Henry Boot
Annual Report and Financial
Statements for the year ended
31 December 2024
henryboot.co.uk
Together, we are
where great places start.
Our purpose
Creating great
places today, to
build a better
tomorrow.
Welcome to the
Henry Boot Annual
Report 2024
Henry Boot is one of the UK’s leading land,
property development, home building and
construction businesses – and we’ve been
transforming land and spaces since 1886.
Our values
Put people first
People have always been the heart of our
business. Looking after people and supporting
them as they strive to be the best. Fostering
connection. Truly collaborating. Fully committing
to diversity and inclusion. Acting responsibly,
sustainably and with compassion.
Do the right thing
We’ve always been true to our word. We’re
experts who use our knowledge to do the right
thing (not just the easiest thing). Think ahead.
Provide solutions. Deliver the highest standards,
the best result, the fairest terms. Commit to
delivering well tomorrow, not just today.
Be open to change
We’ve been around since 1886 because we’re
able to adapt to a fast-changing world. We seek
out new opportunities. We evolve and we change.
We set new targets. We actively listen, learning
from the ground up, not just the top down. We
always ask: what can we do better?
henryboot.co.uk
Contents
Overview
Every project we deliver today
creates an impact on tomorrow
02
How we measure our impact
04
Chair’s introduction
06
Group at a glance
08
Investment case
10
Strategic value in the business
12
Strategic
Chief Executive Officer’s review
16
Business model
20
Our marketplace
24
Our integrated strategy
29
– Performance
32
– People
36
– Partners
42
– Places
44
– Planet
46
TCFD Report
48
Business review
– Land promotion
60
– Property investment and development
62
– Construction
66
Financial review
67
Principal risks and uncertainties
71
Our risks
74
Section 172 statement and
stakeholder engagement strategy
82
Governance
Board of Directors
90
Executive Committee
92
Governance at a glance
94
Chair’s introduction
96
Corporate governance report
– Division of responsibilities
98
– Board leadership and company purpose
102
– Audit and Risk Committee Report
114
– Corporate governance statement
119
– Nomination Committee Report
122
– Responsible Business Committee Report
130
– Directors’ Remuneration Report
136
– Summary of the Remuneration Policy
140
– Annual Report on Remuneration
142
Directors’ Report
156
Financials
Independent Auditor’s Report
166
Consolidated statement of comprehensive income
174
Statements of financial position
175
Statements of changes in equity
176
Statements of cash flows
177
Notes to the financial statements
178
Shareholder Information
Notice of Annual General Meeting
236
Financial calendar
244
Advisers
244
Group contact information
245
Glossary
246
View our online Annual Report:
henryboot.co.uk
Our vision
“Our vision is to grow sustainably,
creating transformational places and
spaces for generations to come.”
01
Annual Report and Financial Statements for the year ended 31 December 2024
Overview
Since 1886, Henry Boot has been at
the forefront of transforming land and
spaces across the UK. Today, we continue
to build on this legacy with a singular
purpose: creating great places today, to
build a better tomorrow.
Every action we take, every project we deliver, is driven by
our unwavering commitment to this purpose. Our values
form the foundation upon which we operate, guiding our
decisions, shaping our culture and ensuring long-term
success for all our stakeholders.
Sustainability at the core
Sustainability is embedded in everything we do. By
aligning our projects with our purpose, we ensure that our
developments prioritise environmental responsibility, reduce
carbon impact and foster biodiversity.
Our focus on sustainable practices means that the places we
create today will not only stand the test of time, but will also
contribute to a healthier planet for generations to come.
We are dedicated to developing high quality spaces that
enrich communities and provide long-term social, economic
and environmental value.
Every project we deliver today...
We are a solutions-driven and customer-focused business.
Core customers
Customers
Tenants, buyers, service-users, communities
Other
Suppliers
Professional services, contractors, trades
Talent
Our people, retired colleagues, current and future talent
Community leaders
Local authorities, community leaders and groups
Partners
Joint venture, development, local authority partners
Influencers
Policymakers, national and local government, trade
bodies, media
Landowners
Private, institutional, public sector
Investors
Individuals, family, institutional, real estate, brokers
henryboot.co.uk
02
...creates an impact on tomorrow
Creating great places today, to build a better tomorrow
The culture
we foster
Enhancing
operations
Enables us to fulfil
our promise...
...to society and our
customers
People
Partners
Places
Planet
Great places start with
our people, and we
continue to collaborate
with them to foster a
culture of excellence
and one in which
our people can be
themselves and thrive.
We invest in health and
wellbeing, diversity
and inclusion, and team
building to ensure our
people are fulfilled and
can thrive in their roles.
We could not fulfil
our purpose without
our partners. We
endeavour to be the
partner of choice in our
key markets and invest
our time and expertise
in working closely
with our supply chain,
professional advisers,
and commercial
partners to showcase
our responsibility and
create the best value for
everyone we work with.
Working alongside,
and supporting, the
communities we serve
is in the DNA of Henry
Boot. We continue to
invest time, resources,
and funding to create
long-lasting and genuine
social value for our
community partners.
We pride ourselves on
creating sustainable
places and we
continue to invest in
adapting our work and
processes to reduce our
environmental impact
and protect the planet.
Working in partnership
with our customers
and partners, we share
knowledge, innovation
and solutions to protect
the environment in
which we operate.
Financial
performance
Creating
value
“Delivering returns to our
shareholders...”
Benefiting
society
“Enables us to fulfil
our promise to society
and our customers...”
Places
and planet
Partners
Enhancing
operations
“Improving the
way we do things...”
The culture we foster
“putting people first, investing
in development, working
to sustain and improve our
people’s working experience”
People
By focusing on our culture and putting people first, we sustainably improve ‘the
way we do things’. Better decision making and processes lead to outcomes and
developments that meet and exceed the expectations of our stakeholders.
03
Annual Report and Financial Statements for the year ended 31 December 2024
Overview
How we measure our performance
People
Partners
Places
Our primary measure of success is financial performance,
but if we perform well across all five measures, we’ll
become the purposeful, future-proof and high performing
business we want to be.
People are the heart of our
business. We succeed by investing
in our own people, improving
internal communications, creating
a sense of shared purpose, and
via policies that include industry-
leading, pay and reward, employee
wellbeing, health and safety.
We will succeed by developing
long-term, productive partnerships
with those outside the business,
through fair terms and conditions,
best practice, safety, and through
our unwavering commitment to
high standards, quality and delivery
– in everything we do.
We build a better tomorrow
through placemaking: via our
charitable and community work,
as well as by a commitment to
creating healthy, high quality
communities and neighbourhoods
that people can live and work in –
and enjoy – for generations.
Highlights
• Established a network of
approximately 50 mental health
first aiders across our business
• Commenced a bespoke financial
wellbeing partnership with
industry experts Finwell
• Reduced our gender pay
gap to 20%
• Leadership programme delivered
to approximately 50 of our leaders
across the business
Highlights
• Hosted a variety of roundtables
with supply chain and industry
partners on issues including
mental health and green skills
• Adhered to the Prompt
Payment Code
• Worked in collaboration with
industry bodies including the
CBI and BITC on industry
issues including climate change
and equity, diversity and
inclusion (EDI)
Highlights
• Contributed over £300,000
of value to our community and
charity partners
• Contributed over 2,800
volunteering hours to support a
wide range of community and
education partners
• Engaged over 2,000 learners
across our areas of operation
henryboot.co.uk
04
Strong, sustainable financial performance and
commercial growth is our primary goal.
Performance*
Planet
Group revenue
£328.4m
Profit before tax
£30.7m
2024
£328.4m
2023
£359.4m
2022
£341.4m
2021
£230.6m
2020
£222.4m
2024
£30.7m
2023
£37.3m
2022
£45.6m
2021
£35.1m
2020
£17.1m
Capital employed
£439m
Dividends per ordinary share
7.70p
2024
£439m
2023
£416.7m
2022
£399.1m
2021
£375.6m
2020
£358.5m
2024
7.70p
2023
7.33p
2022
6.66p
2021
6.05p
2020
5.5p
Return on capital
employed (ROCE)
8.0%
Net asset value
per ordinary share
317p
2024
8.0%
2023
9.9%
2022
12.0%
2021
9.6%
2020
4.9%
2024
317p
2023
306p
2022
295p
2021
267p
2020
235p
We create an impact on tomorrow
via our responsible business
strategy, sustainability targets
– and by adopting a sustainable
mindset across the whole group.
We measure success not just by
short-term targets, but by the
lasting legacy our sustainable
approach generates.
Highlights
• Successfully trialled
hydrogenated vegetable oil (HVO)
fuels for use across our fleet and
generator requirements
• Developed a waste management
plan to embed circular economy
principles across our business
• Worked with industry partners
including the UK Green Building
Council and Yorkshire Climate
Action Coalition to share
knowledge and solutions across
our sector
This report contains the following alternative performance measures (APM): Underlying profit.
Return on Capital Employed. Net Asset Value (NAV) per share. Net (debt)/cash. Total Property
Return. Total Accounting Return. More details can be found on page 70.
05
Annual Report and Financial Statements for the year ended 31 December 2024
Overview
Our high quality portfolio benefited
from a gradual improvement in the
economy, which translated into
a steady increase in demand in
our three key markets: industrial
and logistics (I&L), residential and
urban development. Against this
backdrop, our focus on high quality
land, prime property development
and premium homes saw the group
achieve a profit before tax (PBT) of
£30.7m (December 2023: £37.3m),
or on an underlying profit basis
£29.4m (December 2023: £36.7m)
excluding revaluation movements on
completed investment property.
The group’s NAV per share
increased by 3.6% to 317p
(December 2023: 306p) primarily
due to retained earnings or to 312p
(December 2023: 300p) excluding
the defined benefit pension scheme
surplus. Net debt reduced to £62.7m
as at 31 December 2024 (December
2023: £77.8m) after the completion
of major strategic land and property
development sales. This resulted
in gearing falling to 14.7%, which
is comfortably within our stated
optimal range of 10–20%.
Throughout 2024, we continued
to make good strategic progress
toward our medium-term targets
while investing in our long-term
future. I am pleased to update you
as follows:
• The group exchanged contracts
(initial completion in 2025)
to take full ownership of
premium regional housebuilder
Stonebridge Homes through the
acquisition of the 50% it does
not already own, across three
tranches over the next five years.
• HBD formed a joint venture (JV)
with Feldberg Capital, with the
intention to deliver c.£1bn of high
quality I&L schemes with strong
ESG credentials over the next
seven years.
• Following a strategic workforce
plan reviewing Hallam Land’s
resources, we are increasing
headcount and in house
specialisms to support our
ambition to submit more planning
applications and to grow
our sales.
Chair’s introduction
Throughout 2024, we
continued to make good
strategic progress towards
our medium-term targets
while investing in our
long-term future.”
Henry Boot performed well in 2024, delivering a strong
performance in the second half of last year, as expected.
Peter Mawson
Chair
£30.7m
Profit before tax
(2023: £37.3m)
7.70p
Dividend per ordinary share
(2023: 7.33p)
henryboot.co.uk
06
• We launched a refreshed group
brand in June 2024 to reinforce
our values, optimise customer
experiences, and be clearly
recognised as a modern, progressive
and successful business. Simply
stated, Henry Boot is ‘where great
places start’.
• The annual group Employee
Engagement Survey, which informs
our aim to continually improve
Henry Boot as a place to work,
achieved an employee Net Promoter
Score (eNPS) of +30 (December
2023: +30), +22 ahead of our peer
group average. This very good eNPS
score is a testament to our people’s
commitment to Henry Boot.
• We entered into a new £125m,
three-year credit facility with
existing lenders Barclays, HSBC and
NatWest, with the option to extend
for a further two years to May 2029.
The margin payable is 160bps above
SONIA. In addition, the facility
includes a £60m accordion.
Our confidence in the business
means the Board proposes to pay
a final dividend of 4.62p per share,
which together with the 3.08p
interim dividend, gives a total of 7.70p
(December 2023: 7.33p), an increase
of 5.0% for the year. Subject to
approval at the AGM on 22 May 2025,
this will be paid on 30 May 2025 to
shareholders on the register at the
close of business on 2 May 2025.
Finally, Joanne Lake and Gerald
Jennings completed their tenures as
Senior Independent Director and Non-
executive Director, respectively, at the
end of September 2024. I would like
to express my appreciation for their
significant contributions over the past
nine years and wish them both success
in the future. In anticipation of their
departures, Talita Ferreira joined the
Board in January 2024. We have also
recently announced the appointment
of Earl Sibley, the former COO of Vistry
Group, the FTSE 250 housebuilder, as
an additional Non-executive Director.
Earl joined the Board in April 2025.
On behalf of the Board, I would also like
to thank everyone at Henry Boot for
their dedication and hard work. Their
skill and expertise continues to deliver
value to all our stakeholders and bring
in new opportunities for the future.
Peter Mawson
Chair
NOTES: This report contains the following
alternative performance measures (APM):
Underlying profit. Return on Capital Employed.
Net Asset Value (NAV) per share. Net (debt)/cash.
Total Property Return. Total Accounting Return.
More details can be found on page 70.
Read more about the
Stonebridge Homes acquisition on
page 65
Forest Chase, Great Ouseburn
07
Annual Report and Financial Statements for the year ended 31 December 2024
Overview
Group at a glance
Henry Boot is one of the UK’s leading land, property
development and construction businesses, renowned for
transforming land and spaces.
Our group is made up of three business segments
Early mover advantage
Each segment – land promotion,
property investment and development
and construction – contributes to the
group financially in different ways.
Selling land with planning permission
or selling developed properties
delivers significant value, but is deal
driven with no regular pattern of
return. This cyclical revenue would
make it impossible to fund the land
and property development through
bank loans.
The construction segment is self-
funded and cash generative. There is
little capital employed so income is
used to invest in land and development.
The property investment portfolio is
valued at £107m and generates a large
rental income. Borrowings can be
made against this portfolio at attractive
rates, and invested into the land and
property development assets.
A significant amount of equity is
retained in the business, to reduce
borrowing. Debt is secured against
investment properties and the
house-building inventory. This solid
financial structure lets us invest in
our higher-profit activities swiftly.
We maximise return, but maintain
prudent gearing.
Land Promotion
• Hallam Land
Property Investment
and development
• HBD
• Stonebridge Homes
Construction
• Henry Boot Construction
• Banner Plant
• Road Link
Read the Business Review
on page 60
Read more about our
Growth Markets on page 24
henryboot.co.uk
08
Our reputation is built on our ability to promote and deliver high quality schemes
Operating across the UK, and employing over 500 people, we focus on three long-term growth markets:
Our geographical reach
National coverage and strategic sites
The head office of Henry Boot is located
in Sheffield but we operate throughout the
country. We have nine regional offices and
seven plant hire centres to ensure we are
close to our strategic sites and we are able to
maximise our development opportunities.
Key
Head Office
Regional Office
Hire Centre
Industrial and
logistics
A market in which we have
a strong track record of
delivering prime industrial and
logistics units across England
• In 2024, the group
completed on 540,000 sq ft
of I&L development at a total
combined GDV of £140m
(HBD share: £44m)
• Last year, HBD formed a
UK focused I&L JV with
Feldberg Capital, known as
Origin. It has been seeded
with three sites from our
pipeline with a combined
GDV of c.£100m. The JV
intends to deliver c.£1bn of
high quality I&L schemes
over the next seven years
Residential
A market in which we continue
to grow our presence through
one of the largest strategic land
portfolios in the country and a
growing premium housebuilder
• The group agreed to take full
ownership of Stonebridge
Homes having exchanged
contracts to acquire the 50%
share it does not own from
our JV partner
• Our strategic land portfolio
increased to over 105,000
plots in 2024
Urban development
A market with continued belief
that more people will be living
in urban areas than rural by
2050, with regional centres still
attractive to younger people
because of the amenities and
convenience they offer
In 2024, we completed three
significant city centre projects
in Birmingham, Manchester
and York:
• Setl, the 102 premium
apartment scheme in
Birmingham (£32m GDV)
• Island, a 91,000 sq ft
NZC office building in
Manchester (£33m GDV
our share)
• Cocoa Works, a 279
apartment urban residential
project (£57m construction
contract)
09
Annual Report and Financial Statements for the year ended 31 December 2024
Overview
1
3
4
5
2
Investment case
Effective management and shareholder returns
The group has a strong track record of effectively managing the balance sheet, with a modest gearing of
10–20%, while continuing to create shareholder value through our strategic focus on delivering sustainable
growth. We have delivered attractive returns through the cycle with a 10-year return on capital employed
of 12.2% per annum and total accounting return of 10.7% per annum.
Clear focus on three key markets driven by positive long-term trends
Our strategy remains achieving long-term growth through our focus on three key markets – industrial and
logistics, residential and urban development. While 2024 saw relatively subdued levels of activity across
all three of our markets, we continue to have conviction in them over the long term. Industrial property
continued to deliver the strongest rental growth of any commercial real estate sector in 2024 and while
new home completions reduced on the prior year, house prices continued to rise, with further interest rate
cuts expected, suggesting that 2025 will see a recovery in demand for new homes.
Significant embedded value in the business
There is significant embedded value across the group, with our strategic land and property developments
held at cost, rather than revalued on a mark-to-market basis. This includes c.105,000 strategic land plots
(of which c.8,800 have planning permission) and a £1.2bn development pipeline (with 54% focused on
industrial and logistics). Added to this, we have a growing premium housebuilder, with a land bank of
c.1,700 plots.
Our culture and people
Our people are vital to Henry Boot’s long-term success. A positive and inclusive embedded culture
enables us to create and maintain long standing relationships with our customers, clients and
communities. This is crucial to our sustainability, creating an environment which empowers our people to
deliver the group’s strategy, while continuing to attract and retain people who support our culture.
Responsible Business approach
We launched the second phase of our Responsible Business Strategy in January 2022. The strategy
outlines forward-looking targets aimed at further embedding our environmental, social, and governance
(ESG) approach into the group’s commercial and strategic decision making, with the commitment of
achieving net zero carbon (NZC) by 2030.
henryboot.co.uk
10
Our strengths
Our diversified businesses
Henry Boot operates across the whole property
value chain.
With our uniquely sustainable business model, we
have built a market-leading group of companies
that source, develop and deliver across the whole
property value chain.
We manage the combined effort and expertise of
six primary subsidiaries, investing in our future to
create long-term value and robust returns for all
our stakeholders.
Our capital structure
We reinvest the cash generated from our
investment portfolio and construction business into
more profitable areas of the business.
Our financial structure allows us to invest in the more
profitable areas of the business to ensure we can
maximise value, while maintaining prudent gearing
levels. HBD’s property investment portfolio generates
rental income each year, allowing us to borrow
against the investment portfolio at attractive rates.
Our planning and
development expertise
The group has been in business for nearly 140 years
and we are valued for our expertise and forward-
thinking approach.
Henry Boot recognises that our people are
fundamental to the success and sustainability of
the group. It is their expertise across our three
key markets that executes our business model
successfully and delivers the value created by the
business to our stakeholders.
Our relationships
We work closely with our stakeholders, including
our landowners, key property advisers (who
inform us of potential opportunities), and planning
consultants and legal advisers.
At Henry Boot, we pride ourselves on collaboration.
We set clear mutual expectations and strive to
achieve them. We promote cross-team working and
work in partnership to make things happen.
Dividend per share
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
9.0p
8.0p
7.0p
6.0p
5.0p
4.0p
3.0p
2.0p
1.0p
0.0p
HY
FY
Capital employed
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
£m
400
350
300
250
200
FY
11
Annual Report and Financial Statements for the year ended 31 December 2024
Overview
104,787
Total plots
North
12,938
South Midlands
22,397
South Eastern
8,904
Strategic value in the business
Regional breakdown
Residential land plots
Land Promotion
We continue to grow one of the
largest strategic land banks in
the country.
Scotland
11,061
North Midlands
19,250
South West
23,487
Plots with permission
8%
Plots in planning
13%
Future plots
79%
Dec 2020
Dec 2021
Dec 2022
Dec 2023
Dec 2024
0
20,000
40,000
60,000
80,000
100,000
88,070
92,667
95,704
100,972
12,297
13,468
8,501
79,003
11,259
8,312
9,431
12,865
15,421
64,337
68,543
73,976
104,787
8,822
13,146
82,819
Key:
Future plots
Plots with permission
Plots in planning
South
6,750
henryboot.co.uk
12
Property investment
and development
Future development pipeline
The group has a total
development pipeline of
£1.4bn GDV (HBD share
£1.2bn), with all of these
opportunities sitting within the
group’s three key markets.
Key:
Consented
Controlled
Industrial and
logistics big box
24%
Industrial and
logistics
mid/small box
30%
Urban
residential
23%
Urban
commercial
23%
54%
Industrial and
logistics
13
Annual Report and Financial Statements for the year ended 31 December 2024
Overview
Strategic
Report
SETL, Birmingham – a £32m GDV premium apartment development
The Directors present the group Strategic
Report for the year ended 31 December 2024.
This report sets out how Henry Boot continues to create
consistent value through the promotion of new land
opportunities, the development of, and investment in,
high quality property assets, and construction activities.
The Business Overview and Strategic Report on pages 14
to 87 have been approved by the Board and signed on its
behalf by
TIM ROBERTS
CHIEF EXECUTIVE OFFICER
11 April 2025
henryboot.co.uk
14
In this section:
Chief Executive Officer’s review
16
Business model
20
Our marketplace
24
Our integrated strategy
29
– Performance
32
– People
36
– Partners
42
– Places
44
– Planet
46
TCFD Report
48
Business review
– Land promotion
60
– Property investment and development
62
– Construction
66
Financial review
67
Principal risks and uncertainties
71
Our risks
74
Section 172 statement and
stakeholder engagement strategy
82
Annual Report and Financial Statements for the year ended 31 December 2024
15
Chief Executive Officer’s review
In line with that, we saw a strong
second half performance and I am
pleased to say we have delivered
numbers consistent with market
expectations. Demand for our
high-quality land, property
development and premium homes
remained resilient. Total sales of land,
commercial property and houses for
the year were £347m, with our share
at £224m (December 2023: £249m).
The significantly stronger second
half was supported by gradual
improvements across our three
key markets, although this was not
helped by the uncertainty caused
by the autumn budget and the
consequential rise in long-term
interest rates. However, the main
factor was the timing of a number
of significant transactions. Notably,
in the final quarter, we completed
on £175m of sales (our share £101m)
of strategic and development land.
Against this backdrop, including the
general rising cost of doing business,
PBT of £30.7m, an increased NAV of
£425m (December 2023: £410m) on a
statutory basis, plus a TAR⁶ of 6.1%, is
a positive result.
Our portfolio is made up of Hallam
Land’s 104,787 plot land bank, and
HBD’s £1.2bn development pipeline,
which holds considerable latent value,
and is conservatively held on our
balance sheet at the lower of cost or
net realisable value. This, together
with Stonebridge Homes landbank
of 1,726 plots, positions us strongly
to realise our growth ambitions. In
line with our growth strategy, our
capital employed has also risen to
£439m (December 2023: £417m).
While return on capital employed
at 8.0% is outside our range, as our
markets recover and we execute on
our stated growth strategy, we expect
it to be back within our target range of
10–15%. In terms of strategy, we have
taken some big steps forward, which
will contribute to the group’s future
growth:
• In January 2025, the group
increased its ownership in
Stonebridge Homes to 62.5%
and will take full control of the
business over the next five years.
The consideration is performance
linked, and the phased structure is
designed to generate strong returns
while maintaining gearing within
£347m
Total land, commercial
property and house sales
6.1%
Total accounting return
(2023: 6.1%)
Demand for our high quality
land, prime development and
premium homes has remained
resilient, resulting in the group
successfully completing on
almost £350m in land and
property sales”
As a result of soft market conditions, a subdued economic
environment for 2024 and the expected timings of key
transactions, at the beginning of the year, we anticipated that
the full year performance would be second half weighted.
Tim Roberts
Chief Executive Officer
henryboot.co.uk
16
our optimum range of 10–20%.
This is an opportunity to increase
our investment in both a high
growth business and a residential
market, benefiting from supportive
structural and political tailwinds.
• We formed an I&L JV with
Feldberg called Origin. It has been
immediately seeded with three
sites from our pipeline offering a
combined GDV of c.£100m. The JV
will allow the group to accelerate
industrial development from its
£1.2bn pipeline and will also pay
HBD a development manager fee
and promote over agreed hurdle
rates. In January 2025, the JV
successfully secured a £54m
development loan from BGO to
help fund the development of the
seeded assets.
• Having assessed the changes
to the National Planning Policy
Framework (NPPF) that were
finalised just before the end of
2024 and concluded they should
materially ease planning policy, we
responded quickly by completing
a strategic workforce plan within
Hallam Land. This has involved
drawing up and investing in new
systems and processes and adding
more resources. In particular, we are
well underway in recruiting an extra
ten heads to add to the planners and
specialists we already employ. This
will support Hallam Land in ramping
up planning applications by a further
10,000 plots over the next 12 months
with more to come in 2026, and to,
ultimately, grow plot sales.
Turning to our markets, UK greenfield
land values were broadly unchanged in
2024 according to Savills, and volumes
over the year were around 20% below
the five year average. Our customers,
primarily national housebuilders, were
selective in their acquisitions. Demand
for our prime strategic sites remained
resilient, with Hallam Land selling 2,661
plots, well above the 1,944 in 2023 and
in line with the five year average of
2,696 plots. Total gross sales of £183m
(Hallam Land share £78m) were ahead
of our expectations, benefiting from
the sale of £36m (Hallam Land share
£9m) of employment land in Coventry.
With the spectre of the proposed
changes to the NPPF overhanging
Local Planning Authorities, we also
managed an increase in consents
secured to 2,982 plots (December
2023: 1,014). Hallam Land is in a good
position to achieve more consents
and sell more sites over the next three
years, putting us on track to meet our
medium-term yearly target of 3,500
plots sold.
The commercial property market
has stabilised, with capital values
increasing by 1.8% and total returns
at 7.7% (CBRE UK Monthly Index).
Industrial has been the best performing
commercial property sector over the
last five years by some margin, having
delivered a total return more than two
and a half times that of all property, and
remains the place in which to invest.
During 2024, industrial values were
up 4.5%, driven by rental growth at
5.0%. The majority of our completed,
committed developments and pipeline
are within the industrial sector. While
commercial markets have stabilised,
investment volumes and occupier take
up is generally running below long-term
averages. I&L take up was up 6% year
on year (YOY) in 2024 and is back in
line with the ten year average – albeit
down by around 30% from the average
during the exceptional, COVID-19-
demand-led period between 2020
and 2022. Overall investment volumes
were up 24% YOY in 2024 but were
still 11% below the ten-year average
as transactions are taking time to
complete. Despite this, HBD had a very
active year, completing on £331m (HBD
share £188m) of development, 72% of
which has been sold or let.
The key letting during the period was
a 50% pre-let to Virgin Media O2, at
Island in Manchester city centre, one
of the few NZC office buildings to
have practically completed (PC) in the
North. We achieved a record office
rent for Manchester, and there is strong
interest in the remaining space.
SPARK, Walsall – a £110m GDV I&L scheme
17
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
At Setl, our 102 premium apartment
building in the centre of Birmingham,
which PC’d in May of last year, we have
now secured sales on 69% of the units
at the target selling price, achieving an
average reservation rate of 1.0 unit per
week. At Momentum, in Rainham, a
380,000 sq ft NZC I&L scheme held in
a 20:80 JV with Barings, the contractor
went into administration during the
year, which delayed PC until August,
although the building works completed
within budget. We are currently
marketing the space to occupiers,
with the construction delay putting
back HBD’s original letting plan. Our
aim is to have made significant letting
progress over the year on this high
quality project.
Last year was not the time to be
expanding our committed development
programme, so we have rightly
managed it down to £124m (HBD share
£33m) – nearly all of it in I&L. We are,
however, encouraged by the pickup
in enquiry levels and, therefore, we
expect to increase our committed
programme during 2025, with an
emphasis on occupier led and investor
funded schemes.
The group’s investment portfolio (IP)
has outperformed again, with a total
return of 9.9%. Over the last five
years, the total return has averaged
7.1% per annum, compared with
the Index of 3.1% per annum Our
structural weighting, which we have
purposefully built up in industrial,
drove this performance. While like-
for-like portfolio valuations showed
an increase, as a result of sales the IP
ended the year at £107.4m (December
2023: £112.9m). We will, as always,
be patient in growing the portfolio to
the medium-term target of £150m.
This approach has been key to us
successfully delivering performance,
notably during the market correction
of 2022/23, and means that, going
forward, there is plenty of opportunity
for growth.
It has been a mixed year for the
residential market, with the volume of
new homes completed in 2024 down
7% on 2023 according to the National
House Building Council (NHBC), but
with house prices stabilising and,
according to Nationwide, growing
by 4.7%.
In this market, Stonebridge Homes
performed well, continuing to grow
with sales increasing 8% to 270 homes
(December 2023: 251 homes). Despite
the subdued market, we were, in fact,
only marginally below our target due to
a number of protracted chains, which
resulted in these sales rolling over into
2025. Our aim is to continue to grow
by expanding in the North East region
where, this year, we will have five sites
open, and then into the Midlands,
where we have bought our first site in
Bracebridge, Lincoln (281 plots).
As interest rates continue to fall,
demand will receive a boost. While
supply responds more slowly, we
expect the market to improve noting
that, over the medium term, Savills
forecast that house prices will
increase by 23% over the next five
years, with the regions in the North
and the Midlands where Stonebridge
Homes operates, set to outperform.
We recognise the subdued market
has continued into 2025 but remain
confident in the outlook and so expect
an increase of sales in 2025 of c.10%.
Chief Executive Officer’s review continued
Golden Valley, Cheltenham – a flagship £1bn innovation and technology project located adjacent to GCHQ
henryboot.co.uk
18
Although unsurprising, as sourcing land
is a fundamental strength of Henry
Boot, I am particularly pleased that we
have increased the land bank to 1,726
plots (December 2023: 1,513 plots),
which is key to helping us meet our
medium-term target of 600 homes
sold a year. We are confident that
we can scale Stonebridge Homes up
and, as over time, we fully integrate
the business into the group, we have
the opportunity to realise synergies
and cost savings. In the medium
term, we expect it to be accretive to
group ROCE.
In a challenging market, the group’s
construction segment was, yet
again, profitable, but was below our
expectations. Henry Boot Construction
(HBC) delivered a turnover of £49.7m
(December 2023: £70.1m), and Banner
Plant performed resiliently. Road Link
traded in line with budget. Under a new
management team appointed in July
2024, with a renewed focus on winning
work, HBC starts the new year in a
better position. At the start of 2025,
55% of its order book was contracted,
and a further 16% was secured. This
compares well with last year (49%
secured), and also with our target of
identifying 65% of our order book at
the beginning of each year.
Outlook
We continue to make good strategic
progress in positioning our business
across our three key conviction
markets for the future. These markets
benefit from long-term structural
trends where demand is likely to
outstrip supply and where, even during
this period of high rates and sluggish
growth, demand for our quality
projects has remained resilient.
We have a clear focus on growing
the group through increasing activity
within Hallam, HBD and Stonebridge
Homes. Our aim is to create synergies
and simplify our investment case
by concentrating on these three
core businesses. At Hallam, we are
significantly accelerating planning
applications, supported by our
Workforce Plan, through which we
have been strengthening the team,
so we are best placed to capitalise
on the favourable changes to the
planning system. Encouragingly, we
have seen a welcome change in the
Inspectorate’s and Local Planning
Authorities’ approach following recent
amendments to the NPPF, which has
already resulted in us winning planning
for nearly 3,000 plots over the last
six months, far exceeding our typical
run rate.
HBD is looking to grow its committed
development programme by drawing
on our pipeline, and through the Origin
JV, where we can accelerate delivery
while earning fees as development
manager including the potential for
performance fees over agreed hurdle
rates. At Stonebridge Homes, we
agreed a route to taking full ownership
alongside a well-defined strategy
to materially grow the business. We
expect the residential market to
rebound, supported by the NPPF
amendments and Planning Bill reforms,
which will provide a positive tailwind to
our growth plans. At Road Link, we are
approaching the conclusion of a 30-
year PFI contract and will be handing
back responsibility to operate and
maintain the A69 to National Highways
in the next 12 months.
After recent cuts in interest rates, we
have seen improved market sentiment,
and with expectations of a continued
downward trajectory throughout
this year, we anticipate that lower
rates will stimulate demand within
both the residential and commercial
markets, particularly in the industrial
sector. While this is positive for the
group, there will be a lag between
increased activity and the timing of key
transactions and, as a result, we expect
2025 results will, again, be heavily
second half weighted.
In the meantime, we remain very active
and well positioned for recovery,
supported by a rock solid balance sheet
and a portfolio rich with opportunity.
We continue to make good progress
towards hitting our medium-term
growth and return targets.
Tim Roberts
Chief Executive Officer
NOTES: This report contains the following
alternative performance measures (APM):
Underlying profit. Return on Capital Employed.
Net Asset Value (NAV) per share. Net (debt)/cash.
Total Property Return. Total Accounting Return.
More details can be found on page 70.
19
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Business model
Our group is made up of three business segments:
Land Promotion (Hallam Land), property investment and development
(HBD, Stonebridge Homes) and construction (Henry Boot Construction,
Banner Plant and Road Link)
Balance of activities through the value chain
Land promotion
Gaining planning permission on land is a complex
process, but adds huge value. It’s a key function
of our land promotion and property investment
and development businesses. We work with key
property advisers to seek land opportunities,
with landowners, and take advice from planning
consultants and legal advisers. Hallam Land is the
only company in our land promotion segment.
Principally, it secures interests in agricultural land,
and then promotes it for its most appropriate
use. Once planning permission is achieved, the
site is sold, sometimes after infrastructure has
been installed. The amount of capital required
to gain planning permission is a fraction of the
amount needed for the whole building process,
from acquiring land through to completing
construction. This means that Hallam Land is
focused on maximising its return on working
capital. By using agency and option agreements,
rather than buying land outright, we reduce
expenditure on each asset, maximising the
number of land opportunities we are involved in.
Property investment and development
Our Property investment and development
segment consists of two companies, HBD and
Stonebridge. Like Hallam Land, they acquire land
and obtain planning permission. But unlike Hallam
Land, they develop it themselves. HBD focuses
on brownfield sites for commercial development.
It is able to self fund projects, or source schemes,
prefunding. This means it can commit to long-term
projects, such as complex regeneration schemes,
without bank funding. Some developments are
sold, while others are added to the investment
portfolio. Stonebridge Homes is a jointly owned
company that carries out residential development.
Construction
Our construction segment is formed of three
businesses: Henry Boot Construction, Banner
Plant and Road Link. Henry Boot Construction is
a contractor, serving public and private clients
in all construction and civil engineering sectors.
Banner Plant offers a wide range of services, and
a high quality inventory of equipment for hire and
sale, such as temporary accommodation, powered
access equipment, tools and non-human-operated
plant. Road Link operates and maintains the A69
trunk road between Carlisle and Newcastle upon
Tyne. National Highways pays Road Link a fee
based on the number of vehicles using the road
and the mileage travelled.
Read more about strategy on
pages 29
henryboot.co.uk
20
Being part of the Henry Boot group
The strength in being part of our collective continues to
grow. The obvious benefits associated with being part of
a PLC, such as funding, reputation, governance, people
management and stewardship have always been there and,
each year, we focus on continually raising standards.
There are many collaborative opportunities that the individual
businesses can share and benefit from. Our ‘professional
planning status’, meeting the latest environmental credentials
such as ‘future homes standards’, biodiversity net gain,
nutrient neutrality, using the latest technology (including AI)
to automate and optimise developments to the customers’
needs are all examples of skills and capabilities that can
be shared and help elevate the overall capabilities of
the collective. Working together can also help create
opportunities to work with partners and customers to
forward fund a development and derisk a scheme.
Creating value through three core markets
Industrial & logistics
Our approach to industrial and logistics development is
rooted in our purpose. We create strategically located
logistics hubs that meet the demands of modern
cities, integrating cutting-edge technology to optimise
for efficiency and sustainability. By working closely
with partners and stakeholders, we ensure that these
developments contribute positively to economic growth
and social value.
Residential
In our residential developments, we go beyond building
houses – we create communities. Our planning and
design prioritise sustainability, biodiversity, and long-term
viability. Through Stonebridge Homes, we are committed
to delivering homes that meet the highest environmental
standards, ensuring they are not only energy efficient but
also desirable places to live.
Urban development
Our urban projects are guided by our commitment to
creating vibrant, inclusive and sustainable city spaces.
With a focus on strong ESG credentials, we ensure
that our developments contribute positively to urban
environments, fostering community engagement and
delivering long-term value to residents and stakeholders.
Annual Report and Financial Statements for the year ended 31 December 2024
21
Our value generation
People
Our people deliver the core activities of our
business model. We invest a significant amount
of time and resource in their training and
development to ensure they are empowered
in their roles. We apply the same methods and
dedication when we are recruiting to ensure
we attract the highest calibre of people within
the group.
Places
We have offices in nine locations across the UK,
but we have projects that extend our community
impact across the country. Wherever we
operate, it is fundamental to us that we develop
strong relationships and partnerships with our
communities. This could be by using the local
supply chain on projects or volunteering our skill
set to a local charity.
Partners
We are committed to maintaining our long
standing track record of customer satisfaction.
We continue to listen, understand and adapt
how we can improve upon what we deliver, so
we are able to further enhance the competitive
advantage our group brings to its customers.
Shareholders
Our priority is to protect the sustainability of
the group for our shareholders. By operating
transparently and responsibly, we are able
create added value for our shareholders,
providing updates on performance and changes
to the strategic direction of the group.
The impact we’re making
UN SGDs
When creating our Responsible Business
Strategy, we engaged our stakeholders to
understand which of the UN Sustainable
Development Goals (SDGs) they felt our
business could most positively impact.
Based on the feedback received, the
Responsible Business Committee selected the
below SDGs as those best aligned with our
corporate purpose.
Society
All of the targets contained within the
Responsible Business Strategy have been
influenced and shaped through consultation
with our people, our commercial and community
partners, our senior management and Board,
and our professional advisers to ensure that they
are robust and ambitious (while also achievable),
and will create the impact we aspire to.
Track record of generating attractive returns
Sale of land
Obtain
planning
permission
Identify
opportunities
and acquire
land
Sale of
property
Development
of sites
Construction
Investment
portfolio
Property Investment
and Development
Land Promotion
Housebuilding
Construction
Annual Report and Financial Statements for the year ended 31 December 2024
22
Strategic Report
Neighbourhood, Birmingham – a 414-unit BtR development (Our share: £128m GDV)
henryboot.co.uk
23
Our marketplace
Market context
Our key markets
As 2024 progressed, we saw a gradual improvement in the economy which translated into a steady increase in demand in our
three key markets.
We still believe our markets are driven by long-term structural trends such as population growth, retail moving online, near
shoring of supply chains, the drive for sustainability, plus the increase in household numbers, the rise in urban living (both
young and old) and the success of the main cities in terms of economic growth, education and health provision.
Industrial & logistics
While occupier demand has
slowed from record levels
during the pandemic, take up
improved during 2024 and was
marginally ahead of the 2023
outturn. Overall vacancy rates
are up from historic lows, but
new availability remains more
limited given the reduction in
speculative development over
the last two years.
Residential
The UK housing market
remained relatively subdued
during 2024 as homebuyer
demand continued to
be impacted by higher
mortgage rates. UK house
prices increased by 4.7%
during 2024, with prices
still just below the all-time
high recorded in summer
2022. Overall housebuilding
activity continued to slow with
the number of new homes
completed last year 7% lower
than in 2023 according to
the NHBC.
Urban development
Regional office demand
continues to recover with total
take up rising 10% on 2023
levels, but with an increasing
occupier focus on high quality
sustainable buildings. Regional
centres remain attractive to
younger people because of
amenities and convenience they
offer. Residential rental demand
remains strong, as limited
supply continues to drive
Private Rental Sector (PRS)
rental growth.
henryboot.co.uk
24
Key long-term structural trends affecting our business
Urbanisation
According to the Office for National Statistics, the
UK population is projected to rise to approximately
76.1 million by 2045, with around 90% living in urban
areas. Given expected population increases over
the long term, major cities will be a key driver of UK
growth with a corresponding increase in demand for
housing and high-quality office space. People do not
choose to live in cities merely to be close to work, but
rather because of the lifestyle benefits provided by
accessibility to amenities.
Demographics
The UK’s population continues to grow, albeit by
2029 it is projected that there will be more deaths
than births despite people living longer, with net
migration the only source of population growth in
the UK over the next 25 years. Whilst demographic
behaviour is inherently uncertain, this scenario
assumes net migration declines over the next few
years before averaging out at 340,000 annually.
The most significant change in the working age
population over the next 20 years is for 20 to 30
year olds and 40 to 50 year olds who are expected
to increase by 12.4% and 16.2% respectively.
Demographics therefore provide positive support
for senior living and Build to Rent (BtR) aimed at
young professionals.
Technology
The digital landscape is constantly evolving and will
disrupt how we live, work, shop and communicate,
leading to a greater requirement to deliver services
that adapt to the emergence of new technology,
but also the environment in which they do it in. In
real estate, there has been greater use of property
technology for data and analytics as well as to
help automate and streamline tasks resulting in
increased demand for warehouse space from
third party logistics operators, online retailers and
manufacturers. The emergence of AI also has
enormous potential to reshape real estate including
the emergence of new markets.
Environment
The built environment contributes an estimated
25% of the UK’s carbon emissions, which increases
the pressure on businesses in our industry to adapt
their operations to become more sustainable.
This, alongside the need to reverse environmental
degradation, has created higher demand for energy
efficient green buildings with a rising brown discount
for buildings that do not offer such characteristics.
25
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Key trends
Industrial & logistics
Our marketplace continued
Market overview
While occupier demand has slowed from record levels during
the pandemic, take up improved during 2024 and was 6%
ahead of the 2023 outturn. Manufacturers have driven the
recent improvement in demand, with many looking to de-risk
supply chains through nearshoring operations.
Despite a lower share of overall take up, e-commerce
remains a long-term structural driver of demand for logistics
space, with the emergence of other businesses that will
also make an important contribution, such as green energy
production and EVs. High street retailers are also looking to
upgrade their logistics to more sustainable accommodation
as well as increase their e-commerce offering.
Industrial has been the best performing commercial property
sector over the last five years by some margin, having
delivered a total return more than two and a half times that
of all property and remains the place to invest in. Industrial
rental growth remained strong in 2024, with the sector
delivering rental growth of 5.0% according to the CBRE UK
Monthly Index, which was the highest within the commercial
property sector. At the same time prime yields have
stabilised over the last 12 months.
Warehouse take up and availability
2013 2014 2015
2016
2017
2018
2019 2020
2022
2021
2023 2024
37.0
42.6
47.0
50.8
42.8
50.5
46.5
87.6
62.8
46.0
48.8
60.0
Vacancy rate – % (RHS)
Take up – m sq ft
Annual rental growth
Gerald Eve Prime
CBRE All industrial rents
2013 2014 2015
2016
2017
2018
2019 2020
2022
2021
2023 2024
0.4
0.6
3.0
2.9
5.9
4.5
2.9
3.5
6.8
5.3
3.6
4.6
2.3
3.1
4.1
2.8
13.7
9.0
15.1
10.3
10.6
6.9
5.4
5.0
henryboot.co.uk
26
Key trends
Residential
Market overview
UK greenfield land values increased by 1.2% in 2024,
according to Savills Research. While there was an overall
improvement in confidence and increase in activity during
the year, land sales were around 20% below the five-
year average in 2024, as deals continue to take longer to
progress than in the post-COVID-19 bounce-back period.
The announcement of changes to the NPPF will increase
applications; however, this has not yet been reflected in
national approvals with 25% fewer homes granted planning
consent in 2024, compared with the previous peak in 2021,
according to the HBF.
The UK housing market remained relatively subdued during
2024 as homebuyer demand continued to be impacted by
higher mortgage rates. According to Nationwide, UK house
prices increased by 4.7% during 2024, with prices still just
below the all-time high recorded in summer 2022. Northern
England continues to outperform southern England,
with prices up 4.9% year-on-year. Overall housebuilding
activity continued to slow, with the number of new homes
completed last year at 7% lower than in 2023, and down 18%
from the 2022 peak, according to the NHBC.
Residential planning approvals
in Great Britain
Number of projects (RHS)
Number of units
New home completions
2013 2014 2015
2016
2017
2018
2019 2020
2022
2021
2023 2024
241,161
273,580
350,769
361,900
381,733
367,031
328,639
279,312
273,871
329,690
266,812
352,975
2013 2014 2015
2016
2017
2018
2019 2020
2022
2021
2023 2024
108,714
140,625
141,905
147,715
150,689
139,607
151,297
133,611
124,144
115,629
120,102
149,822
27
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Urban development
Our marketplace continued
Key trends
Market overview
The urban development market suffered the biggest
disruption as a result of COVID-19. Cities saw a reduction in
footfall as people chose to retreat from them and businesses
supported homeworking, which reduces the demand for
office space. Nonetheless, we are now seeing a reversal of
these practices, with increasing footfall as many businesses
are either encouraging people to return to offices or making
it mandatory to return full time.
