows:
Less than one year
Between two and five years
More than five years
Minimum
lease
payments
2020
£m
1.9
9.5
193.0
204.4
Impact of
discounting
2020
£m
(1.9)
(9.4)
(152.4)
(163.7)
Present value
of minimum
lease
payments
2020
£m
–
0.1
40.6
40.7
Minimum
lease
payments
2019
£m
1.9
9.5
194.9
206.3
Present value
of minimum
lease payments
2019
£m
–
0.1
40.6
40.7
Interest
2019
£m
(1.9)
(9.4)
(154.3)
(165.6)
20 Occupational lease obligations
Obligations in respect of the Group’s occupational leases for its head office are payable as follows:
Less than one year
Between two and five years
More than five years
Minimum
lease
payments
2020
£m
Impact of
discounting
2020
£m
1.0
4.1
–
5.1
(0.1)
(0.2)
–
(0.3)
Present value
of minimum
lease
payments
2020
£m
0.9
3.9
–
4.8
Minimum
lease
payments
2019
£m
Impact of
discounting
2019
£m
Present value
of minimum
lease payments
2019
£m
–
–
–
–
–
–
–
–
–
–
–
–
182
Great Portland Estates Annual Report 2020
21 Share capital
Allotted, called up and fully paid ordinary shares
of 15 5⁄19 pence
At 1 April
Share buyback
At 31 March
2020
Number
2020
£m
2019
Number
2019
£m
271,365,894
(17,497,983)
253,867,911
41.4
(2.7)
38.7
281,663,675
(10,297,781)
271,365,894
43.0
(1.6)
41.4
On 15 November 2018, the Company announced its intention to return up to £200 million of equity to shareholders over a
twelve-month period through a share buyback. During the year, the Company bought 17,497,983 shares at an average price
of £7.24 per share including costs. After taking account the completion of the share buyback, at 31 March 2020, the Company
had 253,867,911 ordinary shares with a nominal value of 15 5⁄19 pence each.
22 Investment in own shares
At 1 April
Employee Long-Term Incentive Plan charge
Transfer to retained earnings
At 31 March
2020
£m
1.7
(2.6)
1.5
0.6
2019
£m
2.4
(1.3)
0.6
1.7
The investment in the Company’s own shares is held at cost and comprises 1,109,303 shares (2019: 1,109,303 shares) held by the
Great Portland Estates plc LTIP Employee Share Trust which will vest for certain senior employees of the Group if performance
conditions are met. During the year, no shares (2019: 68,834 shares) were awarded to directors and senior employees in respect
of the 2016 LTIP award and no additional shares were acquired by the Trust (2019: 0 shares). The fair value of shares awarded
and outstanding at 31 March 2020 was £7.3 million (2019: £5.1 million).
23 Notes to the Group statement of cash flows
Reconciliation of financing liabilities
Long-term borrowings
Obligations under leases
1 April
2019
£m
296.0
40.7
336.7
New
obligations
£m
Inflows/
(outflows)
£m
Fair value
changes
£m
–
5.6
5.6
149.1
(2.8)
146.3
–
–
–
Other
£m
(0.8)
2.0
1.2
Long-term borrowings
Short-term borrowings
Obligations under leases
Obligation to redeem B shares
Adjustment for non-cash items
Deficit/(surplus) from investment property
Employee Long-Term Incentive Plan charge
Spreading of tenant lease incentives
Share of results of joint ventures
Depreciation
Other
Adjustments for non-cash items
1 April
2018
£m
196.2
150.9
40.8
306.0
693.9
Outflows
£m
–
(149.6)
–
(306.0)
(455.6)
New
obligations
£m
Fair value
changes
£m
99.7
–
–
–
99.7
–
(1.3)
–
–
(1.3)
Other
£m
0.1
–
(0.1)
–
–
2020
£m
52.6
2.6
(0.3)
(57.9)
1.5
(0.9)
(2.4)
31 March
2020
£m
444.3
45.5
489.8
31 March
2019
£m
296.0
–
40.7
–
336.7
2019
£m
(7.3)
1.3
1.6
(10.0)
0.7
–
(13.7)
Annual Report 2020 Great Portland Estates 183
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24 Dividends
Dividends paid
Interim dividend for the year ended 31 March 2020 of 4.7 pence per share
Final dividend for the year ended 31 March 2019 of 7.9 pence per share
Interim dividend for the year ended 31 March 2019 of 4.3 pence per share
Final dividend for the year ended 31 March 2018 of 7.3 pence per share
2020
£m
2019
£m
11.9
21.3
–
–
33.2
–
–
12.0
20.5
32.5
A final dividend of 7.9 pence per share was approved by the Board on 20 May 2020 and, subject to shareholder approval,
will be paid on 28 July 2020 to shareholders on the register on 29 May 2020. The dividend is not recognised as a liability at
31 March 2020. The 2019 final dividend and the 2020 interim dividend are included within the Group statement of changes
in equity.
25 Lease obligations
Future aggregate minimum rentals receivable under non-cancellable operating leases are:
The Group as a lessor
Less than one year
Between two and five years
More than five years
2020
£m
2019
£m
71.0
154.4
63.7
289.1
73.6
187.9
88.8
350.3
The Group leases its investment properties under operating leases. The weighted average length of lease at 31 March 2020
was 3.6 years (2019: 4.3 years). All investment properties, except those under development, generated rental income and no
contingent rents were recognised in the year (2019: £nil).
184
Great Portland Estates Annual Report 2020
26 Employee benefits
The Group operates a UK-funded approved defined contribution plan. The Group’s contribution for the year was £0.4 million
(2019: £0.7 million). The Group also contributes to a defined benefit final salary pension plan (the Plan), the assets of which are
held and managed by trustees separately from the assets of the Group. The Plan has been closed to new entrants since April
2002. The most recent actuarial valuation of the Plan was conducted at 1 April 2017 by a qualified independent actuary using
the projected unit method. The Plan was valued using the following key actuarial assumptions:
Discount rate
Expected rate of salary increases
RPI inflation
Rate of future pension increases
Life expectancy assumptions at age 65:
Retiring today age 65
Retiring in 25 years (age 40 today)
The amount recognised in the balance sheet in respect of the Plan is as follows:
Present value of unfunded obligations
Fair value of the Plan assets
Pension deficit
Amounts recognised as administration expenses in the income statement are as follows:
Current service cost
Net interest cost
Changes in the present value of the pension obligation are as follows:
Defined benefit obligation at 1 April
Service cost
Interest cost
Effect of changes in financial assumptions
Benefits paid
Present value of defined benefit obligation at 31 March
Changes to the fair value of the Plan assets are as follows:
Fair value of the Plan assets at 1 April
Interest income
Actuarial (loss)/gain
Employer contributions
Benefits paid
Fair value of the Plan assets at 31 March
Net pension liability
2020
%
2.30
3.50
2.50
5.00
2020
Years
24
26
2020
£m
(35.9)
35.5
(0.4)
2020
£m
(0.3)
–
(0.3)
2020
£m
36.6
0.3
0.9
(0.4)
(1.5)
35.9
2020
£m
36.6
0.9
(0.8)
0.3
(1.5)
35.5
2019
%
2.50
4.20
3.20
5.00
2019
Years
24
26
2019
£m
(36.6)
36.6
–
2019
£m
(0.3)
–
(0.3)
2019
£m
34.5
0.3
0.9
1.8
(0.9)
36.6
2019
£m
35.0
0.9
0.9
0.7
(0.9)
36.6
0.4
–
Annual Report 2020 Great Portland Estates 185
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Notes forming part of the Group financial statements continued
26 Employee benefits continued
The amount recognised immediately in the Group statement of comprehensive income was a loss of £0.4 million
(2019: £0.9 million).
Virtually all equity and debt instruments have quoted prices in active markets. The fair value of the Plan assets at the balance
sheet date is analysed as follows:
Cash
Equities
Bonds
2020
£m
0.1
14.3
21.1
35.5
2019
£m
0.2
14.3
22.1
36.6
Other than market and demographic risks, which are common to all retirement benefit schemes, there are no specific risks in
the relevant benefit schemes which the Group considers to be significant or unusual. Detail on two of the more specific risks is
detailed below:
Changes in bond yields
Falling bond yields tend to increase the funding and accounting liabilities. However, the investment in corporate and
government bonds offers a degree of matching, i.e. the movement in assets arising from changes in bond yields partially
matches the movement in the funding or accounting liabilities. In this way, the exposure to movements in bond yields
is reduced.
Life expectancy
The majority of the obligations are to provide a pension for the life of the member on retirement, so increases in life
expectancy will result in an increase in the liabilities. The inflation-linked nature of the majority of benefit payments increases
the sensitivity of the liabilities to changes in life expectancy.
The effect on the defined benefit obligation of changing the key assumptions, calculated using approximate methods based
on historical trends, is set out below:
Discount rate -0.25%
Discount rate +0.25%
RPI inflation -0.25%
RPI inflation +0.25%
Post-retirement mortality assumption – one year age rating
2020
£m
37.7
34.2
35.1
36.7
37.6
2019
£m
38.5
34.9
35.8
37.5
38.2
The Group expects to contribute £0.7 million to the Plan in the year ending 31 March 2021. The expected total benefit
payments for the year ending 31 March 2021 is £0.7 million, with £5.0 million expected to be paid over the next five years.
A funding plan has been agreed committing the Group to cash combinations of £347,000 p.a. over five years as well as
a contribution rate of 46.8% p.a. of member pensionable salaries to eliminate any funding shortfalls and the ongoing
benefit accrual.
27 Reserves
The following describes the nature and purpose of each reserve within equity:
Share capital
The nominal value of the Company’s issued share capital, comprising 15 5⁄19 pence ordinary shares.
Share premium
Amount subscribed for share capital in excess of nominal value, less directly attributable issue costs.
Capital redemption reserve
Amount equivalent to the nominal value of the Company’s own shares acquired as a result of share buyback programmes.
Retained earnings
Cumulative net gains and losses recognised in the Group income statement together with other items such as dividends.
Investment in own shares
Amount paid to acquire the Company’s own shares for its Employee Long-Term Incentive Plan less accounting charges.
186
Great Portland Estates Annual Report 2020
Independent auditor’s report
to the members of Great Portland Estates plc
Report on the audit of the financial statements
1. Opinion
In our opinion:
– the financial statements of Great Portland Estates plc (the ‘Parent Company’) and its subsidiaries (the ‘Group’) give a true
and fair view of the state of the Group’s and of the Parent Company’s affairs as at 31 March 2020 and of the Group’s profit
for the year then ended;
– the Group financial statements have been properly prepared in accordance with International Financial Reporting
Standards (IFRSs) as adopted by the European Union;
– the Parent Company financial statements have been properly prepared in accordance with United Kingdom Generally
Accepted Accounting Practice, including Financial Reporting Standard 101 “Reduced Disclosure Framework”; and
– the financial statements have been prepared in accordance with the requirements of the Companies Act 2006 and,
as regards the Group financial statements, Article 4 of the IAS Regulation.
We have audited the financial statements which comprise:
– the Group income statement;
– the Group statement of comprehensive income;
– the Group and Parent Company balance sheets;
– the Group and Parent Company statements of changes in equity;
– the Group cash flow statement; and
– the related notes 1 to 27 for Group financial statements and i to vii for the Parent Company financial statements.
The financial reporting framework that has been applied in the preparation of the Group financial statements is applicable
law and IFRSs as adopted by the European Union. The financial reporting framework that has been applied in the preparation
of the Parent Company financial statements is applicable law and United Kingdom Accounting Standards, including FRS 101
“Reduced Disclosure Framework” (United Kingdom Generally Accepted Accounting Practice).
2. Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law.
Our responsibilities under those standards are further described in the auditor’s responsibilities for the audit of the financial
statements section of our report.
We are independent of the Group and the Parent Company in accordance with the ethical requirements that are relevant
to our audit of the financial statements in the UK, including the Financial Reporting Council’s (the ‘FRC’s’) Ethical Standard
as applied to listed public interest entities, and we have fulfilled our other ethical responsibilities in accordance with these
requirements. The non-audit services provided to the Group and Parent Company for the year are disclosed in note 5 to the
financial statements. We confirm that the non-audit services prohibited by the FRC’s Ethical Standard were not provided to the
Group or the Parent Company.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
3. Summary of our audit approach
Key audit matters
The key audit matter that we identified in the current year was:
– Valuation of the property portfolio.
Materiality
Scoping
The materiality that we used for the Group financial statements was £30.0 million which was
determined on the basis of approximately 1% of net assets.
Our Group audit scope comprises the audit of Great Portland Estates plc as well as the Group’s
subsidiaries and joint ventures.
The Group team performs full scope audits for all of the subsidiaries and joint venture which are
subject to statutory audit requirements. Those entities not subject to an underlying statutory audit
are audited based on component materiality.
Significant changes
in our approach
There have been no significant changes in our audit approach, other than to consider the impact
of the COVID-19 pandemic which is discussed in more detail in the key audit matter and our
approach to controls.
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Independent auditor’s report continued
4. Conclusions relating to going concern, principal risks and viability statement
4.1 Going concern
We have reviewed the directors’ statement in note 1 to the financial
statements about whether they considered it appropriate to adopt
the going concern basis of accounting in preparing them and their
identification of any material uncertainties to the Group’s and Parent
Company’s ability to continue to do so over a period of at least twelve
months from the date of approval of the financial statements.
We considered as part of our risk assessment the nature of the Group,
its business model and related risks including where relevant the impact
of the Covid-19 pandemic and Brexit, the requirements of the applicable
financial reporting framework and the system of internal control. We
evaluated the directors’ assessment of the Group’s ability to continue
as a going concern, including challenging the underlying data and key
assumptions used to make the assessment, and evaluated the directors’
plans for future actions in relation to their going concern assessment.
We are required to state whether we have anything material to add or
draw attention to in relation to that statement required by Listing Rule
9.8.6R(3) and report if the statement is materially inconsistent with our
knowledge obtained in the audit.
Going concern is the
basis of preparation of
the financial statements
that assumes an entity
will remain in operation
for a period of at least
12 months from the
date of approval of the
financial statements.
We confirm that we
have nothing material
to report, add or draw
attention to in respect
of these matters.
4.2 Principal risks and
viability statement
Based solely on reading the directors’ statements and considering
whether they were consistent with the knowledge we obtained in the
course of the audit, including the knowledge obtained in the evaluation
of the directors’ assessment of the Group’s and the Parent Company’s
ability to continue as a going concern, we are required to state whether
we have anything material to add or draw attention to in relation to:
Viability means the
ability of the Group
to continue over
the time horizon
considered appropriate
by the directors.
We confirm that we
have nothing material
to report, add or draw
attention to in respect
of these matters.
– the disclosures on pages 80 to 93 that describe the principal risks,
procedures to identify emerging risks, and an explanation of
how these are being managed or mitigated;
– the directors’ confirmation on page 80 that they have carried out
a robust assessment of the principal and emerging risks facing the
Group, including those that would threaten its business model,
future performance, solvency or liquidity; or
– the directors’ explanation on page 94 as to how they have assessed
the prospects of the Group, over what period they have done so and
why they consider that period to be appropriate, and their statement
as to whether they have a reasonable expectation that the Group will
be able to continue in operation and meet its liabilities as they fall due
over the period of their assessment, including any related disclosures
drawing attention to any necessary qualifications or assumptions.