This is demonstrated as residential rents in 2024 saw a
very healthy 9.0% rise, according to the Office for National
Statistics, supporting continued investor demand for BtR,
with investment volumes up 11% in 2024, surpassing £5bn for
the first time. Demand for prime offices in regional cities with
strong ESG credentials has also picked up, with prime rental
growth of 6.6% in 2024.
Annual prime regional office rental growth
Rental value growth
UK private residential
UK commercial property
2014
2015
2016
2017
2018
2019
2020
2021
2022
2023
2013 2014 2015
2016
2017
2018
2019 2020
2022
2021
2023 2024
2.9
3.1
2.4
4.2
2.2
2.3
6.5
5.0
6.6
3.8
2.6
3.0
2014
2015
2016
2017
2018
2019
2020
2021
2022
2023
2013 2014 2015
2016
2017
2018
2019 2020
2022
2021
2023 2024
henryboot.co.uk
28
Our existing
Strategic
Pillars:
Our New
Integrated
Strategy:
Our existing
Responsible Business
Strategy:
Safety and
environment
People
Performance
People
People
Growth
Partners
Partners
Places
Places
Delivery
Planet
Planet
Our integrated strategy
Group strategic priorities
The group set a medium-term strategy in 2021 to grow the size of the business through a 40% increase in capital employed
to over £500m and a targeted focus on three key markets: Industrial and logistics (I&L), residential, and urban development,
while maintaining ROCE within a 10–15% range.
Our key metric of capital employed has risen to £439m (2023: £417m), and our ROCE was at 8.0%. Over the last three years
we have delivered a ROCE of 10.0% per annum, which we believe to be a very credible performance given that commercial
property and land values remain 20.8% and 7.9% respectively below their mid-2022 peaks. We maintain our belief that we can
achieve our main medium-term target of £500m capital employed, while continuing to generate attractive returns.
29
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Our integrated strategy continued
Responsible Business Strategy
Our Responsible Business Strategy sets out medium-term
objectives for the business, which we will aim to achieve by
the end of 2025.
It incorporates the findings from our stakeholder
engagement and our existing responsible business initiatives
to provide clear guidelines on how we intend to deliver our
commitments over the coming years. We will collaborate
with our people and partners with passion and ingenuity
to create long-lasting and genuine value and impact.
Demonstrating our commitment regularly will be essential,
so that we showcase our successes and the challenges we
have overcome.
To find out more about our responsible business
performance in 2024, please read our 2024 Responsible
Business Strategy Progress Report.
Material issues
What are the risks?
Where do we see opportunities?
Employee
health and
wellbeing
We recognise the increasing pressure that
our society faces and the challenges posed
by poor physical and mental health. Without
strategic intervention, we may face the risk
of increased employee absence and burnout
negatively impacting our productivity and
workplace culture.
Our Health and Wellbeing Strategy aims to embed a collaborative
relationship between the group and our people to promote a
positive and open culture relating to wellbeing. We aspire to
embed a culture of people-led leadership and review wellbeing
at all levels of our business to ensure that we continue to invest in
and protect our greatest asset – our people. Taking this approach
provides us with the opportunity to evolve our workplace culture
and attract a broader range of diverse talent to our business.
Equity,
diversity
and
inclusion
(EDI)
The built environment sector has traditionally
struggled to attract, retain and progress a
diverse pool of talent. Continuing failure to
do so poses a risk of increased skills gaps
(particularly in operational roles) exacerbated
by an ageing workforce, a restricted workplace
culture and limited opportunities for growth.
Our EDI Working Group works closely with our senior management
to collate feedback and review and implement initiatives aimed
at ensuring Henry Boot is a welcoming, accessible and diverse
place to work. Ongoing reviews of our recruitment processes and
employee data are enabling us to identify areas for improvement
and informing programmes to continue to engage with diverse
talent. Taking this approach presents an opportunity to strengthen
our business resilience, support our growth aspirations, and better
represent the communities we serve.
Achieving
our net
zero carbon
(NZC) target
As our business aspires to grow and increase
productivity, there is a risk that our direct
greenhouse gas (GHG) emissions could rise.
Our group Climate Forum reports to our senior management
team and aims to share knowledge and collaborate to reduce
our direct GHG emissions. We continue to adapt our approach
to reduce our impact and, in doing so, offer schemes that meet
market and investor demand as well as attract talent to work for
our business.
Education
engagement
It is increasingly difficult to attract diverse
talent (particularly in operational roles) and a
failure to do so could lead to skills gaps and
reduced productivity and growth.
Our group invests significant amounts of time and resources into
providing leading careers education to a broad range of learners.
We frequently engage and collaborate with education leaders
and specialists to identify where we can create the greatest
impact and aspire to create excitement about the opportunities in
our business and industry.
Community
investment
We recognise the increasing challenges that
our communities face as a result of the legacy
of COVID-19, the cost-of-living crisis and
rising interest rates. Social value continues to
be an important consideration for the public
sector when awarding work and a failure
to demonstrate authentic investment and
credentials risks the ability to win bids.
We are well underway to achieve our medium-term target
of generating £1 million of value for our community partners.
We continue to invest significant funds, resources and time to
create long lasting and genuine social value in the communities
where we work. A collaborative approach enables us to
showcase a sincere commitment and understand the issues our
communities face. As a result, we are well regarded for our social
value performance.
Responsible
consumption
and nature
stewardship
Adapting to climate change goes beyond just
reducing GHG emissions and accounts for
how businesses use resources and protect the
natural world. We rely on the natural world to
produce many of the materials required for our
buildings. A failure to limit our consumption
and protect natural habitats could affect our
ability to procure the materials we require and
remain compliant with evolving legislative and
regulatory demands.
We remain committed to protecting the habitats where we work
and source our materials. We continue to engage partners and
our supply chain to reduce our consumption of materials and
utilise internal subject matter and external experts to shape our
approach to ensure it is ambitious and collaborative.
Our material issues
henryboot.co.uk
30
What’s important to our stakeholders
What matters to our people
Our people want to work for a forward
thinking, inclusive and collaborative business.
They want us to invest in their progression
and wellbeing and feel that their voice is heard
in our decision making. We regularly collaborate
and engage them to ensure that our direction is
people-led.
What matters to our communities
The last few years have been incredibly
challenging for communities across the UK
and we have seized the opportunity to play a
more involved and collaborative role in supporting
them to address their challenges. The places we
create are for the communities we serve and we
want to address the issues we know matter to
them including wellbeing, social mobility, good and
inclusive economic opportunity, and protecting
their environments.
What matters to our investors
Providing clear communications is essential
for the group to build and maintain strong
investor relationships. We ensure we are open
and transparent, giving regular updates on our
strategic and commercial progress, and engage with
investors throughout the year on key developments
and addressing any concerns that
may arise.
What matters to our customers
Our customers expect nothing less than
the best. They know us for putting people
first and doing the right thing – whether that
be developing some of the UK’s finest sustainable
places or working with them to address their
requirements. We pride ourselves on always putting
our customers first and placing them at the heart of
our decision making.
Future generations and the
environment
Our purpose is to create great places today
for a better tomorrow. In fulfilling this, we recognise
our responsibility to both the environment in which
we build and to the future generations who will
occupy and enjoy our places. We regularly engage
emerging talent to hear their voices and listen to
what matters to them.
01
03
05
02
04
Read more about stakeholder
engagement on page 82
31
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Strategy:
Performance
Objective
To grow capital
employed to £500m
Objective
To generate a
ROCE of 10–15%
Objective
Grow Hallam Land’s
plot sales
Objective
Grow HBD’s
development completions
Medium-term target
£500m
Medium-term target
10–15%
Medium-term target
c.3,500 p.a.
Medium-term target
c.£200m
£439m
£415m
£399m
£376m
£365m
2020 2021 2022 2023 2024
8.0%
9.9%
12.0%
9.6%
4.9%
2020 2021 2022 2023 2024
2,661
1,944
3,869
3,008
2,000
2020 2021 2022 2023 2024
£188m
£111m
£83m
£69m
£55m
2020 2021 2022 2023 2024
Capital employed
£439m
ROCE
8.0%
Plot sales
2,661
Development completions
£188m
Performance
On track to grow capital
employed to over £500m
Performance
Lower operating profit
reduced ROCE to be
marginally out of our
target range
Performance
FY-24 plot sales in line with
five-year average of 2,696
Performance
Increased development
completions to £188m
in FY24
Aim for 2025
To maintain capital
employed growth in line
with strategic target
Aim for 2025
To be around the lower
end of stated target range;
however, we maintain our
aim to be within 10–15%
through the cycle
Aim for 2025
To be around
strategic target
Aim for 2025
Following the completion of
three significant schemes
the committed programme
reduced; however, we have
optionality to build it back
up from our future pipeline
of £1.2bn
Link to group risk
1 3 4 5 6 9 10
12 14 15
Link to group risk
1 3 4 5 6 9 10
12 14 15
Link to group risk
1 3 4 7 8 12
Link to group risk
1 3 4 7 8 12
henryboot.co.uk
32
Key to group risks
1 External markets
2 Sustainability targets/
communications
3 Underperformance of
subsidiaries
4 Reputational incident
5 Loss of critical
systems/data
6 Business continuity
incident
7 Attract, retain and develop
workforce
8 Loss of key personnel
9 Health, safety and
environment incident
10 Execution
11 Failure to adhere to
regulation/legislation
12 Adverse changes in
regulation/legislation
13 Funding
14 Erosion of profit
15 Fraud
Notes:
This report contains the
following alternative
performance measures
(APMs): Underlying profit;
Return on Capital Employed;
Net Asset Value (NAV) per
share; Net (debt)/cash;
Total Property Return; Total
Accounting Return.
More details can be found
on page 70.
Objective
Grow investment
portfolio value
Objective
Grow Stonebridge
Homes’ house sales
Objective
Henry Boot Construction’s
order book secured
Medium-term target
£150m
Medium-term target
c.600 units
Medium-term target
>65%
£107m
£113m
£106m
£126m
£92m
2020 2021 2022 2023 2024
270
251
175
120
115
2020 2021 2022 2023 2024
55%
49%
68%
100%
80%
2020 2021 2022 2023 2024
Investment portfolio
£107m
Unit completions
270
Order book secured
55%
Performance
Total value reduced after
sales in the year
Performance
270 homes completed
in FY24
Performance
55% secured for 2025, with
16% in legal or bidder stage
Performance
We will remain disciplined
in building up towards
stated target
Performance
Will increase output in 2025
to 298 plots
Performance
New senior team hired to
grow the order book
Link to group risk
1 3 13 14
Link to group risk
1 3 4 7 8 12
Link to group risk
1 3 4 7 8 12
33
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Accident
Incident Rate
683
GHG Emission
CO2e
2,989 tonnes
Employee Net Promoter
Score (eNPS)
30
People development
completions
4 days
Performance
The group’s AIR decreased
in 2024, but Banner Plant
not meeting their individual
health and safety KPIs
impacted the overall rate
Performance
Scope 1 and 2 GHG
emissions were 10% lower
than our 2019 baseline
Performance
Our eNPS, remained very
good, and higher than
industry benchmarks
Performance
The group number of people
development interventions
remained at a high level and
in line with target
Aim for 2025
To reaffirm our robust health
and safety approach, while
continuing to adjust and
embed initiatives launched
in the year to mitigate
further incidents
Aim for 2025
To continue implementing
NZC strategy across
the group
Aim for 2025
To address feedback which
has arisen from the survey
Aim for 2025
To continue implementing
a wide range of people
development opportunities
to support a high
performance culture
Link to group risk
8 9 6
Link to group risk
2
Link to group risk
7 8
Link to group risk
7 8
Strategy:
Performance continued
Objective
Work towards a more
coordinated H&S
approach to ensure our
group is a safe place
to work
Objective
Reduce directly
controlled GHG
emissions
Objective
Seek high levels of
employee satisfaction
and engagement
Objective
Create a high
performance culture led
by a range of training
opportunities
Medium-term target
<395
accident incident rate
Medium-term target
20% reduction
Medium-term target
40 (eNPS)
Medium-term target
4 days (per employee)
683
785
202
630
466
2020 2021 2022 2023 2024
2,989
2,833
2,930
2,706
2,562
2020 2021 2022 2023 2024
30 (eNPS)
30 (eNPS)
39 (eNPS)
26 (eNPS)
46 (eNPS)
2020 2021 2022 2023 2024
4 days
4 days
4.7 days
2.5 days
2.8 days
2020 2021 2022 2023 2024
henryboot.co.uk
34
Key to group risks
1 External markets
2 Sustainability targets/
communications
3 Underperformance of
subsidiaries
4 Reputational incident
5 Loss of critical
systems/data
6 Business continuity
incident
7 Attract, retain and develop
workforce
8 Loss of key personnel
9 Health, safety and
environment incident
10 Execution
11 Failure to adhere to
regulation/legislation
12 Adverse changes in
regulation/legislation
13 Funding
14 Erosion of profit
15 Fraud
Notes:
This report contains the
following alternative
performance measures
(APMs): Underlying profit;
Return on Capital Employed;
Net Asset Value (NAV) per
share; Net (debt)/cash;
Total Property Return; Total
Accounting Return.
More details can be found
on page 70.
35
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Strategy:
People
Our strategy in action – people
Our people are our greatest asset and are vital to our long-term strategic
success and sustainability. Engaging and developing our workforce is
crucial to our continued performance and growth.
We collaborate with our people to enable them to achieve their best,
putting them at the heart of everything we do. We know that, without
them, our business will not thrive.
Our refreshed values are at the centre of our People Strategy and were
co-created through our recent brand refresh. These values are:
• Put people first
• Do the right thing
• Be open to change
We work to continually develop and maintain a culture of inclusivity that
enables us to attract and retain the best talent to work at every level.
Our people are committed to working as part of our team and support
and represent our values.
We remain committed to investing the time and resources to support,
engage and motivate everyone at Henry Boot to feel valued, to be able to
develop rewarding careers, and want to stay and progress with us.
Our approach is to recruit and promote from within wherever possible to
provide the best possible progression opportunities. We have worked to
create more defined career paths via our Career Progression frameworks
to ensure our people can identify their career development routes and
gain the support they require to progress.
As our business continues to develop and grow, we understand that,
by retaining and inspiring effective and committed people, we can
continue to deliver excellence to all.
Agile working
We continue to develop and advocate
for our Agile Working Framework,
originally launched in 2021. We adapt
our approach to ensure our people can
maintain a work-life balance, which, in
turn, supports our business to thrive. We
recognise that not all roles will be able
to achieve the same level of agility, but
we strive through our framework to give
managers the confidence and autonomy
they need to support their teams –
helping our people to find the balance
between individual requirements and
business need.
henryboot.co.uk
36
Strategic Report
Employee Engagement Survey
Our objectives
Our findings
Case study
The purpose of conducting our
engagement survey is to gain an
in-depth understanding of our
people’s experience while working
at Henry Boot. The survey is
focused on gaining feedback so we
can support and nurture a culture
through which our workforce can
be the best version of themselves
at work, in turn, supporting the
business to be successful.
The survey and our findings focus
on the group as a whole. While
we can look at our subsidiaries as
separate entities (which will be
beneficial for business specific
feedback), we have opted to look
at the scoring holistically as a group
to push for more collaboration,
a collective responsibility and a
joined-up approach to culture
and engagement.
Our process
Our process, facilitated by HIVE (our
employee engagement partner), saw
our annual employee engagement
survey housing a framework of
39 questions. These were used to
measure progress when compared
with the responses from surveys
conducted over the last three years.
Some questions were based on
those posed previously to allow
for statistical analysis of change;
however, other questions were more
focused on 2024 and specifically
how we have, and continue to, adapt
to develop our people’s experience
of working at Henry Boot.
78%
Response rate
(increase of 1% from 2023)
The survey results show that our people
have remained resilient, optimistic, and
focused on working as a team to maintain
delivering an exceptionally high standard
for our clients and partners, in what has
been a challenging year in the industry
and economy.
The survey results and feedback are
carefully reviewed by our Board,
Executive Committee, senior leaders and
Group Employee Forum to identify any
areas where there is scope for increased
engagement with, and support for,
our people.
Very good group eNPS score of
+30
We have maintained this score at the
same level as 2023; this is benchmarked
above industry standard and considered
a very good score.
7.7
Our engagement index score, which
measures pride, advocacy and loyalty
was scored at 7.7, which is considered in
the positive score range and indicates that
our people are engaged, with high levels
of pride and loyalty, recommending Henry
Boot as a great place to work.
Did you know?
Each year, our Group Employee
Forum works alongside each part
of our business to collaborate
on focus areas arising from this
feedback, to ensure that any areas
for improvement or continuation
of good work are taken forward.
We undertook a series of
engagement sessions across
the business following our
2024 survey, to further explore
the results and identify key
areas of focus.
Our senior management
teams and forums were
involved and identified some
focus areas as follows:
• Further embedding of our
reward strategy
• Further embedding of
our career development
frameworks
• Work–life balance
• Communication of change
Our forums and senior
management teams will
work together supported by
our people team, to focus
on improving our people’s
experience in these areas.
37
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Reward Strategy
We remain committed to rewarding
our people fairly and transparently.
We continue to embed our Reward
Strategy to energise our people to
perform at their best. This is essential
to strengthening our offer in our ability
to attract, retain and motivate our
people in competitive markets where
workforce expectations continue
to develop.
Our strategy is strongly linked to our
values and behaviours framework with
a bonus scheme, which provides all our
people with an opportunity to earn that
is linked to three performance areas:
group financial, subsidiary financial,
and personal objectives.
Beyond pay, we have a strong
proposition of benefits, wellbeing
support, agile working possibilities, and
career progression opportunities to
support our people.
Our commitment and principles to
reward centre on doing the right
thing, putting people first, recognising
people’s success and supporting them
to develop by:
– rewarding our people responsibly
by providing a competitive total
compensation package and
protection through core benefits;
– making changes to our benefits
offer by removing service-related
conditions around life assurance
and income protection insurance,
which makes this accessible upon
successful completion of the
introductory period;
– recognising our people’s success
through our feedback culture,
performance-related pay and share
ownership opportunities; and
– maintaining a focus on growth in our
ambition to go beyond pay with a
focus on skills, development and our
evolving wellbeing offer.
Reward is a key element of our total
proposition. Our goal is to improve
clarity and understanding for our
people so they can achieve a better
awareness of our offer.
Health and wellbeing
Our people are our greatest asset and
investment in their health and wellbeing
is critical to ensure that they are healthy,
productive, and fulfilled in their roles.
While this has long been a primary
consideration, we recognised that a
more strategic, interventionist, and
collaborative approach was needed,
which prompted the development and
launch of our Health and Wellbeing
Strategy in 2023. This strategy aims
to ensure that we provide the best
possible support to our people and, as
a result, continue to be successful and
enjoy commercial growth driven by a
fulfilled and productive workforce.
Our Health and Wellbeing Strategy
focuses on the group’s support for
our people across four key areas of
wellbeing – physical, mental, digital
and financial. Delivery of the strategy is
overseen by our employee-led Health
and Wellbeing Working Group in
partnership with our people team and
senior management.
Throughout 2024, we delivered a
diverse programme of resources
and activities, which provided our
colleagues with information and
support on a range of issues, including
mental health, female health, cancer,
neurodiversity and suicide prevention.
Our network of approximately 50
Mental Health First Aiders works in
close partnership to provide a bottom-
up source of support to our people and
partners to complement our existing
range of health-related benefits and
support, including our Employee
Assistance Programme.
Financial wellbeing
We are committed to ensuring that our
people are well rewarded for their hard
work and have access to resources to
support their financial wellbeing. We
recognise that economic uncertainty
has resulted in financial pressures for
many in our society and we are keen
to ensure our people and partners can
access support when it is needed.
In 2024, we commissioned a bespoke
financial wellbeing support programme
with specialist consultancy Finwell.
This programme will deliver a range
of resources and sessions (both
digital and in-person) on a broad
array of topics, including budgeting,
pensions, mortgages, family and
retirement planning.
We operate the Henry Boot PLC group
Stakeholder Pension Plan (defined
contribution pension), where the group
pays contributions to an independently
administered fund (AVIVA) based upon
a fixed percentage of an employee’s
salary. Member benefits from the
plan are determined by the amount of
contributions paid by the group and
the member, the investment returns on
the investments made by the individual
based on their risk appetite (with most
people remaining in the pre-selected
Default Fund), and the decisions
made by the member on retirement
age and how they choose to receive
their retirement benefits. We have
implemented the UK’s auto-enrolment
pension requirements, including re-
enrolment on a triennial basis, and our
people are informed of auto-enrolment
and other pension choices through our
online portal and the hub.
In October 2024, we granted share
options to all our people who met the
eligibility criteria for the Company
Share Option Plan (CSOP). We
also sent invitations to those who
were eligible to participate in the
group’s 2024 Sharesave scheme,
which allows people to contribute
a maximum of £500 per month to
one, or a combination of, current
Sharesave schemes. The Remuneration
Committee agreed to apply a 20%
discount off the share price, the
maximum discount allowed under the
HMRC rules.
Equity, diversity and inclusion
(EDI)
We aim to create a fair, accessible,
diverse and inclusive working
environment, while recognising
the challenges our sector has
traditionally experienced in relation to
representation and diversity. We want
to foster an inclusive culture, where
everyone feels a sense of belonging.
We believe our ambition will enable
our people to excel, feel they can be
their authentic selves at work, and drive
long-term success, competitiveness
and sustainability.
Our people continued
Our strategy in action – people continued
henryboot.co.uk
38
2024 saw the relaunch of our EDI
Working Group with a clear focus on
engaging our leadership, improving
our communications and engagement
opportunities, and reviewing
opportunities for mentoring and our
recruitment processes.
The reintroduction of the working
group saw the creation of several
networks including the LGBTQ+,
Neurodiversity, and the EmbRace
network, which accompany our
already-established Family Matters
(our parents and carers network) and
SheNetworks (our female-led network)
as a way of creating meaningful
engagement throughout the group.
In September 2024, our Board and
Executive Committee attended a
bespoke EDI workshop with Business
in the Community (BITC), which
focused on inclusive leadership. This
productive and informative session
provided our leaders with a valuable
learning opportunity and a safe forum
in which to honestly discuss how they
could better champion and role model
behaviours and practices to increase
diversity and enhance inclusion at
Henry Boot. The outputs of the session
have helped inform our EDI Action Plan
for 2025.
Our EDI Working Group and people
team continue to collaborate on our
ambition to update and improve
our people data and, in doing so,
ensure that we have consistently
accurate baselines that can be used to
inform future pay gap reporting and
target setting.
Although we recognise that the
ambitions and objectives in our
Responsible Business Strategy will take
time to achieve, we are fully committed
to working with key partners to engage
with under-represented groups through
various networks.
We will encourage diversity of thought
and approach amongst our people,
and open opportunities for under-
represented groups to experience and
access employment in our industry.
We continue to forge links with local
groups and educational establishments
to encourage diversity and to change
perceptions and influence others
to view our industry as a positive
career choice. Examples of the
networks we are members of and
actively support are Building Equality,
Women in Property, the Considerate
Constructor’s Scheme, and BITC.
Our Emerging Talent programme
aims to excite and engage a diverse
range of learners about employment
opportunities in our industry and guide
us to provide a top-class experience for
all our people.
Our opportunities for learning, career
development, and promotion are
inclusive to all our people. We are
proactively engaging with external
stakeholders (including local
government and special education
providers) to learn about how we
can best support young people not
in education, employment or training
(NEET), and those who are disabled or
have special educational needs (SEND)
into meaningful employment and to
offer these students rewarding career
education experiences.
The Board Diversity Policy is set out in
more detail as part of our Nomination
Committee Report on pages 122 to 129.
Our gender pay gap (when measured
as a median average) is currently 20%.
This continues to reflect the current
ratio of people employed rather
than an issue relating to how we pay
our people.
Our Responsible Business Strategy
sets out ambitious targets for us to
increase our workforce diversity and
we recognise that further improving
our gender diversity in our workforce
and management teams will support us
to further reduce this gap. We are also
currently undertaking the necessary
preparations to begin reporting on our
ethnicity and disability pay gap.
The EDI Working Group is guiding
us to ensure our recruitment
processes attract diverse talent
and ensure our workforce reflects
the diversity of the communities in
which we live and work, by increasing
opportunities and reducing barriers to
under-represented groups.
All employees
119
315
Senior managers*
4
16
Direct workforce (not including Road Link (A69)
or Stonebridge Homes)
*Statutory Directors that are not on the
PLC Board
Professional development
Delivering a positive workplace culture
and positive career experience that
attracts new and diverse talent and
retains experienced people will give
us the ability to compete successfully
and ensure long-term sustainability.
The group has a moderate level of
people turnover as the retention and
development of our internal talent
remains critical to our success. Our
turnover in 2024 was 18.85%. Our
retention rates ensure that we have
a solid base on which our people
can grow, develop and achieve their
potential. Our directly employed
headcount was 531 (504 FTE) at the
end of 2024.
We recruited a further four apprentices
in 2024, which brings our total
number of current apprentices to 23
with a further four interns and one
trainee. Our trainees and apprentices
are enrolled on formal courses of
education and supplement their
learning through in-house training and
experiential development.
Our preferred succession planning
method is one of in-house development
and growth; consequently, we also
have a number of experienced people
enrolled on formalised education
programmes to enhance their skills
and knowledge, in anticipation of
career development and promotion
within the business in which they
operate. Throughout 2024, seven of
Female
Male
Female
Male
39
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
our people completed their education
programmes and two of those people
progressed onto the next level of their
development. We have key pathways in
place for our apprentices and trainees
to ensure our talent pipeline continues
to flourish.
Throughout 2024, we also rolled out
our Leading Change development
programme for senior leaders
across the business. This brought a
population of approximately 50 of
our senior leaders together in support
of development centred on leading
people through change, uncertainty and
complexity in an ever-evolving world
and environment in which the business
is operating.
We also ran a further cohort of
our Management Development
Programme (MDP), which aims to
provide line managers in the business
with enhanced people focused skills
and behaviours. Of our line managers,
27 completed the MDP programme
in 2024.
We delivered 1,737 people
development days (an average of just
over three days per person) and there
was also an unquantifiable amount
of ad hoc learning and development,
which takes place daily at our sites,
offices, depots and via remote
engagement. The coming year will
see a more bespoke approach to
development, focused on the specific
needs of our subsidiary businesses
and individuals. The outputs from
our skills mapping exercises, as
part of the approach to workforce
planning, will help us to be more
targeted and directive in our design
and implementation to respond to the
development requirements of teams
and individuals.
Our Performance Development Review
(PDR) process places focus on a
quality, two-way conversation, aimed
at developing our people, sustaining
and improving performance across
the business. Our approach is
to encourage this conversation
throughout the year, through a
process of interim and midyear
reviews, to ensure that our people
know what is expected of them and
have support in achieving this.
In 2024, we continued our approach
to have a more open and transparent
conversation about performance
against SMART objectives and we
continued to embed our performance
ratings process, focused not only on
operational tasks, but also on values
and behaviours.
This is an evolving process, which will
continually develop over the years
ahead through engagement with our
people across the whole business.
Health and safety
We have robust history of ensuring
health and safety is central to how we
operate as a responsible business. The
group is diverse, and each division
fosters a health and safety-driven
culture, to ensure those people
affected by our undertakings are
protected from harm. Health and
safety performance is reported at
subsidiary level, in addition to group
level, to routinely ensure we remain
ethically and legislatively compliant
throughout the group.
Our performance
In 2024, the group’s Accident
Incidence Rate (AIR) was 683 (2023:
785). The group’s target AIR in
2024 was <530; although we failed
to achieve this target in 2024, we
did improve over our 2023 end of
year result (2023: 785). The end of
year result was directly affected by
Banner Plant failing to meet its 2024
KPIs. However, the rest of the group
performed exceptionally well and
attained their KPIs, despite what was a
challenging year.
Annual reports have been written
based on each subsidiary performance
and benchmarked against previous
reports. Each subsidiary has performed
resiliently during 2024, despite the
difficult market conditions. Reporting
has resulted in recommendations
which have been debated by each
subsidiary board and approved for
investment during 2025 to ensure
health and safety remains embedded in
how the group operates.
We are currently working through
a period of integrating Stonebridge
Homes. The business operates a
mature health and safety management
system and processes and its
health and safety performance will
be monitored and reported at a
group level.
We are pleased to report that
the group has retained various
accreditations throughout the year,
which supports the group’s drive to
operate ethically:
• ISO 45001 – Occupational Health
and Safety Management System
• ISO 9001 (Quality Management)
standards
• ISO 14001 – Environmental
Management
• Contractors Health and Safety
Assessment Scheme
• Safe Contractor
• Hire Association Europe
• Gold ROSPA award
Our people continued
Our strategy in action – people continued
henryboot.co.uk
40
Our supply chain
Our partnership with our supply
chain is critical to our success and we
work hard to engage and collaborate
with all our suppliers and partners
to create and maintain long-term
successful relationships. We have a
commitment to securing the services
of predominantly local subcontractors
and utilising local suppliers to minimise
the miles and emissions that working
with us produces, and to generate
social value for the communities in
which we work. This continues to be
a strong and responsible approach for
our business.
Human rights
Our business is totally committed to
supporting and working to the UN’s
Guiding Principles on Business and
Human Rights. Protecting, preserving
and respecting human rights is fully
embedded in our culture and is
fundamental to our values.
This commitment is reflected in,
and demonstrated by, our routinely
updated policies, including:
• Anti-Bribery and Corruption
• Equity, Diversity and Inclusion
• Ethics
• Modern Slavery
• Rights to Work
• Whistleblowing
In addition to our policies, we aim to
demonstrate this commitment through
all our behaviour and actions towards
our people, suppliers and partners, and
the communities in which we operate.
Modern slavery
We recognise that our industry is
vulnerable to the impacts of modern
slavery and, therefore, we have
implemented and embedded a number
of measures that seek to bring about
greater transparency and scrutiny into
our various supply chains in order to
combat slavery and trafficking activities.
We keep our Human Trafficking and
Slavery Statement (the ‘Statement’)
under regular review and set out the
activities we undertake to reduce
the risk of slavery and trafficking
activities being present within our
business operations.
These measures include enforcing our
Modern Slavery Policy, due diligence
requirements and mandatory contract
clauses seeking compliance by our
supply chain with appropriate anti-
slavery measures.
Following the completion of a Modern
Slavery Assessment Tool (MSAT), we
have signed up to the Gangmasters
and Labour Abuse Authority (GLAA)
Construction Protocol. In addition,
we have also engaged NGOs
and other supply chain bodies to
understand where our practices may
be strengthened.
We commit to collaborating closely
with our people, partners, contractors
and suppliers to monitor our
performance, share knowledge and
maintain vigilance throughout our
business and supply chains.
Anti-bribery and
anti-corruption
Delivering our services with a zero-
tolerance approach to corruption in any
form is essential for us to demonstrate
our values, long standing commitment
to ethical behaviour and integrity, and
to uphold our reputation and image.
Our Anti-Bribery and Corruption Policy
sets out the standards expected of all
group employees and supply chain
members in relation to anti-bribery and
corruption, and the Board has overall
responsibility for ensuring this policy
complies with the group’s legal and
ethical obligations and that everyone
in our organisation and supply
chain complies.
41
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Strategy:
Partners
Our partners
Our commercial success depends on
the collaborative relationships we have
with our commercial partners. It is our
objective to remain a partner of choice
in our key markets and to invest in
high-impact partnerships.
We are proud to adhere to the prompt
payment code and continue to review
remuneration for our people and how
we compensate our supply chain to
ensure that we pay and offer support
fairly. We have decided to delay
membership with the Living Wage
Foundation until we have integrated
Stonebridge Homes into our business
in order to ensure our approach is
inclusive and consistent.
We continue to maintain best practice
on the issue of modern slavery through
our Modern Slavery Policy (which is
routinely reviewed) and engagement
with our supply chain.
We regularly provide resources and
support to our supply chain, including
toolbox talks, bespoke mental health
awareness information from the
Lighthouse Charity, and guidance on
regulations and best practice. We
offer tailored and extensive support
to our sub-contractors to provide
them with support during turbulent
market conditions.
We have also routinely engaged with
our commercial partners and supply
chain to collaborate on delivering
significant social value and employment
and skills opportunities in alignment
with commercial schemes and
community partnerships.
We also work closely with membership
organisations (including the
Confederation of British Industry (CBI),
Building Equality, and Business in the
Community (BITC)) on EDI and engage
other members to share knowledge
and best practice. We are proud to be
an engaged and contributing member
of the BITC EDI Yorkshire and Humber
Steering Group.
We work closely with the Yorkshire
Climate Action Coalition (YCAC)
through our role on the Steering
Committee and engage the UK
Green Building Council (UKGBC) to
share knowledge and best practice,
and educate and inform our people
and partners on the latest sector
environmental developments. We
routinely collaborate with our supply
chain and professional partners across
all areas of commercial operations
to identify opportunities to protect
the environment and support the
aspirations of our NZC Framework.
Partners
What this means
Our partners are the commercial partners we work alongside. This
includes our investors, customers, supply chain, advisers, agents,
professional and membership bodies, regulators and other commercial
stakeholders.
What we have achieved
We have continued to remain a partner of choice for our three key
markets – urban regeneration, residential, and industrial and logistics.
We continue to service a diverse customer base across both the public
and private sectors. Highlights in 2024 included the conception of Origin,
– our new industrial and logistics partnership with leading Feldberg
Capital. The partnership is seeded with three sites from our pipeline and
all developments will target market-leading ESG credentials, including
BREEAM ‘Excellent’ and an EPC ‘A’ rating.
henryboot.co.uk
42
Our strategy in action
Strategic Report
Supply chain roundtables
We hosted two roundtables with members of our
supply chain and businesses and organisations from
our professional network on industry issues in 2024.
In February, in collaboration with the YCAC,
we hosted a roundtable event focused on how
the private and education sector could better
collaborate to ensure learners develop the green
skills required for the future economy. This
informative session, which was chaired by our
Non-executive Director and Chair of our
Responsible Business Committee, Serena Lang,
included leaders from the local private, public
and education sector. Guests discussed the range
of challenges and opportunities facing skills
development for the green economy. The agreed
consensus was that, in the future, all jobs will need
to be considered green jobs with the training and
skills development provided to meet that need.
In May, in collaboration with the Lighthouse Club
(a specialist industry charity focused on mental
health in the construction industry), we hosted a
roundtable to discuss how our industry can best
tackle the mental health crisis in construction and
support our workforces and sub-contractors.
Hosted by Sarah Bolton, the CEO of the Lighthouse
Club, the session was an enlightening and
productive discussion with a range of practical
outcomes that all guests took away methods of
implementing within their businesses.
Case study
43
Annual Report and Financial Statements for the year ended 31 December 2024
Strategy:
Places
Our places
We strive to create genuine and
impactful social value for the
communities we work alongside and
are proud of the impact we achieve.
Each year, we contribute a significant
amount of both financial and non-
financial value through donating our
time, resources and funding to support
communities. We work hard to inspire
the next generation to fulfil productive
and meaningful careers in our industry
and those they are interested in. As
importantly, we take the time to speak
with, and listen to, communities and
learn from what matters to them.
In addition to Crisis, we maintained
our strategic support for LandAid
and a diverse range of homelessness
organisations across our local
communities. We donated time,
materials and funding to support these
partners in their vital mission.
We also continued to develop existing
and new strategic charity partnerships
and to align all charitable donations
with our Charitable Giving Pillars.
We contributed over 2,800
volunteering hours to a wide range of
charitable, community, and education
partners throughout the year and
saw excellent collaboration and
teambuilding take place for our people
and partners on these opportunities.
We engaged a broad range of
education partners across the UK and
directly impacted, over, 2,000 learners
through a wide range of careers
education activity and initiatives,
including work experience, site visits,
career sessions and mentoring. We
continued to develop our partnership
with the Careers and Enterprise
Company through supporting the
Cornerstone groups (co-chairing the
South Yorkshire group) and aligning our
approach with the Employer Standards.
We offered 21 work experience
placements and 12 entry level
employment positions across the
business and engaged many other
learners with information. We
engaged about entry routes (including
apprenticeships) with learners who
traditionally struggle to access
careers education.
We continue to undertake extensive
engagement with education and
community partners to develop an
understanding of their needs and
aspirations across the areas in which
we work.
We are developing and refining our
emerging talent approach to ensure
that the support we offer to education
partners is strategic, impactful
and helps us reach a more diverse
community of learners.
Places
What this means
We consider our places to be the communities in which we work
and the people in those communities whom we work alongside. Our
community partners could include charities, community organisations,
local institutions or education partners such as schools, colleges
and universities.
What we have achieved
We were proud to contribute over £300,000 across 2024 to a range of
our charitable and community partners, including financial donations and
sponsorship, employee fundraising, and expertise, time, resources and
services provided pro bono.
In early 2024, our people voted for our business to focus our charitable
support in 2025–26 on the theme of supporting those experiencing, or
at risk of, homelessness. We commenced a national partnership with
Crisis and raised approximately £40,000 to support their work. We also
signed the Crisis Covenant to showcase our broader support to offering
training and employability support to those experiencing, or at risk
of, homelessness.
henryboot.co.uk
44
Our strategy in action
Strategic Report
Support for the Golddigger Trust
Henry Boot teamed up with several of our supply
chain partners to deliver a pro bono office fit out for
local wellbeing charity, Golddigger Trust.
Officially registered as a charity in 2007,
Golddigger Trust has supported thousands of
young people over the years, building positive
wellbeing and empowering individuals to make
affirmative, informed choices for themselves.
The Sheffield-based charity recently relocated
their office from Psalter Lane to The Refinery on
Ecclesall Road. Previously home to Blend Kitchen,
the move has seen them inherit an impressive
kitchen and restaurant space downstairs. The
team has decided to transform this space into
a Wellbeing Café, which will offer a range of
engaging wellbeing activities for the heart, body,
mind and soul.
Golddigger Trust’s new office space is located on
the floor above, and we have project managed
the creation of a modern, comfortable and
collaborative new workspace.
As well as the office space, we also co-ordinated
the fit-out of Golddigger Trust’s new training and
session spaces, including the creation of The Refine
Studio, a dedicated space where young people can
explore positive physical activities to support their
wellbeing – such as yoga and Pilates.
We chose to support the project to create
significant social value for Sheffield’s young people
and to invest in the legacy of the Heart of the City
project completed in 2024.
We worked closely with a host of our trusted local
supply chain to deliver the social value project, with
Elecomm supporting with mechanical and electrical
services, Barn Oak Developments with joinery,
and Global Contract Interiors with drywall and
ceiling work. C+A Design provided its architectural
services pro bono too.
Banner Plant, also part of Henry Boot, donated
many of the required tools free of charge, and the
project was directly supported by the Henry Boot
Charity Committee.
Case study
45
Annual Report and Financial Statements for the year ended 31 December 2024
Strategy:
Planet
Our planet
We remain committed to meeting our
target of achieving net zero carbon
(NZC) for our direct GHG emissions by
2030. Our decarbonisation trajectory
lays out the pathway we strive to
achieve as we decarbonise.
Despite a rise in GHG emissions in
2024, we remain confident that we
can realign with our decarbonisation
trajectory in the coming months.
In 2024, we trialled the use of
hydrogenated vegetable oil (HVO) as an
alternative fuel source for our fleet and
generator requirements (see case study
overleaf). While not a perfect long-term
solution, the use of HVO does create
significantly lower GHG emissions
than diesel, and we will utilise this fuel
source in the short term to address our
key sources of emissions.
We have continued to invest in our
property portfolio, and, through
ongoing maintenance of existing
infrastructure, new infrastructure and
employee-led behaviour change, we
have seen our energy requirements fall.
We will continue to collaborate closely
with our people and occupiers to ensure
that our buildings are energy efficient
and utilise sustainable methods of
heating, cooling and lighting.
We continue to invest in the energy
performance of our investment
portfolio and take careful consideration
of where performance can be improved
through adaption or re-development.
The current average EPC rating for the
properties in the portfolio is C.
We have made good progress in
the development of our Waste
Management Programme, which
aims to baseline our non-construction
generated waste and evolve our
reduction initiatives. We have carried
out a comprehensive waste-mapping
exercise in order to enable full base-
lining of all non-construction waste.
We are now preparing to conduct our
base-lining and will be using initial data
to inform ongoing initiatives to reduce
our creation of waste and water usage.
Henry Boot Construction continued
to perform strongly on waste
management with 99% of all waste
diverted from landfill through a
dedicated waste management process.
We continue to adopt a
forward-thinking approach to
nature stewardship and comply
with the legislative requirements of
the Environment Act. Our people
are developing their expertise in
collaboration with our partners to
deliver biodiversity net gain across our
commercial schemes.
We continue to routinely collaborate
with like-minded businesses,
membership organisations and industry
bodies on our approach to climate
change adaptation. We are proactive
members of the UK Green Building
Council (UK GBC) and are on the
Steering Committee of the Yorkshire
Climate Action Coalition.
As we develop our Climate Transition
Plan and Phase 3 of our Responsible
Business Strategy, we will provide
further information about the
methodology used to establish our
decarbonisation and associated targets
and how this methodology is used to
demonstrate performance progress.
Planet
What this means
Protecting the environment and adapting to climate change is essential
for our business to embed long-term resilience, meet the needs of our
stakeholders, and protect the planet we share for future generations.
We take a long-term approach to addressing the impacts of climate
change. In delivering our commercial services, we strive to reduce our
environmental impact, minimise our use of resources and reduce waste,
and enhance our local environments, biodiversity and natural ecosystems.
What we have achieved
In 2024, our direct greenhouse gas (GHG) emissions were moderately
higher than in 2023. This was caused by unanticipated generator
requirements across construction sites.
While disappointing, we have been able to explore and understand
the issues that led to this rise in emissions and embed processes and
mechanisms to prevent this issue arising in the future.
We have also seen many positive developments across the business
with electricity usage 54% and business mileage 23% lower than the
2019 baseline.
henryboot.co.uk
46
Our strategy in action
Strategic Report
Implementation of HVO fuels pilot
The utilisation of HVO as an alternative fuel to diesel
was a key aspect of our decarbonisation trajectory
established in our NZC Framework in 2021.
We decided, however, to pause utilisation of the
fuel after some concerns were raised by the public
sector in 2022. After a thorough review and a
change in position on the credibility of the fuel, we
have, once again, committed to utilising HVO as an
alternative fuel source.
We ran a pilot, from October 2024, to use HVO
for our fleet-based requirements – selecting a
number of vehicles in which to trial the fuel to
understand efficiency and any challenges its
implementation may have. We also did the same for
our construction site-based requirements, choosing
one of our key sites to use the fuel for all suitable
generator requirements.
We were pleased with the results, seeing both
a material fall in the GHG emissions associated
with usage as well as no significant side effects to
productivity or output.
We are now developing a programme for
implementation in 2025, to roll out the use of HVO
across our fleet and site-based requirements.
We will continue to monitor the Government
position on HVO and work closely with our
suppliers to ensure that the fuel we procure is
from credible sources and adheres to relevant
accreditation.
Case study
47
Annual Report and Financial Statements for the year ended 31 December 2024
Our responsible business
Report on the
recommendations
of the Task Force on
Climate-related Financial
Disclosures (TCFD)
Compliance Statement
Over the course of 2024, Henry
Boot has continued to implement the
recommendations of the TCFD, and
the accompanying guidance notes,
to further embed the requirements
within our wider responsible business
approach. The table below sets out, in
more detail, where we have assessed
ourselves in relation to our level of
consistency with the recommendations
of the TCFD, and an explanation of the
steps yet to be taken where we are not
currently fully consistent.
Where we have indicated ‘full’
consistency with the recommendations
of the TCFD, this means that we
believe we have achieved the minimum
of the recommendations set out, but,
nevertheless, acknowledge that there
will be further work to do to refine
and enhance this approach in coming
years. ‘Partial’ consistency indicates
that we have carried out some work
but are not yet fully consistent with
the recommendations. We are pleased
to have advanced sufficiently in our
approach to TCFD so that all provisions
are now fully or partially compliant,
with plans in place to progress further
in the short term. The table also
provides references to other sections
within this section and the wider
Annual Report where further detail
can be found. We expect that, over
the course of 2025, we will continue
to look at areas where we can carry
out further work, more notably on
the scenario planning aspect where
our approach is in its infancy. For this
reason, as we set out below, in some
areas, we have chosen to explain the
extent of current consistency with the
recommendations and the direction of
travel as we move forwards.
Given that the industries represented
within our group include construction
and property development, we
are aware that we are classed as a
‘higher-risk business’ and acknowledge
that we need to continuously develop
our level of disclosure to ensure that
it is more thorough and progressively
advanced. This will be an area of
further development for us over the
course of 2025 and beyond, as well
as involving appropriate levels of
external assurance to the risks and
opportunities we identify, the scenario
modelling work we undertake, and
the materiality of the financial impacts
those risks may present to the business.
Assessment table
Provision
Consistency
level
Achieved to date
Future developments
More
information
Governance
Board oversight
of climate-
related risks and
opportunities
F
• As set out under
‘Governance’ below.
• Further development of the Board
and ExCo Sponsorship roles to
provide additional leadership and
visibility.
• Further training and upskilling
sessions to be held with Responsible
Business Committee, Executive
Committee and other senior leaders
within the business during 2025.
• Internal subject matter experts
to routinely report to the Board
to ensure their understanding of
operational delivery is consistent and
up to date.
• Page 52 below
• Responsible
Business
Committee
Report,
pages 130
• Governance
Structure,
page 100
• Directors’
Remuneration
Report
(page 136)
• Risk Report
(page 71)
henryboot.co.uk
48
Provision
Consistency
level
Achieved to date
Future developments
More
information
Management’s
role in assessing
and managing
climate-related
risks and
opportunities
F
• As set out under
‘Governance’ below.
• Development of the Board and
ExCo sponsorship roles to provide
additional leadership and visibility.
• Increased amount of ESG updates
to subsidiary businesses, ExCo and
Board planned for 2025.
• Further training and upskilling
sessions to be held with Responsible
Business Committee, ExCo and other
senior leaders within the business
during 2025.
• Page 52 below
• Responsible
Business
Committee
Report,
governance
arrangements
page 135
• Responsible
Business
Committee
Report,
management
roles on
committee and
groups page 134
Strategy
Climate-related
risks and
opportunities
identified over
the short,
medium, and
long term
F
• These have been identified
and are as set out in the table
within this report below.
• These will remain under review
on an annual basis in line with our
usual risk review process, with the
additional developments regarding
the risk review process that are
outlined below.
• Risk Report
(page 71)
Impact of
climate-related
risks and
opportunities
on the
organisation’s
business,
strategy,
and financial
planning
F
• The overarching objective
of the Responsible Business
Strategy is to embed ESG
into the group’s commercial
decision-making processes.
• In 2024, we aligned
the framework of our
commercial strategy with the
structure of the Responsible
Business Strategy to create
an integrated strategic
framework incorporating our
approach to risk.
• The 2024 Strategy Days
incorporated assessment
of climate-related risks and
opportunities into strategies
presented, and reflected on
progress achieved in delivery
of the Responsible Business
Strategy.
• Group’s five-year business
planning (into which ESG
related expenditure was
incorporated).
• Further work to be carried out to
implement the best approach to
scenario modelling.
• Scoping of the remaining scenario
modelling work will take place during
2025 to determine whether this can
be concluded in time for the 2025
Strategy Days or whether it will be
concluded in 2026.
• Pages 53
Key:
F
Fully
consistent
P
Partially consistent,
progress made
49
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Provision
Consistency
level
Achieved to date
Future developments
More
information
Resilience of
the strategy,
taking into
consideration
different
climate-related
scenarios
F
• Scenario modelling work to
date is captured within the
scenario modelling section of
this report.
• The 2024 Strategy Days
incorporated assessment
of climate-related risks and
opportunities into strategies
presented to provide
resilience, and reflected on
progress achieved in delivery
of the Responsible Business
Strategy.
• Qualitative scenario modelling
work is ongoing, and consideration
will turn in the next 12 months to
quantitative scenario modelling
and how this could further impact
on strategic considerations and
further financial planning. Scoping
of the remaining scenario modelling
work will take place during 2025
to determine whether this can be
concluded in time for the 2025
Strategy Days or whether it will be
concluded in 2026.
• Risk Report
(page 71)
• Page 53
Risk
Processes for
identifying
and assessing
climate-related
risks
P
• As set out in the
accompanying notes to the
table within this report.
• Risks are assessed, once
identified, against a risk
matrix which reviews the
likelihood and severity
against a number of factors.
• We will continue to deepen our
exploration of how these risks are
prioritised as against the other
principal risks identified, and our
assessment of their materiality, over
the course of 2025 and beyond.
• Page 53
Processes
for managing
climate-related
risks
F
• As set out in the table within
this report.
• Risks are managed through
ESG Steering Group (at
group level) and subsidiary
strategy implementation (at
subsidiary level).
• Qualitative scenario modelling
work relating to the risk identified
is ongoing and consideration
will turn in the next 18 months to
quantitative scenario modelling and
how this could further impact on
strategic considerations and further
financial planning.
• Page 54
How processes
for identifying,
assessing,
and managing
climate-
related risks
are integrated
into the
organisation’s
overall risk
management
F
• The group undertakes an
annual review of its principal
risks as documented in
page 71 of this report. This
review which is undertaken
at a subsidiary level includes
consideration of the risks
and opportunities relating
to climate change. The
financial impact of the
risks, is in part, quantified
in our NZC transition
workings, although is not
material to the business.
As part of the assessment
of the climate-related
risks and opportunities,
the management and/
or mitigation of each item
identified sets out the
response, and a decision to
Treat, Tolerate, Terminate or
Transfer each relevant item.
• We will continue to deepen our
exploration of how these risks are
prioritised as against the other
principal risks identified, and our
assessment of their materiality, over
the course of 2025 and beyond.
• Risk Report
(page 71)
TCFD Report
henryboot.co.uk
50
Provision
Consistency
level
Achieved to date
Future developments
More
information
Metrics and Targets
Metrics used by
the organisation
to assess
climate-related
risks and
opportunities
in line with
its strategy
and risk
management
process
F
• Metrics relating to GHG
emissions have been adopted
as part of overall Responsible
Business Strategy – see
page 46 and, for further
information, see our separate
Responsible Business
Strategy Report.
• GHG emissions reduction
target supported by sub-
targets focused on reduction
of business travel, fleet
electrification, sustainable
generator usage and
reduction of waste and
water usage.
• Remuneration targets on
GHG emissions have been
incorporated into the bonus
objectives for the Executive
Committee and were also
incorporated into LTIP
objectives for 2024 and 2025.
• Scoping of the remaining scenario
modelling work will take place during
2025 to determine whether this can
be concluded in time for the 2025
Strategy Days or whether it will be
concluded in 2026. Further work
will be required in that process to
understand the impact that these
outcomes have on the group’s
Responsible Business Strategy
and group Strategy, and whether
this should alter any metrics
previously determined.
• Additional metrics to be established
to incorporate the required cross-
industry, climate-related metrics and
to adopt a fully holistic approach to
climate change adaptation.
• Our integrated
Strategy (page
29)
• Directors’
Remuneration
Report (page
136)
• Net Zero Carbon
Framework at
henryboot.co.uk
Scope 1,
Scope 2, and,
if appropriate,
Scope 3
greenhouse
gas (GHG)
emissions, and
the related risks
P
• Scope 1 and Scope 2 GHG
emissions are set out below.
• Also find below a summary of
the work carried out to date
on assessing our Scope 3
GHG emissions.
• The risks related to these have
not been fully quantified and will
be the subject of further review
and assessment.
• Further work to be carried out to
review the setting of a baseline and
target for Scope 3 GHG emissions.
This work is continuing during 2025
to determine whether this can be
concluded in time for the 2025
Strategy Days or whether it will be
concluded in 2026.
• Page 57
• Our integrated
Strategy (page
29)
Targets used by
the organisation
to manage
climate-related
risks and
opportunities
and
performance
against targets
F
• Targets relating to a number
of environmental factors
have been adopted as part of
overall Responsible Business
Strategy – see page 46 and,
for more information, see
our separate Responsible
Business Strategy Report.
• Further work will be required
following the climate-related scenario
planning work to understand the
impact that these outcomes have
on the group’s Responsible Business
Strategy and group Strategy, and
whether this should alter any targets
previously determined.
• Further work to be carried out to
review the setting of a baseline and
target for Scope 3 GHG emissions.
This work is continuing during 2025
to determine whether this can be
concluded in time for the 2025
Strategy Days or whether it will be
concluded in 2026.
• Our integrated
Strategy (page
29)
Key:
F
Fully
consistent
P
Partially consistent,
progress made
51
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
TCFD Report continued
Governance
The group has set up a comprehensive
governance structure incorporating a
Responsible Business Committee of the
Board, plus a number of special interest
groups, committees, steering groups
and working groups, which is set out
in further detail on page 135 within the
Responsible Business Committee Report.
Through this structure, we can ensure
that necessary activities are delegated
to the appropriate groups to provide
the required focus to these areas, with
the Responsible Business Committee,
and ultimately the Board, maintaining
overall oversight and direction. The
Responsible Business Committee
receives regular reports regarding
the progress of achievement against
all ESG-related metrics and targets,
and these are also reviewed annually
by the Board. In addition, page 134 of
the Responsible Business Committee
Report sets out the roles of various
senior managers within the business,
and their links to the various groups, to
outline how senior management has the
necessary oversight and involvement
with responsible business delivery.
The Responsible Business Committee
ultimately provides Board-level
importance to all ESG-related matters,
including oversight of the group’s Climate
Change Framework, and achievement
of all ESG-related targets within the
Responsible Business Strategy.
In addition, there are a number of
other measures in place to ensure the
best governance of all Responsible
Business-related activities:
• Reporting within the Strategy Days
assessed how the business as a
whole and the individual subsidiaries
assessed its climate related risks
and opportunities, based on
a 1.8 degree and a 3.6 degree
scenario, with detail about how the
strategies would respond in these
scenarios (details of which are set
out on pages 54 to 55). These two
scenarios align to scenarios 2 and
4 as described by the IPCC in their
most recent assessment report. All
strategies include wider ESG-related
objectives, and achievement against
previous ESG metrics and targets.
• The Remuneration Committee
has oversight of the incorporation
of ESG-related metrics into
executive remuneration.
• Skills and experience in climate
issues forms appropriate part of
Non-executive Director recruitment
and are assessed in the Board
Skills Assessment.
• Training and engagement
sessions held with industry
climate experts and Responsible
Business Committee.
• Climate-related risks and
opportunities forms part of the
annual risk management procedures.
Twice a year, the Audit and Risk
Committee reviews and discusses
the principal risks to the business,
including climate-related risks (as
captured in the table on pages 54
to 55 below), to determine whether
they are appropriate and sufficient,
as informed by the views of the
subsidiary assessments. In addition
to this, at the annual Strategy
Days, climate-related risks and
opportunities, and their impact
on subsidiary strategies, were
reviewed by the Board and Executive
Committee. Where individual
schemes and projects are brought
for approval as Matters Reserved for
the Board, the Board reports relating
to these also contain an assessment
of climate-related impacts and
mitigations, and any environmental
factors that have been taken into
account when recommending a
particular course of action.
• The budgeting process accounts for
all ESG-related expenditure required
for the achievement of Responsible
Business Strategy.
In relation to the role of senior leaders
and managers within the organisation,
other measures are taken:
• Executive Committee members are
responsible for delivering against
specific targets calibrated to
ensure each business contributes
to achievement of climate-related
goals and are periodically updated
about progress against Responsible
Business Strategy and annual
Responsible Business Plans.
• The ESG Steering Group
(comprising the Chief Executive
Officer, Chief Financial Officer,
Finance Director, People Director,
General Counsel and Company
Secretary, and Responsible Business
Manager) helps to assess all ESG-
related issues including climate
issues, to support the Board, and
brings leaders from across the group
together for a multi-disciplinary
approach. This considers
progress against the Responsible
Business Strategy but also cross-
cutting issues such as property
environmental performance and
associated objectives. The ESG
Steering Group assesses
climate-related risks and
opportunities, both directly
associated with the delivery
of the CCF and more broadly
with regards to our key markets,
stakeholder expectations, and
compliance. It regularly engages
the Managing Directors of the
subsidiary businesses to assess
their short-, medium- and long-term
climate-related risks (and mitigation
measures) and opportunities,
which are then incorporated
into their commercial strategy. It
then provides recommendations
or requests for input from the
Responsible Business Committee,
on measures such as property
improvements, energy-saving
initiatives or fuel usage, and the
impacts these can have on GHG
emissions, together with any
associated financial outlay required.
• The group Climate Forum
– comprised of subsidiary
representatives from around the
group, together with Board and
ExCo sponsors – implements
a number of initiatives relating
to climate change and provides
knowledge transfer and impact
on group strategies. This results
in recommendations to the ESG
Steering Group, and, ultimately, the
Responsible Business Committee,
on areas in which environmental
improvement activities can be made
and innovative measures initiated.
henryboot.co.uk
52
• The appointment of a Climate
Change Research Assistant in
late 2023 into 2024 has provided
additional climate change focus
to the activities planned by
management, and facilitated
knowledge transfer with Sheffield
Hallam University.
• Senior leaders within the business
have established a relationship with
the UK Green Building Council,
to provide insights specific to the
built environment.
• The Chief Executive Officer has
ultimate oversight of the group’s
environmental performance and
achievements, which is reported on
to the Executive Committee along
with the Board and disseminated
down to other senior management,
and more widely within the business,
through planned information
releases and interactions with
subsidiaries and the Executive
Committee. By chairing the ESG
Steering Group, the Chief Executive
Officer provides executive direction
and accountability for environmental
undertakings by the group and
provides recommendations to the
Responsible Business Committee,
as well as a steer to subsidiaries on
action they should be taking.
Risks and opportunities
and the risk management
process
A risk and opportunity assessment
has been refreshed and repeated in
conjunction with the Managing Directors
of each subsidiary business,
the Executive Committee, Audit and Risk
Committee and Responsible Business
Committee, to identify potential risks
and review the likelihood and impact
against a matrix that scores the risks
based on factors such as financial,
reputational, legal/regulatory and
operational. This focused on each area
of physical and transitional risk identified
as being pertinent to the industries in
which we operate. Once completed,
this was compiled into an overall matrix
of risk and opportunity, which can be
seen in the tables below. As this exercise
has been performed in respect of each
part of the business, it has included
assessment of risk by sector (and
geography to the extent it is relevant).
During 2024, we have carried out
further work with the various subsidiary
businesses to rereview the risks and
opportunities identified, and further
develop the strategy for whether
these climate-related risks should be
mitigated, transferred, accepted or
controlled. The review also focused on
the potential materiality of the financial
risks that may be posed, assessed by
reference to the two scenarios that
are identified within the table below,
and how this is modelled to impact
on strategic direction, as well as the
opportunities that each part of the
business should focus on in developing
their strategies. This was then
considered within the subsidiaries’ and
group’s strategies for the Strategy Days
in November 2024. A summary of the
results of this strategic review is set out
under ‘Strategy’ below on page 56.
In relation to the time frames
considered for the risks and
opportunities identified below, the
group considers short term to be up
to 2030, medium term to be up to
2040 and long term to be up to 2050.
The financial commitments required
to address the short-term risks are
embedded in the group’s short-term
budget and five-year business plan.
For this reason, ‘short term’ relates
to our group for this period of more
certain financial planning. Due to the
nature of our business, property and
land schemes can often be in the
development or planning stages for
over ten years, and so this translates
into a ‘medium term’ timescale
being to 2040, when some of these
schemes may come to fruition. Very
few schemes would be currently in
development or planning beyond
that period, and so ‘long term’ for
our business means beyond the
foreseeable scope of our current
pipeline of opportunities. We have
taken this approach as we recognise
that the response to climate change is
evolving rapidly and, while it is essential
to deliver cost projections for the
investment needed to tackle climate
change, we must maintain flexibility
to adapt our projections and approach
to take into account changes in the
regulatory and legislative landscape
and the evolving technological
response and availability.
53
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
TCFD Report continued
Risks
Low emissions scenario:
1.8°C warming
Transition
risk
Potential financial impact
2030
2040
2050
In this scenario, the business is exposed
to significant transition risks, including
more stringent reporting regulation
and short-notice legislative changes
with requirements to adopt new or
alternative materials and technologies
that deliver low-carbon, whole-life
infrastructure assets and buildings.
It includes associated supply chain
impacts and potential cost increases.
Technology
Capital cost of replacing/upgrading plant and vehicles.
Subsidiaries affected – BP and HBC
Financial
Increase in supply chain costs as their transition costs (including
technological and legislative) are passed through to main
contractor/developer.
Subsidiaries affected – HBD and HBC
Market
Demand for sustainable assets rapidly increase/reduced
appetite for assets that do not meet sustainability criteria.
Subsidiaries affected – HBD, BP and HBC
Policy and
legal
Government legislation designed to reduce emissions (such as
emissions trading schemes/carbon tax requirements, biodiversity
net gains or Future Homes standards) changes to specifications
and increases costs of schemes impacting viability.
Subsidiaries affected – HL, HBC and SBH
Strategic land values reduce as housebuilders and developers
look to pass on additional building standards costs as well as
additional site planning and infrastructure cost requirements.
Subsidiaries affected – HL
High emissions scenario:
3.6°C warming
Physical
risk
Potential financial impact
2030
2040
2050
In this scenario, the business is exposed
to significant physical risks, both acute
and chronic, including exposure to
flooding, strong winds and heat stress
resulting in damage to assets, prolonged
project delivery timescales, and more
onerous whole-of-life obligations on
buildings and assets to ensure materials
can withstand temperature extremes.
Extreme
weather
conditions –
precipitation,
flood, wind
Delayed build programmes due to extreme weather events,
leading to additional risk/costs. Ground or site conditions/
location is affected by climate events which means that they are
no longer viable for their intended use.
Subsidiaries affected – HBC, SBH and HBD
Heat stress
Design criteria evolved to combat overheating. Construction
site conditions and practices will need to ensure worker health
and safety and wellbeing.
Subsidiaries affected – HBC, SBH and HBD
Flooding
Already a key requirement of planning process. Increased
number of flood plains in future may reduce land values.
Subsidiaries affected – HL, SBH and HBD
henryboot.co.uk
54
Response
Impact on strategy
A balanced transition to carbon-friendly plant and vehicles considering our
customer base, the group’s NZC targets and availability of technological
advancements. The group has assessed the cost of transitioning as part
of our NZC framework, including the transition of cabins, generators and
electrification of the fleet. These costs are included in the group’s five-year
business plan. We will look at scenario modelling the costs of transition in
the next 18 months.
In terms of accommodation units, loss of scrap value due to climate change and
evolving practices means exploration of alternative modern construction methods
and initiatives such as container villages, which can result in a better return.
Investment in plant and fleet, which addresses other challenges (colder weather/
frozen ground, ventilation, ground preparation equipment) is factored into
the strategy.
It remains difficult to predict the speed at which our supply chain will
transition and the likely increase in cost to the group or indeed our ability
to share the cost with our customers. The group’s aim is to maintain healthy
margins on all developments by appropriately fixing costs and pricing
accordingly while also supporting the transition of our group supply chain
(through sharing knowledge and resources) to a low-carbon economy.
Opportunities are to be assessed more thoroughly based on technology and
scheme profile.
Supply chain liaison will be undertaken to understand capability and
offering to support altered requirements as well as any higher risk materials/
supplies to value engineer where possible.
The group continues to invest in sustainable schemes and assets in line with
group targets and to position ourselves favourably in the market.
The increasing cost of switching to sustainable options will, in some cases,
be passed to customers or be embedded within initial appraisals. We also
expect the group will retain costs in some cases as a responsible employer
and, where this is the case, provision is made in the group’s budget and
business plan.
Adjustments to plant and fleet procurement strategy are underway, replacing
diesel-powered vehicles with hybrid or electric options and using sustainable
alternative fuels such as HVO and biofuel. Investments in hydrogen or electric
HGV will be made when available.
For development activity, increasing our knowledge of how to achieve
class-leading ESG outcomes for refurbishment as well as redevelopment will
look to address the retrofit agenda. HBD is already increasing the number
of developments that will achieve the highest environmental standards and
disposing of properties where high standards cannot be achieved.
On construction schemes, evaluations will include bid/no bid criteria
around site location/characteristics and allocation of risk with clients within
contracts, as well as customer capacity to cover increased costs.
The group closely monitors existing and emerging legislation such as
the Future Homes Standard and biodiversity requirements in advance of
committing to a scheme. Appraisals then fully embed additional legislative
costs, which currently remain within accepted targeted return levels.
Residential activity has adopted a follow strategy rather than lead position
so the most cost-effective and proven material and technology designs
can be utilised without incurring early adopter risk. Modern methods
of construction to be explored further rather than traditional build
methodology, where design adaptability can be more easily achieved, and
on-site, weather-related delays can be more easily mitigated.
Strategic land forecasts recognise potential decreases in profit per plot,
although we will look to begin modelling the full financial impact in the next
18 months.
Viability of ongoing projects remains under constant scrutiny to understand
the impact on profit per plot of evolving climate change requirements in
order that S106 obligations can be appropriately negotiated, infrastructure
provision phased, and, where necessary, viability assessments mounted at
the application stage to assist in the maintenance of profit per plot.
Emerging policies are to be monitored, so as to ‘future-proof’ longer-term
schemes against changing and increasing environmental requirements, and
any impacts on sites not yet within the portfolio.
Response
Impact on strategy
Current scheme appraisals make allowance for delays, and contractual
protections are used where possible. We, therefore, do not expect any
material short-term financial losses. In the longer term, where the group is
unable to contractually mitigate the risk, it could result in margin erosion on
schemes, although we do not foresee this resulting in scheme losses due to
the healthy margins currently achieved.
Ongoing viability pressures will increase and will continue to be
appropriately monitored and mitigated against, through appraisals,
supply chain and customer liquidity checks, and appropriate
contractual mechanisms.
The group remains mindful to develop sustainable assets and of the health
and wellbeing impact on our people. While some costs will inevitably be
passed on to the end user, there will clearly also be some financial impact
on the group.
On construction schemes, evaluations will continue to include more
sophisticated bid/no bid and appraisal criteria around site location,
characteristics and allocation of risk with clients within contracts, and
customer capacity to cover increased costs.
Flood assessments are considered on all schemes with a particular focus
on strategic land, which can be held for longer durations. In the long term,
we could experience a reduction in the volume of suitable land available
leading to reduced margins or the impairment of land values where flooding
becomes more prevalent. This is mitigated in the medium term by the
suitable strategic land bank we hold in prime locations. We will look to begin
modelling the financial impact in the next 18 months.
Land appraisals will be ever-more focused on the optimum size of the
site, which should be promoted, mindful of maximising profit when set
against the environmental agenda and the emerging need to accommodate
biodiversity and flood measures on site.
Unmitigated Risk:
Significant risk
Elevated risk
Low risk
Subsidiary:
HBC
Henry Boot Construction
BP
Banner Plant
HL
Hallam Land
SBH
Stonebridge Homes
HBD
Henry Boot Developments
RL
Road Link (A69)
55
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
TCFD Report continued
Identified on the previous spread are the primary risks to the group assessed in relation to likelihood and impact – however,
we continue to consider lesser risks, which, if they were to increase in either likelihood or impact, would be elevated to
primary risks. These include:
• the cost of investing in new technology to monitor our environmental impact;
• cost of capital;
• the valuation impact of environmental factors on investment property;
• the ability to attract and retain a talented workforce who are committed to climate change adaptation; and
• an increase in insurance costs.
Opportunities
In addition to the opportunities presented through the adaptation of our strategies as set out in the table above, a summary of
the principal overarching opportunities we have identified is set out below.
Opportunities
Description
Response
Resources
Recruitment of modern and
progressive people
The group’s delivery on ESG matters, and in particular
climate change, has already impacted the recruitment
process with candidates often reflecting on this as a reason
they join Henry Boot.
Financial
Availability and cost of capital to the group
Discussed potential targets with our funders.
Market
Green credentials open tendering
opportunities
Diversified offerings to customers (green
products, retrofitting, redevelopment)
Increased premium on products
Environmental credentials and reporting have
supported numerous bids in the year, in particular our
position on public sector framework contracts in the
construction segment.
This opportunity will be progressed in line with our NZC
targets to 2030.
Energy source and usage
Ability to attract tenants
Lower operating costs
The group is progressing multiple developments that
are operationally net zero and BREEAM excellent. This
opportunity will be progressed as we recycle and develop
assets, including the group’s investment property, enabling
us to appeal to a diverse range of tenants.
Innovation and resilience
Digital transformation
As a group we continue to invest heavily in digital
transformation and systems as we believe this will support
efficiency and effectiveness as the group grows. This is an
ongoing opportunity with key system upgrades currently
in process.
Strategy
For the Strategy Days held in November 2024, a Climate Adaptation Strategy was presented to the attendees, containing
a refreshed review from each of the main subsidiary businesses within the group of their own climate-related risks and
opportunities, based on a 1.8 degree and a 3.6 degree scenario. This included details about how their particular strategies
had responded in these scenarios to ensure resilience within the strategies, both in terms of mitigation and in order to benefit
from opportunities presented. A selection of the most relevant items identified is set out below in the final column of the
‘Risks’ table set out on the previous page. The 1.8 degree and 3.6 degree scenarios have been selected as being the most
appropriate in the absence of our quantitative scenario modelling having being completed; representing as they do a more
probable scenario and then a less probable but more extreme and catastrophic outcome. By carrying out this exercise, each
of the subsidiary businesses has ensured that the resilience of its respective strategies has been improved by modelling the
impacts of the identified risks and opportunities within their plans. It ensures that products and services are fit for purpose,
and any anticipated trends have been catered for when thinking about the longer-term future of the various businesses. The
group now considers each of these strategies to have incorporated the necessary resilience to the two different climate
scenarios. We also recognise the importance of our approach on environmental issues to future talent acquisition and monitor
any impact this is having on our recruitment activities. When quantitative scenario modelling is concluded, and a more
detailed set of assumptions and trends can be explained regarding the scenarios considered, this will be included within the
relevant disclosures.
henryboot.co.uk
56
Metrics and targets
The metrics we currently set relate predominantly to GHG emissions, though we are conscious that additional metrics will be
required in relation to climate-related risks and opportunities, capital deployment, internal carbon pricing and remuneration.
We have a target to reach NZC for all direct (Scope 1 and 2) GHG emissions by 2030. In achieving this target, we are aiming to
decarbonise operational emissions, and adapt our properties. Our Decarbonisation Trajectory (see below) plots our projected
path to achieve net zero carbon.
2019
2020
2021
2022
2023
2024
2025
2030
Total direct emissions –
Scope 1 and 2 (tonnes of CO2e)
3,313
2,562
2,706
2,930
2,833
2,989
Carbon reduction plan total direct emissions
– Scope 1 and 2 (tonnes of CO2e)
3,313
3,204
3,095
2,985
2,875
2,765
2,653
1,392
Total emissions (tonnes of CO2e)
4,404
3,357
3,654
3,958
3,897
3,983
Total energy consumed –
Scopes 1, 2 and 3 (MWh)
n/a
11,551
12,600
13,647
13,636
14,586
In 2020, the group worked with external consultants to establish a carbon-reduction trajectory. From a 2019 baseline,
reductions were forecast based on the group NZC strategy,
which included fleet electrification, generator replacement
and retrofitting of controlled sites, among other activities.
The trajectory forecasts a reduction in direct emissions
to 2,653 tonnes by 2025 and to 1,392 tonnes by 2030.
The group anticipates meeting the reduction targets, and,
although our actions in respect of decarbonisation may
evolve due to changes in legislation and technology, we still
believe that our 2025 and 2030 targets can be achieved.
Despite many positive achievements, we saw a marginal
increase in our direct GHG emissions in 2024. This rise
in emissions was caused by the nature of construction
activity and operations undertaken across key construction
sites. While disappointing, we have reviewed the issues
in place that led to this rise and remain confident that our
planned mitigation measures, internal processes and collaboration with our partners will lead to a future reduction in direct
GHG emissions.
Our electricity usage (not including Stonebridge Homes) was 54% lower when compared with our 2019 baseline. Business
travel in the year was 23% lower than our 2019 baseline. We trialled the use of HVO for our fleet and site-based requirements.
We are currently reviewing the outcomes of this trial and, subject to success, are confident that this will be a key measure
to decarbonise operations in the short term although we will continue to monitor the Government position and work with
suppliers to ensure fuel is sourced credibly and is compliant with relevant accreditation..
In addition to our direct emissions, we are committed to reducing our indirect GHG emissions (Scope 3). In 2024, we have
undertaken a project to analyse our indirect emissions ahead of establishing a reduction target and action plan. The setting of
this target will require significant collaboration with our people, supply chain and customers to ensure we take a collaborative
approach to reaching NZC, and will be an activity that is considered over the course of 2025. Scope 3 emissions reported
on by the group within total energy consumed include transmission and distribution losses from electricity, well-to-tank
emissions from all fuels and employee transport.
In addition to our decarbonisation targets, we have also established a range of additional targets (see our Responsible
Business Strategy 2024 Progress Report for further information) focused on the reduction of waste, water and plastic usage
and creation. Utilising circular economy principles, we seek to expand on our strong existing performance to implement
commercial processes that utilise resources and avoid creating waste. We are also committed to implementing nature
stewardship into our commercial delivery and to innovate and work with key partners to enhance natural habitats and
ecosystems in the environments in which we work.
This holistic approach to tackling the impacts of climate change will support our business to adapt to the evolving framework
of regulation and stakeholder expectations, and to protect natural capital and reduce environmental damage.
0.0
1.0
2.0
3.0
4.0
Original Trajectory
Actual
30
29
28
27
26
25
24
23
22
21
20
19
Tonnes (k CO2e)
1,392 tonnes
to offset
57
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
TCFD Report continued
Henry Boot group CO2 footprint by source
Henry Boot group CO2e emissions
2024
Tonnes
2023
Tonnes
Trend
Scope 1: Combustion of fuel and operation of facilities
(Location based)
2,564
2,300
Combustion of fuel and operation of facilities (Market based)
2,564
2,300
Scope 2: Electricity, heat, steam and cooling purchased
for own use (Location based)
425
533
Electricity, heat, steam and cooling purchased for own use
(Market based)
131
107
Total direct emissions
2,989
2,833
Total direct emissions per employee1
5.6 tonnes CO2e
5.1 tonnes CO2e
Scope 3: Upstream and downstream indirect emissions
(Location based)2
994
1,064
Upstream and downstream indirect emissions (Market based)
931
970
Total emissions (Location based)
3,983
3,897
Total emissions per employee1,3
7.4 tonnes CO2e
7.0 tonnes CO2e
1
Employee numbers are based on the monthly average for the year.
2 Scope 3 includes transmission and distribution losses from electricity, well to tank emissions from all fuels and employee transport.
3 100% of emissions and energy consumed are within the UK and offshore area.
4 Out of scope emissions in relation to HVO used in the year amounts to 52 tCO2e (2023:0 tCO2e).
Carbon emissions by segment
Henry Boot group energy usage
2024
mwh
2023
mwh
Trend
Total energy consumed (Scopes 1, 2 and 3)
14,586
13,636
Henry Boot group
CO2e emissions
2024
tonnes of
CO2
2024
intensity
ratio tonnes
of CO2e
2023 tonnes
of CO2e
2023
intensity
ratio tonnes
of CO2e
Intensity basis
Trend of
intensity
Property investment and
development
1,225
13.40
1,003
3.20
per 1,000 sq ft
of investment
property with
communal areas
Land development
33
0.83
54
1.39
per employee
Construction
2,687
33.42
2,709
27.22
per £1m of turnover
Group overheads
38
0.40
131
1.39
per employee
Total gross controlled emissions
3,983
3,897
Our carbon emissions for the year ended 31 December 2024 were calculated using the GHG Protocol Corporate Accounting
and Reporting Standard, which provides requirements and guidance for companies calculating their GHG emissions and
in accordance with the March 2019 BEIS ‘Environmental Reporting Guidelines: Including streamlined energy and carbon
reporting guidance’ and the EMA methodology for SECR Reporting.
henryboot.co.uk
58
Our direct and indirect operational carbon emissions are shown in the tables above. These sources fall within our consolidated
financial statements. We do not have responsibility for any emission sources that are not included in our financial statements.
When compared to 2019 pre-COVID-19 levels the group has reduced direct GHG emissions by 10%; this equates to a
decrease of 0.25 tonnes per employee.
Our current evaluation (conducted in conjunction with the Carbon Trust) is that our material Scope 3 emission categories
will be categories 1a (purchased goods and services (product)), 11a (use of sold products (direct)) and 13 (downstream leased
assets). Further development of our understanding of our material Scope 3 emission categories will be undertaken as part of
the development of Phase 3 of our Responsible Business Strategy, in which we anticipate setting our Scope 3 baselines and
reduction targets. We plan to report on our Scope 3 reduction target and pathway, as well as report on material emissions
categories, in alignment with the forthcoming UK legislation encompassing the IFRS SSB1 and SSB2 standards.
Non-financial and sustainability information
The following table sets out where stakeholders can find relevant non-financial and sustainability information within
this Annual Report, further to the Financial Reporting Directive requirements contained in sections 414CA and 414CB
of the Companies Act 2006. Where possible, it also states where additional information can be found that supports
these requirements.
Reporting requirement
Relevant Henry Boot policies and
procedures
Where to read more in this report
Page(s)
Business model
Business Model
20 – 22
Principal risks and
impact of business
activity
Risks and Uncertainties
Audit and Risk Committee Report
71 – 80
114 – 118
Non-financial KPIs
Strategy
Key Performance Indicators
29 – 47
32 – 35
Employee information
Board Diversity Policy
Board Stakeholder Policy
Nomination Committee Report
Our People
Section 172 statement
Employee engagement
122 – 129
36 – 41
82 – 87
104 – 107
Human rights
Modern Slavery Statement and Policy
Rights to Work Policy
Whistleblowing Policy
Our People
36 – 41
Social matters
Board Stakeholder Policy
Section 172 statement
82 – 87
Anti-bribery and
corruption
Anti-bribery and Corruption Policy
Our People
36 – 41
Environmental matters
Board Stakeholder Policy
Climate Change Framework
Our Planet
TCFD
Section 172 statement
46 – 47
48 – 59
82 – 87
Climate-related
Financial Disclosures
Climate-related Financial Disclosures
TCFD
48 – 59
59
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Business review
Land Promotion
Nick Duckworth
Hallam Land
Management Limited
We saw improved demand from
housebuilders for our prime
deliverable sites last year, resulting
in Hallam Land exceeding our
full-year financial target.”
Hallam performed well in 2024, achieving an operating profit
of £24.3m (December 2023: £21.4m) from selling 2,661 plots
(December 2023: 1,944 plots).
Although this was below the target
of 3,000 plots for the year, Hallam
exceeded its full year financial target
following the employment land sale
in Coventry. The average gross profit
per plot was £10,155 (December 2023:
£15,480), which is ahead of the five
year average of £9,200.
UK greenfield land values increased
by 1.2% in 2024, according to Savills
Research. While there was an overall
improvement in confidence and
increase in activity during the year,
land sales were around 20% below
the five-year average in 2024, as deals
continue to take longer to progress
than in the post COVID-19 bounce
back period. The announcement of
changes to the NPPF will increase
applications; though this has not yet
been reflected in national approvals,
with 25% fewer homes granted
planning consent in 2024, compared
with the previous peak in 2021,
according to the Home Builder’s
Federation (HBF). Demand for
prime deliverable sites has therefore
remained robust.
Against this backdrop, Hallam saw
improved demand from housebuilders
for our prime deliverable sites last
year, including completing sales on:
• 1,123 residential plots (491 plots
to Barratt and 632 plots to Vistry)
at Pickford Gate Coventry and an
additional 52 acres of employment
land to Royal London, resulting in
total sales at the scheme of £102m
(Hallam share: £36m). Hallam
secured a planning promotion
agreement (PPA) in 2015 before
submitting a planning application
in 2018. An outline consent
was secured in 2021 for a total
of 2,400 homes, of which 25%
are affordable. The project also
involved delivering a new junction
on the A45 dual carriageway, for
which Hallam secured funding
through the Homes England
Housing Infrastructure Fund (HIF)
process. Works on the junction
were successfully completed in
April 2024. Hallam retains 1,027
plots for future sale.
2,661
plot sales
(2023: 1,944)
104,787
plots in strategic land portfolio
(2023: 100,972 plots)
henryboot.co.uk
60
• 393 residential plots (phase one) in Swindon to Vistry.
Hallam secured an option to purchase the site over 20
years ago and since then it has been promoting the
land through the planning process. In August 2021, in
collaboration with adjoining landowners, outline planning
consent was secured for a total of 2,380 residential plots
across a 400 acre site, of which 1,063 plots relate to
Hallam’s site. The scheme will also bring several additional
community benefits, including a new primary school,
community and sport buildings, significant woodland
planting and green infrastructure. The sale of the first
phase completed (393 plots) in July 2024, and the second
phase (366 plots), which exchanged simultaneously, will
complete either later in 2025 or in early 2026. Hallam
retains 304 plots for future sale.
• 500 residential plots in Chatteris, Cambridgeshire, to
Barratt. Hallam secured a PPA to promote the site on
behalf of British Steel Pension Fund in 2005. Hallam
successfully secured outline planning consent for 1,000
residential plots in 2020 (including c.160 affordable
homes). Hallam retains 500 plots for future sale.
Residential land plots
With permission
In planning
Future
Total
b/f
granted
sold
c/f
2024
8,501
2,982
(2,661)
8,822
13,146
82,819
104,787
2023
9,431
1,014
(1,944)
8,501
13,468
79,003
100,972
2022
12,865
435
(3,869)
9,431
12,297
73,976
95,704
2021
15,421
452
(3,008)
12,865
11,259
68,543
92,667
2020
14,713
2,708
(2,000)
15,421
8,312
64,337
88,070
Hallam grew its total land bank by 4% during the year to
104,787 plots as at 31 December 2024 (December 2023:
100,972 plots), securing 10 new sites which have the potential
to deliver c.6,500 plots. The Government’s revisions to the
NPPF have shown early signs of improvement to the planning
system, and it is believed this momentum will continue to
unlock the delivery of new homes. In total, Hallam secured
consents on 2,982 plots (December 2023: 1,014 plots),
of which 2,186 were achieved between September and
December 2024. Last year, plots with planning permission
(or a Resolution to Grant, subject to S106) increased to 8,822
(December 2023: 8,501). A further 13,146 plots are currently
in the planning system awaiting determination, and as a
result of the changes to the NPPF, Hallam has identified an
additional 10,000 plots (2024: 2,660 plots) for expected
submission over the next 12 months.
There is significant latent value in the group’s strategic land
portfolio, which is held as inventory at the lower of cost or
net realisable value. As such, no uplift in value is recognised
in the balance sheet relating to any of the 8,822 plots with
planning, and any gain will only be recognised on disposal.
Hallam has begun the year completing on 665 plots and
exchanging on a further 612 plots for completion during
2025, as well as having an additional 748 plots under offer.
Planning permission has also been achieved for a further 867
plots across four sites.
Pickford Gate, Coventry – a 350-acre site at which Hallam sold a total
of 1,123 residential plots and 52 acres of employment land in 2024.
61
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Business review
Property investment and development
Property investment and development, which includes HBD and
Stonebridge Homes, delivered a combined operating profit of
£16.7m (December 2023: £22.2m).
Steve Errington
Stonebridge Homes
Limited
According to the CBRE UK Monthly
Index, commercial property values
increased by 1.8% in 2024. Industrial
property delivered the strongest
capital growth with values up 4.5%
during the year ahead of retail up
3.9%, while office values declined
by 2.9%. This, however, reflects the
polarisation between old office stock
and the in demand newly developed
space with strong environmental
credentials. Rental value growth also
remains strongest for the industrial
sector with growth of 5.0% in 2024,
with yields broadly unchanged over
the period. While I&L take up has
slowed from record levels during
the pandemic, occupier demand
improved during 2024, with take up
marginally ahead of the 2023 outturn.
Manufacturers have driven the
recent improvement in demand, with
many looking to derisk supply chains
through nearshoring operations.
In 2024, HBD completed schemes
with a total GDV of £331m (HBD share:
£188m GDV), a significant increase
from £126m last year (December
2023: HBD share: £112m GDV), of
which 72% have been pre-let or pre-
sold. This includes the following:
• Island, (HBD Share: £33m GDV),
a net zero carbon (NZC) office
building in Manchester city centre
in a JV with Greater Manchester
Pension Fund, was completed in
November, on time and on budget.
In October, a pre-let was secured
for 50% of the space across the
top five floors on a 10 year lease
to Virgin Media O2, achieving a
record office rent in Manchester.
The remaining space is attracting
strong occupier interest.
• Setl, (HBD share: £32m GDV), a 102
unit premium apartment building
in Birmingham, was completed
at the end of May last year. As of
3 March 2025, 69% of the units
have been sold/reserved at target
selling prices, achieving an average
reservation rate of 1.0 unit per
week. This includes c.£17m of sales
that have either been completed or
unconditionally exchanged.
£188m
GDV development completions
(2023: £126m)
270
homes completed
(2023: 251 homes)
Edward Hutchinson
Henry Boot
Developments Limited
henryboot.co.uk
62
• With regard to the I&L sector, HBD completed a total of
c.540,000 sq ft, including Rainham, (HBD share: £24m
GDV), a four unit NZC development serving Greater
London in a JV with Barings and two units (HBD share:
£20m GDV) at Airport Business Park, Southend. At SPARK
Walsall, specialist remediation works (HBD share: £37m
GDV) also completed, allowing the first phase of this
620,000 sq ft prime development to begin.
• HBD also completed the sale of seven development
sites (HBD share: £32m GDV), which included 8 acres to
NewCold and 6 acres to Aeroservices at Wakefield Hub
as well as 4 acres at Skipton. In addition, a 29,000 sq ft
TMS car dealership at Melton Road, Leicester (HBD share:
£10m GDV), was completed.
2024 completed schemes
Scheme
GDV
(£m)
HBD share
of GDV
(£m)
Commercial
(’000 sq ft)
Residential
size
(Units)
Status
Industrial & logistics
Rainham, Momentum
120
24
380
–
Speculative
Southend, Ipeco2 and Cama
20
20
156
–
Pre-sold
Walsall, SPARK Remediation
37
37
–
–
Forward funded
177
81
536
–
Urban residential & commercial
Birmingham, Setl
32
32
–
102
Speculative – 69% reserved
Manchester, Island
66
33
91
–
Speculative – 50% let
98
65
91
102
Land & other
Aberdeen, Cloverhill
2
2
–
–
Pre-sold and DM fee
Leicester, TMS
10
10
29
–
Pre-sold
Sunderland IAMP
1
1
–
–
Pre-sold
Manchester, St Ann’s
3
3
19
–
Pre-sold
Pool, South Crofty
2
2
45
–
Pre-sold
Skipton
10
10
25
–
Pre-sold
Wakefield Hub, 4C & 7C
28
14
50
–
Pre-sold
56
42
168
–
Total for the year
331
188
795
102
In December 2024, HBD formed an I&L JV with Feldberg
Capital, known as Origin. The venture is seeded with an
initial portfolio of three sites from HBD’s pipeline with a
combined GDV of c.£100m (HBD share: £25m). Work has
now commenced at all three sites for delivery from H2 2025
and comprise:
• Spark, Walsall (phase one), a 13 acre development site just
off the M6, which has full planning consent for two units
totalling 270,000 sq ft (Total GDV: £52m).
• Inter, Welwyn Garden City, a three acre development site
on Tewin Road near Junction 4 of the A1(M). The site has
detailed planning consent for a 71,000 sq ft I&L scheme
(Total GDV: £28m).
• Ark, Markham Vale, a six acre development site with
planning for four units totalling 107,000 sq ft (Total GDV:
£20m). This marks the next phase of HBD’s 200 acre
flagship I&L scheme at Markham Vale.
Going forward, the intention, subject to market conditions, is
to deliver c.£1bn of high quality and sustainable I&L schemes
across the UK over the next seven years. In January 2025,
the JV secured a £54m development loan from BGO to fund
the acquisition and development of the seed assets.
The group’s committed development programme now
totals a GDV of £124m (HBD share: £33m GDV) and is
currently 25% pre-let, pre-sold or under offer, with 98% of
development costs fixed.
63
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Business review
Property investment and development
2025 committed programme
Scheme
GDV
(£m)
HBD share
of GDV
(£m)
Commercial
(’000 sq ft)
Residential
size
(Units)
Status
Completion
Industrial
Origin, Markham, Ark
20
5
107
–
Speculative
Q4 25
Origin, Welwyn, Inter
28
7
71
–
Speculative
Q3 25
Origin, Walsall SPARK
52
13
271
–
Speculative
Q4 25
Preston, Roman Way
10
5
150
–
Pre-sold
Q4 25
110
30
599
–
Urban Residential
Aberdeen, Bridge of Don
12
1
–
420
Pre-sold
Q3 25
Land and other
Leicester, Melton Road
2
2
20
–
Pre-sold
Q2 25
Total for the year
124
33
619
420
% sold or pre-let
19%
25%
Following the completion of three significant schemes
during 2024, combined with a more prudent approach to
commencing new projects, the committed development
programme has been reduced. Notwithstanding this, HBD
also has optionality on a significant near-term pipeline,
which includes:
• The flagship £1bn innovation and technology project
known as Golden Valley (HBD share of phase one: £117m
GDV), which is located adjacent to GCHQ in Cheltenham,
HBD is working towards receiving two outline planning
consents in H1 25. The consents relate to c.1m sq ft
of commercial space and c.1,000 residential units.