We are also required to report whether the directors’ statement relating
to the prospects of the Group required by Listing Rule 9.8.6R(3) is
materially inconsistent with our knowledge obtained in the audit.
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5. Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial
statements of the current period and include the most significant assessed risks of material misstatement (whether or not
due to fraud) that we identified. These matters included those which had the greatest effect on: the overall audit strategy, the
allocation of resources in the audit; and directing the efforts of the engagement team.
These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our
opinion thereon, and we do not provide a separate opinion on these matters.
5.1 Valuation of property portfolio
Key audit
matter description
The Group owns a portfolio of property assets in central London. The portfolio is valued at £2,624.1
million (2019: £2,579.0 million), including share of joint venture properties, as at 31 March 2020.
The valuation of the investment and development property portfolio is a key source of estimation
uncertainty and includes a number of assumptions including capitalisation yields and estimated
rental values (ERVs) as well as forecast cost to complete, the level of developer’s profit and financing
costs in relation to development properties. Due to the high level of estimation required in
determining the valuation, we have determined that there is a potential fraud risk in the balance.
The Group uses professionally qualified external valuers to fair value the Group’s wholly-owned
portfolio bi-annually and the joint venture portfolio quarterly. The valuers are engaged by
the Directors and performed their work in accordance with the Royal Institution of Chartered
Surveyors (‘RICS’) Valuation – Professional Standards.
As detailed in note 10, in applying the Royal Institute of Chartered Surveyors (RICS) Valuation Global
Standards 2020 (‘Red Book’), the Group’s external valuer, CBRE, has declared a ‘material valuation
uncertainty’ in their valuation report on the portfolio as at 31 March 2020. This is on the basis that
market activity as a whole has been so significantly impacted by the effects of Covid-19 such that
as at the valuation date they consider that they can attach less weight to previous market evidence
for comparison purposes to inform opinions of value, and that a higher degree of caution should
be attached to their valuation.
In addition to this, and consistent with the market conditions observed in the prior year, we note
there continued to be a higher level of judgement associated with certain asset valuations, notably
those with a significant retail element and those held under short leaseholds. Covid-19 further
increased judgement in relation to assumptions around:
– occupier demand and solvency;
– asset liquidity;
– the relative impact on the different sectors including retail, hospitality and leisure and flexible
office space; and
– the assumptions around development progress on site and timelines to completion and letting.
Please see critical judgements and accounting policy at page 164 and 167, notes 10 and 12
to the financial statements and discussion in the report of the Audit Committee on page 121.
Annual Report 2020 Great Portland Estates 189
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Independent auditor’s report continued
How the scope of
our audit responded
to the key audit matter
We have performed testing of the property valuations and critically assessed the assumptions
and estimates made. These procedures included:
Understanding of the process and relevant controls
We obtained and documented an understanding of relevant controls in the valuation process.
We met with key management to enhance our knowledge of the portfolio and to enable us to identify
specific key assumptions for certain properties including property vacancies, leases nearing maturity
or break clauses and significant ongoing tenant negotiations with existing and prospective tenants.
Data provided to the valuers
We assessed Management’s process for providing data to the valuer and their process for
evaluating the output.
We tested the integrity of a sample of the data provided to the external valuer. This included
verifying a sample of information provided to the external valuer to underlying lease agreements,
and verifying costs to complete.
We assessed the Group’s development appraisal process through meeting with project
managers, testing management’s process to forecast costs to complete and inspecting
commitments of key developments.
External valuation
We assessed the competence, capabilities and objectivity of the external valuer.
We obtained the external valuation reports and met with the external valuer to discuss the results
of their work on a sample of properties. With the assistance of an expert member of the audit team,
who is a chartered surveyor, we discussed and challenged the valuation process, performance of the
portfolio and significant judgements and assumptions applied in their valuation model, including
yields, occupancy rates, lease incentives and break clauses. Our challenge included benchmarking the
key assumptions to external market data and comparable property transactions, in particular the yield.
We specifically challenged them on the key assumptions applied in the valuations with reference to
the ongoing impact of Brexit and the specific impact as at 31 March 2020 of COVID-19.
While we note the increased estimation uncertainty in relation to the property valuation as a result
of COVID-19, and as disclosed in note 10, we considered the assumptions applied in arriving at the
fair value of the Group’s investment and development property portfolio to be reasonable and the
valuations to be suitable for inclusion in the financial statements at 31 March 2020.
Key observations
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6. Our application of materiality
6.1 Materiality
We define materiality as the magnitude of misstatement in the financial statements that makes it probable that the economic
decisions of a reasonably knowledgeable person would be changed or influenced. We use materiality both in planning the
scope of our audit work and in evaluating the results of our work.
Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:
Group financial statements
Parent company financial statements
Materiality
£30.0 million (2019: £30.0 million)
£20.5 million (2019: £25.4 million)
Basis for
determining
materiality
Rationale for
the benchmark
applied
We determined materiality for the Group
based on approximately 1% of net assets
(2019: approximately 1% of net assets).
We consider net assets to be a critical
financial performance measure for the Group
on the basis that it is a key metric used by
management, investors, analysts and lenders.
We determined materiality for the Parent Company
based on 3% of net assets (2019: 3% of net assets).
We consider net assets to be a critical financial
performance measure on the basis that the Parent
Company holds all the investments therefore making
the Balance Sheet the relevant primary statement for
management and lenders.
In addition to net assets, we consider EPRA Profit Before Tax to be a critical financial performance measure for the Group
and we applied a lower threshold of £2.7 million (2019: £2.7 million) based on 5% (2019: 5%) of that measure for testing of all
balances impacting this financial performance measure.
Performance measures (£m)
Net Assets
£2,203m
Net Assets
Group materiality
6.2 Performance materiality
Group materiality
£30m
Component materiality
upper limit
£27m
Audit Committee
reporting threshold
£1m
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We set performance materiality at a level lower than materiality to reduce the probability that, in aggregate, uncorrected and
undetected misstatements exceed the materiality for the financial statements as a whole. Group performance materiality
was set at 70% of Group materiality for the 2020 audit (2019: 70%). In determining performance materiality, we considered the
following factors:
– our risk assessment, including our assessment of the Group’s overall control environment and that we consider it appropriate
to rely on controls over a number of business processes; and
– our past experience of the audit, which has indicated a low number of corrected and uncorrected misstatements identified
in prior periods.
6.3 Error reporting threshold
We agreed with the Audit Committee that we would report to the Committee all audit differences in excess of £1 million
(2019: £1 million), as well as differences below that threshold that, in our view, warranted reporting on qualitative grounds.
We also report to the Audit Committee on disclosure matters that we identified when assessing the overall presentation of the
financial statements.
Annual Report 2020 Great Portland Estates 191
Independent auditor’s report continued
7. An overview of the scope of our audit
7.1 Identification and scoping of components
Our Group audit was scoped by obtaining an understanding of the Group and its environment, including Group-wide controls,
and assessing the risks of material misstatement at the Group level.
One audit team, led by the Senior Statutory Auditor, audits the Group. The audit is performed centrally, as the books and
records for each entity within the Group are maintained at head office.
We also tested the consolidation process and carried out analytical procedures to confirm our conclusion that there were
no significant risks of material misstatement of the aggregated financial information.
We perform full scope audits for all of the Group’s subsidiaries and joint ventures which are subject to statutory audit
requirements at company specific materiality levels which are lower than Group materiality, these materiality levels range
from £1,000 to £27 million (2019: under £1,000 to £27 million). Those entities not subject to an underlying statutory audit are
audited based on component materiality. This comprises 100% (2019: 100%) of the Group’s revenue and 100% (2019: 100%)
of net assets.