Construction is planned to commence in late 2025.
• Neighbourhood, Birmingham (HBD share: £128m GDV)
– after securing planning in March 2023 for a 414-unit
BtR development, HBD is seeking forward funding for
the scheme.
• Humber Goole Freeport South, (HBD share: £130m
GDV), in partnership with St John’s College Cambridge,
an outline planning application has been submitted to
develop a 5.5m sq ft high-quality, sustainable industrial
and manufacturing park, with buildings ranging from
40,000 sq ft to 1m sq ft. HBD is working towards receiving
an outline planning consent in H1 25.
• Within the future development pipeline, there are several
I&L projects, which benefit from planning permissions
totalling c.3.8m sq ft at various flagship schemes,
including Walsall, Southend, Luton and Preston.
HBD’s future total development pipeline stands at £1.4bn
GDV (HBD share: £1.2bn GDV). All these opportunities sit
within the company’s three key markets of I&L (54%), Urban
Commercial (23%) and Urban Residential (23%).
Investment portfolio – key stats
Dec 2024
Dec 2023
Market values – inc. share of JV’s
£107.4m
£112.9m
Total area – ’000 sq ft
767
795
‘Topped-up’ net initial yield
5.5%
5.8%
Reversionary yield
6.7%
6.5%
WAULT to expiry¹
9.7 years
10.8 years
Occupancy²
94%
93%
1
Weighted average unexpired lease term (WAULT) on commercial
properties.
2 As a percentage of completed property portfolio estimated rental
value (ERV).
As a result of the successful sales undertaken during
the year, the total value of the IP (including the share of
properties held in JVs and assets held for sale) ended the
year at £107.4m (December 2023: £112.9m). On a like-for-like
basis, capital values increased by 4.7%, with rental value
growth of 8.4% for the I&L assets, which represent 73% of
the total portfolio by value. The total property return of 9.9%
was ahead of the total return from the CBRE UK Monthly
Index (7.7%). During the period, occupancy marginally
increased to 94% (December 2023: 93%) with the weighted
average unexpired lease term now 9.7 years (7.8 years to
first break).
Currently, 72% of the IP (based on floor area) has an EPC
rating of ‘C’ or higher, with 42% being rated ‘A’ or ‘B’. The
28% of the portfolio, which does not have an EPC within the
target range, is allocated for either redevelopment or sale in
the short to medium term.
henryboot.co.uk
64
Stonebridge Homes
The UK housing market remained relatively subdued during
2024 as homebuyer demand continued to be impacted by
higher mortgage rates. According to Nationwide, UK house
prices increased by 4.7% during 2024, with prices still just
below the all-time high recorded in summer 2022. Northern
England continues to outperform southern England, with
prices up 4.9% year on year. According to NHBC statistics,
which covers 70%+ of all new homes built in the UK, the
number of new homes completed last year was 7% lower
than in 2023, with a decline of 18% from the 2022 peak.
Stonebridge Homes completed 270 homes (195 private/75
affordable) (December 2023: 251 homes), increasing its
output by 8% in a relatively subdued market. Despite
completions for the year being marginally below our target
of 275 homes, due to protracted chains, five homes have
continued to progress and have now been transferred to the
sales target for 2025.
The average selling price (ASP) for private units was
£402,000 (December 2023: £461,000) as the business
expanded its sales outlets into the North East. Net private
reservations per active outlet per week averaged 0.45
(December 2023: 0.45).
Supply chain availability and cost pressures continued
to improve, with build cost inflation moderating at 3%
(December 2023: 4%). Stonebridge Homes completed
a detailed specification and house type review that has
identified further improvements, which will help to mitigate
any future build cost pressures, while maintaining our
premium standard of home.
Stonebridge Homes total owned and controlled land bank
has increased to 1,726 plots (December 2023: 1,513 plots).
Last year, Stonebridge Homes added a total of 499 plots
to its land bank, including Simpson Park, Nottinghamshire
(218 plots) and in line with its ambitious growth plans, our
first site in the Midlands at Bracebridge Heath, Lincoln (281
plots). After a number of successful planning applications,
the plots with detailed or outline planning now stand at 1,220
plots (December 2023: 923 plots). Land supply, defined
as total owned and controlled land bank plots divided by
completions over the last 12 months, now equates to a
healthy 6.4 years.
Stonebridge Homes’ annual sales target for this year will
increase to 298 homes, in line with the strategic objective of
growing the business to achieve 600 completions per annum
over the medium term, which remains on track.
The group exchanged contracts (initial completion in 2025)
to take full ownership of premium regional housebuilder
Stonebridge Homes through the acquisition of the 50%
it does not already own, across three tranches over the
next five years. The total purchase price is linked to the
performance of Stonebridge Homes over this period and is
in line with the group’s strategy to focus on high-quality land,
prime property development and premium homes.
The transaction is expected to create significant shareholder
value for the following reasons:
1. Opportunity to increase exposure in the UK residential
market, which benefits from strong structural trends
2. Compelling opportunity to increase ownership of what is
a high-growth business
3. Accretive financial returns, with full benefit of operational
gearing as the business grows
The first tranche of the transaction completed in January
2025, resulting in Henry Boot becoming the majority
shareholder with 62.5%.
Armthorpe, Doncaster – a 223-unit site (28% affordable)
65
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Business review
Construction
Lee Powell
Henry Boot
Construction Limited
The group’s Construction segment, which includes HBC, BP
and Road Link (A69), achieved an operating profit of £4.9m
(December 2023: £6.5m).
Trevor Walker
Road Link (A69)
Limited
Jonathan Fisher
Banner Plant
Limited
The businesses within the construction
segment have the lowest capital
employed of any subsidiaries of the
group, limiting the risk on Henry Boot’s
broader strategic growth plans.
The UK construction market remained
challenging during 2024 with the
volume of new work contracting since
mid-2023 according to ONS data.
Monthly construction output for new
work, on a seasonally adjusted basis,
in December 2024, was estimated to
be 8.6% below the February 2020
pre-COVID-19 level.
HBC was behind schedule for winning
work, which resulted in the business
trading below expectations, delivering
a turnover of £49.7m (December 2023:
£70.1m). Two significant contracts
were completed last year: in Sheffield,
Heart of the City Block H, a £44m
urban mixed use scheme; and the
Cocoa Works in York, a £56m urban
residential project. HBC secured a
£38m contract to redevelop Rotherham
Markets and an adjacent new library.
Work is scheduled for completion
in 2027.
A new management team has been
recruited, including a new Managing
Director, Lee Powell, who has joined
from GMI Construction. The team’s
immediate focus will be on growing
and diversifying the order book by
developing a balanced portfolio of
private sector projects to complement
the existing public sector work.
HBC has started 2025 in a better
position, with 55% of its order book
contracted and a further 16% secured
at the time of the group trading
update on 28 January. This includes
the company being awarded a £16m
contract in Sheffield with the National
Centre for Child Health Technology
to deliver a new world-class research
and technology centre for children and
young people. The 2025 order book
has continued to progress, with 70%
secured as at 3 March.
BP traded below budget, in line with
a challenging market for plant hire
businesses, and, in response, has
adjusted its strategy by focusing on
costs and efficiencies.
As HBC and BP review and explore
all the options to deal with the
current commercial challenges, the
difficult decision has been made to
make operational changes which has
resulted in a restructuring within both
businesses. While this is regrettable, it
is being carried out to protect the long-
term future of HBC and BP.
Road Link (A69) has traded in line with
expectations as it enters the final 12
months of the PFI contract.
henryboot.co.uk
66
Financial review
Darren Littlewood
Chief Financial Officer
Our focus on high-quality
land and development
opportunities in prime
locations across our three
key markets continues to
support our resilience.”
Summary of financial performance
2024
£m
2023
£m
Change
%
Total revenue
Property investment and
development
169.9
191.9
-11
Land promotion
78.0
68.0
+15
Construction
80.5
99.5
-19
328.4
359.4
-9
Operating profit/(loss)
Property investment and
development
16.7
22.2
-5
Land promotion
24.3
21.4
3
Construction
4.9
6.5
-2
Group overheads
(11.7)
(9.9)
-2
34.2
40.2
-5
Net finance cost and other
(3.5)
(2.9)
-1
Profit before tax
30.7
37.3
-7
The group performed as expected in 2024 with gradual
improvements in the economy translating to a stronger
second-half performance. Group profit before tax of £30.7m
(2023: £37.3m) or £29.4m on an underlying profit basis1
(2023: £36.7m) remains a credible result in the current
economic environment. Our focus on high-quality land and
development opportunities in prime locations across our
three key markets continues to support this resilience.
Our land promotion business Hallam Land traded well in the
year disposing of 2,661 residential plots (2023: 1,944) at an
average gross profit per plot of £10.2k (2023: £15.5k), ahead
of the five-year average of £9.2k, generating an operating
profit of £24.3m (2023: £21.4m) as demand for well-located
premium sites continued.
Property investment and development performed well
in the year despite challenging market conditions. HBD
completed schemes with a total GDV of £331m (HBD share:
£188m GDV) and, in December, formed an I&L JV with
Feldberg Capital, known as Origin, which generated £5.5m
initial profit in the year in HBD. Meanwhile, Stonebridge
Homes increased its output by 8%, completing 270 homes
(2023: 251) in line with its medium-term growth target of
delivering 600 units per annum. Together, this resulted in an
operating profit of £16.7m (2023: £22.2m) from the property
investment and development segment.
The construction segment achieved turnover of £80.4m
(2023: £99.5m) and continued to make a positive
contribution to the overall group operating profit.
Consolidated Statement of
Comprehensive Income
Revenue decreased 9% to £328.4m (2023: £359.4m), as the
land promotion business completed large transactions at
Swindon and Coventry, increasing the segment’s revenue
15% to £78.0m (2023: £68.0m), and the ongoing growth of
Stonebridge Homes (8% increase in output) resulted in a
4% increase in revenue to £100.7m (2023: £97.2m), offset
by reduced construction contract revenue in construction
and property development of £51.4m (2023: £35.9m) as
we experienced delays in securing new work in challenging
markets.
Gross profit of the group was broadly consistent with the
prior year at £74.5m (2023: £76.8m), a gross profit margin of
23% (2023: 21%), and reflects healthy returns across all our
operating segments. Administrative expenses increased by
£2.5m (2023: £3.9m) as we continued to invest in our people
and processes to support future growth.
Property revaluation gains amounted to £4.6m (2023:
£0.4m), incorporating £4.5m revaluation gains (2023: £0.3m)
on wholly owned investment property and £0.1m revaluation
gains (2023: £0.1m) on our share of investment property held
in joint ventures.
67
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Property revaluation gains/(losses)
2024
£m
2023
£m
Wholly owned investment property:
• Completed investment property
1.2
0.5
• Investment property in the course
of construction
3.3
(0.2)
4.5
0.3
Joint ventures and associates:
• Completed investment property
0.1
0.1
• Investment property in the course
of construction
–
–
0.1
0.1
4.6
0.4
Profit on sale of investment properties of £0.1m (2023:
£0.7m), relates to the disposal of legacy housing stock and
ground rents.
Share of profit of joint ventures and associates of £2.4m
(2023: £0.4m) includes the sale of two industrial units in
Wakefield by the property investment and development
segment. Joint ventures continue to be a key part of our
operating model; however, the timing of returns will vary.
Overall, operating profits decreased by 14.9% to £34.2m
(2023: £40.2m) and, after adjusting for net finance costs, we
delivered a profit before tax of £30.7m (2023: £37.3m).
The segmental results analysis shows that:
• property investment and development operating profit
decreased to £16.7m (2023: £22.2m) as development
activity slowed, offset by an increase in Stonebridge
housing unit disposals to 270 (2023: 251), and a valuation
gain on wholly owned investment property of £4.5m
(2023: £0.3m);
• Land promotion operating profit increased to £24.3m
(2023: £21.4m) as we completed on disposals at eleven
sites (2023: seven), average gross profit per plot in the
year normalised to £10.2k (2023: £15.5k) having disposed
of a high margin site in Tonbridge during the prior
year; and
• Construction segment operating profits decreased
to £4.9m (2023: £6.5m) as our construction business
experienced delays in securing new work. Plant hire
and our PFI concession continued to generate healthy
contributions to the segment.
We maintain a significant pipeline of property development
and consented residential plots; the variable timing of the
completion of deals in these areas does give rise to financial
results, which can vary depending upon when contracts are
ultimately concluded. We mitigate this through the mix of
businesses within the group and our business model, which,
over the longer term, will ultimately see the blended growth
of the group delivered.
Tax
The tax charge for the year was £7.0m (effective rate of tax:
22.9%) (2023: £8.8m; effective tax rate: 23.5%) and is lower
than (2023: in line with) the standard rate of tax due to prior
year adjustments in respect of capital taxes and allowances
and profits from joint ventures and associates reported net of
tax. Current taxation on profit for the year was £5.4m (2023:
£6.7m), deferred tax was a charge of £1.6m (2023: £2.1m).
Earnings per share and dividends
Basic earnings per share decreased 11.7% to 17.4p (2023:
19.7p) in line with the fall in profits attributable to owners of
the parent company. Total dividend for the year increased
5% to 7.70p (2023: 7.33p), with the proposed final dividend
increasing to 4.62p (2023: 4.40p), payable on 30 May 2025
to shareholders on the register as at 2 May 2025. The ex-
dividend date is 1 May 2025.
Return on capital employed2 (ROCE)
ROCE2 decreased in the year to 8.0% (2023: 9.9%). Given
the current challenges in our markets, this is expectedly
below the group’s target range of 10–15%, which we believe
remains appropriate for our current operating model and the
markets in which we operate.
Finance and gearing
Net finance costs increased to £3.5m (2023: £2.9m)
reflecting the increase in UK interest rates and higher levels
of borrowing during the year.
Interest cover, expressed as the ratio of operating profit
(excluding the valuation movement on investment properties,
disposal of investment properties and joint venture profits) to
net interest (excluding interest received on other loans and
receivables), was 4 times (2023: 9 times). No interest incurred
in either year has been capitalised into the cost of assets.
The group’s banking facilities were renewed on 21 May 2024 at
£125.0m. The facility with Barclays Bank PLC, HSBC UK Bank
plc and National Westminster Bank Plc runs for three years
and includes two one-year extensions. The facility includes an
accordion to increase the facility by up to £60.0m, increasing
the overall facility to £185m of which £15m was called and
agreed with lenders on 21 March 2025. The group had drawn
£72.5m of the facility at 31 December 2024 (2023: £83.5m).
On 27 June 2024, the group extended a £25.0m receivables
purchase agreement with HSBC Invoice Finance UK Limited
(HSBC), which allows it to sell deferred income receivables
to the bank. The risk and rewards of ownership are deemed
to fully transfer to HSBC and, therefore, this agreement is
recorded off balance sheet. The group had sold £15.9m
of receivables under the agreement at 31 December 2024
(2023: £14.7m).
The 2024 year-end net debt4 was £62.7m (2023: £77.8m)
resulting in gearing of 14.7% (2023: 19.0%) and within our
targeted range of 10–20%. Despite challenging market
conditions, we continue to invest in our prime land portfolio,
growing our premium housebuilder and delivering our high
quality committed development programme.
Financial review continued
henryboot.co.uk
68
All bank borrowings continue to be from facilities linked to
floating rates or short-term fixed commitments. Throughout
the year, we operated within the facility covenants and
continue to do so.
Cash flow summary
2024
£m
2023
£m
Operating profit
34.2
40.2
Depreciation and other non-cash items
0.4
(1.1)
Net movement on equipment held for hire
(2.6)
(2.1)
Movement in working capital
10.5
(31.2)
Cash generated from operations
42.5
5.8
Net capital investments
(4.9)
(16.4)
Net interest and tax
(13.3)
(7.4)
Dividends paid
(12.1)
(12.8)
Dividends received from joint ventures
2.9
0.9
Other
–
0.7
Change in net debt
15.1
(29.2)
Net debt brought forward
(77.8)
(48.6)
Net debt carried forward
(62.7)
(77.8)
During 2024, the cash inflow from operations amounted to
£42.5m (2023: £5.8m) after net investment in equipment
held for hire of £2.6m (2023: £2.1m), and cash inflows from
a net decrease in working capital of £10.5m (2023: £31.2m
outflow). Working capital increased significantly in 2023
from additional investment in housebuilder inventories
and strategic land sales on deferred terms, which has now
partially reversed in 2024.
Net capital investment of £4.9m (2023: £16.4m) arose
primarily from advances to joint ventures and associates of
£4.0m (2023: £13.5m) and the purchase of property, plant
and equipment of £1.4m (2023: £4.1m).
Net dividends totalled £9.2m (2023: £11.9m), with those
paid to equity shareholders increasing by 7.5% to £10.0m
(2023: £9.3m) and dividends to non-controlling interests of
£2.1m (2023: £3.5m), offset by dividends received from joint
ventures during the year of £2.9m (2023: £0.9m).
After net interest and tax of £13.3m (2023: £7.4m), there
was an overall inflow in net cash of £15.1m (2023: £29.2m
outflow), resulting in net debt of £62.7m (2023: £77.8m).
Statement of financial position summary
2024
£m
2023
£m
Investment properties and assets
classified as held for sale
105.6
100.6
Intangible assets
0.6
2.2
Property, plant and equipment, including
right-of-use assets
32.8
33.2
Investment in joint ventures and
associates
13.3
10.5
152.3
146.5
Inventories
332.9
297.6
Receivables
111.6
129.3
Payables
(111.5)
(88.1)
Other
(7.3)
(5.2)
Net operating assets
478.0
480.2
Net debt
(62.7)
(77.8)
Retirement benefit asset
9.9
7.7
Net assets
425.2
410.1
Less: Non-current liabilities and
pension asset
13.9
6.6
Capital employed
439.1
416.7
69
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Financial review continued
Wholly owned investment properties, of which over 70% are
industrial and logistic assets, increased to £105.6m (2023:
£100.6m) driven by property valuation gains of £4.5m (2023:
£0.3m). At the year end, two properties are held for sale with
a book value of £9.3m.
Intangible assets reflect the group’s investment in Road Link
(A69) of £0.6m (2023: £1.2m). The treatment of the Road Link
investment as an intangible asset is a requirement of IFRIC
12 and arises because the underlying road asset reverts to
National Highways at the end of the concession period in
March 2026. Goodwill in the prior year relating to Road Link
(A69) of £0.1m and Banner Plant depots £0.9m have now
been fully written down.
Property, plant and equipment comprises group occupied
buildings valued at £3.6m (2023: £4.7m), leasehold
improvements of £2.1m (2023: £2.4m), and plant, equipment
and vehicles with a net book value of £27.1m (2023: £26.1m),
including £4.0m (2023: £1.0m) of right-of-use assets under
IFRS 16. Property, plant and equipment, along with right-
of-use assets, have remained broadly consistent as new
additions of £5.9m (2023: £8.7m), largely related to the
groups plant hire fleet, are offset by disposals and the
depreciation charge for the year.
Investments in joint ventures and associates increased
£2.8m to £13.3m (2023: £10.5m). This comprised the group’s
share of profits of £2.4m (2023: £0.4m) (including fair value
increases of £0.1m), additional investment of £3.0m (2023:
£1.0m), less distributions of £2.9m (2023: £0.9m) and other
movements of £0.3m (2023: £nil). We continue to undertake
property development projects with other parties where
mutually beneficial.
Inventories were £332.9m (2023: £297.6m). We increased
our housebuilder land and work in progress to £111.6m (2023:
£96.2m) as we expand regionally into the North East and
increase annual plot disposals. In our strategic land business,
we continue to invest in owned land and land interests under
promotion agreements at a lower capital cost with total
additions amounting to £97.3m (2023: £42.2m). This was
offset by our property and development inventory, which
decreased to £66.6m (2023: £77.4m) as the group recycled
cash from our build-to-sell scheme Setl in Birmingham,
and transferred two developments into our newly formed
JV, Origin, with Feldberg. Inventories are held at the lower
of cost or net realisable value, in accordance with our
accounting policy and, as such, no uplift in value created
from securing planning permission is recognised within our
accounts until disposal.
Receivables, including contract assets, decreased £11.3m to
£111.6m (2023: £122.9m) due to the timing of completions and
level of deferred payments. Deferred payment receivables
remain a function of the number and size of strategic land
development schemes sold, and levels of construction
contract activity undertaken.
Payables increased to £111.5m (2023: £88.1m) with trade
and other payables increasing to £101.9m (2023: £75.9m)
due to two individually significant deferred land payments,
provisions decreasing to £1.9m (2023: £4.4m) as strategic
land provisions unwind and we near the end of our PFI
concession arrangement. Contract liabilities increased to
£4.9m (2023: £1.1m), due to the timing of invoicing on large
construction schemes and current tax liabilities reduced to
£2.9m (2023: £6.7m).
Net debt included cash and cash equivalents of £16.8m
(2023: £13.0m), borrowings of £75.5m (2023: £86.5m),
including £3.0m other loans (2023: £3.0m) arising from sale
and lease back, and lease liabilities of £3.9m (2023: £4.3m).
In total, net debt was £62.7m (2023: £77.8m).
At 31 December 2024, the IAS 19 pension valuation was a
surplus of £9.9m (2023: £7.7m surplus), as a result of interest
on the existing surplus and rise in corporate bond yields,
which has increased the discount rate assumption and
placed a lower value on liabilities. The pension scheme’s
assets continue to be invested globally, with high-quality
asset managers, in a broad range of assets. The pension
scheme Trustees regularly consider the merits of both the
managers and asset allocations and, along with the company,
review the returns achieved by the asset portfolio against
the manager benchmarks. They then make changes, as
the Trustee considers appropriate, in conjunction with
investment advice received.
Overall, the net assets of the group increased by 3.7% to
£425.1m (2023: £410.1m), arising from retained profits less
distributions to shareholders with NAV per share3 increasing
3.6% to 317p (2023: 306p).
Darren Littlewood
Chief Financial Officer
1
Underlying profit is an alternative performance measure (APM) and
is defined as profit before tax excluding revaluation movements on
completed investment properties. Revaluation movement on completed
investment properties includes gains of £1.2m (2023: £0.5m) on wholly
owned completed investment property and gain of £0.1m (2023: £0.1m) on
completed investment property held in joint ventures. This APM is used as
it provides the users with a measure that excludes specific external factors
beyond management’s controls and reflects the group’s underlying results.
This measure is used in the business in appraising senior management
performance.
2 Return on Capital Employed is an APM and is defined as operating profit/
capital employed, where capital employed is the average of total assets
less current liabilities and pension asset/obligation at the opening and
closing balance sheet dates.
3 Net Asset Value (NAV) per share is an APM and is defined using the
statutory measures net assets/ordinary share capital.
4 Net debt is an APM and is reconciled to statutory measures in note 33.
henryboot.co.uk
70
Principal risks and uncertainties
For Henry Boot, effective
risk management is
essential in achieving
positive outcomes from
our operations and for the
delivery of our strategic
targets.
Overview
As a group, Henry Boot takes a
considered approach to risk. We invest
prudently in pursuit of our strategic
targets, maintain financial strength
through effective cash management,
and aim to be the safest place to work
in the markets in which we operate.
The group operates a system of internal
control for risk management within a
structured framework. The long-term
success of the group depends on the
continual review, assessment and
control of the key business risks and
the emerging risks it faces.
While there is a formal process in
place for reporting risks on an annual
basis, the process of risk identification,
assessment and response is continuous
and, therefore, if required, risks are
reported to the Board outside of the
annual process, should events dictate
that this is necessary and appropriate.
In the event of rapidly changing
risks, our business continuity group,
supported closely by our advisers, have
established procedures and actions
that will support the group’s day-to-
day response to sudden or developing
incidents, providing regular updates to
our people, the Executive Committee
and the Board.
The Responsible Business and Audit
and Risk Committees of the Board,
assess the possible impact on short
and long term value arising from ESG
matters and mitigation measures in
place to manage these risks.
Risk appetite
The group’s risk appetite and tolerance
levels are reviewed annually by the
Audit and Risk Committee and guide
the risk process. The group has no
appetite for safety-related risk or
undue financial exposure and will not
pursue additional income generating
activity unless returns are at targeted
levels and aligned with the group’s
strategic intent.
Risk management framework
The principal components of the
group’s risk management framework
comprise the risk strategy, risk appetite
and tolerance statement, risk registers
(including internal controls) and the
risk heat map. Although the process
of risk identification, assessment and
response is continuous and embedded
within the day-to-day operations
of each business segment, it is
consolidated, reported and reviewed
at varying levels throughout the group
on an annual basis as a continuation of
the strategy review process. The Board
reviews all principal risks including
consideration of how risk exposures
have evolved during the period and any
new risks arising from the risk registers.
The methodology used is to initially
assess the gross (or inherent) risk and
then to document mitigations to give
the net (or residual) risk. Both risks are
assessed on a likelihood and impact
(or severity) basis and are scored on a
rating of one to five, using a detailed
scoring matrix. Primary focus is place
on the net (or residual) risk which
highlights the remaining risk exposure
after mitigations and internal controls
have been applied.
The Board has ultimate responsibility
for risk management, internal controls
and review of processes. Part of
the Audit and Risk Committee’s
role is to ensure that the group’s
risk management framework and
processes, on which the Board relies,
are working effectively.
Henry Boot continue to engage KPMG
as internal auditor of the group and,
in cooperation with the Audit and
Risk Committee, prepare an annual
audit plan based on the group’s
assurance map.
Review of risk
management process
During the year, the group has worked
with advisers to perform a detailed
review of the Henry Boot’s risk
management process and principal
risks. This has resulted in revised
principal risks, categorised by strategic,
operational, legal/regulatory and
financial. The new principal risks do not
reflect a material shift in the group’s
risk profile but a recategorisation of
existing risks. Further detail of this
review can be found in the Audit
and Risk Committee section of the
Annual Report.
As a result of the review, additional
prominence is now given to net (or
residual) risk, after mitigations and
internal controls have been applied.
The benefit of this is that stakeholders
have improved visibility over the
remaining risk exposure in the group,
which is in the process of enhancing
internal controls and establishing a
testing regime so they can be fully
relied upon.
Emerging risks
The group believes that its emerging
risks are inextricably linked to emerging
trends in our marketplace and more
widely to global and economic events.
Such trends include urbanisation,
demographics, technology, political
and environment. Failure to keep
pace with these changes could result
in additional risk exposure to the
group. Management has, therefore,
undertaken horizon scanning exercises
that form key considerations in the
group’s risk and strategic planning.
Geopolitical and economic risk levels
remain high, their impact is regularly
discussed and have been considered
across each principal risk area.
The group continues to recognise
the importance of climate risk and its
impact on our business and the planet;
this is recognised as one of the group’s
principal risks and further information
on our assessment of climate risk is
detailed on pages 53 to 55.
The financial impact of the above is
considered in the going concern and
viability section on pages 79 to 80.
Managing our risks
71
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Principal risks and uncertainties continued
Risk
governance
Establish risk strategy
and appetite
Risk identification
and assessment
Identify and
evaluate risk
Risk response and
reporting
Review, report
and revise
The Board/The Audit and Risk Committee
Oversight of all risk management within the group is undertaken at the highest level by the Board of Henry Boot
PLC, which is delegated in general terms to the Audit and Risk Committee, who:
• Reviews the adequacy and effectiveness of the group’s internal controls and risk management systems
• Monitors and reviews internal and external audit
The Executive Committee
Reviews risks and internal controls at a consolidated group level and coordinates the group’s response.
Business continuity group
Established in 2022, the group
meets monthly to establish the procedures
and plans for management
of continuity events.
Subsidiary boards and PLC
Each subsidiary and PLC department has
a nominated individual responsible for maintaining
the risks within that subsidiary/department. In
general, this will be the Managing Directors (for
subsidiaries) and the heads of department (for the
PLC), with input from other relevant designated
team members as applicable.
henryboot.co.uk
72
Risk (short title)
▲ 1
(S)
External markets
▲
2
(S)
Sustainability targets/communications
▲ 3
(S)
Underperformance of subsidiaries
▲ 4
(S)
Reputational incident
▲ 5
(O)
Loss of critical systems/data
▲
6
(O)
Business continuity incident
▲
7
(O)
Attract, retain and develop workforce
▲
8
(O)
Loss of key personnel
▲ 9
(O)
Health, safety and environment incident
▲ 10
(O)
Execution
▲ 11
(R)
Failure to adhere to regulation/legislation
- 12
(R)
Adverse changes in regulation/legislation
▲
13
(F)
Funding
- 14
(F)
Erosion of profit
- 15
(F)
Fraud
Risk heat map
The risk heat map illustrates the 15
principal risks identified by the Board
as having a potential material impact
on the group.
The risks have been plotted by
the group Board/Audit and Risk
Committee based on a common
understanding of the risk appetite of
Henry Boot. The risks are presented
net (after taking account of mitigating
actions and internal controls).
Movements from the prior year’s
ranking are indicated by the arrows in
the table below.
Likeliood
Impact
13
1
2
5
6
14
7
8
9
10
12
3
4
11
15
(S) – Strategic (O) – Operational (R) – Regulatory (F) – Financial
73
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Our risks
Risk
Risk description
Mitigation
Changes
during
the year
Link to
strategic
priorities
1
External markets
(Strategic)
Adverse external
challenges within
the markets in
which Henry Boot
operates
• Strong relationships with key supply partners.
• Financial stability of Henry Boot is underpinned
by diversity of portfolio.
• Measures in place to ensure financial resilience
such as low gearing ratio, high credit rating, and
strong relationship with lenders.
• Inflation clause in contracts to pass on inflation-
induced costs.
• Going concern and viability assessments
completed annually.
• ExCo regularly review market intelligence,
market conditions, inflation reports and
intelligence reports on potential regulatory
changes to inform decision making.
▲
Economic
uncertainty
2
Sustainability
targets/
communications
(Strategic)
Failure (or
perceived failure)
to achieve
sustainability
targets/
communications
• Responsible Business Committee formed in 2021
to provide oversight of the development and
delivery of the Responsible Business Strategy.
• ESG Steering Group considers progress
against the Responsible Business Strategy
including cross-cutting issues such as property
environmental performance.
• All members of ExCo have ESG-related targets.
• Recent re-branding centred around impact
on 5Ps (People, Planet, Partners, Places and
Performance) and incorporated into Responsible
Business Strategy and brand proposition.
• Responsible business plans developed annually
and linked to responsible business strategy,
supported by quarterly reporting.
▲
Lesser focus
in current
market
environment
3
Underperformance
of subsidiaries
(Strategic)
Material
underperformance
of one or more
of the group’s
subsidiaries
• Clearly defined and communicated group
strategy and business plans for subsidiaries.
• Strict legal procedures and protocols regarding
authority to sign contracts and accept risks.
• Reserve matters process in place, which requires
projects over a certain limit at subsidiary level to
be approved by the Board.
• Thorough assessments conducted of client
financial standing (including credit checks and
payment guarantees).
• Project risk registers/assessments completed,
reviewed and considered in budgets.
• Diverse nature of subsidiaries and locations
spread the risk.
• Regular reviews of pipeline and
current opportunities.
• Delivery risk passed to contractors
where possible.
▲
Capital
constraints
and delayed
exit from
schemes
henryboot.co.uk
74
Key
Change during the year
▲ Increased
▲
Decreased
- No change
Group strategic priorities
People
Partners
Places
Planet
Performance
Risk
Risk description
Mitigation
Changes
during
the year
Link to
strategic
priorities
4
Reputational
incident
(Strategic)
Ineffective
response to or
management
of a significant
reputational
incident
• Recent rebranding centred around impact
on 5Ps (People, Planet, Partners, Places and
Performance) and incorporated into Responsible
Business Strategy and brand proposition.
• Increased awareness of the importance of
ExCo/senior stakeholders speaking with
‘one voice’.
• Crisis response arrangements included as part of
overall business continuity planning.
▲
Brand and
social media
exposure
5
Loss of critical
systems/data
(Operational)
Loss of critical
systems and/or
data (malicious or
non-malicious
• Key systems backed up regularly.
• Preventative approach to risk in IT team.
• IT helpdesk system aligned to KPIs.
• Dynamics 365 implemented to digitise processes
within Henry Boot, store information and support
group collaboration.
• VPN security is used for connectivity
out-of-office.
• Henry Boot is accredited by
cybersecurity essentials.
• Controls in place to see where data is being
shared externally.
• Project underway to develop an ITDR plan
(future state).
• Cyber insurance in place.
▲
Additional
exposure
and reliance
on systems
as group
continues to
digitise
6
Business
continuity
incident
(Operational)
Major disruptive
event/business
continuity
incident (internal
or external)
impacting Henry
Boot or subsidiary
operations
• Business Continuity Plans (BCPs) in place
throughout the business (plans are regularly
tested and reviewed).
▲
Further
developed
protocols
and
procedures
75
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Our risks continued
Risk
Risk description
Mitigation
Changes
during
the year
Link to
strategic
priorities
7
Attract, retain
and develop
workforce
(Operational)
Failure to attract,
retain and develop
an appropriately
diverse, skilled
and experienced
workforce to
meet current and
future business
needs
• Opportunities to move across subsidiaries.
• Group employee engagement survey conducted
annually to measure morale/staff engagement.
• Development/formalisation of People strategy
includes initiatives on pay and reward, career
progression, agile working, equity, diversity and
inclusion, health and wellbeing.
• Recent benchmarking and review of
remuneration and benefits package.
• Work done to address any single points of failure
and skills shortages.
• Increased internal training (growing our own
colleagues) within the operational side of
the business.
• Emerging talent workstream focusing on
strategic engagement with education partners to
attract and retain diverse talent
• Relocated head office November 2023
(enhanced working environment to encourage
greater collaboration).
▲
Additional
workforce
planning
and career
development
8
Loss of key
personnel
(Operational)
Loss of key
personnel within
Henry Boot
subsidiaries/loss
of multiple senior
employees in
short succession
• Formal review of succession planning and plans
in place for potential successors for certain
senior roles.
• Recent benchmarking and review
of remuneration.
• Contractual protections and retentions in
employment contracts of senior management
and other key employees.
• Introduction of Dynamics 365 to encourage
information sharing and storage.
▲
Additional
workforce
planning
henryboot.co.uk
76
Risk
Risk description
Mitigation
Changes
during
the year
Link to
strategic
priorities
9
Health, safety
and environment
incident
(Operational)
Occurrence
of a significant
health, safety or
environmental
incident across
any of the group’s
subsidiaries
• Regular testing of health and safety scenarios
through business continuity work.
• Emergency response protocol in place with risks
grouped into three tiers and linked to BCP.
• Strong team compliance and safety culture with
group impact measured on 5Ps (People, Planet,
Partners, Places and Performance).
• Staff appropriately trained and report
near misses.
• KPIs associated with reporting of near misses.
• Sub-contractors need to obtain approved status
and evidence that they meet required standards.
• Health and Wellbeing Strategy launched Feb
2023 with a project team established to oversee
implementation and delivery of a range of
activities.
• Annual health and safety reports (which include
targeted recommendations) completed for all
subsidiaries.
• Regular internal audits and accreditations
obtained.
▲
AFR increase
in recent
years
10
Execution
(Operational)
Failure to deliver
strategic plans
in the intended
manner
• Annual review of five-year strategy and business
plan undertaken with Board and ExCo.
• Project teams establish to plan and deliver
key initiatives.
• Objectives and KPIs aligned with delivery of
strategic plans.
▲
Additional
activity
11
Failure to adhere
to regulation/
legislation
(Legal/
regulatory)
Breach or failure
to adhere to
key regulation/
legislation
• Group legal department have oversight of key
risk areas and develop guidance and systems
to ensure requirements are fulfilled (i.e. for BSA
and DPA).
• Detailed review conducted of exposures under
BSA and DPA (i.e. for legacy projects).
• Project-level risks discussed in regular meetings.
• Risks discussed in meetings with ExCo.
• Internal control environment regularly reviewed
and updated.
▲
Additional
legislation
and
compliance
requirements
Group strategic priorities
People
Partners
Places
Planet
Performance
Key
Change during the year
▲ Increased
▲
Decreased
- No change
77
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Our risks continued
Risk
Risk description
Mitigation
Changes
during
the year
Link to
strategic
priorities
12
Adverse changes
in regulation/
legislation
(Legal/
regulatory)
Breach or failure
to adhere to
key regulation/
legislation
• Advanced notice associated with any
upcoming regulatory changes (ongoing
monitoring undertaken).
• Actively engage with Government (directly and
via trade associations).
• External legal advisers provide updates
and trackers.
• Membership and subscription to groups and
industry publications such as IOSH, Constructing
Excellence and the National Federation
of Builders.
• Horizon scanning exercise.
-
13
Funding
(Financial)
Failure to secure
funding at
favourable terms
• Look to ensure balanced leverage/gearing
(operate within optimal framework).
• Good relationships with banking partners.
• Internal audit function in place.
• External legal contacts.
• Hire purchase agreements with Lombard bank.
• Significant amount of equity is retained in the
group to lessen the need for external borrowing.
▲
Refinance
complete in
2024
14
Erosion of profit
(Financial)
Significant and/or
sustained erosion
of profit and
operating margin
on the viability of
transactions and
schemes
• Use of joint ventures to share capital
requirements and risk.
• Cost-benefit analysis completed for
new projects.
• Preference for pre-funded and
pre-let opportunities.
• Viability assessment completed annually
-
15
Fraud
(Financial)
Occurrence of
fraud, bribery or
corruption
• Anti-Bribery and Corruption Policy in place
which sets standards for the group and supply
chain members.
• Policy regularly reviewed and updated with
further guidance issued as required.
• Regular anti-bribery training provided.
• Fraud and Corruption notices completed across
the business on a monthly basis.
-
Group strategic priorities
People
Partners
Places
Planet
Performance
Key
Change during the year
▲ Increased
▲
Decreased
- No change
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78
Going concern
In undertaking their going concern
review, which covers the period
to December 2026, the Directors
considered the group’s principal risk
areas that they consider material to the
assessment of going concern.
As the UK economy continues to
prove challenging, the Directors have
assessed the group’s ability to operate
in a more uncertain environment
in modelling a base-case scenario.
They have also modelled what they
consider to be a severe downside
scenario, including further curtailment
in activities.
The downside assumes that, for 2025:
• construction and development
activity only takes place where
contracted;
• Hallam Land has no sales unless well
progressed or already contracted;
• Stonebridge Homes has a 10%
decline in house prices along with
a 25% reduction in the number of
plots sold; and
• Banner Plant revenue declines
by 19%.
The downside assumes that 2026
results will recover.
This downside model assumes that
acquisition and development spend
is restricted other than that already
committed. This is consistent with
previous experience in recessionary
environments, allowing the group
to retain and even improve the cash
position in the event of a severe
downside scenario, the impact on
the profit and loss account would,
however, be unavoidable.
The group meets its day-to-day
working capital requirements through
a secured loan facility. The facility with
Barclays Bank PLC, HSBC UK Bank plc
and National Westminster Bank Plc
runs for three years and includes two
one-year extensions. The facility of
£125m in place at 31 December 2024
includes an accordion to increase
the facility by up to £60m, increasing
the overall facility to £185m. The
group has extended the facility on
21 March 2025 to £140m, which
increases the headroom over the going
concern period.
None of the modelling undertaken by
the Directors gives rise to any breach
of bank facility covenants. The most
sensitive covenant in our facilities
relates to the ratio of EBIT (Earnings
Before Interest and Tax) on a 12-month
rolling basis to senior facility finance
costs. Our downside modelling, which
reflects a 26% reduction in revenue
and a 63% reduction in operating
profit from our base case for 2025,
demonstrates headroom over this
covenant throughout the forecast
period to the end of December 2026.
The Directors have also performed a
break-case scenario, which sees the
EBIT cover covenant breached. This
scenario is considered to be remote.
The Directors expect that the company
and the group will have adequate
resources, liquidity and available bank
facilities to continue in operational
existence for the foreseeable future.
Accordingly, they continue to adopt the
going concern basis of accounting in
preparing the Financial Statements.
Viability statement
Introduction
The business model and strategy of
Henry Boot can be found on pages 20
to 47 in the Strategic Report. These
documents outline the long-term
business model and are central to
the understanding of how the group
operates. We have operated the
current business model successfully
since 2004 and have a 139-year
unbroken trading history. By their
nature, the group’s activities tend to be
very long term, especially in the land
promotion business and increasingly
within property development. The
group’s strategy and experience in the
markets in which we operate has been
built up over many years. Over the last
ten years, the group has reported an
average profit before tax of £39.1m
per annum, added over £205m to net
assets (an increase of some 92%) and
paid 68.3p per share in dividends,
all from the trading segments it now
operates, and at no stage in the last
economic downturn, between 2008
and 2010, nor during the COVID-19
outbreak, between 2020 and 2021, did
the group make a trading loss.
The assessment processes
The group’s prospects are assessed
through a three-year forecasting
process led by the PLC Board
Executive Directors and the boards of
the individual subsidiaries. A detailed
three-year, bottom-up base case is
agreed prior to the commencement of
the current financial year, reforecast
each month throughout the financial
year within each business and
consolidated at a group level. As
a largely deal-driven business, it is
considered inappropriate to attempt to
prepare detailed bottom-up forecasts
over a longer-term period. While our
strategic land promotion business
commenced 2025 with 8,822 plots
with planning permission, which, at
a five-year average disposal rate of
2,700 plots would imply that we have
3.2 years of sales already in hand, a
property development pipeline of
over £1.2bn Gross Development Value
(GDV) to be delivered over a period
extending beyond five years and 1,220
plots with some form of planning in
Stonebridge equating to a land supply
of 6.4 years, it becomes difficult to
accurately forecast the timing of
transactions beyond year three.
We have stress tested our financial
results based on the downside
scenario modelled to December
2026, followed by an assumed return
to planned levels of activity for year
three. Our modelling assumes that
deferred land sale debtors falling due
of c.£33m as at 28 February 2025
will continue to be received during
the period either directly from the
debtors themselves or via the use
of our debt purchase facilities or
promissory notes, which management
consider to be viable alternatives
facilitated by UK banks. These models
highlight that, as economic conditions
worsen and construction activity,
developments and land sales do not
happen as envisaged, deferred land
sale receipts, reduced investment
and tight cost control sees the group
retain cash in the short to medium
term, although long-term profitability
would be significantly lower if the
aforementioned mitigating actions
were required to preserve cash.
79
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Assessment of viability
The long-term strategy: the
three-year monthly forecasts reflect
the Directors’ best estimates of
the prospects for the business and
the Directors consider a three-year
period to be appropriate over which
to assess the viability of the group. In
addition to the downside modelled,
we have also reviewed several
potential viability risks to the group
and consider that the following
represent scenarios, which, if not
carefully managed, could impact on
the group’s viability.
Firstly, overtrading developments in
progress with the attendant increase
in leverage, at the same time as the
property cycle turns down, asset
values are falling, and schemes
must be completed to create best
value. This creates a potentially
damaging scenario where debt is
rising, and asset values are falling.
Mindful of this scenario, we look to
maintain prudent debt levels, pre-let
or pre sell 65% of the committed
development pipeline and secure
development costs on fixed price
contracts. Secondly, a decline in
residential property markets where
margins decline due to a lack of
government support and planning
delays or rejections, compounded
by lower sales prices, higher build
costs and increased legislative
costs. Where possible, the group
mitigates this risk by providing
quality products from healthy land
banks (including consented land) in
prime locations.
Finally, a health and safety-related
breach can cause a fatality (or similar
serious outcome). We manage this
risk through a very robust health and
safety policy, zero tolerance towards
policy breaches and consider health
and safety at all of our company
board meetings. Our safety scores
continue to be well into the top
quartile of the UK construction
industry and we have achieved a
very safe working environment over
the last 20 years.
Viability statement
Based on their assessment of
prospects and viability above, the
Directors confirm that they have
a reasonable expectation that the
group will be able to continue
in operation over the three-year
viability period.
Our risks continued
henryboot.co.uk
80
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Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Section 172 statement and
stakeholder engagement strategy
Introduction
Our Board and its Committees strive at
all times to give proper consideration
to stakeholder interests when taking
decisions, and, while recognising that
not all stakeholder interests will be
equally aligned, it is, nevertheless,
important for all issues to be
considered.
The Board formally adopted a
Stakeholder Policy in 2019, which
has been reviewed and revised in
successive years, to ensure that the
Board is proactively considering
the most effective methods of
incorporating stakeholder views
into decision making and providing
effective engagement with all groups.
More detail on this can be found below.
The Board is keenly aware that
stakeholder views, and the
considerations of ensuring a
sustainable and long-term business,
as well as maintaining the highest
standards of business conduct, are
all essential aspects of its decision-
making processes. Set out below are
some of the ways we ensure this, and
decision-making processes will remain
under review at ExCo and Board level
to ensure that they remain dynamic and
rounded. Within this report, we also
set out a substantial case study on one
of the Board’s key decisions in 2024,
detailing the consideration of s.172
factors and how this has shaped the
Board’s approach.
Our stakeholders
The Board identified our key
stakeholders during our work
on the Henry Boot Way in 2017,
and this has constantly been
kept under review. The latest
substantive refresh of our
purpose, vision and values in
2024 also included a lengthy
stakeholder engagement
exercise, reviewing the
stakeholder groups to ensure
they remained appropriate and
considering any new potential
group. However, it was agreed
that the stakeholder groups
already captured within the
Board Stakeholder Policy
remain the most relevant.
Board information
• Our Board and senior leaders regularly engage with stakeholders as described on page 83
• Board papers on Reserved Matters include consideration of stakeholder interests and views
• Peter Mawson’s role as designated Board liaison with the Group Employee Forum
ensures that the Board considers the views of, and impacts on, the workforce of various decisions
• Leadership and management receive training on Directors’ duties
to maintain awareness of the Board’s responsibilities under s.172
Long-term strategic considerations
• The Board reflects on the Responsible Business Strategy and whether the
outcome of its decisions support and contribute to the agreed targets
• The Board remains mindful of the company’s corporate objectives and KPIs, which
are discussed regularly, and have a wholesale review at each annual set of Strategy Days
• Papers seeking Board approval are required to explain how the matter aligns with the company’s
long-term strategy; any items that deviate from the strategy are given additional scrutiny
Decision making
• The company’s culture is a core consideration when making decisions. The Board reflects on whether the action
aligns with our culture and our values, and how culture is embedded within our activities – see more on page 106
• Actions directly brought about as a result of Board engagement –
some examples are set out in the Employee Engagement section on page 104
• Where appropriate, outcomes of decisions are reassessed, and further engagement and dialogue is undertaken
henryboot.co.uk
82
Board stakeholder engagement strategy
The Board Stakeholder Policy, reviewed annually, is key in setting the existing status of current and future engagement with all
of the group’s key stakeholders. It is important to note that the disclosure sets out Board-specific engagements, not the broad
and thorough range of engagements undertaken by the wider group with each of these stakeholders.
Stakeholder
Why is it
important for
the Board to
engage with
this stakeholder
group
How the Board engaged in 2024
How the Board responded
Shareholders
Dialogue with
our shareholders
to understand
issues that are
important to them
is vital in shaping
the approach of
the Board, and
the wider group,
in ensuring the
delivery of our
strategy, growth
plans and returns.
• Structured engagement session held with major
shareholder to discuss matters of interest with a
sub-group of the Board
• Annual Investor Roadshows and structured
feedback sessions with institutional investors and
major family and other shareholders
• Focused investor communication regarding
significant issues as required
• Regular Board updates on investor and proxy
advisor sentiment collated by management /
brokers/PR consultants
• Informal and ad hoc shareholder engagement
with family and other substantial shareholders
• Attendance by all Board members at the AGM,
available to answer questions and engage
directly with shareholders
• Continued structured
dialogue and feedback
to shareholders on points
raised in discussions
• Ongoing and consistent
communications on results
• Communication of key
initiatives such as strategy
and ESG objectives
Employees
Our people are
the biggest asset
and ensuring that
their priorities
are understood
makes sure that
the Board can
take their views
into account when
delivering on our
strategic aims.
See our Employee Engagement report on pages
104 to 105, plus:
• Subsidiary board MDs and department heads
attended Board meetings to discuss issues
relevant to their company/team and the group
• Board members attended subsidiary board and
other meeting opportunities throughout the year
• See examples within the
Employee Engagement
report
Customers
Making sure that
the services we
offer are well
received by
customers is vital
as a long standing
business with a
reputation for
longevity in its
relationships.
• Board site visits arranged to not only view sites in
construction/development, but also potentially
interact with customers. This has now been
supplemented by providing Board members with
details of all subsidiary meetings/visits that they
can attend on an individual basis if convenient
• Increased focus on customer insight strategy
with survey results for each subsidiary being
shared more frequently with the Board
• Introduction of structured
customer feedback
initiatives within
each subsidiary
• Inclusion of customer
feedback mechanisms
within wider Marketing
and Communications
Strategy was considered
at the Strategy Days
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Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Stakeholder
Why is it
important for
the Board to
engage with
this stakeholder
group
How the Board engaged in 2024
How the Board responded
Pensioners
As former
employees of
the business,
pensioner
engagement
ensures we
maintain focus on
our investment
outcomes and
returns.
• Pensioners’ lunch is arranged annually by the
company; with invitations extended to Board
members and attended by the Chair
• Ad hoc attendance by Board members at ad hoc
events for pensioners and family members
• Pensions report presented at every
Board meeting in addition to quarterly
performance updates
• Oversight of pension
related matters on a
regular basis, including
review of any matters
raised to be brought to
the Board’s attention
for decision
Suppliers
As with
customers, our
supply chain is
crucial, and our
long standing
relationships
ensure we are
able to deliver on
our commitments.
• Board site visits arranged to not only view
sites in construction/development but also
potentially interact with suppliers, supplemented
by providing Board members with details of all
subsidiary meetings/visits that they can attend
on an individual basis if convenient
• Matters Reserved for the Board reports from
group subsidiary companies contains sections on
stakeholder engagement including suppliers
• Inclusion of supplier
feedback mechanisms
within wider Marketing
and Communications
Strategy as considered at
the Strategy Days
Communities
Being a
responsible
corporate citizen
of the areas
we operate in
aligns with our
values and is a
substantial aspect
of our Responsible
Business Strategy.
• Tim Roberts chairs the Sheffield Pride
of Place Board established by BITC with
the aim of focusing efforts on Sheffield’s
community priorities
• Matters Reserved for the Board reports from
group subsidiary companies contains sections on
stakeholder engagement including communities
• Much work has been done on an individual
project basis and also subsidiary and group wide
on community engagement, particularly through
the Responsible Business Strategy, overseen by
the Responsible Business Committee, and set
out in this report on page 44
• Community partnership
targets included within our
places – see page 44
Section 172 statement and
stakeholder engagement strategy continued
henryboot.co.uk
84
Stakeholder
Why is it
important for
the Board to
engage with
this stakeholder
group
How the Board engaged in 2024
How the Board responded
Environment
Similar to
communities,
responsibility to
the environment
as our wider
stakeholder
is integral to
delivery of our
ESG objectives, as
well as ensuring
we operate within
our environments
in a responsible
manner.
• Matters Reserved for the Board reports from
group subsidiary companies contains sections on
stakeholder engagement including environment
• Current environmental assessment and reporting
is captured in the Responsible Business section
of the Annual Report, which is reviewed by
the Board
• H&S report brought to each Board meeting
setting out inspections and issues noted, plus
any interactions with authorities such as the HSE
• Employees from across the group who are
involved in delivery of the Climate Change
Framework and are invited to relevant
Responsible Business Committee meetings to
share updates
• Environmental targets
included within our planet
section – see pages 46
to 47
• Responsible Business
Committee approved
adoption of Climate
Change Framework –
more detail on this within
the Responsible Business
Committee Report on
page 132
National/
Local Media
To promote the
Henry Boot brand
and manage its
reputation.
• Tim Roberts has regular meetings with our PR
agency and has undertaken interviews with
various media outlets
• Updates provided to the Board as part of the
CEO Report
• The Board will continue
to monitor interactions
at a group level with the
relevant media outlets
and the split between
financial and non-financial
reporting, to determine
any requirements for direct
engagement
Regulators
To build a two-
way dialogue and
influence potential
decisions that may
affect the group.
• Engagements to date have been conducted
through the subsidiaries themselves, with no
direct interactions being necessary during
the year
• The Board will continue
to monitor interactions
at a group level with
the relevant regulators,
to determine any
requirements for direct
engagement
Professional
Associations
To liaise with
these groups to
understand best
practice, industry
updates and build
relationships.
• Engagements with BITC on Inclusive Leadership,
attended by the Board and ExCo
• The Board will continue
to monitor interactions
at a group level with
professional associations,
to determine any
requirements for direct
engagement
85
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Section 172 statement and
stakeholder engagement strategy continued
Acquisition of Stonebridge Homes
As referenced on page 65, the company announced
a deal towards the end of 2024 to gradually acquire
the remaining 50% shareholding in Stonebridge
Homes, its jointly owned housebuilder.
This acquisition was considered on a number of
occasions by the Board over the course of 2024,
representing as it did an opportunity to increase
ownership in a growth business, at a time when
residential markets are expected to grow, structured
within a deal that is financially accretive over the
medium term. In addition, the eventual full ownership
of Stonebridge Homes simplifies the equity story
for the group and is a compelling strategic fit as we
increasingly narrow our focus to prime property in
the residential and industrial markets, which have
long been the backbone of our strategic approach.
Having in mind the link to Code Principle 1:
“A successful company is led by an effective and
entrepreneurial board, whose role is to promote
the long-term sustainable success of the company,
generating value for shareholders and contributing to
wider society”.
The Board has been cognisant of these factors when
taking the decision to proceed with this transaction
– securing a long-term sustainable growth business,
and re-establishing the group firmly within the
residential market, which, in turn, generates return
for shareholders.
The discussions throughout the year leading up to
the eventual decision to complete the acquisition in
late 2024 presented the Board with an assessment
of a number of different stakeholder interests,
with the most notable being shareholders,
employees, and customers and suppliers, with
a more detailed breakdown of the most
relevant considerations being
provided below.
Consideration of s.172 factors
Likely consequences of decisions in the long term
As a business with over 139 years of history, the
Board recognises the need to have clarity on its
long-term vision with investors, provide additional
revenue streams and ensure the development of
income streams aligned with its core strategy. This
strategy – in which the ‘residential’ pillar has long
formed an integral part – continues to see the group
investing in providing premium residential schemes as
part of its overall portfolio.
In order to support its decision making on
this acquisition, and due to it comprising a
material-related party transaction under the
provisions of the new UK Listing Rules, Peel Hunt
were appointed to provide a fair and reasonable
assessment, reviewing the transaction terms,
valuation (and comparison to the overall market)
and broader circumstances of the deal.
Peel Hunt advised that the terms of the transaction
were fair and reasonable as far as Henry Boot
shareholders are concerned, taking into account the
Board’s commercial assessment of the transaction.
Case study
Armthorpe, Doncaster
henryboot.co.uk
86
These factors included a detailed evaluation of the
case for shareholders, considering:
1. the acquisition of a high growth business, which
has demonstrated over successive previous years
its ability to increase output year on year;
2. an improving market outlook, at a point in time at
which structural and political tailwinds are in favour
of the housebuilding market;
3. the financially accretive nature of the deal
structure, which will improve ROCE over
the medium term and enable growth within
Stonebridge and of the overall group of
companies; and
4. a thorough appraisal of any potential risks, such
as the increased exposure to the fortunes of the
residential sector, impacting on execution risk.
The insight was a key part within the final decision
made by the Board to conclude that transaction,
agreeing that the deal promoted interests of the
company, and its shareholders, in the long term.
Interests of the company’s workforce
The Board has also been alive to the wider implications
of the deal relating to the implementation of a
significant change within the group, with the
potential effects that this has not only on Stonebridge
employees but those of the wider group. As such, the
communication of this transaction, as well as ongoing
engagement activity has been heavily monitored
by the Board, to ensure that the wider change
management aspects of the eventual
integrations of the businesses is
closely considered through a
wider programme of
considered.
This will look at all aspects of the transition and
integration activity.
In addition, as stated on page 106, the Board has
clearly established and refreshed the group’s
purpose, vision and values – with this evolution of
our group structure particularly aligning to our value
of being ‘open to change’. As part of continuing to
embody this cultural strand, but also recognising that
the culture of the business itself should be ‘open to
change’, this programme of change management
work very carefully considers the cultural issues
within the businesses alongside the more operational
or transactional ones, ensuring that there is a meeting
of companies, not the imposition of one business’
culture upon another.
High standards of business conduct
As previously indicated, the decision to proceed with
the transaction followed a number of conversations
throughout 2024 as the shape of the deal progressed
– keeping the Board up to date on the developing
terms, the structure of the deal, and associated
considerations such as the link to strategy, the
shareholder case and the evolving picture around
engagement. Given that this represented information
which was considered ‘inside information’ under the
Market Abuse Regulation, naturally the amount of
engagement and socialisation that could take place
had to be carefully considered, and was managed to
ensure crucial input from those within and outside the
group, such as advisers and consultants. However,
a sufficient breadth of input and views enabled the
Board to ensure that this decision had the broadest
amount of advice and input necessary to enable it to
responsibly make the decision to proceed.
87
Annual Report and Financial Statements for the year ended 31 December 2024
Strategic Report
Governance
henryboot.co.uk
88
89
In this section:
Board of Directors
90
Executive Committee
92
Governance at a glance
94
Chair’s introduction
96
Corporate governance report
– Division of responsibilities
98
– Board leadership and company purpose
102
– Audit and Risk Committee Report
114
– Corporate governance statement
119
– Nomination Committee Report
122
– Responsible Business Committee Report
130
– Remuneration Committee Report
136
– Summary of the Remuneration Policy
140
– Annual Report on Remuneration
142
Directors’ Report
156
Annual Report and Financial Statements for the year ended 31 December 2024
89
Date of appointment
October 2015
Independent
No
Date of appointment
January 2020
Independent
No
Date of appointment
January 2016
Independent
No
Date of appointment
March 2011
Independent
No
Brings to the Board
Key strengths:
• Wide-ranging experience
in senior leadership and
practitioner roles across
the built environment
• Property development
and planning knowledge
in both the public and
private sector
Peter has a wealth of
experience in the
management and leadership
of professional service
firms, together with senior
practitioner expertise across
the built environment, from
both public and private
sector perspectives.
Additional roles held
Non-executive Chairman
of Nexus Planning Limited,
independent Board
Representative for the
Paradise Circus Project
on behalf of Birmingham
City Council.
Brings to the Board
Key strengths:
• Strong strategic and
corporate experience
accumulated as past
longstanding Director
• Strong property and
leadership experience
• Extensive experience
in delivering significant
property development
projects
Tim joined Henry Boot as
Chief Executive Officer
in January 2020. He is
responsible for developing
and implementing group
strategy and has ultimate
responsibility for group
profitability. Tim leads the
engagement with all the
company’s stakeholders,
including interaction with
investors and our people.
He is also the Director
responsible for all health,
safety and environmental
matters. Tim was previously
a director of The British
Land Co PLC where he was
responsible for running the
London real estate business.
Additional roles held
Chair of Business in the
Community’s Sheffield Pride
of Place Board.
Brings to the Board
Key strengths:
• In-depth group and
financial experience
• Establishing and
delivering strategy while
protecting assets in
the group
Darren joined the group
in 1999 prior to his
appointment as Chief
Financial Officer in 2016.
He became qualified as a
member of the Chartered
Institute of Management
Accountants in 2007
and is responsible for all
financial and risk matters
relating to the group. He is
heavily involved in investor
communications and,
along with Tim Roberts,
is also responsible for
communicating strategy and
results to both private and
institutional investors.
Additional roles held
Director and Trustee of
South Yorkshire Community
Foundation Limited and
Member of the CBI
Yorkshire and Humber
Regional Council.
Brings to the Board
Key strengths:
• Significant strategic land
knowledge
• Sound financial
background and
experience
As a partner in the Private
Wealth and Estates Group
at Saffery, he has many
years’ experience in the
UK strategic land market
and brings that experience
to Board decision making
generally, but particularly to
Hallam Land.
Additional roles held
Partner in the London office
of Saffery LLP Chartered
Accountants, which he
joined in 1987. He is a
Non-executive Director of
Saffery Trust International
business in Guernsey.
Peter Mawson
Tim Roberts
Darren Littlewood
James Sykes
Chair
Chief Executive
Officer
Chief Financial
Officer
Non-executive
Director
N B
B
B
N B
Board of Directors
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90
Date of appointment
January 2024
Independent
Yes
Date of appointment
August 2022
Independent
Yes
Date of appointment
April 2025
Independent
Yes
Date of appointment
October 2018
Independent
N/A
Brings to the Board
Key strengths:
• Extensive finance,
risk and governance
experience
• Extensive experience
in leadership, culture
and transformation
programmes
• Certification from
Cambridge Institute for
Sustainability Leadership
• Strong strategic and
corporate experience
across multiple industries
Prior to joining Henry Boot,
Talita held a Non-executive
Director and Chair of Audit
role at Tandem Bank Ltd,
and executive roles as CFO
and People Director at BMW
UK Ltd, BMW Automotive
Ireland Ltd, BMW Group
Financial Services Ltd (UK
and Ireland) and Alphabet
(GB) Ltd.
Additional roles held
Non-executive Director
and Chair of the Audit
Committee of FCE Bank
plc, CEO and Founder of
Authentic Change Solutions
Limited, Course Leader and
Facilitator for the Institute
of Directors.
Brings to the Board
Key strengths:
• Extensive strategic
leadership, growth and
digital transformation
experience
• Experience in
industrial, engineering
and construction
environments and
culturally diverse markets
• Strong sustainability
credentials, specifically in
the built environment
• Diversity of thought to
the Board having worked
across multiple industries
Serena was Chair of
Eleco plc until 2023, and
previously held executive
roles as CEO North West
Europe & Africa and
Enterprise Client Executive
at Invensys (now Schneider
Electric), Global VP of
Transformation at BP plc and
as an Executive Consultant
at Capgemini Ernst & Young.
Additional roles held
Chair of Trifast plc and
Non-executive Director of
Ainscough Crane Hire Ltd.
Brings to the Board
Key strengths:
• Extensive leadership
experience in the UK-
listed housebuilding
• Experience of strategic
transformation, change
management and
M&A activity
Earl spent the last ten years
with Vistry Group PLC as
Chief Financial Officer,
Interim Chief Executive
and more recently Chief
Operating Officer. Before
that, he held roles with
Barratt Developments
PLC and Ernst & Young. In
addition to his housebuilding
and strategic land
capabilities, he brings an
understanding of operating
in a UK listed environment.
Additional roles held
n/a
Brings to the Board
Key strengths:
• Significant legal,
compliance, regulatory
and corporate
governance experience
• Robust knowledge of all
aspects of commercial
law and practice
Having obtained her
qualifications at the
Universities of Nottingham
(LLB Hons) and Sheffield
(PG Dip LP), Amy qualified
as a solicitor in 2006 and
as a Chartered Secretary in
2019. She is an experienced
lawyer with a demonstrated
history of working in-house
in the public sector and
construction industry. With
a broad range of expertise
across contract and
commercial law and practice,
construction matters,
corporate governance
and compliance matters,
Amy has worked at Henry
Boot since 2014, becoming
Company Secretary in 2018
and General Counsel in 2021.
Additional roles held
Trustee of St Luke’s Hospice,
Sheffield and member of
Business in the Community’s
(BITC) Yorkshire and
Humber Board.
Key: Committee membership
N Nomination
A Audit and Risk
R Remuneration
B Responsible Business
Committee Chair
Talita Ferreira
Serena Lang
Earl Sibley
Amy Stanbridge
Non-executive
Director
Senior Independent
Director
Non-executive
Director
General Counsel and
Company Secretary
N A R B
N A R B
N A R B
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Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Date of appointment
Managing Director in 2016
Date of appointment
Managing Director in 2018
Date of appointment
Managing Director in 2018
Date of appointment
Managing Director in 2025
Brings to the
Executive Committee
Nick Duckworth MRTPI
began his career in a private
sector planning consultancy,
Phillips Planning Services,
in 1990. He left there
in late 1992 and joined
Hallam Land’s then newly
established Northampton
office. In 1997, Nick set
up the South West office
of Hallam Land in Bristol
and became the Regional
Manager. He was appointed
a Director in 2002. Nick is
an ExCo Sponsor for the
group’s Community and
Educational Investment
working with the relevant
sub-committees that have
oversight of our responsible
business activity.
Brings to the
Executive Committee
Edward Hutchinson BSc
(Hons), MRICS started his
career in quantity surveying
before quickly progressing
into project management.
He joined Henry Boot
Developments in 2004 as
a Project Manager, rapidly
rising to Senior Project
Manager in 2006. Edward
was appointed a Director in
2012 and became Managing
Director in 2018. In January
2021, he became a board
member of the Yorkshire
and Humber Regional Board
for LandAid, following which
he assumed the position of
Chair in January 2023.
Brings to the
Executive Committee
Steve Errington is a
chartered accountant with
almost 20 years’ experience
in the housebuilding sector,
working for both a major
PLC and privately owned
businesses. He has a proven
track record of leading
businesses that deliver
strong sustainable growth
and premium quality new
build homes.
Brings to the
Executive Committee
Lee is the Managing
Director at Henry Boot
Construction, taking up his
position in January 2025.
He previously served as
CEO of GMI Construction,
as well as senior roles at
Wates Construction and
Caddick Construction
across a 28-year career in
the construction industry.
Lee has a focus on delivering
exceptional outcomes for
clients, driving sustainable
growth and creating a
balanced portfolio by
diversifying our scope.
Nick Duckworth
Edward Hutchinson
Steve Errington
Lee Powell
Hallam Land
Management Limited
Henry Boot
Developments Limited
Stonebridge Homes
Limited
Henry Boot Construction
Limited
Executive Committee
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92
Date of appointment
Managing Director in 2021
Date of appointment
People Director in 2022
Brings to the
Executive Committee
Jonathan Fisher joined the
Henry Boot group in 2021,
bringing with him extensive
experience in hospitality
and facilities management.
He began his career
as a General Manager
with Whitbread before
transitioning into sales
and management within
the facilities management
sector. At the Algeco
Group, Jonathan served
as an Account Director
and was later promoted to
Regional Director, where
he oversaw commercials,
operations and strategy.
He also held the position of
UK Sales Director before
becoming the Managing
Director at Banner Plant. In
addition to his professional
achievements, Jonathan
is Chair of Governors at
his local high school and
works as a mentor in the
charity sector.
Brings to the
Executive Committee
Rachel White joined Henry
Boot PLC in 2001 as a
graduate. She has held
a number of roles in the
People team, before taking
the role of People Director
in July 2022. Rachel leads
the delivery of our People
Strategy to meet the
requirements of our internal
stakeholders including
employee relations,
succession planning, talent
management, diversity and
inclusion, wellbeing, reward
and recognition, employee
benefits and employee
engagement.
Rachel is also a Trustee
Director for Henry Boot
Pension Trustees Limited
and is a member of the
Governance Committee for
the Henry Boot PLC group
Stakeholder Pension Plan.
In 2022, Rachel became a
Trustee of The Children’s
Hospital Charity and is
also a volunteer befriender
to lonely older people
through b:Friend.
Additional Executive
Committee members
Jonathan Fisher
Rachel White
Banner Plant Limited
Henry Boot PLC
Darren Littlewood
Chief Financial Officer
Amy Stanbridge
General Counsel and
Company Secretary
Tim Roberts
Chief Executive Officer
93
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Board composition statistics
Gender diversity
Independence
Board tenure
Female
Male
Executive Directors
Independent Non-executive Directors
Non-independent Non-executive Director
Non-independent Non-executive Chair
0–2 years
3–5 years
6+ years
71%
29%
43%
29%
00%
14%
14%
14%
43%
43%
Governance at a glance
henryboot.co.uk
94
Performance
The Board oversees the
performance of the key
subsidiary businesses. Each
MD meets with the Board
annually to deliver an in-person
update, as well as attend the
Strategy Days to deliberate
their medium-term strategy.
During the last few months, the
Board has welcomed the new
management team for Henry
Boot Construction and met
with them to understand their
plans to grow the business and
diversify the order book and
manage internal costs.
Places
In 2024, the Board debated
strategic investment decisions
such as the acquisition of land
at Wynyard for Stonebridge
Homes and approved schemes
such as Rotherham Markets
for Henry Boot Construction.
Alongside the financial and
strategic rationale, the Board
consider social value matters
such as the provision of new
community infrastructure and
facilities, creation of local jobs
and the impact on biodiversity
before coming to a decision.
Board activities in 2024
Enabling long-term
sustainable success
Henry Boot’s long-term success
is founded upon a clear purpose
and supporting strategy, which
considers the views and needs
of its many stakeholders. Details
of the Board’s contribution
to the long-term success of
the company while ensuring
responsible governance,
strategy implementation and
oversight of operations is set
out within this report. The
Board has oversight of the
five strategic pillars: People,
Places, Planet, Partners and
Performance with some
examples set out in this page.
Planet
Operating in a environmentally
friendly manner is increasingly
a priority for our businesses.
The Board has supported the
trial of using HVO fuel for
some of the fleet in Banner
Plant, which is significantly
reducing the CO2 emissions on
heavy goods vehicles despite a
modest increase in cost. There
has also been investment in
sustainable vehicles to deliver
on the group’s commitment to
enhance the fleet with more
efficient vehicles.
People
With the investment in
Stonebridge Homes, the
introduction of new systems
and a new head office, the
internal focus has been on
change management. The
Board has worked with internal
and external specialists to
ensure that our people are
capable of remaining agile and
having a growth mindset. The
‘Leading Change’ programme
for our grades 2 and 3 (those
directly below the ExCo) has
targeted the cultural shift our
leaders will need to thrive in a
business environment that is
constantly evolving.
Partners
The Board oversees the
relationships with all our key
partners, which is explained
on page 82. Alongside
management, the Board
reviewed the customer insight
strategy to understand where
engagement levels could be
improved. Recognising that
each of our businesses has
a different customer base
and approach to gathering
feedback, the Board discussed
methods for driving interactions
and sharing best practice.
Customer feedback and
scores were explored and
recommendations set for 2025.
Key to strategic pillars
Partners
Planet
People
Performance
Places
95
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Chair’s introduction
Peter Mawson
Chair
During a period of continuous
change, both within and outside
of the business, I am proud that
we have the great foundations
as a Board to respond, evolve
and provide the right governance
needed to flourish.”
During 2024, we have had a number
of Board changes, welcoming Talita
Ferreira in January 2024, and bidding
a farewell with our deepest thanks to
Joanne Lake and Gerald Jennings, who
stepped down at the end of September
2024, having completed nine years'
tenure each. Serena Lang has assumed
the role of Chair of the Remuneration
Committee, alongside acting as
Chair of the Responsible Business
Committee, and Talita has assumed the
Audit and Risk Committee Chair role,
both with effect from September 2024.
These changes are outlined further in
the Nomination Committee Report on
page 122.
It has continued to be a year of change
and development for the group,
including some changes within the
management of our construction
business, Henry Boot Construction,
the launch of our new brand and
culminated in our decision in late
2024 to acquire the remaining half of
the Stonebridge business, which is
discussed further in our section 172
statement on pages 86 to 87. Leading
on these significant changes, the Board
has been supporting the business with
strategic developments throughout
the year, also championing the Leading
Change programme for managers (see
more on page 125) to help support our
leadership cohort in encouraging a
growth mindset culture and coming
into the Strategy Days in November,
with quite a significant agenda for
further change in 2025. While we
acknowledge that these developments
in our strategy are exciting and support
our long-term goals, we also know that
we need to bring our people along with
us and maintain the great culture of our
group, which has been a key focus for
the year and reflected throughout this
report, especially on pages 106 to 107.
Succession planning
and diversity
During 2024, we have continued the
work that was outlined in our prior
years’ reports to implement our
succession planning approach for
the Board. As highlighted above, we
have been very pleased to welcome
Talita Ferreira to the Board at the
start of 2024, following a recruitment
exercise in the latter part of 2023.
We are sad to lose the wealth of
knowledge and experience that
Gerald and Joanne brought and
will certainly miss their input to our
Board discussions. However, within
any period of change, we recognise
the benefits of welcoming fresh
perspectives to our collective. In light
of the changing focus areas of the
group, and in the knowledge of the
impact that the Stonebridge acquisition
will bring about, we have been keen to
supplement our Board with a Non-
executive Director who can bring
expertise in the volume housebuilding
sector, which has shaped our search
during 2024 and into 2025, culminating
in our appointment of Earl Sibley,
who brings extensive housebuilding
experience to the Board from his
previous roles, with effect from
1 April 2025.
I am looking forward to embedding our
Board members further during 2025
and look ahead to the evolution of our
strategy, planning the support that
will help and guide us to form the best
possible working relationships through
Board dynamics sessions and external
performance reviews, amongst other
measures.
Group evolution
As mentioned above, given the
strategic acquisition of Stonebridge
Homes, which has been a topic
much discussed during the year,
the Board has been considering and
monitoring the wider impacts of
this on the group and ensuring that
the implementation of the change is
being well supported. Alongside this,
understanding the impacts of various
IT system developments, and the ways
that this will support the group to
evolve its practices, as well as thinking
about best use of technology such as
AI, has led the Board into numerous
conversations about the change
management initiatives that can be put
into place to best support our people
at a time when factors external to
the group have also led to a number
of changes and challenges. This has
also impacted on our Non-executive
Director recruitment focus, as referred
to above, as well as our management
and leadership development focus for
the year.
Economic environment
2024 has continued the trend of prior
years in which the wider economic
henryboot.co.uk
96
environments within our industries, whether
geopolitical, financial or regulatory, have
continued to be turbulent – a position which
the Board has been keenly monitoring and
managing during this period. The economic
climate in which we operate has increasingly
turned our focus to managing and mitigating
risk, and a thorough review of our strategic
approach, in common with many other
businesses of our nature. During this year in
particular, there has been an increased focus
on risk review and management, helping
to refresh our approach to principal risks
and capture more effectively the issues we
have considered, which you can read more
about on pages 71 to 73. The Board has a
dynamic approach to setting its agendas and
pivoting to focus on the issues that require
the closest attention, underpinned by our
November Strategy Days, which allow us to
examine in greater detail what our direction
of travel is and how we are responding to the
issues we are seeing in our key markets.
Brand relaunch
As we reported on last year, a great amount
of work was carried out during 2023 to
consult on and develop a refreshed brand
strategy, which was launched in 2024.
Having agreed the corporate identity
structure early in the year, this was then
followed by an internal launch in May 2024
and external launch in June 2024, with
subsidiary launches also being carried
out in subsequent months. This refreshed
corporate identity represents what the
Board believes to be a significant positive
shift in demonstrating the values and culture
behind our group of companies and the ways
that we work, and we are very proud to have
achieved this during the year.
The following report sets out our structure,
governance processes and key activities
undertaken by the Board and its Committees
during 2024. We welcome feedback from
our stakeholders, and I would encourage
you to get in touch with us on any
governance matters.
I hope to see many of you at our AGM on 22 May 2025 (see pages 236 to 243
for full details). Please be aware that the venue for this has changed, and will
be held at the DoubleTree by Hilton Sheffield City, Bramall Lane, Sheffield
S2 4SU.
Peter Mawson
Chair
11 April 2025
Code compliance
During 2024, the Board and its Committees have had a detailed
review of the UK Corporate Governance Code published in January
2024, identifying any gaps and reviewing areas of development,
continuing to maintain focus on Code compliance wherever possible,
to improve its operations and governance. This is demonstrated
throughout this Corporate Governance Report, and of particular
note are the Code principles below with references to further detail
as applicable, as well as the report set out at page 119 to 120 for
more information.
Given our long history as a family business, and as a FTSE Small Cap
company, we have adopted alternative solutions to the provisions
where we believe this is appropriate. The Code recognises that good
governance can be achieved by other means, and the Board believes
the approach we have taken is the most appropriate for the company
and its shareholders, while remaining consistent with the spirit of
the Code.
• Division and responsibilities
• Board leadership and company purpose
• Composition, success and evaluation
• Audit, risk and internal control
• Remuneration
97
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Peter Mawson
Non-executive Director
9 9
Tim Roberts
Chief Executive Officer
9 9
Darren Littlewood
Chief Financial Officer
9 9
Serena Lang
Senior Independent Director
(from 1 October 2024)
8 9
Joanne Lake
Senior Independent Director
(until 30 September 2024)
6 6
Talita Ferreira
Non-executive Director
9 9
Gerald Jennings
Non-executive Director (until
30 September 2024)
6 6
James Sykes
Non-executive Director
8 9
Corporate governance report
Division of responsibilities
UK Corporate Governance Code 2018
The Board is committed to achieving high governance
standards and following best practice. Where we do not
strictly follow the UK Corporate Governance Code 2018 (the
Code), considerable thought is given to ensuring that our
approach aligns with the spirit of good governance, helps to
promote high ethical standards and sustains the success of
the company over the long term.
For this financial year, the company was subject to
compliance with the Code. Further details of how the Code
has been applied are set out throughout this Corporate
Governance section and a statement of Code compliance is
presented on page 119 to 120. The company is also prepared
for the 2024 UK Corporate Governance Code and will report
on the updated principles and provisions in next year’s
report.
The Board
The names, responsibilities and other details of each of the
Directors of the Board are set out on pages 90 and 91. Talita
Ferreira and Earl Sibley joined the Board as Non-executive
Directors on 1 January 2024 and 1 April 2025 respectively.
Gerald Jennings and Joanne Lake stepped down at the
end of their nine-year tenures on 30 September 2024. The
division of responsibilities for the Chair, Chief Executive
Officer and Senior Independent Director can be viewed on
the website.
Throughout the year, there have been six scheduled Board
meetings and three separate Board meetings to approve
one-off matters. In addition to the formal Board meetings,
two Strategy Days were held in November with a selection
of sessions attended by the ExCo and senior management.
There have been some absences throughout the year for
Serena Lang and James Sykes for personal reasons of which
the company was fully supportive.
The number of Committee meetings are reported in each
Committee report.
Meetings attended
Eligible meetings
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98
Board composition and independence
The governance structures in place are designed to reflect the individuality of the company and the composition of both its
institutional shareholders and individual shareholders, many of whom have family ties to the company. James Sykes is classed
as non-independent, having been appointed to represent the substantial shareholdings of the Reis family interests (see page
158). Peter Mawson is also now classed as non-independent having served more than nine years on the Board; you can read
more about our Chair succession plans on page 124.
The company values the importance of its independent Non-executive Directors who provide objective advice and challenge
the Executive Directors. Their diverse backgrounds in various sectors and their knowledge of the wider business environment
are critical when it comes to strategy development. The Non-executive Directors meet without the Executive Directors
present, usually the evening before the Board meetings and on other occasions throughout the year.
99
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Corporate governance report continued
Division of responsibilities continued
Governance framework
Board
Subsidiary
Employee
Forums
You can read
about the structure
for the Board’s
oversight of climate-
related risks and
opportunities in
the Responsible
Business Committee
report on page 135
Executive Committee
Land Promotion
Property
investment and
development
Construction
Hallam Land
HBD
Henry Boot
Construction
Banner
Plant
Road Link
(A69)
Stonebridge
Homes
Audit and Risk
Committee
Nomination
Committee
Remuneration
Committee
Responsible
Business
Committee
Group
Employee
Forum
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100
Key features
Board
• The Board maintains a formal schedule of matters reserved for its decision that cannot be delegated
elsewhere (available to view on the website)
• This schedule is reviewed at least annually and includes:
– establishing long-term strategy and objectives
– overseeing culture and stakeholder engagement
– approval of annual budgets, financial results and the dividend policy
– approval of capital expenditure above an agreed amount
– the determination and monitoring of the company’s principal and emerging risks, and reviewing the
effectiveness of the internal controls framework
• When matters require Board approval, management is required to present a detailed paper that
includes any input or feedback received from stakeholders, assessment of key risks and how the
matter links to group strategy
Board
Committees
• Delegated authority from the Board to look after specific areas of responsibility
• Each Committee operates under its own written Terms of Reference, which are reviewed at least
annually and are available on the website
• Report to the Board and work alongside the other Committees, e.g. the Responsible Business
Committee works alongside the Audit and Risk Committee to fully consider the TCFD
reporting requirements
• Have access to external consultants where necessary
• See each Committee report for more detail on their work during the year
Executive
Committee
• Members are set out on pages 92 to 93
• The Board has reviewed and approved its updated Terms of Reference and delegated levels
of authority
• Meets at least ten times a year to debate strategic issues that affect the group, to collaborate and
share best practice and make recommendations to the Board
• Appointments to the ExCo are overseen by the Nomination Committee and the
Board. Members of the ExCo attend the Board meetings regularly and are part of
the Strategy Days
Subsidiary
Boards
• Day-to-day operational management of the subsidiary companies sits with their respective
boards and MDs
• The CEO and CFO sit on all the principal subsidiary company boards
• The MDs are invited to attend the Strategy Days and the Board meetings on a rotational basis to
discuss business plans and strategy
101
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Corporate governance report continued
Board leadership and company purpose
The Board has a rolling 12-month forward business schedule, which is regularly reviewed to check that there is appropriate
balance across the year between strategy, risk, operations and governance, providing updates, as well as seeking discussions
and approvals on key Board issues. It includes routine items that are included on every agenda and one-off topical items
or decisions, and ensures that all stakeholder groups are discussed, as well as scheduling attendance from leaders and
colleagues across the group. Below are set out some of the key areas of strategic focus for 2024.
Area
Stakeholders
considered
Link to strategy
What was reviewed and considered?
Overseeing and
reinforcing health and
safety practices
E S En
Co Cu
The safety of our people, particularly given the industries in
which we operate, is our number one priority. We monitor
performance against industry standard and business
specific KPIs, and routine health and safety reporting is
at the forefront of every Board agenda. In 2024, although
there have been a number of areas of outstanding practice,
there were some areas in which we missed our group KPIs
(see pages 32 to 35), particularly due to some incidents
within Banner Plant and Stonebridge Homes. As a result,
the Board has recognised that it is crucial to lead from
the top and further strengthen the safety culture within
the businesses, carrying out independent visits to depots
and sites, as well as working alongside the group Safety
Manager who compiles the annual health and safety
reports for each of the principal businesses and outlines his
recommendations for improvement.
Site visits and Board
attendances
E S Cu
Co
A site visit carried out in 2024 to Island in Manchester
provided the Board with an opportunity to meet
our employees, customers and suppliers, as well as
demonstrating the breadth of the schemes in which we
are involved. Other engagements this year have included
sessions with Business in the Community, who provided
a session to the Board in September around ‘Inclusive
Leadership’. This was also attended by ExCo members and
representatives from the EDI Working Group, and provided
a great opportunity to discuss the issues in the round with
a broader set of perspectives from across the business.
Planning and legislative
changes
E S Cu
Co En
Given the substantial political changes occurring during
the year, and the wider legislative and policy changes that
also took place during the period, the Board has been
keen to understand the impacts of these on our markets
and wider business operations. Noting that the planning
environment is in the process of being overhauled by the
Labour government, including through the new approach
to the NPPF, the Board has been alive to the impacts on
certain elements of the business, in particular Hallam
Land, and has been supervising the resourcing of the
business in order to ensure that it is responsive to the
opportunities afforded by these changes. On the opposite
side, numerous regulatory changes that increase the
organisation’s potential liabilities has also been the subject
of ongoing review.
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102
Area
Stakeholders
considered
Link to strategy
What was reviewed and considered?
Systems implementation
E Cu S
During 2024, a major change to the organisation’s ways of
working has been under development, with a Microsoft
Dynamics 365 solution being tailored to capture and
automate various activities within the group. The Board
has been monitoring this evolution of the group’s approach
to data and, in particular, the ways in which the broader
change management programme is being implemented.
This is particularly merited given that other recent systems
implementations have lessons to be learned as to the best
method of engaging with our people and ensuring the
changes are embraced to promote the best performance
of the group, with modern ways of working.
Reviewing and
managing risk
E Cu Sh
Given the evolving picture in relation to the UK Corporate
Governance Code and associated legislation during
2024, the Board (and the Audit and Risk Committee)
has maintained a watching brief on developments in this
area. The Committee and the Board review the group’s
principal and emerging risks twice a year (see pages 71
to 73 for more information). However, there have been
heightened levels of uncertainty in the market, as well as
the upcoming changes to risk management and internal
controls as announced in early 2024. In response, the
Board has kept risk management practices as a priority,
both through overall risk reviews and in-depth reviews
on individual projects. This has included updates to the
Board on the risk management capabilities that can be
offered by insurance advisory services, which have been
the subject of a tendering exercise in 2024. These benefits
have been maximised through the appointment of a
new insurance broker, Lockton, in early 2024, who have
assisted the Board and the Audit and Risk Committee in
reviewing all risk management protocols during the course
of 2024.
Managing the
investment portfolio,
budget, gearing and
financing
Sh En E
P
The Board has been maintaining a keen oversight of the
group’s budget and gearing during 2024, noting the risk
environment as referred to in the section above and the
wider macroeconomic climate in which we are operating.
The group’s refinancing activities concluded in H1 2024,
which maintained our existing relationships with financial
institutions and provided security over the financing of the
business for an initial period of three years (with options to
extend for two further years) – an achievement given the
financial climate of the year. See note 25 to the Financial
Statements for more information. Alongside this, ensuring
the appropriate balance and value of the investment
portfolio, which supports the group’s borrowing has
been continued by the Board, as well as oversight of
achievement against budgets, noting that the pattern of
income for the year was more weighted to H2.
Group strategic priorities
People
Partners
Places
Planet
Performance
Stakeholders
E Employees
S Suppliers Sh Shareholders
En Environment Cu Customers
P Pensioners Co Communities
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Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Corporate governance report continued
We measure performance against our five strategic
pillars, with one of those pillars being ‘People’. People
are the heart of our business and one of our core
three values is ‘Put people first’. As such, it’s a key
focus for the Board to ensure that employee views are
heard and taken into account when making decisions.
The Board has established two key methods of direct
Board employee engagement, which demonstrate
compliance with Provision 5 of the Code:
• a network of employee forums across the
group; and
• a designated Non-executive Director to liaise with
the Group Employee Forum.
You can read more about our people strategy and
employee engagement on pages 36 to 41 and 104
to 105 respectively. In this section, we outline the
ways in which the Board, in particular, engages with
our people.
Employee engagement
Employee forum
Our group and subsidiary employee forums, launched in
2019, have continued to meet to discuss a range of key group
issues during 2024. Each main wholly owned subsidiary (and
Henry Boot PLC) have their own Subsidiary Employee Forum
(SEF); the Chair of each meets to form the Group Employee
Forum (GEF).
The group is constantly looking to develop and strengthen
its approach to employee engagement, and recognises
the employee forums as a pivotal route to hearing the
voice of employees. The GEF and SEFs have refreshed
their memberships throughout the year, including a new
chair for the GEF, to renew their commitment to ensuring
representation from across the group and to add new voices
to the teams. The Chair and the Chief Executive Officer have
also worked with the designated Non-executive Director
to structure a series of attendances at the GEF by them
and senior leaders within the businesses to present on key
initiatives such as the brand relaunch, a revamped intranet
and the introduction of key systems and policies. The GEF
has worked with the marketing and communications team to
ensure that the outcomes of their work and engagements are
communicated more widely to the workforce.
Outcomes
A number of the key issues discussed by the GEF, some of which have been referred up to the Board or elsewhere throughout
the group for resolution and/or discussion and feedback, or have otherwise been overseen by the Board, are outlined here:
Consultation activities
Method and outline of engagement
How the Board responded and outcomes
GEF Projects
The GEF meets with the Board formally
twice a year, as well more informally on
other occasions. In March, the results of the
employee engagement survey were discussed
and, in September, the GEF presented their
revised mission and guidelines.
You can read more about the employee
engagement survey on page 37.
The sessions gave both the Board and the
GEF the opportunity to reflect together on the
progress that has been made since the GEF’s
inception, including influencing and co-creating
policies such as the Agile Working Strategy,
the launch of the Health and Wellbeing Policy,
improved parental leave policies and increased
collaboration between different businesses.
The GEF’s proposed mission and guidelines
were debated and agreed with the Board,
highlighting how the forum has evolved and
matured since it was formed.
Site and
workplace visits
In addition to the Board group site visits
described on page 102, the Chair and CEO
undertake regular visits to sites, offices and
depot locations to engage more informally
with employees and gauge sentiment
and culture.
The Non-executive Directors periodically
attend other subsidiary board meetings to
further their knowledge of operations and
meet talent from all levels of the business.
Peter Mawson and Tim Roberts have
undertaken a series of visits to the majority
of the group’s locations during 2024 to talk to
colleagues they do not see on a regular basis
to understand their successes and challenges.
During the restructuring of Henry Boot
Construction, town halls were held with senior
colleagues, and the business as a whole, with
two-way engagement from the workforce and
some members of the Board. Engagements
such as these are important and help Directors
to fully consider the effects on stakeholders
when making difficult decisions.
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104
Consultation activities
Method and outline of engagement
How the Board responded and outcomes
NED sponsor
engagements
In 2024, the Responsible Business Committee
members were allocated sponsorship roles
aligned to the pillars of the integrated strategic
framework. In fulfilling these positions, the
sponsors liaised with employee working
groups and external subject matter specialists
to discuss key issues and reviewed how they
could champion and support their respective
focus area.
Key highlights of this engagement included:
• Serena Lang engaged with the Group
Climate Forum to discuss leadership
on climate change adaptation. She also
delivered the keynote speech at the
Yorkshire Climate Action Coalition Green
Skills event and chaired a roundtable with
business and education leaders discussing
the need for collaboration to deliver green
skills for the growing sustainable economy.
• Talita Ferreira and Joanne Lake each
attended the EDI Working Group as
sponsors and provided the group with
an overview on how the Board approach
diversity while also hearing their feedback
on how leadership could champion diversity
and accessibility initiatives and programmes.