7.2 Our consideration of the control environment
From our understanding of the entity and after testing relevant controls, we relied on controls in performing our audit of:
– Rental income;
– Operating expenses;
– Capital expenditure; and
– Service charge and property expenditure.
We had planned to test the operating effectiveness of controls relating to the payroll cycle in the period. However, these
controls were performed prior to moving to electronic reviews and sign-offs. Because the lockdown was declared prior to
the necessary manually evidenced samples being provided, we were unable to complete operating effectiveness testing.
We have therefore completed our substantive testing without taking controls reliance for these account balances.
Due to planned upgrades to the IT system, we did not plan and perform testing of the IT controls.
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8. Other information
The directors are responsible for the other information. The other information comprises the information included in the
annual report, other than the financial statements and our auditor’s report thereon.
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly
stated in our report, we do not express any form of assurance conclusion thereon.
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 such material inconsistencies or apparent material misstatements, we are required to determine whether there
is a material misstatement in 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.
In this context, matters that we are specifically required to report to you as uncorrected material misstatements of the other
information include where we conclude that:
– Fair, balanced and understandable – the statement given by the directors that they consider the annual report and
financial statements taken as a whole is fair, balanced and understandable and provides the information necessary for
shareholders to assess the Group’s position and performance, business model and strategy, is materially inconsistent
with our knowledge obtained in the audit; or
– Audit committee reporting – the section describing the work of the Audit Committee does not appropriately address
matters communicated by us to the Audit Committee; or
– Directors’ statement of compliance with the UK Corporate Governance Code – the parts of the directors’ statement
required under the Listing Rules relating to the company’s compliance with the UK Corporate Governance Code containing
provisions specified for review by the auditor in accordance with Listing Rule 9.8.10R(2) do not properly disclose a departure
from a relevant provision of the UK Corporate Governance Code.
We have nothing to report in respect of these matters.
9. Responsibilities of directors
As explained more fully in the directors’ responsibilities statement, the directors are responsible for the preparation of the financial
statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is
necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the Group’s and the Parent Company’s ability
to continue as a going concern, disclosing as applicable, matters related to going concern and using the going concern basis
of accounting unless the directors either intend to liquidate the Group or the Parent Company or to cease operations, or have
no realistic alternative but to do so.
Annual Report 2020 Great Portland Estates 193
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10. Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance
is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a
material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of
these financial statements.
Details of the extent to which the audit was considered capable of detecting irregularities, including fraud and non-compliance
with laws and regulations are set out below.
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 auditor’s report.
11. Extent to which the audit was considered capable of detecting irregularities, including fraud
We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then
design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and
appropriate to provide a basis for our opinion.
11.1 Identifying and assessing potential risks related to irregularities
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with
laws and regulations, we considered the following:
– the nature of the industry and sector, control environment and business performance including the design of the Group’s
remuneration policies, key drivers for directors’ remuneration, bonus levels and performance targets;
– the Group’s own assessment of the risks that irregularities may occur either as a result of fraud or error;
– results of our enquiries of management, internal audit and the Audit Committee about their own identification and
assessment of the risks of irregularities;
– any matters we identified having obtained and reviewed the Group’s documentation of their policies and procedures
relating to:
– identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-
compliance;
– detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or
alleged fraud;
– the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;
– the matters discussed among the audit engagement team and involving relevant internal specialists, including tax and
real estate valuation specialists regarding how and where fraud might occur in the financial statements and any potential
indicators of fraud.
As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for
fraud and identified the greatest potential for fraud in the valuation of the investment and development property portfolio.
In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of
management override.
We also obtained an understanding of the legal and regulatory framework that the Group operates in, focusing on provisions
of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial
statements. The key laws and regulations we considered in this context included the UK Companies Act, Listing Rules as well
as relevant provisions of tax legislation, including the REIT rules.
In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements
but compliance with which may be fundamental to the Group’s ability to operate or to avoid a material penalty, most notably
health and safety regulations.
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11.2 Audit response to risks identified
As a result of performing the above, we identified Valuation of the Property Portfolio as a key audit matter related to the
potential risk of fraud. The key audit matters section of our report explains the matter in more detail and also describes the
specific procedures we performed in response to that key audit matter.
In addition to the above, our procedures to respond to risks identified included the following:
– reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions
of relevant laws and regulations described as having a direct effect on the financial statements;
– enquiring of management, the Audit Committee and external legal counsel concerning actual and potential litigation
and claims;
– performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material
misstatement due to fraud;
– reading minutes of meetings of those charged with governance, reviewing internal audit reports and reviewing
correspondence with HMRC; and
– in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and
other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential
bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course
of business.
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members
including internal specialists, and remained alert to any indications of fraud or non-compliance with laws and regulations
throughout the audit.
Report on other legal and regulatory requirements
12. Opinions on other matters prescribed by the Companies Act 2006
In our opinion the part of the directors’ remuneration report to be audited has been properly prepared in accordance with
the Companies Act 2006.
In our opinion, based on the work undertaken in the course of the audit:
– the information given in the strategic report and the directors’ report for the financial year for which the financial
statements are prepared is consistent with the financial statements; and
– the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Group and the Parent Company and their environment obtained in
the course of the audit, we have not identified any material misstatements in the strategic report or the directors’ report.
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Independent auditor’s report continued
13. Matters on which we are required to report by exception
13.1 Adequacy of explanations received and accounting records
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
– the Parent Company financial statements are not in agreement with the accounting records and returns.
We have nothing to report in respect of these matters.
13.2 Directors’ remuneration
Under the Companies Act 2006 we are also required to report if in our opinion certain disclosures of directors’ remuneration
have not been made or the part of the directors’ remuneration report to be audited is not in agreement with the accounting
records and returns.
We have nothing to report in respect of these matters.
14. Other matters
14.1 Auditor tenure
Following the recommendation of the Audit Committee, we were appointed by the Shareholders on 15 July 2003 to audit the
financial statements for the year ending 31 March 2004 and subsequent financial periods. The period of total uninterrupted
engagement including previous renewals and reappointments of the firm is 17 years, covering the years ending 31 March 2004
to 31 March 2020.
14.2 Consistency of the audit report with the additional report to the Audit Committee
Our audit opinion is consistent with the additional report to the Audit Committee we are required to provide in accordance
with ISAs (UK).
15. Use of our report
This report is made solely to the Company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies
Act 2006. Our audit work has been undertaken so that we might state to the Company’s members those matters we are
required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not
accept or assume responsibility to anyone other than the Company and the Company’s members as a body, for our audit work,
for this report, or for the opinions we have formed.
Judith Tacon (Senior statutory auditor)
For and on behalf of Deloitte LLP
Statutory Auditor
London, United Kingdom
9 June 2020
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Company balance sheet
At 31 March 2020
Non-current assets
Fixed asset investments
Current assets
Debtors
Cash at bank and short-term deposits
Total assets
Current liabilities
Non-current liabilities
Interest-bearing loans and borrowings
Deferred tax
Total liabilities
Net assets
Capital and reserves
Share capital
Share premium account
Capital redemption reserve
Retained earnings
Investment in own shares
Shareholders’ funds
Notes
2020
£m
2019
£m
iii
iv
v
vi
vii
21
21
22
1,219.5
1,219.5
689.7
95.0
784.7
2,004.2
(876.0)
(444.3)
–
(444.3)
(1,320.3)
683.9
38.7
46.0
326.7
273.1
(0.6)
683.9
1,219.5
1,219.5
610.8
139.1
749.9
1,969.4
(831.3)
(296.0)
–
(296.0)
(1,127.3)
842.1
41.4
46.0
324.0
432.4
(1.7)
842.1
Notes: The loss within the Company financial statements was £0.9 million (2019: profit £349.7 million). References in roman
numerals refer to the notes to the Company financial statements, references in numbers refer to the notes to the Group
financial statements.