PDR system
implementation
Following feedback from the GEF, the
designated NED shared that the some of
the workforce were having difficulties with
a newly implemented system being used to
carry out end of year performance reviews.
The Board also observed that there were
varying levels of appetites towards change
management and embracing new systems
throughout the businesses.
The feedback was shared with management
and additional training sessions were held with
the workforce and managers. The Board has
subsequently considered how best to manage
any cultural change required for upcoming,
group-wide system implementations.
105
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Corporate governance report continued
Our culture
At Henry Boot, people are at the heart of our company. Our culture is shaped by our three core values: put people first; do the
right thing; and be open to change. The Board has an important role to play in recognising the company’s rich heritage but also
driving our people to adapt and grow to continue delivering a positive impact for all our internal and external stakeholders. We
are guided by our purpose in ‘Creating great places today, to build a better tomorrow’.
Following Board approval, we launched the company’s new purpose, vision and values in 2024. The Board has also undertaken
and overseen various initiatives to assess and monitor the company’s culture during the year, and also reviewed how the
culture is embedded throughout the business, taking action where standards are not met.
The Board’s role in culture
Action
Link to culture and effectiveness
Board’s
role in
culture
Outcomes and addressing
cultural issues
Employee
Engagement
Survey
We carried out our
annual engagement
survey across all
our businesses to
understand how our
people feel about
all aspects of life at
Henry Boot.
You can read more
about the survey on
page 37.
The results provide quality insight
into how people view working for
the group. The questions cover
a range of topics such as the
integrity of leadership, company
communications, relationships with
managers and collaboration with
peers. The survey is anonymous,
which helps to facilitate honest
feedback and uses a mixture of
1–10 scoring and open text answers,
giving a rounded assessment into
the culture.
The engagement survey provides an
important check-in for the Board to
reflect on important issues affecting
our people.
Assess
Monitor
Embed
The Board reviewed the survey results
and the positive outcome for the 2024
survey (an eNPS score of +30, which is
classed as ‘very good’).
Most of the questions in the survey
are repeated year-on-year, so that the
Board can monitor trends. Our external
partners help to digest the data,
highlighting groups of people who
score particularly low for certain topics
so that the Board can explore solutions
alongside the GEF and/or SEFs.
The actions coming out of the 2024
survey focus on areas for development
for each business but also highlight
areas to celebrate and maintain so as
not to lose the things we do that our
people tell us they value.
Purpose, Vision,
Values and
Behaviour
The updated purpose,
vision and values,
approved by the
Board, was launched
to the business during
2024. Both Peter
Mawson and Tim
Roberts spoke at the
internal launch event
to set the tone and
future direction for
the group.
The Board oversaw the rebranding
journey, which involved seeking
input from a large proportion of our
people who helped to shape the
final purpose, vision and values. This
project also included establishing a
behaviours framework, linked to our
values, which clearly articulates how
everyone should behave when at
work or representing the company.
Set
The company purpose and
vision allows each individual to
understand how their role fits into
the organisation and how they can
contribute to the strategy. Alongside
this, the behaviours framework
guides conversations around
performance and encourages
managers to consider not only what
people do, but how they do it when
assessing performance.
Leading Change
The Board has
overseen the
introduction and roll
out of the Leading
Change programme.
This initiative takes
the learning from the
ExCo’s development
journey and shares it
with those in Grades
2 and 3 below, to
ensure a cohesive
and aligned approach
to leadership.
The Board and ExCo are keen to instil
a growth mindset into our senior
leaders, which encourages a learning
and collaboration culture. In a world
of constant change, we want to
empower leaders to have the skills
they need to tackle adversity and
uncertainty, with a no-blame culture.
Embed
Feedback shared with the Board
has been that the programmes have
been well received and resulted in
enhanced positive and collegiate
working. The development will now
be supported by a management
programme for those in more
junior roles.
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106
Action
Link to culture and effectiveness
Board’s
role in
culture
Outcomes and addressing
cultural issues
Whistleblowing
The Board reviewed
a whistleblowing
incident in one of the
businesses during the
year, which ties into
company culture.
The Board monitors any matters
reported to the whistleblowing
helpline and is provided with
updates at each stage of the
investigation. Calls can be raised
anonymously and, therefore, our
people can be confident that any
issues are reported without fear
of consequences.
Assess
Monitor
Embed
Fortunately, we do not receive
many whistleblowing calls, but
we take the ones we do have very
seriously. Following substantiated
claims, actions are put in place to
address the issues, which have
included training programmes for
affected parts of the workforce
on appropriate conduct and
behaviours, as well as disciplinary
procedures where necessary.
Regular follows ups are provided
to the Board so it can determine
whether any more action needs
to be taken.
Health and
safety
The Board receives
progress on all health
and safety KPIs at
every Board meeting
and updates are given
on major and minor
accidents.
Due to the industries we work in,
attitudes to health and safety are
particularly critical to ensure that our
people and suppliers are kept safe.
The Board retains an oversight of all
trends and issues, and intervenes
where necessary.
Banner Plant missed some of its
KPI targets the previous year and
the Board focused on what could
be done to improve the health and
safety culture in the business and
keep driving high standards.
Monitor
Embed
The Banner Plant MD attended
Board meetings regularly to give
updates on the health and safety
journey and the additional measures
that had been implemented to
improve performance.
Both the Chair and CEO have visited
all plant depots during the year, in
addition to ad hoc visits from other
Non-executive Directors. The site
visits emphasise the importance of
health and safety to our colleagues
and encourage good behaviours. A
safety checklist has been compiled
so Directors feel confident they
know what is expected at the sites.
People Strategy
The group’s People
Strategy, alongside
the wider group and
subsidiary strategies,
was discussed at the
Strategy Days with
the Board and ExCo.
The culture of the business, and
how this can be influenced by
the Board and ExCo, was a key
part of the People Strategy and
also an underlying element of the
Marketing and Communications
Strategy, focusing on the offer to our
people through the employee value
proposition.
Set
The Board and ExCo recognise that
culture is the key to success, and
that without a positive and engaging
culture, even the best formulated
strategies will struggle. We have
placed our people at the heart of
all we do and, therefore, the focus
that the Board and ExCo are giving
to the People Strategy as a key lever
of change, and a shared priority will
be more meaningful to our wider
internal stakeholders.
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Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Corporate governance report continued
Composition, succession and evaluation
Board performance review
Noting the changes to provision 22 of the UK Corporate
Governance Code, the Nomination Committee seriously
considered whether to commission an external provider
for 2024 but concluded that it was not the right time due to
the Board changes. The Committee is planning to conduct
an external Board dynamics review during 2026 and then a
performance review in the years following that once the new
directors have settled and established themselves.
A formal and rigorous internal performance review was
undertaken by the Board, its Committees, the Chair and each
individual Director. Attendees at Board meetings were also
asked to complete an anonymous questionnaire seeking their
thoughts on preparing for, attending and receiving feedback
after the meetings. This step offered an additional layer of
rigour to the review process.
The process and results are set out below.
Process
Step
1
In March 2024, the Nomination
Committee considered whether to
conduct an externally facilitated
performance review but agreed
to proceed with an internal
approach.
Step
4
Questionnaire deadline, results
collated, and reports written.
Areas where the Board
scored strongly:
• Collective responsibility for
decision-making.
• Consideration is given
to the macro-economic
landscape when setting the
company’s strategy.
• Board attendees feel
comfortable and welcomed to
the meeting, with an open and
collaborative environment.
Step
2
The Board discussed and agreed
an approach in September 2024.
Step
5
At the year-end, results were
reviewed with the Board and
respective Committees, and
actions were agreed for 2025.
Progress against the 2024 actions
was also discussed.
Board focus areas:
• Ensure papers facilitate more
direct discussion.
• Provide enhanced challenge
to attendees for their
agenda items.
• Provide attendees with timely
feedback and actions.
• Uphold agenda time slots for
attendees more firmly.
Step
3
Question content was agreed
with the respective Chairs and
the questionnaires issued. 1:1
interviews were also arranged
with Peter Mawson to discuss
individual performance and
training needs. Peter Mawson’s
review was conducted by Serena
Lang in her capacity as Senior
Independent Director.
Step
6
Mid-year reviews will be carried
out in summer 2025 to discuss
performance against the agreed
actions before a full review at the
year-end.
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108
Board
2024 action areas
Progress during 2024
Brand launch
Monitor the roll out of the internal and
external branding project.
• The Communication and Marketing Director attended the February
meeting to provide an update on the project and seek Board feedback.
• Updates were given as part of the CEO Report in March and May.
• Peter Mawson and Tim Roberts spoke at the Brand Launch event in
June.
Innovation and opportunities
Hold a productive session to focus on
innovation, idea generation, and opportunity
identification.
• A session was scheduled for September but this had to be postponed
due to urgent approvals and pre-arranged training sessions.
Training
Create a dynamic training schedule that
incorporated softer skills and ensured the
successful induction of new directors and
handover of roles.
• A Business in the Community Inclusive Leadership Session was held in
September.
• A session on risk management and internal controls took place in
February 2025.
• Talita Ferreira’s induction schedule was completed in 2024.
• An induction for Earl Sibley will commence from April 2025.
IT strategy
Oversee the delivery of the new system
implementations and IT strategy.
• Regular updates on the new systems were given by management or as
part of the CEO Report.
• The IT Director attended the July meeting to give an update on
Microsoft Dynamics 365 and the IT Strategy.
• The IT Strategy was debated again at the Strategy Days in November.
• The management team attended Board meetings to present an update
on the cultural change that would be required with the implementation
of the Microsoft Dynamics 365 system.
Action areas for 2025
Meeting experience
Enhance the Board meeting experience for
the Directors and attendees, by reviewing
the agenda, upskilling presenters to maximise
their time in the boardroom, and scheduling
time to reflect on performance after
every meeting.
Board dynamics
Undertake a Board dynamics
exercise following the new NED
arrival to understand how best to
work together.
Strategy innovation
Explore ways in which the strategy
development process could be
innovated, both at the Strategy
Days and in regular board meetings.
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Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Audit and Risk
2024 action areas
Progress during 2024
Specialist training
Provide specialist training for the Committee
on the internal controls requirements arising
from the new UK Corporate Governance
Code and develop a roadmap for compliance.
• Regular updates were provided to the Committee and Board to prepare
for compliance with the Code.
• The training session that had been scheduled for December 2024 took
place in February 2025.
• Further preparations will take place in 2025.
Internal controls preparation
Carry out an assessment of our internal
controls in preparation for the requirement
for the Board to make an attestation in
compliance with the updated UK Corporate
Governance Code.
• With advisors, work has been underway to identify the material controls
ahead of the attestation.
• Management met with Talita Ferreira to discuss further in October.
• A dedicated session was held with the Committee in February.
Risk review
Review, in conjunction with external advisers,
risk management procedures to agree any
changes to be implemented and rolled out in
2024 (supported by Board and ExCo training).
• An update was provided at the July meeting.
• Our insurance brokers, Lockton, carried out a review of the risk
management framework, including a workshop with the Executive
Committee.
• Further updates were discussed at the February session.
Internal audit
Review internal audit approach to determine
optimal number and mixture of internal audit
activities to be carried out annually.
• The Committee debated and agreed an annual approach using our
internal auditors, KPMG.
Chair succession
Ensure that the new Chair is successfully
transitioned into the role.
• Handover with Joanne Lake completed in 2024.
• Pre-Committee meetings were scheduled for Talita Ferreira with the
Chief Financial Officer and Finance Director.
• Meetings with EY and KPMG took place in 2024.
• The first meeting with Talita Ferreira as Chair was held in September.
Action areas for 2025
Internal control framework
Continue to review and define the internal
control framework so that the Directors
are comfortable attesting to the material
controls’ effectiveness.
Risk management
Continue to embed a refreshed risk
management approach and ensure
appropriate visibility of outcomes.
Internal audit
Consider the best division of
resources between internal and
external in relation to the carrying
out of internal audit activities,
within the next 18 months.
Corporate governance report continued
Composition, succession and evaluation continued
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110
Nomination
2024 action areas
Progress during 2024
Equity, Diversity and Inclusion (EDI)
initiatives
Work with management and the EDI Working
Group to develop two meaningful medium-
term initiatives to increase the number of
diverse recruits into the group.
• EDI Working Group members came to the September Committee
meeting to provide an update on the initiatives that were underway.
Recruitment barriers
Hold a session with the EDI Working Group
to gain insight into barriers to recruitment/
progression and understand how this could
be improved.
• EDI Working Group members attended the September meeting to
provide an update on the initiatives that were underway, which included
initiatives around diverse recruitment. This will be progressed in 2025.
Reverse mentoring
Oversee a reverse mentoring programme
with a diverse employee and one of the ExCo
members, plus one of the Board members.
• This was discussed at the September Committee meeting; the work is
ongoing to develop the programme authentically with the EDI Working
Group. Therefore, it was agreed that this would continue into 2025.
Non-executive recruitment
Carry out further successful recruitment
exercise for a Non-executive Director and
ensure a thorough and effective induction and
embedding process.
• NED recruitment was carried into 2025 with the appointment of Earl
Sibley announced.
Chair succession
Discuss Chair succession plan with a view to
agreeing timescales and procedures.
• An approach was discussed in March 2025. You can read more about
Chair succession on page 124.
Action areas for 2025
ExCo succession
Develop the succession plans and protocols
for their broader dissemination and usage for
ExCo and below.
Skills matrix
Assess the skills needed for the
future success of the group and
review the current position of the
Board and ExCo against them.
Inclusive behaviours
Create a framework for defining
what inclusive behaviours are.
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Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Corporate governance report continued
Composition, succession and evaluation continued
Remuneration
2024 action areas
Progress during 2024
PDR processes
Oversee the PDR process implementation during
the year and the integration with the PeopleXD
software, gaining insight from the Group Employee
Forum.
• Verbal updates from the People Director were provided at
most meetings.
• Feedback from Gerald Jennings and Peter Mawson was provided
follow Group Employee Forum meetings.
• Enhanced Board oversight has been provided regarding other
initiatives and systems being launched across the group.
Chair transition
Ensure that the new Chair is successfully
transitioned into the role.
• Handover meetings between Gerald Jennings and Serena Lang
were completed in 2024.
• The September meeting was chaired by Serena Lang.
• Pre-agenda calls were arranged with Korn Ferry, the People
Director, and the company secretarial department.
Committee awareness
Increase visibility and understanding of the
Committee’s role throughout the business and
raise awareness of how the Executive Directors’
remuneration aligns to the Company’s long-term
strategy and workforce remuneration.
• Gerald Jennings and Tim Roberts met with the Group Employee
Forum to discuss the Executive Directors’ objectives and the role
of the Committee in Q1.
• Videos explaining the role and decisions with the Board and
Committees were added to the Intranet Hub.
Annual bonus framework
Review the annual bonus framework across the
group to ensure it remains appropriate.
• A review on the workforce bonus was undertaken to ensure
affordability and a new mechanism was agreed.
• The Committee agreed to continue to use discretion, where
appropriate, for the Executive Committee and Executive Directors
bonus.
Action areas for 2025
Reward strategy
Review the reward strategy and principles set in
2022 to ensure they remain appropriate.
Workforce benchmarking
Oversee the benchmarking
exercise across the workforce
grades during 2025.
Board and ExCo benchmarking
Undertake a benchmarking
review of salaries/fees for
all ExCo members, the Chair
and Non-executive Directors
during 2025 to apply from
1 January 2026.
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Responsible Business
2024 action areas
Progress during 2024
Training
Continue engagement with specialists to inform
the Committee on the ESG regulatory and
legislative framework.
• The Responsible Business Manager and Company Secretary
continue to share relevant reports, market updates, and examples
of best practice with the Committee.
• A Diversity Leadership workshop with Business in the Community
was carried out in September.
Employee engagement
Fulfil the role profiles of Executive Sponsorship
and engage with Henry Boot working groups and
subject matter experts, focusing on responsible
business throughout the year to share knowledge
and provide executive insight.
• Committee sponsors engaged with a respective working group,
supported by ExCo sponsors in 2024.
Benchmarking
Identify peers that are performing well on ESG
and continually work to benchmark Henry Boot’s
performance, support knowledge transfer and
industry collaboration.
• The Committee reviewed performance from competitors on
climate reporting and Scope 3 targets. Further ESG benchmarking
commenced in late 2024 to inform the next phase of the
Responsible Business Strategy.
Paper preparation
Implement a collaborative process to ensure that
Committee papers are concise, informative and
easy to understand.
• A timetable was implemented prior to all Committee meetings
to ensure feedback from the ESG Steering Group and Chair
is incorporated.
• Use of the additional reading shelf reduced the size of meeting
packs to make them simpler and easier to digest.
Action areas for 2025
Responsible Business Strategy
Support the development of the Responsible
Business Strategy, including providing advice on
benchmarking against peers, best market practice,
and oversight of the development of the climate
transition plan and climate scenario analysis.
Data assurance
Embed an assurance process
for responsible business data
in alignment with the Audit and
Risk Committee.
Profile awareness
Support the business to raise
profile around responsible
business practice and
non-financial performance.
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Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Corporate governance report continued
Review of the year
On behalf of the Board and the Audit and Risk Committee (the Committee),
I am pleased to present the Directors’ Audit and Risk Committee Report
for the year ended 31 December 2024. This report is my first as Chair, as I
assumed the role on 1 September 2024, taking over from Joanne Lake, who
steps down with the Committee’s gratitude and best wishes.
This year, one of the Audit and Risk Committee’s principal areas of focus,
in common with many such committees, has been in considering and
preparing for the implementation of the changes brought about by the
UK Corporate Governance Code 2024 (the Code). This report outlines
in detail the progress made on our review of the effectiveness of the risk
management and internal controls framework, and the next steps to take
place during 2025 and 2026, to ensure that we will be able to fully comply
with the requirements of the Code.
We have continued to strengthen our relationship with Ernst & Young
(EY), our external auditor, in overseeing our full-year results and assessing
the group as a going concern, as well as that with KPMG as our internal
auditor to ensure that areas of internal focus are aligning with the
principal risks of the group. The Committee has also considered the
principal and emerging risks and, alongside the Responsible Business
Committee, the climate-related risks and opportunities for the TCFD. The
level of risk appetite and risk tolerances were also debated and agreed for
various risks.
Those serving as members of the Committee were myself (Committee
Chair), Gerald Jennings, Serena Lang and Joanne Lake. Gerald and
Joanne both stepped down formally from the Committee with effect
from 30 September 2024.
Internal audit
Given the size of the group and extent of the internal audit activities
required, the Committee considers that an externally appointed internal
auditor is appropriate. This provides independence to the internal audit
activities, as well as ensuring that any required areas of specialism and
knowledge of audit processes can be provided. The Committee consider
a range of potential audit areas including those linked to the company’s
principal risks, routine financial and operational processes and specific
requests from the Committee to determine which audits to prioritise in
any given year.
Joanne Lake
Chair of the Audit and
Risk Committee
(until 1 September 2024)
Talita Ferreira
Chair of the Audit and
Risk Committee
(from 1 September 2024)
Other members:
• Gerald Jennings
Committee member
• Serena Lang
Committee member
Meetings held:
••••
Meetings attended
Eligible meetings
I am pleased to be presenting this report,
having assumed the role as Audit and
Risk Committee Chair, with a number of
important initiatives underway, which give
greater oversight of and focus on our risk
and internal controls environment.”
Audit and Risk Committee Report
4
4
4
4
4
4
4
4
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From early 2022 onwards, our internal audit partner has been KPMG LLP (KPMG). During 2024, internal audit reviews carried
out by KPMG included:
Topic
Outline
HBD
contracting
This internal audit was specific to Henry Boot Developments (HBD), given the nature and risk involved
in their contracting arrangements. The aim of this internal audit was to identify ways to standardise
the contracting processes across regions, as well as to provide early insights into areas needing
improvement that management can consider as part of the upcoming Microsoft Dynamics 365 system
design and roll out, which is due to take place in 2025.
Hallam Land
contracting
Similar to the HBD contracting internal audit, this audit was carried out to gain comfort over the
operational and commercial aspects of how contracts are set up with third parties, focusing specifically
on supplier contracting at Hallam Land (Hallam) and supporting a wider piece of work to streamline
contracting processes across the group.
Given the nature of work undertaken at Hallam, the sample of suppliers selected for testing focused
predominantly on third-party consultants engaged by Hallam (e.g. land surveyors and planning
consultancies). The scope covered review of the key controls and processes relating to: contract
management (including review and authorisation, and monitoring of supplier performance against the
contract); supplier payments (specifically tracking against contractual obligations); and regulatory and
safety considerations (specifically procedures to ensure appropriate regulations are captured during the
contracting phase). Also, similarly to HBD, this audit was conducted with a view to identifying any areas
within the contracting process for consideration by management during the design and build phases of
the Microsoft Dynamics 365 system.
Cash flow
forecasting
A cash flow forecasting internal audit had been requested by management, given the implementation
of a new cash flow forecasting tool, welcoming assurance about the revised approach. The internal
audit focused on the key controls in place in relation to cash flow forecasting, both in the short and long
term, as well as the tools in place and any appropriate learnings for the business, aligning to industry
best practice.
Follow-up
action tracking
A detailed review was undertaken of the previously agreed internal audit actions to allow the Committee
to understand the level of progress made and provide comfort that recommendations had been followed
through. KPMG independently verified whether actions had been completed sufficiently and, where any
deadlines had been extended, reviewed whether there was a clear rationale for doing so.
The tracker document sits as a regular item on the Committee’s agenda so progress can be monitored.
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Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Corporate governance report continued
Audit and Risk Committee Report continued
UK Corporate Governance Code 2024
The Committee is very conscious of the changes brought about by the Code, and specifically:
Area of code
change
Points for implementation
Developments to date and next steps
Principle O
Ensuring that the Board can demonstrate that
it is responsible for maintaining the risk
management and internal controls framework
within the organisation.
Achievement of compliance with this Principle is as
demonstrated through the more specific activities
set out within this report.
Provision 26
The description of the work of the Committee
has been altered to align with the FRC’s
Audit Committees and the External Audit:
Minimum Standard.
While noting that this document is specifically
tailored to apply to the FTSE350, any changes
proposed have been evaluated as against current
practice and incorporated into the Committee’s
refreshed Terms of Reference.
Provision 29
Inclusion of the following requirements within
the report:
• a description of how the Board has monitored
and reviewed the effectiveness of the
framework;
• a declaration of effectiveness of the material
controls as at the balance sheet date; and
• a description of any material controls that have
not operated effectively as at the balance sheet
date, the action taken, or proposed, to improve
them and any action taken to address previously
reported issues.
1. Providing greater visibility to the Board on the
risk management framework to be comfortable
as to its effectiveness.
2. As a result of this visibility, enabling reporting
by the Board on how it has reviewed the risk
management framework.
3. Providing an internal controls assurance map
demonstrating the material controls that are to
be monitored for effectiveness, agreeing with
the Board the approach to determining these
controls and how they are to be monitored and
reported on.
Risk assessment and risk management
reporting has been the subject of some
substantial developments throughout
2024, alongside greater focus on the
group’s business continuity practices
and procedures. With assistance from
external advisers, including Lockton,
the group’s insurance brokers, a
thorough review of business continuity
and risk review/risk management
culminated in a one-day session with
the ExCo and other senior risk owners
within the business, to calibrate
views on principal risks and business
continuity responses. More about
the outcomes of this can be seen on
pages 71 to 73, along with details of
the key risks that the group faces, the
key controls in place to manage and
mitigate those risks, and the enhanced
system of risk management adopted by
the company.
This was followed by a session with the
Board to outline the revised processes
and outcomes, explaining impacts on
principal risks and also subject risk
register processes, and the ways in
which the risk review process has been
used to gather bottom-up information
about internal controls in place, and
the Board confirmed that it considered
this risk review process to be effective.
This has then been calibrated alongside
a top-down internal controls review,
to assist the business in settling on its
material controls. During 2025, once
finalised with the Board’s agreement,
these material controls will be
conclusively determined, and a full
assurance map of all material controls,
and an associated reporting and
testing framework to be implemented
throughout 2026 will be approved.
In 2026, this testing regime will be
implemented in order to provide a
description of any material controls that
have not operated effectively as at the
balance sheet date, the action taken,
or proposed, to improve them, and
any action taken to address previously
reported issues, to enable the relevant
attestation to be given at the conclusion
of that year. The Committee, and
ultimately the Board, is responsible for
these processes, and reviews the risk
reporting and principal and emerging
risks on an ongoing basis.
Cybersecurity
Cybersecurity is one of the company’s
key risks (see loss of critical systems/
data risk on page 75) and continues to
be an area of focus for the Committee.
In February 2024, the Committee
reviewed and approved an updated
cyber strategy, which allows the group
to further enhance our security stance.
The group has not been subject
to an information security breach
within the past three years (the last
incident having occurred in 2018),
and is accredited by Cyber Essentials
(IASME), an externally audited
certification recognised within the
security industry. We have cyber
insurance in place to mitigate financial
losses and liabilities resulting from
potential cyberattacks, data breaches
or other cybersecurity incidents.
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116
The group mitigates these risks in other
ways too, through the annual provision
of detailed security e-learning,
supplemented by quarterly security
awareness training. Where training is
not passed successfully, we carry out
additional, targeted training, which
sits alongside our suite of information
security policies and protocols, which
have been recently updated in line with
ISO27001 recommendations.
National Cyber Security Centre
(NCSC) and Centre for Internet
Security (CIS) frameworks are also
now being followed as part of our
cyber strategy to ensure that the
measures we have are in line with best
practice, and any investment in future
technologies is focused on where we
can add the most value.
Following the recommendations of
KPMG during the 2022 internal audit,
the group has put additional measures
in place, including: USB disablement;
multi-factor authentication for all
of our people and cloud systems;
procurement of new back-up
technologies; and data migrated from
on premise to cloud storage to help
visibility and cleansing exercises.
The Committee is also keenly
monitoring the group’s approach to the
adoption of AI, noting the cross overs
between this and data hygiene, as well
as data security and cybersecurity
issues. The group has taken steps to
withhold the use of any unauthorised
AI programs while carrying out limited
testing of approved programs, which
are being investigated alongside its
other programs around data loss
prevention and data hygiene, and
the Committee is confident that
these building blocks will provide the
appropriate and secure implementation
of specific AI solutions at an
appropriate juncture.
Internal audit
effectiveness review
The Committee undertook a
performance review of the internal
auditor’s effectiveness, conducted and
presented at the July 2024 meeting.
The review consisted of questionnaires
with each of the Committee members
and the sponsors and main contacts for
each of the audits in that period. Under
review was their scope, expertise and
resource, the level of responsiveness,
clarity of reporting, value for money,
quality of recommendations and
relationships with key contributors.
KPMG scored highly in most areas
with no major concerns found. The
results were shared with the internal
auditor and feedback taken on board.
The Committee was satisfied that the
internal auditor is performing their
duties to a high standard and adds
value to the business.
External audit
effectiveness review
The Committee oversaw a full review
of the effectiveness of the external
auditor in July 2024, which collated
feedback from the Committee, finance
teams, ExCo members and other
key stakeholders within the group on
the 2023 full year audit. A detailed
questionnaire sought views on the
external auditor’s understanding of the
business, engagement levels of senior
audit staff, how risks are assessed,
working relationships, constructive
challenge, audit planning and
hitting deadlines.
Overall, the survey results were very
positive, with the review concluding
that EY conducted a thorough and
comprehensive audit, providing
robust and independent challenge
where needed. Strong scores were
received in relation to the senior staff
understanding our business and any
audit differences being resolved on a
timely basis. There were some minor
areas of improvement identified in
relation to ways of working, as might
be expected, but these were discussed
as part of a two-way debrief with EY
in the summer, with suggestions for
how the process could be fine-tuned
for the following year. The Committee
is confident that there are no concerns
that impact the quality of audit work or
audit opinion.
Independence of the
external auditor
In order to ensure the independence
of the external auditor, the Committee
monitors the non-audit services
provided by EY to the group, and has
adopted a policy on the provision of
non-audit services by the external
auditor with the objective that such
services do not compromise the
independence or objectivity of the
external auditor. Our External Auditor
Independence Policy was developed to
supplement our approach on external
auditor independence, and approved
in early 2023, with a refreshed version
having been approved in early 2025,
ensuring compliance with all up-to-
date FRC and Code best practice and
associated guidance.
The Committee is required to approve
services provided by the external
auditor in excess of £25,000. All
other services below this threshold
are also monitored to ensure that
the performance of regulatory
requirements is not impaired by the
provision of permissible non-audit
services. EY did not provide any non-
audit services to the group during the
year. Details of amounts paid to the
auditor for audit services are set out
in note 3 to the Financial Statements.
Deloitte will provide the group’s
corporation taxation services for the
year ended 31 December 2024.
In accordance with best practice, the
company will require its external audit
partner to rotate every five years,
this being the fifth year in which the
statutory auditor signing the Audit
Report will be Victoria Venning. The
selection process for the statutory
auditor who will be signing the
Audit Report for 2025 onwards has
concluded, and the relevant EY partner
has been identified as Paul Copland.
EY have been the group’s auditor for
four previous financial years, having
been appointed in February 2020 after
a competitive tendering exercise, and
the first full financial year of their audit
services being 2020.
The Committee members meet
with the audit partner and other
members of the audit team without
management present to discuss any
potential areas of concern. There are
no issues to report in relation to this.
The Committee also reviews a letter
from the external auditor on an annual
basis outlining the measures taken by it
to ensure that its independence is not
compromised. The Committee reviews
the safeguards and policies in place to
maintain a high level of objectivity.
Following a review of all these
elements, the Committee is satisfied
that the independence and objectivity
of the external auditor is not impaired
and that the amount of non-audit fees
is at a level that does not compromise
the overall quality and rigour of the
work undertaken.
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Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Extent to which external auditor
challenged management
The external auditor has provided
robust challenge, particularly around
areas of complexity or judgement,
including contract, property and
inventory valuations, as well as going
concern and viability. Its procedures
and findings are detailed in its report to
this Committee.
Significant issues
The Committee considered the
following key accounting issues and
matters of judgement in relation to
the group’s Financial Statements
and disclosures. In addition to these
disclosures, the Independent Auditor’s
Report on pages 166 to 173 discusses
other key audit matters, which were
also considered by the Committee.
Corporate governance report continued
Audit and Risk Committee Report continued
Focus
Matters considered
Committee outcome
Valuation of
investment
properties
The investment property portfolio accounts for a large
proportion of the group assets and the assessment is subject to
a degree of judgment and assumptions.
In line with our accounting policy, completed investment
properties are held at fair value. Other than houses, the portfolio
is valued twice a year by external, independent valuers. Assets
under construction are valued by management at fair value using
the residual method.
The Committee critically reviewed the valuations
and any key movements during the year. Having
discussed the valuations during the meeting
and considered EY’s independent valuations,
the Committee was comfortable with the
values adopted.
Valuation of
housebuilder
inventory
Inventories are stated at the lower of cost and net
realisable value.
Inventories comprise all the direct costs incurred in bringing the
individual inventories to their present state at the reporting date,
less the value of any impairment losses.
Net realisable value of inventories is determined by reference to
expected future sales value and costs to complete assumptions,
which are subject to estimation.
During the year, the Committee reviewed
overall site performance and have instigated a
programme to improve controls needed as the
business grows. Following discussions with EY on
the thoroughness of their testing processes, the
Committee was satisfied that the carrying values
are appropriate.
Construction
accounting
estimates
As explained more fully in our accounting policy on construction
contracts on page 181, a significant element of turnover is
attributable to construction contracts.
Contract costs and revenues may be affected by a number
of uncertainties that are dependent on the outcome of future
events and, therefore, estimates may need to be revised as
events unfold and uncertainties are resolved.
During the year, the Committee examined the
judgements and methodologies applied to
uncertainties, reviewed the sensitivity analysis
around the future costs on construction
contracts and agreed that the valuation of
contract balances and associated revenue are not
materially misstated.
The group has prepared the consolidated Financial Statements in accordance with UK-adopted International Accounting
Standards. They have been prepared on the historical cost basis, except for financial instruments, investment properties and
group-occupied land and buildings, which are measured at fair value.
The Committee is satisfied that this basis of preparation is appropriate given the nature of the group and its activities.
Engagement with the FRC
During the year, we received a communication from the FRC’s Corporate Reporting Review team in relation to the 2023
annual report and accounts. Encouragingly, the FRC had no questions or queries that they wanted to raise, and shared some
guidance on how to further improve our disclosures which we have taken on board for this year.
Terms of Reference
In early 2025, the Committee reviewed its Terms of Reference in line with the scope of its operations, and the requirements
of the Code, to ensure that they remained appropriate and, in particular, that they complied with the requirements of the
FRC’s Audit Committees and the External Audit: Minimum Standard. The updated Terms of Reference are available on the
company’s website.
Approved by the Board and signed on its behalf by
Talita Ferreira
Chair of the Audit and Risk Committee
11 April 2025
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118
Corporate governance statement
Compliance statement
During 2024, the Board and its
Committees continued to monitor their
compliance with the requirements
of the UK Corporate Governance
Code, as well as the amendments to
the same as published in early 2024.
The company has complied with all
the principles of the UK Corporate
Governance Code 2024 for the year
ended 31 December 2024 and the
vast majority of the provisions. This
is demonstrated throughout this
Corporate Governance Report, and
of particular note are the issues below
with references to further detail as
applicable. However, as in previous
years, there are some instances where
the company has chosen to take
advantage of the flexibility offered
with the ‘comply or explain’ rule when
applying certain provisions. We are
conscious of the updated requirements
within the 2024 UK Corporate
Governance Code, and have carried
out a full gap analysis against any areas
requiring development. The areas that
were identified in which additional
work was required fell chiefly into
four categories:
• Risk management and internal
controls – discussed below under
Provision 29;
• Culture – additional measures have
been implemented to monitor the
embedding of the culture, as seen
on page 106;
• Chair succession – though not an
area in which the Code had altered,
we have been conscious of a need
to provide increased transparency
around the same, as discussed
below and in the Nomination
Committee Report on page 124;
• External Board performance
review – discussed below under
Provision 21.
Given our 139-year history as a family
business, and as a FTSE Small Cap
company, we have adopted alternative
solutions to the provisions where we
believe this is appropriate. The Code
recognises that good governance can
be achieved by other means and the
Board believes the approach we have
taken is the most appropriate for the
company and its shareholders while
remaining consistent with the spirit
of the Code, or as set out below, has
comprised a number of minor and
temporary deviations from the Code
during an unexpectedly long period
of recruitment for a new independent
Non-executive Director.
Provisions 9, 10 and 19
Peter Mawson, a Non-executive
Director of the company, was
appointed as the Chair in 2022,
and the company was compliant
with Provisions 9 and 19 until the
end of September 2024 when he
reached nine years’ tenure. However,
following this time, there is and
will continue to be a period of non-
compliance with Provision 19 from
1 October 2024 as Peter Mawson
remains as Chair, despite being classed
as non-independent under Provision
10. The Board determined that Peter
Mawson continues to be an excellent
Chair who demonstrates objective
judgement and encourages views
from all. This extended period of time
allows the Non-executive Directors
recently recruited to the Board, to have
the opportunity to develop detailed
knowledge of the business, before
becoming eligible to be considered
for the Chair role; or, alternatively,
for a recruitment process to take
place during the intervening period
to appoint a Chair or Chair designate.
As referred to in the Nomination
Committee Report on page 124, it is
anticipated that Peter will remain in
his role for a period of time to enable
the preferred approach for selection
of the next Chair to be confirmed and
to provide consistency during the
transitional arrangements over which
the Stonebridge Homes acquisition will
take place.
Provision 11
As is outlined elsewhere in this report,
particularly within the Nomination
Committee Report on pages 122
to 125, while the Board’s intention
was to recruit a new independent
Non-executive Director in summer
2024, this had not been achieved by
the end of September 2024, when
Joanne Lake and Gerald Jennings
stepped down from the Board,
having each spent nine years on the
Board. As reported in the Nomination
Committee Report on page 123, a new
independent Non-executive Director,
Earl Sibley, joined the Board from
1 April 2025. This means that, from
1 October 2024 to 31 March 2025,
excluding the Chair, there were three
non-independent Board members and
two independent. As such, the Board
was temporarily non-compliant with
Provision 11 for this period but is now
compliant once again.
Provision 20
During the previous succession
planning for the Chair role, the Board
determined that its strong preference
was not to appoint an external
recruitment agency to source a new
Chair for the Board, but to ensure
continuity of experience within the
Chair role by appointing one of its
existing independent Non-executive
Directors as the Chair. Within the
longer-term succession plan, provision
is made for a further Chair appointment
process to commence within the
next five years; at which point, the
Nomination Committee will determine
whether the process to be followed
will again enable all Non-executive
Directors in post at that time to apply
for the role as Chair, or whether an
external recruitment activity to appoint
a Chair or Chair designate will be
undertaken. An external recruitment
agency was appointed to carry out the
search for Earl Sibley, as reported on
page 123.
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Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Provision 21
Due to the extended period of
recruitment for our latest Non-
executive Director, the Board has
agreed that, while it would be
beneficial to carry out an externally
facilitated Board performance review,
it would like to ensure that this is done
at the most appropriate time. The
intention is for the Board to participate
in Board dynamics sessions during the
early part of 2026, and for this to be
followed by an external performance
review in early 2027.
Provision 24
Between 1 October 2024 and
31 March 2025, there were only two
independent Non-executive Directors
as members of the Audit and Risk
Committee until Earl Sibley joined the
Board and Committee as a third. Whilst
the Code allows only two members
for smaller companies, during this
period the Committee was technically
non-compliant with its own Terms of
Reference which stipulated a minimum
of three members. The Terms of
Reference have been updated to cater
for such eventualities in the future.
Principle O and
Provisions 26 and 29
As described on page 116, the Audit
and Risk Committee, and the Board
as a whole, has been developing
its approach in relation to risk
management and internal controls
frameworks, to ensure that compliance
can be achieved in accordance with the
relevant timescales.
Provision 32
Between 1 October 2024 and
31 March 2025, there were only two
independent Non-executive Directors
as members of the Remuneration
Committee until Earl Sibley joined
the Board and Committee as a third.
Peter Mawson remained as a member
of the Committee until 1 April 2025,
as permitted by the Code, due to him
being independent upon appointment.
At the meeting of the Committee in
December 2024, due to the inability
of the Chair of the Remuneration
Committee to attend, Peter Mawson
stepped into the role to chair the
meeting, with an acknowledgement
that, as this was non-compliant with
both the Code and the Committee’s
own Terms of Reference, decisions
would be subsequently ratified in the
meeting held in February 2025. At that
Remuneration Committee meeting in
December, in which only two out of
three members of the Committee were
able to attend, the number of members
was also technically non-compliant
with its own Terms of Reference (again,
for a temporary period) and the Terms
of Reference have been updated to
cater for this eventuality.
DTR 7.2.8A
The Board’s Diversity Policy, including
its objectives, how these have been
implemented and the results of the
same, is reported on at pages 125
to 127.
20% vote against – AGM
At the AGM in 2024, no resolution
proposed received more than 20% of
the vote against it.
Approved by the Board and signed on
its behalf by
Amy Stanbridge
Company Secretary
11 April 2025
Corporate governance report continued
Corporate governance statement continued
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Governance
121
Annual Report and Financial Statements for the year ended 31 December 2024
Corporate governance report continued
Review of the year
The Nomination Committee (the Committee) met five times during 2024
to monitor progress on the recruitment of a new Non-executive Director,
and discuss matters such as succession planning, diversity and inclusion,
skills and leadership development. An in-depth review of the approach
we have taken to the recruitment journey, and how we have taken steps
during this process to support greater diversity and inclusion within
our Board, is set out in this report. We have thought carefully about the
appropriate ways of undertaking our recruitment activity to constantly
strive for balance on our Board in as many areas as possible, including in
relation to the mix of skills and experience.
We have continued to broaden our understanding of the talent below the
Board level, with the ExCo overseeing the Leading Change programme,
which is intended to be used to cascade the ExCo learnings around
fostering a greater growth mindset within the business, starting with its
senior leaders. The Committee continues to monitor an evolving picture
of succession planning activities across the entire business, to ensure
greater resilience and insight into the group.
Further details of 2024’s activity can be found below. Those serving as
members of the Committee for 2024 were myself, Gerald Jennings,
James Sykes, Serena Lang and Talita Ferreira, with Gerald having
stepped down from the Committee with effect from 30 September 2024.
On behalf of the Board and the Committee, I am pleased to present
the Directors’ Nomination Committee Report for the year ended
31 December 2024.
Peter Mawson
Chair of the
Nomination Committee
Other members:
• James Sykes
Committee member
• Gerald Jennings
Committee member
• Serena Lang
Committee member
• Talita Ferreira
Committee member
Meetings held:
•••••
Meetings attended
Eligible meetings
* Gerald Jennings stepped down from the
Committee prior to its last meeting of
the year.
This year, we have progressed our
approach on succession planning at the
Board and below, within our leadership
team, which stands us in good stead for
how we progress as a business.”
Nomination Committee Report
3
5
4*
5
5
5
5
4
5
5
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122
Board succession planning
The Committee continued the work commenced in previous years regarding succession planning for the Board, reviewing its
proposed activity for 2024/2025 alongside its ambitions in relation to diversity and inclusion, as well as the need to plan for
the future and to consider appropriate methods of addressing outcomes of its skills evaluation.
Recruitment activity in 2024/2025
Further recruitment activity commenced in H1 2024; however, during this initial search, in light of the developing
discussions around the acquisition of Stonebridge Homes, the Committee took the decision to pivot its recruitment
focus during the latter half of 2024 to focus more on volume housebuilder expertise, in an acknowledgement that
this experience would be important in ensuring an effective integration and commercial oversight of the new area of
business. We, again, utilised the resources of an external recruitment partner, Warren Partners, to review the skills and
experience that we had highlighted and provide their expertise around the search process. This recruitment exercise
has then continued into the early part of 2025, and we were pleased to report in March 2025 that we had successfully
appointed Earl Sibley, former COO at Vistry Group PLC, to the Board, with effect from 1 April 2025.
The Committee fully recognises the commitments within its Board Diversity Policy (See page 126) to achieving greater
diversity and inclusion within its members, and will be seeking to meet these objectives within its recruitment activities, while
acknowledging that it will take time to be able to put these objectives fully into action through this succession approach.
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Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Corporate governance report continued
Nomination Committee Report continued
Future Board Chair succession
The Committee is fully supportive of utilising the flexibility permitted by Provision 19 of the Code to allow me to remain in my
role as Chair past my nine-year period of tenure, which I reached in October 2024.
While it has not yet been determined precisely how long this period of flexibility will be utilised for, it is anticipated that,
due to the five-year period during which the Stonebridge Homes acquisition will be completed, I will remain in post until
that has concluded before I step down from my role. This is to ensure consistency of approach in relation to the acquisition
and transitional activity required to amalgamate the Stonebridge business into the wider group portfolio of businesses. The
precise method of any additional recruitment activity required will be the subject of further discussion by the Committee over
the forthcoming years in order to agree the appropriate route, to determine the method via which my successor as the Chair
will be selected, as follows:
• If it is determined that an existing Non-executive Director will be chosen, through an appropriate process, to assume the
role as Board Chair, a period of time will ensure that all Non-executive Directors have had the opportunity to develop
detailed knowledge of the business, before becoming eligible to be considered for the Chair role;
• Alternatively, if the Committee determines that a separate recruitment exercise will be carried out to select a Chair or a
Chair designate, the timing of any such recruitment exercise will need to be agreed upon by the Committee.
Review of roles and responsibilities
As there have been a number of Board changes within the year, including Gerald Jennings and Joanne Lake stepping
down from the Board with effect from 30 September 2024, the following changes were made during the period to
Board member roles and responsibilities.
Role
Previous appointee
Appointment change
Audit and Risk Committee Chair
Joanne Lake
Talita Ferreira (1 September 2024)
Remuneration Committee Chair
Gerald Jennings
Serena Lang (1 September 2024)
Nomination Committee Chair
Peter Mawson
No change
Responsible Business Committee Chair
Serena Lang
No change
Senior Independent Director
Joanne Lake
Serena Lang (1 October 2024)
Group Employee Forum liaison
Gerald Jennings
Peter Mawson (summer 2024)
This will be reviewed after 12 months
to determine if any other alterations to
roles would be beneficial, particularly
in light of Earl Sibley joining in 2025.
Leadership succession planning
and development
Succession planning at all levels within
the group is an area of significant
interest and the Board has continued to
support the development of our people
through a variety of mechanisms,
including formalised leadership
development programmes, coaching
and mentoring.
For Executive Directors and the ExCo,
the Committee regularly reviews the
talent grids, which are overseen by
our People Director with input, where
appropriate, from our leaders and
external partners who have gained
insight into our people through the
delivery of our suite of development
opportunities. The aim of the regular
review is to identify suitable internal
talent who can take on senior roles
within the group in the future and to
ensure that we nurture and address
any identified development needs to
support success. These will continue
to evolve and span a greater variety
of roles, as well as delving deeper
into specific succession plans for
individual executives.
In the past, our Senior Leadership
Development Programme (SLDP) and
Leadership Development Programme
(LDP) were a predominant element of
the development of our leaders – an
approach that has now captured the
majority of our leadership population
and so has evolved to focus more
on our Management Development
Programme (MDP). This is a scheme
that aims, over a period of nine
months, to develop junior managers
and aspiring managers, personally
and professionally, to become more
effective in their roles and drive
performance in their teams. During
2024, we had 27 colleagues participate
or conclude their participation in the
course, and we have a strong demand
henryboot.co.uk
124
for delivery in 2025. In addition,
the next iteration of our leadership
development has taken place during
2024, with the introduction of a scheme
that captures all of our leadership
cohort (those within our Grades 2 and
3), bringing them together to cascade
learnings that have been developed and
applied by the ExCo in prior years of
their own development. During 2024,
this programme was named ‘Leading
Change’, and aimed to create a united
leadership approach, with common
understanding and language across
the group, while creating a state of
readiness for change, promoting a
‘growth mindset’ culture. In 2025, it
is anticipated that this cascade will
further continue, as well as taking
forward key actions that had been
formulated by volunteer groups
that were established within the
leadership cohort.
Our investment in learning,
development, talent and succession,
at all levels in the business, is pivotal in
achieving our key objectives:
• ‘To empower and develop our
people’, and ensure that this
applies at all levels, including our
senior teams.
• To strengthen our short and
medium-term succession planning
across the whole business, while
providing the foundations for
longer-term talent planning.
• To provide the right level of
development support to ensure
that we all continue to make the
maximum contribution to the
wider business.
The Committee will continue to
oversee the leadership development
opportunities in the business and
monitor the ongoing impact on
succession planning and talent
pipelines throughout the group.
Board performance review and
skills assessment
Formal performance reviews were
carried out at the end of 2024; the
process and results is detailed on
pages 108 to 113.
In addition to the performance reviews
outlined above, the Committee has
continued to assess the Board’s
key skills and experience. We have
previously streamlined the skills
evaluation activity to align more
with the core expertise required,
to ensure strong links between the
skills evaluated and the core strategic
objectives and focus on those areas
most relevant to an effective overall
governance structure. In addition,
given the closer ways of working and
inputs received from the ExCo in
relation to a number of key strategic
areas, the assessment of skills was
extended to all ExCo members.
The skills matrix was referred to
when determining the role profile for
recruiting new Board members as it
aims to address any areas in which skills
could be usefully supplemented, and as
outlined within this report, emphasised
the need for volume housebuilding
experience specifically when refining
the Board’s assessment of its needs
for future Board members. It will be
refreshed and reassessed later in 2025
as all changes to the Board and ExCo
have concluded, to gain a full and up-
to-date understanding of the current
picture.
Board Diversity Policy
The Committee reviewed and
approved an updated Board
Diversity Policy
during the
year,
which is aligned to the
recommendations of the Hampton-
Alexander Review regarding gender
diversity on Boards, and the Parker
Review on ethnic minority Board
representation, as well as reflecting
the amended targets introduced by
the updated UK Listing Rules. The full
policy is available to view at henryboot.
co.uk/our-responsibility. The
Committee ensured that the objectives
set out within the Board Diversity
Policy were fully incorporated within
the recruitment activity undertaken
during 2024/2025 and will also ensure
that our ambitions in this area are
captured in forthcoming rounds of
recruitment. As such, we anticipate
being able to make progress towards
achievement of those objectives
through this further period of Board
refresh, while recognising that broad
diversity of thought is also paramount
in achieving our ambitions.
We are committed to improving our
position on Board diversity when
appropriate opportunities arise. It is
recognised that there will be periods
of change on the Board and that
these objectives may be reliant upon
the Board being refreshed; however,
it is our longer-term intention to
achieve these objectives. The Board
and Nomination Committee will also
consider the prevailing skills and
diversity of the Board and the wider
group as and when seeking to appoint
a new Director to the Board.
125
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Corporate governance report continued
Nomination Committee Report continued
Objective
The Board will ensure that it is made up of an appropriate mix of skills, experience and knowledge required to
effectively oversee and support the management of the group.
The Board has set a target to meet the objective of the Hampton Alexander Review, in that at least 40% of our
Board members are women.
In addition, the Board shall have as its objective that at least one of the four senior Board positions (Chair, Chief
Executive Officer (CEO), Chief Financial Officer (CFO) or Senior Independent Director (SID)) shall be a woman, as
per the UK Listing Rules objective.
The Board has set a target to meet the objectives of the Parker Review for at least one Board member to be from
an ethnic minority background excluding white ethnic groups (as set out in categories used by the Office for
National Statistics).
The Board will consider candidates for appointment as Non-executive Directors from a wider pool, including those
with little or no previous FTSE Board experience.
The Board will work with external recruitment consultants to provide support for Board appointments and
will ensure that Non-executive Director longlists include both women and candidates from an ethnic minority
background excluding white ethnic groups.
The Board (in conjunction with the Committee and the Responsible Business Committee) will support and
monitor group activities to increase the percentage of senior management roles held by women and other
underrepresented groups across the group. Activities may include the hiring of diverse external senior managers
and internal promotion activity, but also continued emphasis on diverse pipeline, graduate and apprentice
recruitment to support this objective long term.*
The Committee (together with the Responsible Business Committee), on behalf of the Board, will monitor,
challenge and support internally set targets for diversity and inclusion at all levels across the organisation.
The Committee (together with the Responsible Business Committee), on behalf of the Board, will report annually
against these objectives and other initiatives taking place within the company that promote gender and other
forms of diversity.
* The gender balance of those in senior management positions is shown on page 39.
1
2
3
4
5
7
8
9
6
henryboot.co.uk
126
Progress against objective
Status
Detailed review of effectiveness undertaken confirming that the Board is adequately resourced and
performing well.
As detailed elsewhere in this report, the Board identified the need for a Non-executive Director with
housebuilding experience to provide experience and insights in relation to the Stonebridge Homes acquisition,
which has had a significant influence on the candidate search during 2024 and into 2025.
At the commencement of 2025, our proportion of female Board members is 33.3% (and shifted to 29% on 1
April 2025 when Earl Sibley joined the Board). At least 40% female representation remains our goal and we
will continue to ensure that our recruitment processes maximise the gender diversity included in our long
and shortlists.
We are fully committed to achieving and exceeding this goal with our Non-executive Director succession
planning and group-wide diversity initiatives.
The role of Senior Independent Director is held by Serena Lang.
We currently have no members on the Board from an ethnic minority background. We will continue monitoring
the extent to which this can be addressed over future rounds of recruitment and by progressing internal EDI
initiatives.
We have consciously worked with our recruitment partners to ensure that our briefs for Non-executive Director
appointments encouraged diverse candidates, in particular those without previous FTSE Board experience,
which has been represented in our candidate pool. We will continue to ensure that previous FTSE experience
is not a specified requirement in future recruitment rounds in order to attract a broad number of applicants.
We have continued to appoint external recruitment partners to work with us on our recruitment exercises
throughout 2024 and into 2025. This has ensured that the longlist for the candidates for both recruitment
exercises provided a wealth of individuals from diverse backgrounds.
As previously disclosed, we did not engage an external recruiter for the appointment of the new Chair. This was
a considered decision to prioritise the continuity of the Board after Jamie Boot, a major shareholder and Boot
family member, retired as a director after almost 37 years’ service.
Through a series of peer sharing forums and information exchanges, led by our People team and in conjunction
with our Responsible Business Strategy delivery, we have worked to elevate the built environment and real
estate as a positive career option for women and underrepresented groups. While there is still more to do in this
area, the intent to develop a pipeline of talent for the group, which meets our diversity aspirations is crucial.
The Responsible Business Strategy, reviewed by the Responsible Business Committee and approved by the
Board, includes people-related targets. ESG-related targets now also form part of the personal objective
element of the Annual Bonus award for Executive Directors and senior leaders within the whole group.
These include quantitative targets for improving the gender mix and reducing the gender pay gap.
We have improved disclosure of progress against our targets for this year. Activities may include the hiring of
diverse external senior managers and internal promotion activity, but also a continued emphasis on a diverse
pipeline and graduate and apprentice recruitment to support this objective long term.
You can read more about our EDI strategy and workforce diversity initiatives on pages 38 to 39.
Objective achieved
Objective achieved in part
Objective remains a work in progress
Key:
127
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Corporate governance report continued
Nomination Committee Report continued
Board diversity disclosures
In accordance with the UK Listing Rules, the disclosures relating to gender identity and ethnic background are set out in the
table below as at 31 December 2024. The company has not met the targets relating to having 40% of women on the Board
and at least one director from a minority ethnic background. Commentary on why these targets have not been met is included
in the Board Diversity Policy table on pages 126 to 127. Since the reference date, the Board’s composition has changed to
comprise five male and two female members, meanings that the percentages as at 1 April 2025 stand at 71% male and 29%
female.
The information below was collected by members of the Board and ExCo selecting which of the categories they identified as.
We did not specify the chosen reference date in last year’s annual report and accounts but can confirm that the information
was correct as at 1 January 2024. We have chosen 31 December as the reference date for this and future years to ensure that
the date falls within the relevant accounting period.
Number
of Board
members
Percentage
of the Board
Number
of senior
positions on
the Board
(CEO, CFO,
SID and
Chair)
Number in
executive
management
Percentage
of executive
management
Men
4
67%
3
7
79%
Women
2
33%
1
2
21%
Not specified/prefer not to say
–
–
–
–
–
henryboot.co.uk
128
Board effectiveness and
time commitment
The Board believes it has an
appropriate balance of Executive and
Non-executive, and independent and
non-independent Directors, having
regard to the size and nature of the
business. Further to a review by the
Committee, it is felt that the overall
combination of experience, skills,
knowledge and lengths of service of
the current Board members provides
an appropriate level of balance, which
contributes to effective decision
making and helps to mitigate risk.
We will continue to consider Non-
executive Director succession planning
to address any gaps needed to achieve
out strategic objectives.
The Committee discussed the skills,
independence, length of tenure and
time commitments of all the Directors
and reviewed the results of the 2024
performance reviews (see pages 108 to
113 for more information), as well as the
Board skills approach, with no issues
having been highlighted as a result of
this review.
Following the review, I can confirm
on behalf of the Committee that the
performance of the Directors, the
Board and its Committees continues
to be effective and that all individuals
show commitment to their roles. All
Directors will seek re-election at the
upcoming AGM – biographies are
shown on pages 90 to 91 – and a
further summary of Board roles and
responsibilities can be found on our
website at henryboot.co.uk.
Terms of Reference
In December 2024, the Committee
reviewed its Terms of Reference in
line with the scope of its operations,
and the requirements of the Code, to
ensure that they remained appropriate.
Some minor amendments were
proposed and approved, and the full
Terms of Reference are available to
view on the company’s website.
Peter Mawson
Chair of the Nomination Committee
11 April 2025
129
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Corporate governance report continued
Review of the year
In 2024, the Responsible Business Committee (the Committee) met
three times, providing oversight and leadership on the company’s
strategic approach to, and performance on, all responsible business
practices. The Committee provides an independent review and oversight
of the ongoing development and delivery of the group’s Responsible
Business Strategy, which guides the company’s approach to delivery of
long-term ESG activity and objectives. For each year, objectives in the
Responsible Business Strategy are broken down into annual targets within
a Responsible Business Plan to provide an attainable roadmap towards
achievement of the 2025 ambitions, on a group and subsidiary basis,
which the Committee reviews and tests.
During the year, as well as having this broader oversight of the Responsible
Business Strategy and associated Plan, the Committee has overseen the
refresh of the EDI Working Group and carried out a number of interactions
with its chair and other members, supported actions to support the
group’s Climate Change Framework, advised on the planning for the
next iterations of the group’s Responsible Business Strategy, as well as
championing community interventions through Tim Roberts’ involvement
as chair of the Business in the Community (BITC)’s ‘Pride of Place’ Board
for Sheffield. Further details of areas of focus for 2024 are provided
below. The Committee is also alive to the interactions required in relation
to incorporation of ESG-related targets into executive remuneration (in
conjunction with the Remuneration Committee) and review of climate-
related risks (along with the Audit and Risk Committee). Committee
members also attended an engagement session with BITC to participate
in a session around ‘Inclusive Leadership’, illuminating some areas of best
practice and knowledge.
Those serving as members of the Committee during the year were
myself, Joanne Lake, Peter Mawson, James Sykes, Tim Roberts and
Darren Littlewood, and I assumed the role as the Chair of the Responsible
Business Committee in January 2024. Talita Ferreira joined the Committee
on 1 January 2024, and Joanne Lake stepped down from the Committee
with effect from 30 September 2024. Due to unfortunate circumstances,
I was unable to attend two of the three scheduled meetings, and thanks to
Peter Mawson for stepping in to chair these meetings.
On behalf of the Board and the Committee, as Chair of the Committee,
I am pleased to present the Directors’ Responsible Business Committee
Report for the year ended 31 December 2024.
Serena Lang
Chair of the Responsible
Business Committee
Other members:
• James Sykes
Committee member
• Joanne Lake
Committee member
• Peter Mawson
Committee member
• Darren Littlewood
Committee member
• Tim Roberts
Committee member
Meetings held:
•••
Meetings attended
Eligible meetings
* Joanne Lake stepped down from the
Committee prior to its last meeting of
the year.
Henry Boot continues to authentically champion
many areas of responsible business, recognising
that these are issues that are important for its
own success, regardless of the external and
political environmental pressures.”
Responsible Business Committee Report
2
3
2*
2
3
1
3
3
2
3
3
3
henryboot.co.uk
130
Responsible Business
Committee – key
responsibilities
• Setting and achieving of the
objectives within the Responsible
Business Strategy, and the creation
of annual Responsible Business
Plans to contribute towards this;
• Reviewing all sustainability and ESG
reporting, including implementation
of the recommendations of the Task
Force on Climate-related Financial
Disclosures and all associated
governance arrangements (see more
on pages 48 to 59);
• Ensuring that the Board
maintains up-to-date awareness
of the company’s impact on
the communities it serves, the
environment it operates within and
the charitable support it is able
to give;
• Monitoring culture and alignment
with the company’s Purpose, Vision
and Values;
• Supervising and supporting the
development of employee diversity
and inclusion across the company
and its leadership; and
• Monitoring and sustaining employee
engagement with the responsible
business agenda.
Responsible Business Strategy
The group’s Responsible Business
Strategy outlines a range of objectives
and quantifiable targets to be achieved
by the end of 2025. An annual
Responsible Business Plan is developed
to embed the Strategy within our
commercial approach and culture,
and to provide clarity for our people
about how they can contribute to this
in the short term. Each Plan details the
progress that needs to be made each
year to ensure successful delivery of
the 2025 targets. In addition, each
year, a Responsible Business Strategy
Progress Report details the progress
the group made against the previous
year’s Responsible Business Plan and
the overall Strategy. Each Responsible
Business Plan aims for incremental
growth in key areas, highlighting key
annual initiatives, and seeks to embed
a consistent approach to responsible
business practice, creating a shared
responsibility for delivery across the
group.
To provide further clarity and to enable
effective governance, each subsidiary
business works with the Responsible
Business Manager to develop their
own Responsible Business Plan, which
draws from the group Plan and details
how they are required to contribute to
its success.
Delivery of the Responsible Business
Plan and executive scrutiny and
oversight of performance is the
responsibility of the Responsible
Business Committee. The ExCo,
the ESG Steering Group and the
Responsible Business Manager
are responsible for overseeing the
implementation and strategic delivery
of the Responsible Business Plan across
the group and reporting progress back
to the Committee. Further details about
roles and responsibilities of individual
members can be found on page 134.
However, in addition to this executive
oversight and that of the Committee,
the Board and ExCo members have
assumed sponsorship roles for
individual Responsible Business pillars.
131
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Corporate governance report continued
Responsible Business Committee Report continued
Other significant issues considered
Focus
Matters considered
Committee outcome
Working
group
governance
and employee
networks
In order to support the delivery of the group’s
responsible business aims, and to ensure
engagement with a wide cross section of
representatives, a number of working groups and
employee networks have evolved. At a higher
level, these are as set out on pages 100 to 101;
however, beneath these structures, a number
of other special interest groups and networks
are in operation, and the Committee considered
the most effective method of ensuring decision
making and authorisations within these structures.
The Committee recognised the dedication and
input of the employees chairing and participating
in these groups, and were very supportive of the
development of employee networks providing
opportunities to discuss matters such as race,
LGBTQ+ and parents and carers’ issues. Noting
that simplification of the structures should also be
achieved, it was proposed that additional levels of
supervision should not be created between these
groups and the ExCo/Committee.
Climate
Change
Framework
(CCF)
The Climate Change Framework is an internal
strategic framework that aligns all existing and
prospective workstreams associated with the
group’s climate change adaptation. These include
the net zero carbon (NZC) greenhouse gas
emissions, the project to reduce scope 3 (indirect)
emissions, climate reporting, nature stewardship,
and people engagement and culture change.
The Committee considered the four measures
being undertaken in 2024 to achieve NZC targets,
including:
• fleet transition;
• introduction of alternative fuel sources
(predominantly HVO);
• property investment and infrastructure; and
• construction site decarbonisation.
The Committee agreed the following outcomes:
1. ESG Steering Committee to issue regular
reports to the Committee and ExCo, detailing
issues discussed and steps to be taken.
2. The Board and ExCo sponsor of the Planet pillar
should undertake further specialist climate
leadership training, and share knowledge and
skills with their peers.
3. Quantitative scenario analysis would assess
the impact of ranging climate scenarios on the
group’s physical assets and strategic aspirations.
4. Based on the findings of the scenario analysis
and the ongoing engagement with ExCo, the
group’s commercial and climate adaptation
strategies should be stress-tested annually to
assess their resilience.
5. The next phase of the Responsible Business
Strategy should evolve the existing NZC
framework to create a detailed and modelled
transition plan and roadmap to detail the course
to NZC for direct emissions.
henryboot.co.uk
132
Focus
Matters considered
Committee outcome
Outcomes
of research
project
During the latter part of 2023 and first half of
2024, the group has benefited from engaging
with a PhD student within a local Sheffield
university, who carried out a project to research
and present on the topics of ‘How can Henry Boot
most effectively communicate with an internal
and external audience about its approach to
adapting to climate change and the measures it is
undertaking to achieve NZC’.
The findings related to the variety of categories of
engagement of employees within the group, and
recommended a variety of different methods for
ensuring effective dissemination of messages to
the relevant groups.
The Committee welcomed the outcomes of the
research project, noting the suggestions made and
agreeing to make reference to these as part of any
wider change management initiatives to come.
Engagement
session
The Committee welcomed representatives
from BitC who presented a seminar on Inclusive
Leadership – recognising that, for EDI to be
successfully delivered and embedded within the
business, this requires leadership from the top. This
session provided knowledge, skills and oversight
of how our leadership can truly champion EDI and
support our people as our business evolves.
Sessions such as these have provided greater
engagement of the Committee members with
peers and subject matter experts, and upskilling in
key areas relating to current topics of debate, as
well as providing the opportunity to engage with
others within the group to encourage input and
debate.
The Committee, in conjunction with the Board and
Nomination Committee, will continue to identify
further areas for development through these
engagement sessions.
Development
of the next
Responsible
Business
Strategy
The proposed Responsible Business Strategy
development timetable was discussed, including
engagement with the Board, ExCo and other
leaders within the business, proposing a series of
surveys, workshops and one-to-one engagement.
The Committee considered their engagement and
considered the key stakeholders to be consulted.
It was agreed to complete a benchmarking report
to provide the Committee with comparable
information for competitors and peers, to support
and guide the development of the next iteration of
the Responsible Business Strategy.
Oversight of climate-related ESG disclosures and governance
Set out on the following pages is a summary of the approach that has been developed within the group to ensure that key
stakeholders are involved in, and providing relevant reporting on, ESG-related activities throughout the business. These
governance structures enable specialists and subject matter experts, as well as our people from throughout the various parts
of the group, to get involved in areas that are closest to them, and ensure that the input to our Committee comes from as
broad a range of employee stakeholders as possible.
133
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Responsibilities of senior leaders and management
Senior leader
Membership
Summary of role
Chief
Executive
Officer
Board
Responsible Business Committee
ESG Steering Group
Executive Committee
The Chief Executive Officer assumes overall responsibility for
the delivery of the group’s Responsible Business Strategy and
responsible business performance.
Chief
Financial
Officer
Board
Responsible Business Committee
ESG Steering Group
Executive Committee
The Chief Financial Officer supports the Chief Executive Officer to
monitor and lead the group’s responsible business performance and
to embed ESG within commercial decision making.
Responsible
Business
Manager
Responsible Business Committee
(attendee)
ESG Steering Group
Executive Committee (attendee)
EDI Working Group
Climate Change Forum
The Responsible Business Manager:
• is responsible for preparing the Responsible Business Strategy
and annual Responsible Business Plans, monitoring the group’s
performance against the Strategy/Plans and routinely updating
ExCo and the Responsible Business Committee;
• assumes responsibility for ensuring that working groups such
as those discussing EDI, health and wellbeing, climate change
and charitable giving are functioning and operating with good
governance; and
• assists with preparation of the group’s TCFD report.
Finance
Director
Responsible Business Committee
(attendee)
ESG Steering Group
Climate Change Forum
The Finance Director:
• collaborates with the Responsible Business Manager to monitor
and measure progress against quantitative targets within the
Responsible Business Strategy;
• provides advice on alignment with the group’s risk framework and
commercial opportunities; and
• assists with preparation of the group’s TCFD report.
General
Counsel and
Company
Secretary
Responsible Business Committee
(attendee)
ESG Steering Group
Executive Committee
EDI Working Group
Climate Change Forum
The Company Secretary is the group’s executive ESG Lead and
assumes the responsibility to inform strategic direction on ESG and
alignment with the expectations of shareholders and the market, as
well as assisting with preparation of the group’s TCFD report.
People
Director
Executive Committee
EDI Working Group
ESG Steering Group
Responsible Business Committee
(attendee)
The People Director is an Executive Sponsor for the People pillar
of the Responsible Business Strategy, assumes responsibility for
overseeing the alignment of the Responsible Business Strategy with
the group People Strategy, and leads on emerging talent and health
and wellbeing.
Managing
Directors
Executive Committee
The Managing Directors all advise on the group’s strategic approach
to ESG and assume responsibility for the responsible business
performance for their respective businesses. Each MD also has a
role as an Executive Sponsor of one of the pillars of the Responsible
Business Strategy.
Corporate governance report continued
Responsible Business Committee Report continued
henryboot.co.uk
134
Terms of Reference
During 2024, the Committee reviewed its Terms of Reference in line with the scope of its operations and key areas of focus
to ensure that they remained appropriate. There were no amendments proposed as part of that review and the Terms of
Reference were reapproved, and are available on the company’s website.
Serena Lang
Chair of the Responsible Business Committee
11 April 2025
Ultimate responsibility to approve and
oversee:
• delivery of ESG targets in Responsible
Business Strategy;
• risk management framework; and
• sets and adjusts the Strategy and
overall budget.
Board
Reviews and approves overall Responsible
Business Strategy and all linked policies
and frameworks, including Climate Change
Framework, EDI strategy, charitable giving
and volunteering – plus achievement.
Responsible Business
Committee
• Oversees deliverables; and
• Endorses the approach on Strategy,
policies etc.
Executive Committee
• Delivery of subsidiary-specific ESG
targets; and
• Contribution to working groups
and committees.
Subsidiaries
Key
Delegating
Reporting
Proposing
Remuneration
Committee
Oversees alignment of
remuneration objectives
with ESG targets.
Audit and Risk
Committee
Audit oversight of
ESG delivery setting
and monitoring risk
management.
Nomination
Committee
Sets Board diversity
policy.
ESG Steering Group
Initial development
and review of all ESG-
related items for the
Responsible Business
Committee including
strategy, frameworks
and policies.
TCFD Steering
Group
Oversees and delivery
of TCFD implementation
reporting.
Charity
Committee
Oversees the application
of the group’s Charitable
Giving Policy.
EDI and Health and
Wellbeing Working
Groups
Formulate group
EDI and Health and
Wellbeing Strategies
and associated annual
action plans.
Climate Change
Forum
Oversees delivery
of climate change
framework.
135
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Remuneration
Serena Lang
Committee Chair
(from 1 September 2024)
Gerald Jennings
Committee Chair
(until 1 September 2024)
Other members:
• Peter Mawson
Committee member
(until 1 April 2025)
• Talita Ferreira
Committee member
• Joanne Lake
Committee member
(until 30 September 2024)
Meetings held:
•••••
Meetings attended
Eligible meetings
* Joanne Lake and Gerald Jennings stepped
down from the Committee prior to its last
meeting of the year.
The Committee is comfortable that the
actions taken on pay during the year across
the company were appropriate and balanced
the interests of all stakeholders, and that the
Remuneration Policy operated as intended.”
Directors’ Remuneration Report
4*
5
5
3*
4
4
5
5
4
5
Annual Statement from the Chair of the
Remuneration Committee
I am pleased to present the Directors’ Remuneration Report (the Report) for
the year ended 31 December 2024, having taken over as Committee Chair
from Gerald Jennings on 1 September as he retired from the Board later that
month. We are grateful to Gerald for his dedication and commitment to the
role and for the progress he made under his tenure.
This report is divided into three sections:
• This Annual Statement, which summarises the work of the Committee and
our approach to Directors’ remuneration.
• The Remuneration Policy section, which provides a summary of the Policy
approved at the 2024 AGM. The full Remuneration Policy can be found on
pages 123 to 130 of the 2023 Annual Report.
• The Annual Report on Remuneration, which sets out the remuneration
outcomes for the financial year ended 31 December 2024 and
the proposed implementation of the Remuneration Policy for the
upcoming year.
Remuneration outcomes
Annual Bonus
The 2024 annual bonus was based on underlying profit before tax (66.7%)
and individual strategic objectives (33.3%).
Our strategic focus on high quality land, commercial property development
and housebuilding in prime locations saw us deliver a stronger performance
in the second half of 2024 with our high-quality portfolio benefiting from a
gradual improvement in the economy, translating into a steady increase in
demand in our three key markets. We have continued to make good strategic
progress towards our medium-term targets whilst investing in our longer-
term future. This includes the agreement of terms to take full ownership and
control of Stonebridge Homes over the next five years, the formation our I&L
JV with Feldberg allowing the group to accelerate our industrial development
pipeline and aligned to the changes to the NPPF which we anticipate will
materially ease planning policy. In addition, we have devised a strategic
workforce plan with Hallam to invest in new systems, ways of working and
resource, allowing Hallam to make planning applications for c.10,000 plots
in 2025 and beyond. As a result, the underlying PBT achieved was £29.42m,
leading to a formulaic outcome of 42.27% of the maximum under the
profit element.
The personal objectives considered investment in people, IT infrastructure,
advancements in our internal strategies as well as key health and safety and
ESG objectives. These objectives have driven progress towards our long-
term ambitions and contributed to a successful year operationally. Based on
performance during the course of the year, the Executive Directors achieved
henryboot.co.uk
136
80% of maximum under the personal
objectives. Therefore, the formulaic
outcome under the bonus was 54.8%
of maximum for both the CEO and
the CFO.
The Committee reviewed the formulaic
outcome under the bonus, taking
into account the broader stakeholder
experience, including the bonus level
more broadly across the workforce
and the level of absolute profitability
delivered over the year, and the
market environment. After careful
consideration, the Committee felt
that despite strong performance from
executives and employees, it would be
appropriate to use discretion to reduce
the formulaic bonus outcome to 48.18%
of maximum for the CEO and 48.96%
for the CFO. As a result, the CEO will
receive a bonus of £280,000 and the
CFO will receive £187,000. One third
of the bonus is deferred into shares and
held for three years.
LTIP award for performance
period FY22–24
The three-year performance period
for the 2022 LTIP award ended on
31 December 2024. Performance was
based on EPS (33.3%), ROCE (33.3%)
and TSR (33.4%).
Based on performance over the period,
the LTIP will lapse. After reviewing
wider business performance over the
period, the Committee considered that
this result was appropriate and did not
apply discretion to adjust the outcome.
The Committee is comfortable
that actions taken on pay during
the year across the company were
appropriate and balanced the
interests of all stakeholders and that
the Remuneration Policy operated as
intended.
Application of the Directors’
Remuneration Policy for 2025
The key decisions for 2025 are set
out below.
Salary and fees
The Executive Directors received
a salary increase of 3% in line with
the standard increase for the wider
workforce.
Additionally, the Committee reviewed
the Board Chair fee. As part of this
review, the Committee considered
Chair fees at similarly sized companies
and the role’s time commitment.
Market data indicated that the current
Chair fee was below the lower quartile
compared against companies of a
similar size. Furthermore, since being
appointed Chair in May 2022, Peter
Mawson has taken on additional
responsibilities not carried out by
the previous Chair, including chairing
the Nomination Committee, which
has further increased the role’s
time commitment. As a result, the
Committee determined that the Chair
fee should be increased from £112,476
to £140,000.
The Board reviewed the fees for
the Non-executive Directors and
determined that the fees should
be increased by 3% in line with
the increase in Executive Director
base salaries.
Annual Bonus
The maximum annual bonus for
Executive Directors will remain at
120% of salary. The annual bonus will
again be based two-thirds on financial
measures and one-third on individual
strategic objectives, including a
number of ESG targets. One-third of
the bonus is deferred into shares and
held for three years.
LTIP
The 2025 LTIP awards will be granted
at 150% of salary for the CEO and 125%
of salary for the CFO. The Committee
reviewed the performance measures
and concluded that the approach to
the gender balance metric should be
refined. Having increased workforce
gender diversity from a ratio of 22
female : 78 male in 2020 to 30 : 70 at
the end of 2024, the focus has now
also turned to initiatives that enhance
female representation at senior
levels. As a result, the gender balance
measure for the 2025 award will be
based on improving senior female
representation.
The stretching targets that have been
set are considered by the Committee
to be at least as challenging as targets
set for prior years’ awards, taking into
account internal business plans and
current market conditions.
Wider workforce
considerations
The Committee has oversight of the
salary increases, annual bonus and
the long-term incentive schemes
across the business and ensures that a
consistent approach is taken between
executive schemes and those applying
to the workforce generally.
Peter Mawson, who is the new
designated Non-executive Director
for workforce engagement and also
joins the Committee meetings as an
attendee, meets regularly with the
Group Employee Forum (GEF) and
discusses remuneration and reward
matters. Tim Roberts also met the GEF
in early 2024 to discuss his corporate
objectives, how they linked to his
annual bonus and how they cascaded
down the business to all employees.
During all discussions, executive
remuneration was not raised as
an issue.
Shareholder engagement
The Committee consults with the
company’s larger shareholders
on executive pay matters, where
considered appropriate. As the
operation of the policy is broadly in
line with previous years, it was not
necessary to consult with investors
during the year. On behalf of the
Committee, I am always happy to make
myself available to shareholders to
discuss any concerns or feedback they
may have.
Closing remarks
As the new Committee Chair, I look
forward to engaging with you on
remuneration matters. Should you
have any queries or comments, please
do not hesitate to contact me, or the
Company Secretary, as we do value
your input.
I hope that you will be able to support
the Directors’ Remuneration Report at
this year’s AGM.
Serena Lang
Chair of the Remuneration Committee
11 April 2025
137
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Remuneration continued
Remuneration at a glance
Performance snapshot
2024 Annual bonus performance
Measure
Performance
Achievement
(% of max for each element)
Underlying PBT (66.7%)
£29.42m
CEO and CFO: 42.27%
Individual Strategic objectives (33.3%)
See pages 145 to 146
CEO and CFO: 80%
Total formulaic outcome
CEO and CFO: 54.8%
Total outcome following Committee discretion
CEO: 48.18%, CFO: 48.96%
LTIP performance for 2022 award based on performance over three years to 31 December 2024
Measure
Performance
Achievement
(% of max for each element)
Relative TSR vs FTSE Small Cap
Below median
0%
EPS in 2024
17.4p
0%
ROCE average across 2022-24
9.29%
0%
Executive pay in 2024 and compared to prior year
Total remuneration (£’000)
2024
2023
2024
2023
£0
£200
£400
£600
£800
£1,000
Key:
Salary
Benefits
Pension
Annual Bonus
LTIP
Other
Tim Roberts
Darren Littlewood
Total Remuneration (£000’s)
henryboot.co.uk
138
Scenario charts
Fixed pay only
Target
performance
Target
performance
Maximum
perfomance
£0
£500,00
£1,000,000
£1,500,000
£2,000,000
£2,500,000
Key:
Fixed pay
Annual Bonus
LTIP
50% share price growth on LTIP
Tim Roberts
Darren Littlewood
Maximum
perfomance
Fixed pay only
£579,740
100%
£1,253,164
46%
24%
30%
£2,300,713
30%
31%
39%
£1,926,589
£386,043
100%
£787,620
49%
25%
26%
£1,394,084
33%
33%
34%
£1,189,198
Implementation of Policy for 2025
Base salary
3% increase for all Executive Directors
• CEO – £498,833
• CFO – £327,818
Benefits
No change
Pension
8% of salary (in line with the wider workforce)
Annual bonus
• Maximum opportunity: 120% of salary
• Subject to underlying profit and strategic objectives
LTIP
• CEO – 150% of salary
• CFO – 125% of salary
• Subject to EPS, ROACE, TSR and ESG targets
• Two-year holding period applies after vesting
Shareholding guidelines
200% of salary (to be held for two years post-employment)
139
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Summary of the Remuneration Policy
The Remuneration Policy was approved by shareholders at the AGM held on 23 May 2024. Set out below is a summary of the
Remuneration Policy. The full Policy is set out in the 2023 Annual Report on pages 123 to 130.
Element
Purpose and link to strategy
Key elements
Salary
Core element of fixed
remuneration reflecting the role,
experience market rates and
internal relativities.
• The Committee reviews base salaries annually.
• Salary increases will normally be in line with the workforce
average.
Benefits
These are provided on a market
competitive basis to assist
in recruiting and retaining
Executive Directors.
• Benefits include (but are not limited to): a car allowance, private
health insurance, permanent health insurance, death in service
cover and the offer of participation in the SAYE Scheme.
Pension
To provide a contribution
towards retirement income.
• Executive Directors will receive a pension contribution in line with
the rate applying to the majority of the workforce, currently 8% of
salary.
Annual bonus
To incentivise the delivery
of financial performance,
operational targets and
individual objectives over the
financial year.
• The maximum bonus opportunity is 120% of salary.
• The majority of the bonus will be based on financial metrics.
• No more than 10% of the maximum bonus opportunity will pay
out for threshold performance and no more than 50% for target
performance where practicable.
• The Committee has the discretion to adjust the formulaic outcome
of the bonus.
• At least one-third of the bonus earned will be invested into shares
and deferred for three years (during which time the shares cannot
be sold).
• Malus and clawback provisions apply.
Long-term
incentive plan
Provides a clear and strong
link between the remuneration
of Executive Directors and
the creation of value for
shareholders.
• Maximum opportunity of 150% of salary.
• Performance conditions and targets will be set each year linked
to business KPIs in line with the strategy, or a measure of total
shareholder return.
• No more than 25% of the award will vest for threshold
performance where practicable.
• The Committee has the discretion to adjust the formulaic
outcome.
• To the extent awards vest, the value of dividends payable over the
vesting period will be added, usually in the form of an additional
award of shares.
• After awards vest, subject to selling sufficient shares to pay tax,
shares must be held for a further two years.
• Malus and clawback provisions apply.
Shareholding
guidelines
Direct share ownership by
Executive Directors aligns their
long-term interests to those of
shareholders.
• During employment, Executive Directors are required to build and
maintain a shareholding equivalent to 200% of base salary.
• Executive Directors are expected to retain at least 50% of any
LTIP awards or deferred bonus awards until holdings reach the
required level.
• Any Executive Director leaving the company will be expected to
retain the lower of the shares held at cessation of employment
and shares to the value of 200% of salary, for a period of at least
two years. Shares purchased voluntarily by the individual will be
excluded from this requirement and the requirement only applies
to awards made after the May 2021 AGM.
Remuneration continued
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140
Element
Purpose and link to strategy
Key elements
Non-
executive
Director fees
Fee levels are set in order to
recruit and retain high calibre
Non-executive Directors.
• The fees of the Chair are determined by the Committee and the
fees of the Non-executive Directors are determined by the Board
(minus the Non-executive Directors).
• The company may pay any reasonable expenses.
• Non-executive Directors are paid a basic fee. Additional fees may
be paid for chairing committees or taking additional roles such as
the Senior Independent Director or Director responsible for the
Group Employee Forum liaison.
Service contracts and letters of appointment
The Executive Directors have a service contract requiring 12 months’ notice of termination from either party as shown below:
Executive Director
Date of
appointment
Date of current
contract
Notice from
company
Notice from the
individual
Unexpired
period of service
contract
Tim Roberts
1 January 2020
1 August 2019
12 months
12 months
Rolling
Darren Littlewood
1 January 2016
1 January 2016
12 months
12 months
Rolling
Contractual compensation in the event of early termination provides for compensation of basic salary, pension and benefits
for the notice period, which would be payable on a phased monthly basis.
Non-executive Directors have letters of appointment and their appointment and subsequent reappointment is subject to
approval by shareholders. Non-executive Director appointments are typically for three years, subject to a maximum of three
terms totalling nine years; however, they may be terminated without compensation at any time.
The table below details the letters of appointment for each Non-executive Director
Non-Executive
Directors
Date of appointment
Date of current letter
of appointment
Notice from the
company
Notice from the
individual
Peter Mawson
1 October 2015
30 July 2015
3 months
3 months
James Sykes
22 March 2011
21 August 2019
3 months
3 months
Joanne Lake1
1 October 2015
30 July 2015
3 months
3 months
Gerald Jennings1
1 October 2015
30 July 2015
3 months
3 months
Serena Lang
1 August 2022
28 July 2022
3 months
3 months
Talita Ferreira
1 January 2024
21 December 2023
3 months
3 months
Earl Sibley
1 April 2025
18 March 2025
3 months
3 months
1
Joanne Lake and Gerald Jennings stepped down from the Board in September 2024.
Copies of Executive Directors’ service contracts and Non-executive Directors’ letters of appointment are available on request.
The policy on remuneration when recruiting new Executive Directors is included in full in the 2023 Remuneration Policy.
141
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Annual Report on Remuneration
The following section provides details of how Henry Boot’s
Remuneration Policy was implemented during the financial
year. The labelled parts of the Directors’ Remuneration
Report are subject to audit.
The Remuneration Committee
The primary role of the Committee is to:
• review, recommend and monitor the level and structure of
the remuneration packages of the Executive Directors and
senior management;
• set and approve the remuneration package for the
Executive Directors; and
• determine a balance between base pay and performance-
related elements of the remuneration package in
an effort to align the interests of stakeholders more
widely (including shareholders) with those of the
Executive Directors.
The members of the Committee and their attendance
at Committee meetings is set out on page 136. The key
activities of the Committee during the year are set out below:
• Oversight of the Remuneration Policy and its
implementation.
• Reviewed and approved salaries for the Executive
Directors and senior management.
• Reviewed formulaic incentive outcomes for the Executive
Directors, senior management and the wider workforce.
Considered whether they were aligned to company
performance over the short and long term.
• Reviewed the LTIP awards for the Executive Directors and
senior management.
• Engaged with the wider workforce on the alignment
between executive pay and the wider workforce.
External Advisers
Following a formal and robust tender process, the
Committee appointed Korn Ferry as its advisers with effect
from 11 June 2020.
During the year, the Committee received independent
advice on Directors’ remuneration from Korn Ferry who
are a member of the Remuneration Consultants Group and
adhere to its Code of Conduct which requires its advice
to be objective and impartial. Korn Ferry provided advice
on market practice updates, benchmarking and supported
management with undertakings such as producing
the Directors’ Remuneration Report and reviewing the
implementation of the Policy to the extent this did not
impact the independence of its advice. The fees paid to Korn
Ferry for providing advice to the Committee in relation to
Directors’ remuneration was £33,075.
There were no other services provided by Korn Ferry during
the year and, as a result, the Committee is satisfied that the
advice received was objective and independent.
Statement of voting at the last Annual General Meeting (AGM)
At the 2024 AGM, shareholders were asked to approve the 2023 Annual Report on Remuneration and the Directors’
Remuneration Policy. The votes received are set out below:
2024 AGM
(23 May 2024)
Nature
of vote
Votes for
%
Votes
against
%
Votes total
Votes
withheld
Approve the 2023
Directors’ Remuneration
Report
Advisory
84,439,135
97.45
2,207,708
2.55
86,646,843
25,891
Approve the Directors’
Remuneration Policy
Binding
84,106,729
97.06
2,544,271
2.94
86,651,000
26,734
henryboot.co.uk
142
Single total figure of remuneration (audited)
The table below reports the total remuneration receivable by Directors in respect of qualifying services during the year.
Year ended
31 December
2024
Salary
and fees1
£’000
Taxable
benefits2
£’000
Pension-
related
benefits
£’000
Other
£’000
Total fixed
£’000
Annual
bonus
£’000
Long-term
incentives
£’000
Total
variable
£’000
Total
remuneration
£’000
Tim Roberts
484
41
39
0
564
280
0
280
844
Darren
Littlewood
318
32
25
0
376
187
0
187
563
James Sykes
54
0
0
0
54
0
0
0
54
Joanne Lake
48
0
0
0
48
0
0
0
48
Gerald
Jennings
47
0
0
0
47
0
0
0
47
Peter Mawson
113
0
0
0
113
0
0
0
113
Serena Lang
60
0
0
0
60
0
0
0
60
Talita Ferreira
56
0
0
0
56
0
0
0
56
Year ended
31 December
2023
Salary
and fees1
£’000
Taxable
benefits2
£’000
Pension-
related
benefits
£’000
Other
£’000
Total
fixed
£’000
Annual
bonus
£’000
Long-term
incentives3
£’000
Total
variable
£’000
Total
remuneration
£’000
Tim Roberts
470
40
38
5
553
363
85
448
1,001
Darren
Littlewood
309
32
25
5
371
236
43
279
650
James Sykes
53
0
0
0
53
0
0
0
53
Joanne Lake
61
0
0
0
61
0
0
0
61
Gerald
Jennings
60
0
0
0
60
0
0
0
60
Peter Mawson
109
0
0
0
109
0
0
0
109
Serena Lang
55
0
0
0
55
0
0
0
55
1
Salary includes the value subject to salary sacrifice.
2 Taxable benefits include the provision of a company car or a cash allowance alternative and private medical insurance. The value of benefits is not
pensionable.
3 The 2021 LTIP award vested on 23 June 2024, the value included in the table has been restated and is now based on the value of the award on vesting and
includes dividend equivalents shares. The value is based on the share price on the date of vesting (208p).
143
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
The information in the single total figure of remuneration in the table above is derived from the following:
Salary or fees
The amount of salary or fees received in the year.
Taxable benefits
The taxable benefits received in the year by Executive Directors.
Annual bonus
The value of bonus payable and the calculations underlying this are disclosed on pages 144 to 147.
Long-term
incentives
The value of LTIP awards are those related to shares that vested as a result of the performance over
the three year period ended 31 December of the reporting year.
Pension-related
benefits
Pension-related benefits represent the cash value of pension contributions or salary in lieu of
contributions received by Executive Directors at a rate of 8% salary for both Tim Roberts and Darren
Littlewood.
Other
SAYE awards granted to Executive Directors during the year.
In applying the Remuneration Policy in 2024, the Committee considered the following factors set out in Provision 40 of the
2018 UK Corporate Governance Code:
• Clarity – the Committee believes the implementation of the Policy is clear and includes a simple annual bonus structure.
• Simplicity – all structures are as simple as possible whilst providing a strong link between reward and performance and
avoiding reward for failure.
• Risk – the way that the Remuneration Policy is implemented discourages inappropriate risk-taking. To avoid conflicts of
interest, Committee members are required to disclose any conflicts or potential conflicts ahead of Committee meetings.
No Executive Director or other member of management is present when their own remuneration is under discussion.
• Predictability – elements of the remuneration are subject to caps with the Remuneration Policy and dilution limits.
The Committee has the discretion to adjust the formulaic outcomes of the incentive arrangements if the outcome is
considered inappropriate.
• Proportionality – there is a broadly equal balance between fixed pay and incentives and there is also a broadly equal
balance between short and long-term incentives, reflecting the importance of short and long-term performance.
• Alignment to culture – Henry Boot’s distinctive company culture has been taken into consideration with the incentivisation
of the Executive Directors to continue to develop the group with our people at the forefront of our strategies.
Annual Report on Remuneration continued
Individual elements of remuneration
Pension entitlement
Tim Roberts and Darren Littlewood receive a salary supplement in lieu of pension contribution equivalent to 8% of salary, in
line with the workforce rate.