The financial statements of Great Portland Estates plc (registered number: 00596137) were approved by the Board on
9 June 2020 and signed on its behalf by:
Toby Courtauld
Chief Executive
Nick Sanderson
Finance and Operations Director
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Company statement of changes in equity
For the year ended 31 March 2020
Total equity at 1 April 2019
Loss for the year and total
comprehensive expense
Share buyback
Dividends to shareholders
Employee Long-Term Incentive Plan
charge
Transfer to retained earnings
Total equity at 31 March 2020
Notes
21
24
22
Share
capital
£m
41.4
–
(2.7)
–
–
–
38.7
Share
premium
account
£m
Capital
redemption
reserve
£m
Retained
earnings
£m
Investment
in own
shares
£m
Total
equity
£m
46.0
324.0
432.4
(1.7)
842.1
–
–
–
–
–
2.7
–
–
–
46.0
–
326.7
(0.9)
(126.7)
(33.2)
–
1.5
273.1
–
–
–
2.6
(1.5)
(0.6)
(0.9)
(126.7)
(33.2)
2.6
–
683.9
At 31 March 2020, the Company had realised profits available for distribution in excess of £250 million.
Company statement of changes in equity
For the year ended 31 March 2019
Total equity at 1 April 2018
Profit for the year and total
comprehensive income
Share buyback
Dividends to shareholders
Employee Long-Term Incentive Plan
charge
Transfer to retained earnings
Total equity at 31 March 2019
Notes
21
24
22
Share
capital
£m
43.0
–
(1.6)
–
–
–
41.4
Share
premium
account
£m
Capital
redemption
reserve
£m
Retained
earnings
£m
Investment
in own
shares
£m
Total
equity
£m
46.0
322.4
189.4
(2.4)
598.4
–
–
–
–
–
1.6
–
–
–
46.0
–
324.0
349.7
(74.8)
(32.5)
–
0.6
432.4
–
–
–
1.3
(0.6)
(1.7)
349.7
(74.8)
(32.5)
1.3
–
842.1
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Great Portland Estates Annual Report 2020
Notes forming part of the Company financial statements
i Accounting policies
Accounting convention
Great Portland Estates plc is a public company limited by shares incorporated and domiciled in the United Kingdom (England
and Wales). The address of the registered office is given on page 211. The financial statements have been prepared on the
historical cost basis except for the re-measurement of certain financial instruments to fair value. Historical cost is generally
based on the fair value of the consideration given in exchange for the goods and services. There were no significant
judgements made or critical estimates applied in the preparation of the financial statements.
Disclosure exemptions adopted
The separate financial statements of the Company are presented as required by the Companies Act 2006. The Company
meets the definition of a qualifying entity under FRS 100 (Financial Reporting Standard 100) issued by the Financial Reporting
Council. Accordingly, the financial statements have therefore been prepared in accordance with FRS 101 (Financial Reporting
Standard 101) Reduced Disclosure Framework as issued by the Financial Reporting Council incorporating the Amendments to
FRS 101 issued by the FRC in July 2015 and July 2016.
In preparing these financial statements Great Portland Estates plc has taken advantage of all disclosure exemptions conferred
by FRS 101. Therefore these financial statements do not include:
– certain comparative information as otherwise required by EU endorsed IFRS;
– certain disclosures regarding the Company’s capital;
– a statement of cash flows;
– certain disclosures in respect of financial instruments;
– the effect of future accounting standards not yet adopted; and
– disclosure of related party transactions with wholly-owned members of the Group.
The above disclosure exemptions have been adopted because equivalent disclosures are included in the consolidated Group
accounts into which Great Portland Estates plc is consolidated.
Subsidiary undertakings and joint ventures
The Company is a holding and financing company for the Great Portland Estates plc Group. Shares in subsidiary undertakings
and joint ventures are carried at amounts equal to their original cost less any provision for impairment.
Other
Accounting policies for share-based payments, other investment, deferred tax and financial instruments are the same as those
of the Group and are set out on pages 164 to 168.
The Company participates in a group defined benefit scheme which is the legal responsibility of Great Portland Estates
Services Limited as the sponsoring employer. There is no contractual agreement or stated policy for charging the net defined
benefit cost. In accordance with IAS 19 (Revised 2011), the Company accounts for the contributions to the scheme as if it were a
defined contribution scheme. Details of the Group’s pension plan can be found on pages 185 and 186.
The auditor’s remuneration for audit and other services is disclosed in note 5 to the Group accounts.
ii Profit attributable to members of the parent undertaking
As permitted by section 408 of the Companies Act 2006, the Company has not presented its own profit and loss account.
The loss dealt within the financial statements of the Company was £0.9 million (2019: profit of £349.7 million). The employees
of the Company are the directors and the Company Secretary. Full disclosure of the directors’ remuneration can be found
on pages 126 to 154.
Annual Report 2020 Great Portland Estates 199
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Notes forming part of the Company financial statements continued
iii Fixed asset investments
At 1 April 2019
Additions
31 March 2020
Investment in
joint ventures
£m
Shares in
subsidiary
undertakings
£m
0.2
–
0.2
1,219.3
–
1,219.3
Total
£m
1,219.5
–
1,219.5
Shares in subsidiary undertakings and joint ventures are carried at cost less any provision for impairment. The historical cost
of the shares in subsidiary undertakings and joint ventures at 31 March 2020 was £1,219.5 million (2019: £1,219.5 million).
The subsidiaries of the Company at 31 March 2020 were:
Direct subsidiaries
The Company has a 100% interest in the ordinary share capital of the following entities:
Principal activity
Principal activity
Great Portland Estates
Services Limited
Property management G.P.E. (St Thomas Street) Limited
Property investment
Collin Estates Limited
Property investment
J.L.P. Investment Company Limited
Property investment
Courtana Investments Limited
Property investment
Knighton Estates Limited
Property investment
G.P.E. (Bermondsey Street) Limited
Property investment
Pontsarn Investments Limited
Property investment
Great Portland Estates Capital
(Jersey) Limited
Finance company
Portman Square Properties
Holdings Limited
Property investment
GPE (Brook Street) Limited
Property investment
GPE Pension Trustee Limited
Property investment
GPE (GHS) Limited
Property investment
G.P.E. (Marcol House) Limited
Property investment
The Great Star Partnership Limited
Property investment
G.P.E. (Rathbone Place 1) Limited
Property investment
G.P.E. Construction Limited
Construction
G.P.E. (Rathbone Place 2) Limited
Property investment
The Rathbone Place Partnership
(G.P. 1) Limited
Property investment
G.P.E. (Rathbone Place 3) Limited
Property investment
73/77 Oxford Street Limited
Property investment
200
Great Portland Estates Annual Report 2020
iii Fixed asset investments continued
Indirect subsidiaries
Principal activity
Principal activity
The Rathbone Place Partnership
(G.P. 2) Limited
Holding company
Portman Square Properties Limited
Property investment
G.P.E. (Newman Street) Limited
Property investment
The City Place House Partnership
(G.P.) Limited
Property investment
The Rathbone Place
Limited Partnership*
Property investment
The City Tower Partnership
(G.P.) Limited
Property investment
Rathbone Square No.1 Limited
Property investment
Rathbone Square No.2 Limited
Property investment
GWP Duke Street Limited
Property investment
GWP Grays Yard Limited
Property investment
The Newman Street Unit Trust
Property investment
Marcol House Jersey Limited
Property investment
*
The Group has taken advantage of the exemption, which is conferred by The Partnerships (Accounts) Regulations 2008, for preparing financial statements for
The Rathbone Place Limited Partnership.
The Great Victoria Partnership
(G.P.) Limited
The Great Wigmore Partnership
(G.P.) Limited
Great Ropemaker Partnership
(G.P.) Limited
Principal activity
Principal activity
Property investment
The Great Victoria Partnership (G.P.)
(No. 2) Limited
Property investment
Property investment
Great Capital Partnership (G.P.) Limited Property investment
Property investment
Indirectly held joint venture entities
Principal activity
Principal activity
Great Victoria Property Limited
Property investment
The Great Victoria Partnership
Property investment
The Great Victoria Partnership
(No. 2)
Property investment
Great Victoria Property (No. 2) Limited
Property investment
Great Wigmore Property Limited
Property investment
The Great Wigmore Partnership
Property investment
The Great Capital Partnership
Property investment
Great Capital Property Limited
Property investment
Great Ropemaker Property Limited Property investment
The Great Ropemaker Partnership
Property investment
Great Ropemaker Property
(Nominee 1) Limited
Property investment
Great Ropemaker Property
(Nominee 2) Limited
GHS (GP) Limited
Property investment
GPE (Hanover Square) Limited
The GHS Limited Partnership
Property investment
GHS (Nominee) Limited
Property investment
Property investment
Property investment
All of the above companies are registered at 33 Cavendish Square, London W1G 0PW and operate in England and Wales
except for: Great Portland Estates Capital (Jersey) Limited which is registered at 47 Esplanade, St Helier, Jersey JE1 0BD;
Marcol House Jersey Limited, GHS (GP) Limited, GHS (Nominee) Limited and The GHS Limited Partnership which are
registered at 44 Esplanade, St Helier, Jersey, JE4 9WG; The Newman Street Unit Trust which is registered at 11 Old Jewry,
London, EC2R 8DU. Great Portland Estates plc is the ultimate parent undertaking of the Great Portland Estates Group.
Annual Report 2020 Great Portland Estates 201
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Notes forming part of the Company financial statements continued
iv Debtors
Amounts owed by subsidiary undertakings
Amounts owed by joint ventures
Other debtors
v Current liabilities
Amounts owed to subsidiary undertakings
Amounts owed to joint ventures
Other taxes and social security costs
Other creditors
Accruals
vi Interest-bearing loans and borrowings
Bank loans
Debentures
Private placement notes
2020
£m
436.6
252.1
1.0
689.7
2020
£m
864.3
5.5
–
1.6
4.6
2019
£m
421.2
188.2
1.4
610.8
2019
£m
815.5
5.5
3.4
1.6
5.3
876.0
831.3
2020
£m
148.2
22.0
274.1
444.3
2019
£m
–
22.0
274.0
296.0
At 31 March 2020, property with a carrying value of £112.6 million (2019: £108.4 million) was secured under the first
mortgage debenture stock. Further details of the Company’s loans and borrowings can be found on notes 17 and 18
of the Group accounts.
vii Deferred tax
Net deferred tax in respect of other temporary differences
1 April
2019
£m
–
–
Recognised in
the income
statement
£m
–
–
31 March
2020
£m
–
–
A deferred tax asset of £nil million (2019: £1.1 million) relating to contingent share awards was not recognised because
it is uncertain whether future taxable profits will arise against which this asset can be utilised.
202
Great Portland Estates Annual Report 2020
Other information
In this section:
204 Five year record
205 Our properties and occupiers
208 Portfolio statistics
209 Glossary
211 Shareholders’ information
212 Financial calendar
A
S P A C E
T O
S H A R E
Communal areas for occupiers to come
together and collaborate
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Annual Report 2020 Great Portland Estates 203
Five year record
Based on the Group financial statements for the years ended 31 March
2016
£m
2017
£m
2018
£m
2019
£m
2,932.1
543.4
172.4
(600.2)
(135.5)
2,912.2
2,351.9
480.8
246.7
(537.7)
196.7
2,738.4
2,305.2
423.7
19.5
(347.1)
(34.4)
2,366.9
2,025.0
511.9
5.6
(296.0)
63.2
2,309.7
2020
£m
1,987.1
647.0
–
(444.3)
13.3
2,203.1
£m
£m
£m
£m
£m
43.0
2,869.2
2,912.2
43.0
2,695.4
2,738.4
43.0
2,323.9
2,366.9
41.4
2,268.3
2,309.7
38.7
2,164.4
2,203.1
847p
847p
796p
799p
840p
845p
851p
853p
868p
868p
£m
75.5
4.1
79.6
(32.6)
(0.6)
4.0
50.4
422.2
66.8
£m
80.2
4.1
84.3
(27.4)
(0.3)
–
56.6
(136.9)
(57.2)
£m
92.0
5.2
97.2
(35.4)
11.6
(0.4)
73.0
35.5
41.2
539.4
(137.5)
149.7
7.8
(14.8)
13.5
9.2
–
9.0
(9.2)
10.1
38.9
(51.5)
555.1
(140.2)
1.1
0.8
556.2
(139.4)
9.8
(11.2)
8.5
(5.4)
(74.7)
76.7
(6.4)
70.3
£m
80.3
3.8
84.1
(37.0)
(9.5)
(0.3)
37.3
7.3
10.0
54.6
8.3
(8.1)
1.3
–
–
56.1
(6.6)
49.5
162.6p
161.9p
13.5p
9.2p
(40.8)p
(40.8)p
17.3p
10.1p
21.5p
18.2p
20.4p
11.3p
17.9p
17.1p
19.4p
12.2p
£m
79.9
2.1
82.0
(37.1)
0.8
(0.2)
45.5
(52.6)
57.9
50.8
7.3
(6.5)
–
–
–
51.6
0.2
51.8
20.0p
20.0p
22.0p
12.6p
Balance sheet
Property portfolio
Joint ventures
Trading property
Loans and borrowings
Other assets/(liabilities)
Net assets
Financed by
Issued share capital
Reserves
Total equity
Net assets per share
EPRA NAV
Income statement
Net rental income
Joint venture fee income
Rental and joint venture fee income
Property and administration expenses
Profit/(loss) on trading property
Development management (losses)/profits
(Deficit)/surplus on investment property
Share of results of joint ventures
Operating profit/(loss)
Finance income
Finance costs
Fair value movement on convertible bond
Fair value movement on derivatives
Non-recurring items
Profit/(loss) before tax
Tax
Profit/(loss) for the year
Earnings/(loss) per share – basic
Earnings/(loss) per share – diluted
EPRA earnings per share – diluted
Dividend per share
204
Great Portland Estates Annual Report 2020
Our properties and occupiers
1
4
2
5
3
6
In value order (GPE share)
Ownership
Property name
£200 million plus
50%
100%
Hanover Square
The Piccadilly Buildings
Location
Tenure
Rent roll
(GPE share)
£
Net
internal area
sq ft
1
2
Rest of West End
FH/LH
–
Rest of West End
LH
15,243,200
£100 million – £200 million
100%
100%
100%
50%
100%
100%
1 Newman & 70/88 Oxford Street
Wells & More, 45 Mortimer Street
City Tower, 40 Basinghall Street
3 Noho
4 Noho
5 City
200 & 2014 Gray’s Inn Road
6 Midtown
Elsley House, 20/30 Great Titchfield Street
7 Noho
Kent House, 14/17 Market Place
8 Noho
£75 million – £100 million
100%
50%
100%
100%
100%
100%
100%
100%
Walmar House, 288/300 Regent Street
9 Noho
160 Old Street
City Place House, 55 Basinghall Street
10 City
11 City
Carrington House, 126/130 Regent Street
Rest of West End
50 Finsbury Square
12 City
New City Court, 14/20 St Thomas Street
13 Southwark
Minerva House
35 Portman Square
Southwark
14 Noho
FH
FH
LH
LH
FH
FH
LH
FH
LH
LH
FH
FH
FH
LH
221,100
187,800
119,100
123,300
143,200
287,900
65,000
59,200
56,500
161,900
176,600
31,000
–
6,906,600
7,171,000
5,893,700
4,857,700
4,206,100
4,350,000
4,176,600
3,562,600
3,562,900
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2,666,300
126,400
4,933,900
98,000
4,318,000
105,900
5,260,700
72,800
Annual Report 2020 Great Portland Estates 205
Our properties and occupiers continued
7
10
8
11
9
12
In value order (GPE share)
Ownership
Property name
Location
Tenure
£50 million – £75 million
50%
100%
100%
Mount Royal, 508/540 Oxford Street
15 Noho
The Hickman
Orchard Court
16 City
Noho
£30 million – £50 million
100%
100%
100%
100%
100%
50%
100%
46/58 Bermondsey Street
95/96 New Bond Street
48/54 Broadwick Street
10/12 Cork Street
Challenger House
103/113 Regent Street
31/34 Alfred Place
Southwark
Rest of West End
Rest of West End
Rest of West End
City
Rest of West End
Noho
£10 million – £30 million
100%
50%
100%
6/10 Market Place
Elm Yard
Noho
17 Midtown
Kingsland House, 122/124 Regent Street
Rest of West End
LH
FH
LH
FH
LH
FH
LH
FH
LH
LH
FH
FH
LH
Rent roll
(GPE share)
£
Net
internal area
sq ft
5,934,500
–
2,459,100
92,100
74,400
47,900
1,968,500
46,800
1,250,000
266,800
1,797,300
1,412,500
2,125,000
2,396,000
1,314,200
1,332,200
592,300
9,600
25,870
21,300
14,400
56,900
42,700
18,400
49,400
8,700
206
Great Portland Estates Annual Report 2020
13
16
14
15
17
In value order (GPE share)
Ownership
Property name
Below £10 million
100%
100%
100%
100%
100%
6 Brook Street
Poland Street
23/24 Newman Street
183/190 Tottenham Court Road
The Hickman B&C site
FH = Freehold or Virtual Freehold.
LH = Leasehold.
Top ten occupiers
Occupier
New Look
Turner Broadcasting
Runway East
Richemont UK Limited
Winckworth Sherwood LLP
Carlton Communications Limited
Superdry
ITN Limited
Dennis Publishing Limited
1
2
3
4
5
6
7
8
9
10
Next Holdings Limited
Total
Location
Tenure
Rent roll
(GPE share)
£
Net
internal area
sq ft
Rest of West End
Rest of West End
Noho
Noho
City
Use
Office
Office
Office
Office
Office
Office
Retail
Office
Office
Retail
LH
FH
LH
LH
FH
306,200
142,100
237,900
114,200
–
3,600
1,900
25,100
12,000
–
Rent roll
(our share)
£m
% of rent roll
(our share)
3.9
3.0
2.8
2.6
2.5
2.4
2.1
1.8
1.6
1.4
3.8
2.9
2.8
2.6
2.5
2.4
2.1
1.8
1.6
1.4
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Annual Report 2020 Great Portland Estates 207
Portfolio statistics at 31 March 2020
Rental income
London North of Oxford Street
Rest of West End
Total West End
City, Midtown and Southwark
Office
Retail
Office
Retail
Office
Retail
Total City, Midtown and Southwark
Total let portfolio
Voids
Premises under refurbishment
Total portfolio
Rent roll security, lease lengths and voids
London North of Oxford Street
Rest of West End
Total West End
City, Midtown and Southwark
Office
Retail
Office
Retail
Office
Retail
Total City, Midtown and Southwark
Total portfolio
Rental values and yields
Wholly-owned
Share of joint ventures
Rent roll
£m
25.8
6.2
12.9
10.3
55.2
23.7
2.4
26.1
81.3
Reversionary
potential
£m
–
(0.3)
0.1
0.7
0.5
10.8
–
10.8
11.3
Rent roll
£m
–
6.0
–
2.1
8.1
11.2
0.2
11.4
19.5
Reversionary
potential
£m
–
(0.9)
–
–
(0.9)
1.4
–
1.4
0.5
Rental
values
£m
25.8
5.9
13.0
11.0
55.7
34.5
2.4
36.9
92.6
3.0
21.8
117.4
Rental
values
£m
–
5.1
–
2.1
7.2
12.6
0.2
12.8
20.0
–
14.0
34.0
Total rental
values
£m
25.8
11.0
13.0
13.1
62.9
47.1
2.6
49.7
112.6
3.0
35.8
151.4
Wholly-owned
Joint ventures
Rent roll
secure for
five years
%
25.3
56.8
5.0
30.1
25.1
4.2
73.7
10.4
20.4
Weighted
average
lease
length
Years
4.2
4.6
2.3
3.9
3.8
2.3
12.7
3.2
3.6
Voids
%
0.8
5.3
2.4
5.3
2.6
1.4
12.1
2.4
2.5
Rent roll secure
for five years
%
–
33.6
–
100.0
51.1
30.4
54.4
30.7
39.1
Weighted
average
lease
length
Years
–
2.9
–
7.0
4.0
6.4
9.3
6.5
5.4
Voids
%
–
–
–
–
–
–
–
–
–
Wholly-owned
Joint ventures
Wholly-owned
Joint ventures
Average
rent
£psf
–
128.8
–
74.8
Average
ERV
£psf
–
110.1
–
128.7
108.2 114.2
51.4
45.1
51.2
78.1
45.9
45.5
45.9
60.2
True
equivalent
yield
%
4.5
4.2
4.8
4.1
4.4
5.1
4.6
5.0
4.6
Initial
yield
%
4.0
4.0
4.2
3.7
4.0
3.1
2.4
3.1
3.7
True
equivalent
yield
%
–
4.4
–
4.5
4.4
4.8
5.0
4.8
4.7
Initial
yield
%
–
7.3
–
4.8
6.6
3.2
3.7
3.2
4.2
London North of Oxford Street
Rest of West End
Total West End
City, Midtown and Southwark
Office
Retail
Office
Retail
Office
Retail
Total City, Midtown and Southwark
Total portfolio
Average
rent
£psf
70.9
59.0
78.1
110.6
75.9
39.3
79.3
41.2
59.7
Average
ERV
£psf
75.1
77.4
80.7
119.9
78.8
56.2
76.8
56.0
68.4
208
Great Portland Estates Annual Report 2020
Glossary
Building Research Establishment Environmental
Assessment Methodology (BREEAM)
Building Research Establishment method of assessing,
rating and certifying the sustainability of buildings.
Internal Rate of Return (IRR)
The rate of return that if used as a discount rate and applied
to the projected cash flows that would result in a net present
value of zero.
Cash EPS
EPRA EPS adjusted for non-cash items: tenant incentives,
capitalised interest and charges for share-based payments.
Core West End
Areas of London with W1 and SW1 postcodes.
Development profit on cost
The value of the development at completion, less the value
of the land at the point of development commencement
and costs to construct (including finance charges, letting
fees, void costs and marketing expenses).
Development profit on cost %
The development profit on cost divided by the land value
at the point of development commencement together with
the costs to construct.
Earnings Per Share (EPS)
Profit after tax divided by the weighted average number
of ordinary shares in issue.
EPRA metrics
Standard calculation methods for adjusted EPS and NAV
and other operating metrics as set out by the European
Public Real Estate Association (EPRA) in their Best Practice
and Policy Recommendations.
Estimated Rental Value (ERV)
The market rental value of lettable space as estimated
by the Group’s valuers at each balance sheet date.
Fair value – Investment property
The amount as estimated by the Group’s valuers for which
a property should exchange on the date of valuation
between a willing buyer and a willing seller in an arm’s-
length transaction after proper marketing wherein the
parties had each acted knowledgeably, prudently and
without compulsion. In line with market practice, values
are stated net of purchasers’ costs.
MSCI
Morgan Stanley Capital International (MSCI) is
a company that produces an independent benchmark
of property returns.
MSCI central London
An index, compiled by MSCI, of the central and inner
London properties in their March annual valued universes.
Like-for-like (Lfl)
The element of the portfolio that has been held for the
whole of the period of account.
Loan To Value (LTV)
Total bank loans, private placement notes, convertible
bonds at nominal value and debenture stock, net of cash
(including our share of joint ventures balances), expressed
as a percentage of the market value of the property
portfolio (including our share of joint ventures).
Net assets per share or Net Asset Value (NAV)
Equity shareholders’ funds divided by the number of
ordinary shares at the balance sheet date.
Net debt
The book value of the Group’s bank and loan facilities,
private placement notes and debenture loans plus the
nominal value of the convertible bond less cash and
cash equivalents.
Net gearing
Total Group borrowings (including the convertible bonds
at nominal value) less short-term deposits and cash as
a percentage of equity shareholders’ funds, calculated
in accordance with our bank covenants.
Net initial yield
Annual net rents on investment properties as a percentage
of the investment property valuation having added notional
purchasers’ costs.
Flex
Individual fitted out, ready to occupy floors, let on
flexible terms.
Non-PIDs
Dividends from profits of the Group’s taxable
residual business.
Flex+
Flex with added levels of service and shared amenity.
Flex space partnerships
Revenue share agreements with flexible space operators.
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Annual Report 2020 Great Portland Estates 209
True equivalent yield
The constant capitalisation rate which, if applied to all cash
flows from an investment property, including current rent,
reversions to current market rent and such items as voids
and expenditures, equates to the market value having taken
into account notional purchasers’ costs. Assumes rent is
received quarterly in advance.
Ungeared IRR
The ungeared internal rate of return (IRR) is the interest rate
at which the net present value of all the cash flows (both
positive and negative) from a project or investment equal
zero, without the benefit of financing. The internal rate of
return is used to evaluate the attractiveness of a project
or investment.
Vacancy rate
The element of a property which is unoccupied but
available for letting, expressed as the ERV of the vacant
space divided by the ERV of the total portfolio.
Weighted Average Unexpired Lease Term (WAULT)
The Weighted Average Unexpired Lease Term expressed
in years.
Whole life surplus
The value of the development at completion, less the
value of the land at the point of acquisition and costs
to construct (including finance charges, letting fees,
void costs and marketing expenses) plus any income
earned over the period.
Glossary continued
Portfolio Internal Rate of Return (IRR)
The rate of return that if used as a discount rate and applied
to the projected cash flows from the portfolio would result
in a net present value of zero.
Property Income Distributions (PIDs)
Dividends from profits of the Group’s tax-exempt
property rental business.
REIT
UK Real Estate Investment Trust.
Rent Roll
The annual contracted rental income.
Reversionary potential
The percentage by which ERV exceeds rent roll on let space.
Topped up initial yield
Annual net rents on investment properties as
a percentage of the investment property valuation
having added notional purchasers’ costs and contracted
uplifts from tenant incentives.
Total Accounting Return (TAR)
The growth in EPRA NAV per share plus ordinary dividends
paid, expressed as a percentage of EPRA NAV per share
at the beginning of the period.
Total Property Return (TPR)
Capital growth in the portfolio plus net rental income
derived from holding these properties plus profit on
sale of disposals expressed as a percentage return
on the period’s opening value.
Total Shareholder Return (TSR)
The growth in the ordinary share price as quoted on the
London Stock Exchange, plus dividends per share received
for the period expressed as a percentage of the share
price at the beginning of the period.
Triple net asset value (NNNAV)
NAV adjusted to include the fair value of the
Group’s financial liabilities, deferred tax and tax arising
on sale of trading properties on a diluted basis.
210
Great Portland Estates Annual Report 2020
Shareholders’ information
Shareholder enquiries
All enquiries relating to holdings of shares, bonds or
debentures in Great Portland Estates, including notification
of change of address, queries regarding dividend/interest
payments or the loss of a certificate, should be addressed
to the Company’s registrars:
Link Asset Services
The Registry
34 Beckenham Road
Beckenham
Kent
BR3 4TU
Tel: 0371 664 0300
E-mail: shareholderenquiries@linkgroup.co.uk
Calls are charged at the standard geographic rate and will
vary by provider. Calls outside the United Kingdom will be
charged at the applicable international rate. Lines are open
between 9.00am – 5.30pm, Monday to Friday excluding
public holidays in England and Wales.
Payment of dividends
If you would like your dividends/interest paid directly into
your bank or building society account, you should write to
Link Asset Services, including details of your nominated
account. Although this will enable your dividend/interest
to be paid directly into your account, your tax voucher
will still be sent to your registered address.
Tax consequences of REIT status
As a REIT, dividend payments must be split between
PIDs and non-PIDs. Information in respect of the tax
consequences for shareholders of receiving dividends
can be found on the Company’s website at
www.gpe.co.uk/investors/shareholder-information/reits.
Share dealing service
An online and telephone dealing service is available for
UK shareholders through Link Share Deal. For further
information on this service, or to buy and sell shares,
please contact:
Online dealing – www.linksharedeal.com
If you are calling from overseas please dial +44 371 664 0300.
Telephone dealing – 0371 664 0445
Calls are charged at the standard geographical rate and will
vary by provider. Lines are open between 8.00am–4.30pm
Monday to Friday.
Website
The Company has a corporate website, which holds,
amongst other information, a copy of our latest Annual
Report and financial statements, a list of properties held
by the Group and copies of all press announcements
released over the last 12 months. The site can be found at
www.gpe.co.uk.
Company Secretary
Darren Lennark
Registered office
33 Cavendish Square
London W1G 0PW
Tel: 020 7647 3000
Registered number: 596137
Unsolicited telephone calls – boiler room scams
In recent years, some of our shareholders have
received unsolicited telephone calls or correspondence
concerning investment matters from organisations
or persons claiming or implying that they have some
connection with the Company.
These are typically from overseas based ‘brokers’ who target
UK shareholders offering to sell them shares that often turn
out to be worthless or non-existent, or an inflated price for
shares they own. These operations are commonly known as
‘boiler rooms’. Shareholders are advised to be very wary of
any offers of unsolicited advice, discounted shares, premium
prices for shares they own or free reports into the Company.
If you receive any unsolicited investment advice:
– ensure you get the correct name of the person and firm;
– check that the firm is on the Financial Conduct;
– Authority (FCA) Register to ensure they are authorised
at https://register.fca.org.uk;
– use the details on the FCA Register to contact the firm;
– call the FCA Consumer Helpline (0800 111 6768) if there
are no contact details in the Register or you are told
they are out of date; and
– if the calls persist, hang up.
If you use an unauthorised firm to buy or sell shares, you
will not have access to the Financial Ombudsman Service
or the Financial Services Compensation Scheme.
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Annual Report 2020 Great Portland Estates 211
2021
5 January
2020/21 interim dividend payable (provisional)1
19 May
Announcement of 2020/21 full-year results (provisional)1, 2
1. Provisional dates will be confirmed in the half-year results
announcement 2020.
2. The timetable for the potential final dividend will be confirmed
in the 2021 Annual Report.
Financial calendar
2020
28 May
Ex-dividend date for 2019/20 final dividend
29 May
Registration qualifying date for 2019/20 final dividend
24 July
Annual General Meeting
28 July
2019/20 final dividend payable
11 November
Announcement of 2020/21 interim results
19 November
Ex-dividend date for 2020/21 interim dividend (provisional)1
20 November
Registration qualifying date for 2020/21
interim dividend (provisional)1
212
Great Portland Estates Annual Report 2020
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Great Portland Estates plc
33 Cavendish Square, London W1G 0PW
Tel: 020 7647 3000
www.gpe.co.uk