2024 bonus
The maximum annual bonus opportunity for the Executive Directors was 120% of salary. Two-thirds of the bonus was subject
to stretching PBT targets and one-third personal strategic objectives. Performance against the targets is set out in the table
below.
Threshold
Target
Stretch
Outcome (% of Maximum)
Measure
Weighting
(% of salary)
10% of
maximum
50% of
maximum
100% of
maximum
Actual
result
Tim
Roberts
Darren
Littlewood
Financial
Underlying PBT
80%
£27m
£30m
£ 33m
£29.42m
42.27%
42.27%
Non-financial
Personal objectives
40%
See below
80%
80%
Formulaic outcome
See below
54.8%
54.8%
Outcome following
Committee discretion
48.18%
48.96%
henryboot.co.uk
144
The proportion of personal strategic objectives achieved was assessed by the Committee as follows:
2024 personal objectives – Tim Roberts
Objective
Details
Weighting
(% of salary)
Performance against objective
Outcome
(% of max)
1
Implement group strategy,
grow capital employed up
to £431m, extract synergies
and efficiencies, identify
and demonstrate business
process improvements,
progress strategic projects.
15%
Excellent: Capital employed grown to
£439m and good progress made on strategic
projects. Agreement reached to acquire the
remaining 50% of Stonebridge Homes in
line with group strategy. Business process
improvements have been identified and
are being standardised or digitalised where
possible.
90%
2
Enhance internal
communications of our
people strategy, vision and
values. Launch brand and
employee proposition.
5%
Excellent: The refreshed brand was launched
internally and externally including a complete
redesign of the website and intranet. The
updated employee brand proposition and
values were launched, receiving positive
feedback in the employee engagement survey
results.
90%
3
Oversee and drive a culture
of high performance through
enhancing leadership
capabilities and developing
strategic capability.
3%
Strong: Successful development sessions
undertaken with ExCo focussing on change
management. Alongside this, a development
programme for grades 2 and 3 (those directly
below ExCo) has been rolled out.
83%
4
Oversee and direct group
wide Health and Safety
practices to avoid any major
Health and Safety Incidents.
6%
Reasonable: High safety targets set in line
with this being a key risk for the group.
Targets achieved or narrowly missed
for most businesses (see page 40). All
recommendations from the 2023 KPMG
internal audit review have been implemented
including standardisation of safety incident
reporting, subcontractor performance
measurement and group level succession
planning for key individuals in Health and
Safety roles.
50%
5
Create a compelling
narrative to engage with our
shareholders and customers.
3%
Excellent: Continued focus on investor
relations including more disclosure on the
group’s biggest growth areas. The acquisition
of Stonebridge Homes has been well received
and helps to simplify the group’s equity story.
Work on gathering customer feedback has
been improved and standardised.
100%
6
Direct and oversee the
implementation of the
2024 Responsible Business
priorities, oversee and
contribute towards the
achievement of our net zero
carbon targets, and improve
business diversity.
8%
Reasonable: We achieved our gender
diversity target to improve the gender split
to 71% male : 29% female and reduced our
gender pay gap to 20%. We are on track to
achieve the majority of the other Responsible
Business targets. Despite some success
stories on our net zero carbon journey, the
group did not hit its 18% reduction target
against the 2019 baseline.
63%
Total
40%
80%
145
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
2024 personal objectives – Darren Littlewood
Objective
Details
Weighting
(% of
salary)
Performance against objective
Outcome
(% of max)
1
Employ throughout 2024
capital in line with the 2024
corporate objectives, identify
and demonstrate operational
efficiencies and synergies,
update and communicate
group strategy and progress
key strategic projects.
10%
Excellent: progressed strategic projects,
growing capital employed to £439m and
maintaining gearing in the middle of our
optimum range. Agreement reached to
acquire the remaining 50% of Stonebridge
Homes in line with group strategy. Business
process improvements have been identified
and are being standardised or digitalised
where possible.
90%
2
Oversee implementation
of IT strategy to encourage
business improvement and
efficiencies.
10%
Strong: An AI strategy has been developed
and IT business continuity policies updated.
D365 operational system implementation has
progressed well and is on track for launch in
spring 2025. People and payroll system phase
2 deferred until 2025.
70%
3
Encourage strategic
development of senior
leadership, increase profile
within the wider industry
through investor relations and
professional bodies.
4%
Strong: Successful development sessions
undertaken with ExCo and grades 2 and 3
(those directly below ExCo). Increasing profile
through regional external appointments and
relationships.
88%
4
Support brand and employee
value proposition launch,
support evolving development
of the IT department,
complete refinancing of the
group banking facility.
4%
Excellent: Refinance completed with
increased facility secured. Overseen evolution
of the IT department into a more sophisticated
business partner and supported the successful
brand launch externally and internally.
100%
5
Oversee and develop
financial reporting, develop
compelling equity narrative
to encourage development of
the shareholder register.
4%
Excellent: Internal budgeting and reporting
process with all key budget holders improved.
Taking on feedback from investors, we
have evolved the equity story and focus
more on the growth areas. The shares have
outperformed the FTSE All Share over 2024.
100%
6
Achieve our Responsible
Business targets including
our net zero carbon target,
improve business diversity,
support and launch the
reverse mentoring scheme
and our early careers strategy,
secure accreditation with the
Living Wage Foundation.
8%
Reasonable: We achieved our gender
diversity target to improve the gender split
to 71% male : 29% female and reduced our
gender pay gap to 20%. We are on track to
achieve the majority of the other Responsible
Business targets. Despite some success
stories on our net zero carbon journey, the
group did not hit its 18% reduction target
against the 2019 baseline. Living wage
accreditation and reverse mentoring scheme
deferred to 2025.
56%
Total
40%
80%
Annual Report on Remuneration continued
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146
As detailed in the Chair’s letter, after careful consideration, the Committee felt that, despite strong performance from
executives and employees, it would be appropriate to use discretion to reduce the formulaic bonus outcome. As a result,
the bonus outcome was reduced to 48.18% of maximum for the CEO and 48.96% for the CFO. The adjusted annual bonus
outcomes for Executive Directors are shown below.
Annual bonus outcome
Executive
% of
maximum
% of salary
Bonus
outcome (£)
Tim Roberts
48.18%
57.81%
£280,000
Darren Littlewood
48.96%
58.76%
£187,000
Two-thirds of the bonus will be payable in cash. The remaining one-third will be invested in shares and deferred for three
years. No further performance conditions or service requirements apply.
Long-term Incentive Plan (LTIP)
LTIP awards were granted to Tim Roberts and Darren Littlewood on 29 April 2022. The LTIP shares in this award were subject
to the performance criteria set out in the table below.
Performance condition
Weighting
(% of award)
Threshold
(25%
vesting)
Maximum
(100%
vesting)
Actual
performance
Outcome
(% of
maximum)
EPS in 2024
33.3%
28p
35p
17.4p
0%
ROCE (averaged over three year)
33.3%
11%
14%
9.29%
0%
TSR vs FTSE Small Cap (excluding investment trusts)
33.4%
Median
Upper
quartile
Below
median
0%
Total vesting (out of 100%)
0%
After reviewing wider business performance over the period, the Committee considered that this result was appropriate and
did not apply discretion to adjust the outcome. As a result, the awards will lapse.
LTIP awards granted in the year (audited)
LTIP awards were granted during the year to Tim Roberts and Darren Littlewood on 25 April 2024.
Type of award
% of salary
Number of
shares
Face value
of grant at
181.33p
per share1
% of award
vesting at
threshold
Tim Roberts
LTIP – nil cost options
150%
400,618
£726,440
25%
Darren Littlewood
LTIP – nil cost options
125%
219,395
£397,828
25%
1
The share price is calculated based on the average share price for the three business days preceding the grant.
147
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
The awards are subject to the following performance conditions which will be measured over the three-year period ending
31 December 2026:
Measure
Weighting
Threshold
(25% of
max)
Maximum
(100% of
max)
TSR relative to the FTSE Small Cap Index (excluding investment trusts)
40%
Median
performance
Upper
quartile
EPS in 2026
25%
19p
24p
Return on Average Capital Employed (average over 3 years)
25%
8%
11.5%
Scope 1 and 2 Greenhouse Gas Emissions in 2026
5%
2,612 tonnes
Workforce gender balance by 2026
5%
68 male : 32 female1
1
Individuals identifying as male or female.
Payments to past Directors
There were no payments made to past Directors during the year.
Payments made for loss of office
There were no payments made for loss of office.
Statement of Directors’ shareholdings and share interests (audited)
The following table sets out the shareholdings and share interests in ordinary shares of the Directors and connected persons
in the company as at 31 December 2024. The Executive Directors are subject to a shareholding requirement of 200% of salary
under the Remuneration Policy. Executive Directors are expected to retain at least 50% of any LTIP awards or deferred bonus
awards until holdings reach the required level. There are no holding requirements for Non-executive Directors.
At 31 December 2024
Director
Beneficially
Owned at
1 January
2024
Beneficially
owned
Unvested
options with
performance
conditions
Unvested
options
without
performance
conditions
Vested
unexercised
options
Total
interests
Shareholding
as a % of
salary or
fees
Tim Roberts
383,838
440,367
825,953
11,967
–
1,278,287
203
Darren Littlewood
265,958
299,562
443,009
11,967
–
754,538
210
Peter Mawson
13,200
13,200
–
–
–
13,200
21
Talita Ferreira
–
–
–
–
–
–
0
Serena Lang
–
–
–
–
–
–
0
James Sykes
20,000
20,000
–
–
–
20,000
82
Joanne Lake4
10,710
10,710
–
–
–
10,710
39
Gerald Jennings4
19,900
19,900
–
–
–
19,900
74
1
All outstanding scheme interests are in the form of options.
2 The table above includes the holdings of persons connected with each of the Directors.
3 The shareholding as a percentage shown above is based on the share price at 31 December 2024 (230p). The salary/ fee used for this calculation is that which
commences on 1 January 2025.
4 Joanne Lake and Gerald Jennings stepped down from the Board on 30 September 2024. The shareholdings included in the table above are based on shares
beneficially owned and their annual fee on the date they stepped down from the Board.
There have been no other transactions between 31 December 2024 and 31 March 2025.
Annual Report on Remuneration continued
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148
LTIP
Date of
grant
Market
price at date
of grant
At
1 January
2024
Granted
during the
year
Exercised
during the
year1,2
Lapsed
during the
year
At 31
December
2024
Actual
exercise
date/earliest
vesting date
Tim
Roberts
23/06/2021
262.67p
206,899
–
41,104
165,795
–
23/06/2024
29/04/2022
324.33p
175,938
–
–
–
175,938
29/04/2025
26/04/2023
235.67p
249,397
–
–
–
249,397
26/04/2026
25/04/2024
181.33p
–
400,618
–
–
400,618
25/04/2027
632,234
400,618
41,104
165,795
825,953
Darren
Littlewood
23/06/2021
262.67p
104,695
–
20,800
83,895
–
23/06/2024
29/04/2022
324.33p
92,497
–
–
–
92,497
29/04/2025
26/04/2023
235.67p
131,117
–
–
–
131,117
26/04/2026
25/04/2024
181.33p
–
219,395
–
–
219,395
25/04/2027
328,309
219,395
20,800
83,895
443,009
1
Nil-cost options exercised under the LTIP includes 3,555 and 1,799 dividend equivalent shares respectively for Tim Roberts and Darren Littlewood.
2 Tim Roberts and Darren Littlewood exercised options during the year under the LTIP. The aggregate gain on exercise was £85,496 for Tim Roberts and
£43,264 for Darren Littlewood based on a share price on the date of exercise of 208p.
149
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Sharesave plan
Date of
grant
At
1 January
2024
Granted
during the
year
Exercised
during the
year
Lapsed
during the
year
At 31
December
2024
Exercise
price
Date from
which
exercisable
Expiry date
Tim
Roberts
20/10/2023
11,967
–
–
–
11,967
155p
01/12/2026 01/06/2027
Darren
Littlewood 20/10/2023
11,967
–
–
–
11,967
155p
01/12/2026 01/06/2027
Ten-year TSR performance graph
The chart below shows the TSR for the company compared to the FTSE Small Cap Index over ten years. The FTSE Small Cap
index has been chosen as Henry Boot is a constituent of the FTSE Small Cap index.
Source: Datastream (Thomson Reuters)
0
50
100
150
200
250
Dec 24
Dec 23
Dec 22
Dec 21
Dec 20
Dec 19
Dec 18
Dec 17
Dec 16
Dec 15
Dec 14
Henry Boot PLC
FTSE SmallCap Index
Value (£) - rebased
CEO remuneration for the previous ten years
Year
2014
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
Name
Jamie
Boot
Jamie
Boot
John
Sutcliffe
John
Sutcliffe
John
Sutcliffe
John
Sutcliffe
Tim
Roberts
Tim
Roberts
Tim
Roberts
Tim
Roberts
Tim
Roberts
Total
Remuneration
(£’000)
1,000
981
1,118
1,277
1,250
912
715
982
929
1,001
844
Annual bonus
(% of max)
94.5
87.8
91.1
99.2
76.8
64.8
50.0
83.3
61.6
64.3
48.2
LTIP
(% of max)
25
25
67
100
87
65
nil
nil
15.1
18.15
nil
Annual Report on Remuneration continued
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150
Percentage change in Directors remuneration
The table below sets out in relation to salary, taxable benefits and annual bonus the percentage increase in remuneration for
Directors compared to the wider workforce.
Average percentage change
2023/24
Average percentage change
2022/23
Average percentage change
2021/22
Average percentage change
2020/21
Average percentage change
2019/20
Salary
/fees
Taxable
Benefits
Annual
Bonus
Salary
/fees
Taxable
Benefits
Annual
Bonus
Salary
/fees
Taxable
Benefits
Annual
Bonus
Salary
/fees
Taxable
Benefits
Annual
Bonus
Salary
/fees
Taxable
Benefits
Annual
Bonus
Chief
Executive
Officer
3%
2%
-23%
3%
8%
7%
-5%
6%
-22%
5%
0%
68%
0%
0%
n/a
Chief
Financial
Officer
3%
1%
-21%
3%
3%
5%
0%
11%
-19%
9%
0%
87%
11%
0%
-51%
James
Sykes
3%
n/a
n/a
4%
n/a
n/a
6%
n/a
n/a
5%
n/a
n/a
3%
n/a
n/a
Joanne
Lake1
n/a
n/a
n/a
5%
n/a
n/a
21%
n/a
n/a
15%
n/a
n/a
3%
n/a
n/a
Gerald
Jennings1
n/a
n/a
n/a
3%
n/a
n/a
21%
n/a
n/a
21%
n/a
n/a
3%
n/a
n/a
Peter
Mawson
4%
n/a
n/a
22%
n/a
n/a
85%
n/a
n/a
28%
n/a
n/a
3%
n/a
n/a
Serena
Lang2
8%
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
Talita
Ferreira3
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
Workforce
3%
0%
-5%
3%
0%
-9%
6%
0%
55%
10%
0%
0%
4%
0%
-41%
1
Joanne Lake and Gerald Jennings stepped down from the Board on 30 September 2024. They received a pro-rated fee for the year. Therefore, the percentage
change is not representative and so it has not been included in the table above.
2 Serena Lang assumed responsibility for Chair of the Remuneration Committee on 1 September 2024 and became the Senior Independent Director on
1 October 2024
3 Talita Ferreira was appointed to the Board on 1 January 2024 and so the percentage change cannot be calculated.
CEO pay ratio
The CEO pay ratio comparing the CEO single total figure of remuneration to the equivalent pay for the lower quartile, median
and upper quartile of UK employees (calculated on a full-time equivalent basis). The ratios have been calculated in accordance
with the Companies (Miscellaneous Reporting) Regulations.
Method
25th
percentile
pay ratio
Median
pay ratio
75th
percentile
pay ratio
2024
Option A
23:1
16:1
11:1
2023
Option A
28:1
21:1
13:1
2022
Option A
28:1
20:1
12:1
2021
Option A
31:1
22:1
14:1
2020
Option A
26:1
18:1
11.1
2019
Option A
41:1
27:1
17:1
The Committee selected Option A as the method of calculation as it is generally recognised as the most statistically robust and
is consistent with the approach used historically. The pay and benefits for UK employees have been determined by reference to
the last day of the financial year (31 December 2024) using the same method as used for the single total figure.
Each employee’s pay and benefits were calculated using each element of remuneration on a full-time basis, consistent with the
CEO. No adjustments (other than the approximate up-rating of pay elements to achieve full-time equivalent rates) were made.
No components of pay have been omitted.
151
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
25th
Percentile
50th
Percentile
75th
Percentile
Salary/wages
27,784
43,243
64,450
Total remuneration
36,393
53,040
79,900
The pay ratio decreased in 2024, predominantly due to no LTIP award vesting. There have been no changes to the company’s
employment models or the calculation methods used in both periods. The Committee is satisfied that the median pay ratio
reported this year is consistent with our wider pay, reward and progression policies for employees.
Relative importance of the spend on pay
The following table sets out the percentage change in dividends, and the overall spend on pay across our whole organisation:
2024
£’000
2023
£’000
Change
%
Ordinary dividends
10,298
9,7961
5.2
Overall expenditure on pay
43,105
39,912
8.0
1
Figure reinstated with the 2023 actual dividends over the period
Annual Report on Remuneration continued
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152
Implementation of Remuneration Policy in 2025
There are no material changes to the implementation of the Remuneration Policy in 2025. The following section sets out the
implementation of the Remuneration Policy in 2025.
Executive Directors
Base salary
The Executive Directors received an increase of 3%, in line with the standard increase for the wider workforce. The base
salaries for 2025 are set below:
Salaries effective from
1 January
2025
£
1 January
2024
£
Change
%
Tim Roberts
£498,833
£484,304
3%
Darren Littlewood
£327,818
£318,270
3%
Pension
The Executive Directors will continue to receive cash in lieu of pension contribution at a level of 8% of base salary in line with
the majority of employees.
2025 bonus
The maximum bonus opportunity for Executive Directors is 120% of salary. The 2025 bonus will be based two-thirds on
financial measures and one-third on strategic personal objectives of which some are related to ESG targets. The profit targets
are considered to be commercially sensitive and will therefore be disclosed retrospectively in next year’s report. An overview
of the high-level strategic personal objectives for each Executive Director is set out below. The Committee has reviewed the
detail and sub-objectives that sit behind the overarching personal objectives below and is satisfied that they are stretching,
robust and will contribute to the achievement of the company’s medium-term strategy.
2025 strategic personal objectives – Tim Roberts
Objective
Weighting
(% of salary)
1
Evaluate and oversee implementation of group strategy
18%
2
Support modernisation agenda and key internal changes across group support functions to achieve
a more aligned business partner model
6%
3
Oversee and drive culture of high performance through enhancing leadership capabilities and developing
strategic capacity
3%
4
Oversee and direct group wide Health and Safety practices to avoid Health and Safety incidents
5%
5
Oversee implementation of ESG Policy and embracing new ways of working
8%
2025 strategic personal objectives – Darren Littlewood
Objective
Weighting
(% of salary)
1
With CEO, support the implementation of the group strategy
18%
2
Lead on key initiatives for the group’s digital transformation, security and AI integration, with a focus
on culture and change management
7%
3
Support modernisation agenda and key internal changes across group support functions to achieve
a more aligned business partner model
7%
4
Support the delivery of our Responsible Business priorities, refreshing out strategy and ensuring
we maintain and effective risk and compliance framework
8%
Two-thirds of any bonus earned will be payable in cash and for the remaining one-third of the bonus, Executive Directors will
be required to invest this into shares which must be held for three years.
153
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
2025 LTIP awards
The 2025 LTIP awards will be granted at 150% of salary for the CEO and 125% of salary for the CFO.
The 2025 LTIP awards will be subject to relative TSR, EPS, ROACE, and ESG related targets, based on a reduction in Scope 1 &
2 emissions and senior management gender balance.
The detailed performance metrics, which will be measured over the three-year period to 31 December 2027, are as follows:
Total Shareholder Return
(TSR) relative to constituent
companies of the FTSE Small
Cap Index excluding Investment
Trusts (40% weighting)
We strive to achieve high shareholder returns. TSR reflects the extent to which
shareholders and the market consider that the company strategy is appropriate and is
being implemented and articulated well by the Executive Directors.
EPS (25% weighting)
Our ambition is to grow earnings per share sustainably over the long term. This should
give rise to an ability to grow dividends faster than inflation; a key driver to long-term
growth in shareholder value.
Return on Average Capital
Employed (25% weighting)
We aim to deliver strong ROACE performance. This is a further driver to long-term
shareholder value growth.
ESG – Scope 1 and 2
Greenhouse Gas Emissions (5%
weighting)
Senior Management Gender
Balance (5% weighting)
We strive to ensure that our business decisions create sustainable and long-term value
for all our stakeholders. We want to deliver our commercial purpose whilst leaving a
lasting positive legacy. With regards to diversity, our focus for this award is on senior
management and the differing life experiences and strategic perspectives our female
colleagues can bring.
These performance criteria provide a good balance between financial and stock market performance and broader stakeholder
interests. Set out below are the target ranges.
Weighting
Threshold
target
(25% of
maximum)
Maximum
target
(100% of
maximum)
Henry Boot TSR relative to the FTSE Small Cap Index
(excluding Investment Trusts)
40%
Median
performance
Upper
quartile
performance
or above
EPS in 2027
25%
20p
27p
Return on Average Capital Employed (average over 3 years)
25%
8.0%
10.0%
Scope 1 and 2 Greenhouse Gas Emissions in 2027
5%
2,456 tonnes
Senior management gender balance in 2027
5%
72 male : 28 female1
1
Individuals identifying as male or female. Senior management for this purpose is defined as those in grades 1-4 and anyone in grades 5-9 with line
management responsibilities.
The target ranges for the EPS and Return on Average Capital Employed elements, have been set to be at least as challenging
to prior years’ awards, taking into account internal business plans, consensus analyst estimates and the challenging
market conditions.
Awards will be subject to a two-year holding period post vesting.
Annual Report on Remuneration continued
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154
Non-executive Directors
The Committee reviewed the Board Chair fee taking into account market data and the time commitment. As a result of the
review the Chair fee was increased from £112,476 to £140,000.
The Board reviewed the fees for the Non-Executive Directors. This resulted in an increase of 3%, in line with the increase in
base salary for the Executive Directors.
Fees effective from
1 January
2025
£
1 January
2024
£
Change %
Chair fee1
140,000
112,476
24%
Base Non-executive Director fee
55,861
54,234
3%
Remuneration and Audit and Risk Committee Chair fee
5,517
5,356
3%
Responsible Business Committee Chair fee
2,758
2,678
3%
Non-executive Director designated to workforce engagement fee
2,758
2,678
3%
Senior Independent Director fee
3,862
3,729
3%
1
Fee includes role as Chair of Nomination Committee.
Approved by the Board and signed on
its behalf by
Serena Lang
Chair of the Remuneration Committee
11 April 2025
155
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Directors’ report
The Directors’ Report for the financial year ended
31 December 2024 is detailed below.
Activities of the group
The principal activities of the group are land promotion,
property investment and development, and construction.
Strategic Report
In accordance with the Companies Act 2006, we are
required to present a fair review of the group’s business
along with a description of the principal risks and
uncertainties it faces. The Strategic Report for the year
ended 31 December 2024 is set out on pages 16 to 87.
Corporate governance statement
The Disclosure Guidance and Transparency Rules of the
Financial Conduct Authority require certain information
to be included in a corporate governance statement in the
Directors’ Report. Information that fulfils the requirements
of the Corporate Governance Statement can be found
in Governance on pages 92 to 162, and also within this
Directors' Report.
Results for the year and dividends
The results are set out in the Consolidated Statement
of Comprehensive Income on page 174. The companies
affecting the profit or net assets of the group in the year are
listed in note 36 to the Financial Statements.
The Directors recommend that a final dividend of 4.62p
per ordinary share be paid on 30 May 2025, subject to
shareholder approval at the 2025 AGM to be held on
22 May 2025, to ordinary shareholders on the register at the
close of business on 2 May 2025. If approved, this, together
with the interim dividend of 3.08p per ordinary share paid
on 11 October 2024, will make a total dividend of 7.70p per
ordinary share for the year ended 31 December 2024. Further
details are disclosed in note 10 to the Financial Statements on
page 195.
Financial instruments
The group’s policy in respect of financial instruments is set
out within the Accounting Policies on page 185 and details of
credit risk, capital risk management, liquidity risk and interest
rate risk are given respectively in notes 18, 25 and 26 to the
Financial Statements.
Going concern and viability statement
The Directors have, at the time of approving the Financial
Statements, a reasonable expectation that the company
and the group have adequate resources to continue in
operational existence for the foreseeable future. Further
detail is contained in the Strategic Report on pages 79 to 80.
Fair, balanced and understandable
The Audit and Risk Committee and the Board have assessed
the tone, balance and language of the Annual Report and
Financial Statements, being mindful of the requirements
of the UK Corporate Governance Code and the need for
consistency between the narrative section of the document
and the Financial Statements. The Board’s formal statement
on the Annual Report and Financial Statements being
fair, balanced and understandable is contained within the
Statement of Directors’ Responsibilities which can be found
on page 162.
Political donations
The company made no political donations in the year or in
the previous year.
Directors and their interests
Details of the Directors who held office during the financial
year ending 31 December 2024 and as at the date of this
Annual Report and Financial Statements can be found on
pages 90 and 91. At no time during the year has any Director
had any interest in any significant contract with the company.
The interests of Directors and persons closely
associated with them in the share capital of the
company as at 31 December 2024, are disclosed in the
Directors’ Remuneration Report on page 148. Between
31 December 2024 and 31 March 2025, being a date not
more than one month prior to the date of the Notice of the
AGM, there were no changes in the beneficial interests of
any of the current Directors during this period.
Details of Directors’ long-term incentive awards and share
options are provided in the Directors’ Remuneration Report
on pages 136 to 155.
Directors’ service contracts and
letters of appointment
Details of unexpired terms of Directors’ service contracts
and/or letters of appointment of the Executive Directors
proposed for reappointment at the AGM on 22 May 2025 are
set out in the Directors’ Remuneration Policy.
Tim Roberts and Darren Littlewood each have a one-year
rolling service agreement in accordance with our policy on
Directors’ contracts. Termination of these arrangements
would therefore be subject to their contractual terms and
conditions which require a notice period of one year to the
Director. Contractual compensation in the event of early
termination provides for compensation at basic salary,
pension and benefits for the notice period.
Non-executive Directors, including the Chair, do not have
service contracts. All Non-executive Directors have letters
of appointment and their appointment and subsequent
reappointment is subject to approval by shareholders.
henryboot.co.uk
156
Non-executive Director appointments are typically
for three years; however, they may be terminated
without compensation at any time. The 2024 Directors’
Remuneration Policy can be viewed on pages 123 to 130 of
the 2023 Annual Report.
Training and development
Formal and tailored inductions are arranged for all new
Directors and continued development is monitored by
the Chair as part of the performance review process.
The programme of induction includes attendance at PLC
Board and subsidiary meetings, meetings with key internal
and external stakeholders including the Group Employee
Forum Chair, site visits, training on director duties and
other personalised development to encourage a seamless
integration into the business.
Non-executive Directors are encouraged to familiarise
themselves with the company business, and throughout
the year they have attended subsidiary board meetings and
other management meetings. You can read more about
engagement with employees and other stakeholders on
pages 104 to 105 and 82 to 87 respectively.
Specific training requirements were considered as part of the
Board’s performance review, details of which can be found
on pages 108 to 109. General updates on regulations and
best practice are provided through a mixture of briefings,
Board papers and email updates.
Employment policy and involvement
Employees
Employees are at the heart of all that we do; our culture
ensures that employees can grow, thrive and succeed.
Details of how we seek to promote and achieve this are set
out in our people section on pages 36 to 41, the employee
engagement report on pages 104 to 105 and Nomination
Committee Report on pages 122 to 129. Our policy on
equal opportunities for all employees, including disabled
employees, can be found under our Equity and Diversity
Policy at henryboot.co.uk.
Employee engagement
Details of our employee engagement activities can be found
on pages 104 to 105.
People engagement and internal communications
Our strategic approach to people engagement continued in
2024. With the appointment of an Internal Communications
Manager and an Events and Engagement Manager in 2023,
more dedicated resource was in place to deliver a targeted
plan of internal communications and a broad programme
of engaging events. Areas of focus for the year included a
heightened awareness of the physical and mental health
support we offer our people, access to learning and skills
development tools, supporting existing and new staff
networks, the communication of our reward strategy, and the
embedding of a refreshed PDR process.
Regular monthly cross-departmental collaboration meetings
encouraged a joined-up approach between all group service
functions, ensuring a consistent and timely year-round plan
of internal communications. Our internal newsletter ‘The
lowdown’ hit its annual targets for engagement and as part
of our company-wide rebrand, we also redeveloped our
intranet to ensure it delivered a more engaging, informative
and user-friendly experience.
Our move to the new head office, Isaacs Building, meant
that a range of new spaces were now available to host in-
person events, both for the benefit of Henry Boot people
and for our network of external corporate partners and wider
stakeholders. The installation of digital screens in communal
spaces also provided more channels to promote internal
messaging and news.
The Henry Boot rebrand process was informed by multiple
internal brand workshops, facilitated in multiple regions,
with representatives from all subsidiary businesses. This
interaction was important to foster a sense of collaboration,
inclusion and togetherness, which culminated in a live
hybrid launch event in Sheffield, securing more than 220
of our people in attendance. The rebrand received positive
feedback in our annual employee engagement survey,
recognised as an example of successful collaborative
working, that delivered real value for the business.
Employee share schemes
The group encourages participation in the company’s
employee share schemes to share in the potential growth
and future success of the group. From 2018, eligible
employees have been invited to participate in Sharesave
and either the Company Share Option Plan or the Long-
Term Incentive Plan based on their grade on an annual basis.
Details of employee share schemes are set out in note 30 to
the Financial Statements.
Directors’ indemnity provisions
Directors risk personal liability under civil and criminal law for
many aspects of the company’s main business decisions. As
a consequence, the Directors could face a range of penalties,
including fines and/or imprisonment. In keeping with normal
market practice, the company believes that it is prudent
and in the best interests of the company to protect the
individuals concerned from the consequences of innocent
error or omission. As a result, the company operates a
Directors’ and officers’ liability insurance policy in order to
indemnify Directors and other senior officers of the company
and its subsidiaries, as recommended by the UK Corporate
Governance Code. This insurance policy does not provide
cover where the Director or officer has acted fraudulently
or dishonestly.
In addition, subject to the provisions of and to the extent
permitted by relevant statutes, under the Articles of
Association of the company, the Directors and other officers
throughout the year, and at the date of approval of these
Financial Statements, were indemnified out of the assets of
the company against liabilities incurred by them in the course
of carrying out their duties or the exercise of their powers.
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Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Directors’ report continued
Health and safety
The health and safety of our employees and others is
paramount.
Further information on our approach to health and safety is
provided in the our people section on page 40.
Relationship with stakeholders
Details of how we engage with stakeholders and uphold our
Directors’ duties more widely under s.172 of the Companies
Act 2006, including our suppliers, customers and other
stakeholders, can be found on pages 82 to 87.
Shareholder relations
The company actively communicates with its institutional
and private shareholders and values a two-way conversation
on key company issues. It is this close relationship with
shareholders that is viewed as one of the company’s
particular strengths.
During the year, a number of formal presentations were
made by members of the Board to institutional shareholders
and feedback from these meetings was provided to the
Board by our brokers or through written reports. At every
Board meeting an update is given to the Non-executive
Directors on any feedback from investors, particularly
after investor roadshow programmes. The Board receive
a report at every meeting on share movements during the
period and market trends. The company uses the Investor
Relations section of its website, henryboot.co.uk, to publish
statutory documents and communications to shareholders,
such as the Annual Report and Financial Statements. The
website is designed to communicate with both present and
potential investors and includes all London Stock Exchange
announcements, investor presentations and press releases.
Greenhouse gas emissions
The greenhouse gas emissions disclosures required by
the Companies Act 2006 (Strategic Report and Directors’
Report) Regulations 2013 are included within the Strategic
Report on page 58. This information is incorporated by
reference into (and shall be deemed to form part of) this
report.
Substantial interests in voting rights
Excluding Directors, as at 31 March 2025, being a date not
more than one month prior to the date of the Notice of the
AGM, the information in the table below had been disclosed
to the company in accordance with the requirements in
the UK Listing Rules and the Disclosure Guidance and
Transparency Rules of the Financial Conduct Authority.
Voting rights over
ordinary shares
Number
% of issued
Rysaffe Nominees and
J J Sykes (joint holding)1
20,382,155
15.21
David John Gladman
14,760,550
11.02
The London & Amsterdam Trust
Company Limited
8,487,371
6.37
The Fulmer Charitable Trust2
5,739,580
4.40
1
Rysaffe Nominees and James Sykes are joint registered holders on behalf
of various Reis family trusts and are therefore not included under the
beneficial interests of James Sykes set out in the Directors’ Remuneration
Report.
2 The shares of the Fulmer Charitable Trust, a recognised charity, are
registered in the names of Mr John Spencer Reis, Mrs Sally Anne Reis and
Mrs Caroline Mary Mytum as Trustees.
These figures represent the number of shares and
percentage held as the date of notification to the company.
Details of Directors’ holdings can be found on page 148.
Shares held by the Henry Boot PLC
Employee Trust
The company has an established Employee Trust (the
Trust) for the benefit of the group’s employees to satisfy
existing grants by the company under various share-based
payment arrangements. Details of the company’s share-
based payment arrangements are provided in note 30 to the
Financial Statements. The Trustee of the Trust, a subsidiary
of the company of which the Directors throughout 2024
were Tim Roberts, Darren Littlewood and Amy Stanbridge,
exercises the voting rights in relation to shares held as it, in
its absolute discretion, thinks fit, but having regard to the
interests of the beneficiaries. In respect of the financial year
of the company ended on 31 December 2024, the Trust has
waived the right to receive from the company all dividends (if
any) in respect of the shares held within the Trust.
During 2024, the Trust did not purchase any ordinary shares
in the company, although it does from time to time in order to
satisfy upcoming grants. Further details are provided in note
32 to the Financial Statements.
Future developments
Important events since the financial year end and likely
future developments are described in the Strategic Report on
pages 16 to 87 and in note 35 to the Financial Statements.
Statement of disclosure of information
to auditor
The Directors of the company who held office at the date of
approval of this Annual Report each confirm that:
• so far as they are aware, there is no relevant audit
information (information needed by the company’s
auditors in connection with preparing their report) of
which the company’s auditors are unaware; and
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158
• they have taken all the steps that they ought to have
taken as Directors in order to make themselves aware of
any relevant audit information and to establish that the
company’s auditors are aware of that information.
Independent auditor
The external auditors, Ernst & Young LLP, have carried out
the audit of the 2024 financial results. Resolutions re-
appointing Ernst & Young LLP as auditors (Resolution 11)
and authorising the Audit and Risk Committee to fix their
remuneration (Resolution 12) will be proposed at the AGM.
Accountability and audit
Details of the Directors’ responsibilities and the Statement
of Directors’ Responsibilities are contained on page 162. The
Independent Auditors’ Report is given on pages 166 to 173.
Annual General Meeting (AGM)
The Notice of the AGM can be found on pages 236 to 243,
which also details methods of shareholder engagement to
take place in conjunction with the AGM. It is also available
at henryboot.co.uk, where a copy can be viewed and
downloaded.
Additional shareholder information
This section sets out details of other matters on which the
Directors are required to report annually, but which do not
appear elsewhere in this document.
The information below summarises certain provisions
of the current Articles of Association of the company
(as adopted by special resolution on 27 May 2011) (the
Articles) and applicable English law concerning companies
(the Companies Act 2006). This is a summary only and
the relevant provisions of the Companies Act 2006 or
the Articles should be consulted if further information is
required. The company is proposing to amend its Articles
with the principal changes primarily to reflect best market
practice and changes in the light of the UK Corporate
Governance Code. A resolution to adopt the amended
articles of association in substitution for and to the exclusion
of the current Articles is to be proposed at the forthcoming
AGM. An explanatory note of the proposed changes can be
found at Appendix 2 of the Notice of the AGM.
Share capital
The company’s issued share capital comprises two classes
of shares being, respectively, ordinary shares of 10p each
(ordinary shares) and cumulative preference shares of £1
each (preference shares). Further details of the share capital
of the company are set out in note 30 to the Financial
Statements. As at 3 April 2025, the ordinary shares represent
97.1% of the total issued share capital of the company by
nominal value and the preference shares represent 2.9%
of such total issued share capital. The ordinary shares and
the preference shares are in registered form. Both classes
of share are admitted to the Official List of the Financial
Conduct Authority.
The Notice of the AGM on pages 236 to 243 includes the
following resolutions:
• An ordinary resolution (Resolution 13) to renew the
authority of the Directors to allot shares up to a
maximum nominal amount of £4,467,253 representing
approximately one-third (33.33%) of the company’s issued
ordinary share capital at 3 April 2025. The authority will
expire on 22 August 2026 or at the conclusion of the
next AGM, whichever is the earlier, but it is the present
intention of the Directors to seek annual renewal of this
authority. The Directors do not have any present intention
of exercising the authority.
• A special resolution (Resolution 15) to enable the Directors
to continue to allot equity securities for cash in connection
with a rights or other issue pro rata to the rights of the
existing shareholders, but subject to certain exceptions,
and for any other purpose provided that the aggregate
nominal value of such allotments does not exceed
£670,088 (approximately 5% of the company’s issued
ordinary share capital at 3 April 2025). The authority will
expire on 22 August 2026 or at the conclusion of the
next AGM, whichever is the earlier, but it is the present
intention of the Directors to seek annual renewal of this
authority. The Directors also confirm their intention that, in
line with the Pre-Emption group’s Statement of Principles,
no more than 7.5% of the issued ordinary share capital of
the company (excluding treasury shares) will be issued for
cash on a non pre-emptive basis during any rolling three-
year period without prior consultation with shareholders.
• A special resolution (Resolution 16) to renew the authority
of the company to make market purchases of up to
13,401,760 of its own issued ordinary shares (10% of the
company’s issued ordinary share capital at 3 April 2025).
The minimum price that may be paid under the authority
for an ordinary share is 10p and the maximum price is
limited to not more than 5% above the average of the
middle market quotations for an ordinary share as derived
from the London Stock Exchange Daily Official List for
the five business days before the purchase is made.
The Directors will exercise the authority only if they are
satisfied that it would be likely to result in an increase in
expected earnings per share of the ordinary share capital
in issue and that any purchase will be in the best interests
of shareholders generally. If the Directors do decide to
exercise the authority, ordinary shares so acquired will
either be cancelled or held as treasury shares, depending
upon the circumstances prevailing at the time.
Rights and obligations
attaching to shares
Subject to the Companies Act 2006 and other shareholders’
rights, any share may be issued with such rights and
restrictions as the company may by ordinary resolution
decide or, if no such resolution has been passed or so far
as the resolution does not make specific provision, as the
Board of Directors for the time being of the company (the
Board) may decide. Subject to the Companies Act 2006, the
Articles and any resolution of the company, the Board may
deal with any unissued shares as it may decide.
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Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Directors’ report continued
Rights of preference shares
The preference shares carry the following rights (subject to
Board approval) in priority to the ordinary shares but carry no
further right to participate in profits or assets:
• the right to receive out of the profits of the company a
fixed cumulative preferential dividend at the rate of 5.25%
per annum on the capital paid up thereon;
• the right on a return of assets on a winding up to payment
of the capital paid up thereon together with a sum
calculated at the rate of 6.00% per annum in respect of
any period up to the commencement of the winding up
for which such preferential dividend as referred to above
has not been paid; and
• the right on a return of assets in a reduction of capital to
repayment of the capital paid up thereon together with
a sum equal to all arrears (if any) of such preferential
dividend as referred to above. The preference shares
shall not confer on the holders of them any right to
receive notice of or to be present or to vote at any general
meeting unless either:
– a resolution is proposed directly affecting the rights or
privileges of the holders of the preference shares as a
separate class; or
– at the date of the notice convening the general
meeting, the fixed cumulative preferential dividend
provided in the Articles shall be in arrears for more than
six months.
Voting
For 2025, the company has again determined that voting
on each resolution will be conducted by way of a poll. The
company believes that a poll is more representative of
shareholders’ voting intentions because shareholder votes
are counted according to the number of votes held and
all votes tendered are taken into account. The results of
the poll will be announced to the London Stock Exchange
and will be made available on the company’s website at
www.henryboot.co.uk as soon as practicable following the
conclusion of the AGM. Under the Companies Act 2006,
shareholders are entitled to appoint a proxy to exercise all or
any of their rights to attend and to speak and vote on their
behalf at a general meeting or class meeting.
Restrictions on voting
A shareholder shall not be entitled to vote at any general
meeting or class meeting in respect of any shares held by
him unless all calls and other sums presently payable by
him in respect of that share have been paid. In addition,
holders of default shares (as defined in the Articles) shall
not be entitled to vote during the continuance of a default in
providing the company with information concerning interests
in those shares required to be provided (following relevant
notification) under the Companies Act 2006.
Deadlines for voting rights
Full details of the deadlines for exercising voting rights in
respect of the resolutions to be considered at the AGM to
be held on 22 May 2025 are set out in the Notice of AGM on
pages 236 to 243.
Documents available for inspection at and
prior to the AGM
Copies of contracts of service and letters of appointment of
the Directors with the company and the Articles are available
for inspection at the company’s registered office on any
weekday (Saturdays, Sundays and Bank Holidays excepted)
during normal business hours. The rules of the LTIP and
a draft of the new articles of association of the company
will be available for inspection at the place of the general
meeting from at least 15 minutes before and during the
meeting.
Dividends and distributions
The company may, by ordinary resolution, declare a dividend
to be paid to the shareholders but no dividend shall exceed
the amount recommended by the Board. The Board may pay
interim dividends and also any fixed rate dividend whenever
the financial position of the company justifies its payment
in the opinion of the Board. If the Board acts in good faith,
none of the Directors shall incur any liability to the holders of
shares with preferred rights for any loss they may suffer in
consequence of the payment of an interim dividend on other
shares.
Variation of rights
The Articles specify that the special rights attached to any class
of shares may, either with the consent in writing of holders of
three-quarters of the issued shares of that class or with the
sanction of a special resolution passed at a separate meeting of
such holders (but not otherwise), be modified or abrogated.
Transfer of shares
Under and subject to the restrictions in the Articles,
any shareholder may transfer some or all of their shares
in certificated form by transfer in writing in any usual
form or in any other form which the Board may approve.
Uncertificated shares must be transferred by means of a
relevant system, such as CREST. The Board may, save in
certain circumstances, refuse to register any transfer of a
certificated share not fully paid up.
The Board may also refuse to register any transfer of
certificated shares unless it is:
• in respect of only one class of shares;
• duly stamped or exempt from stamp duty;
• delivered to the office or at such other place as the Board
may decide for registration; and
• accompanied by the certificate for the shares to be
transferred and such other evidence (if any) as the Board
may reasonably require to show the right of the intending
transferor to transfer the shares.
In addition, the Board may refuse to register any transfer of
shares which is in favour of (i) a child, bankrupt or person of
unsound mind or (ii) more than four transferees.
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160
Repurchase of shares
Subject to the provisions of the Companies Act 2006 and to
any rights conferred on the holders of any class of shares, the
company may purchase all or any of its shares of any class,
including any redeemable shares.
Amendment to the Articles of Association
Any amendments to the Articles may be made in accordance
with the provisions of the Companies Act 2006 by way of
special resolution.
Appointment and replacement
of Directors
The Directors shall not, unless otherwise determined by
an ordinary resolution of the company, be less than three
nor more than 15 in number. Directors may be appointed
by the company by ordinary resolution or by the Board. A
Director appointed by the Board shall retire from office at
the next AGM of the company but shall then be eligible
for reappointment. The Board may appoint one or more
Directors to hold any office or employment under the
company for such period (subject to the Companies Act
2006) and on such terms as it may decide and may revoke or
terminate any such appointment.
At each AGM, any Director who has been appointed by the
Board since the previous AGM and any Director selected
to retire by rotation shall retire from office. At each AGM,
one-third of the Directors who are subject to retirement by
rotation or, if the number is not an integral multiple of three,
the number nearest to one-third but not exceeding one-
third shall retire from office. In addition, there shall also be
required to retire by rotation any Director who at any AGM
of the company shall have been a Director at each of the
preceding two AGMs of the company, provided that they
were not appointed or reappointed at either such AGM
and they have otherwise ceased to be a Director and been
reappointed by general meeting of the company at or since
either such AGM. The company’s policy is that all of the
Directors should be, and are, subject to annual re-election.
The company may, by ordinary resolution of which special
notice has been given in accordance with the Companies
Act 2006, remove any Director before their period of office
has expired notwithstanding anything in the Articles or in
any agreement between them and the company. A Director
may also be removed from office by the service on them of
a notice to that effect signed by or on behalf of all the other
Directors, being not less than three in number. The office of a
Director shall be vacated if:
i. they are prohibited by law from being a Director;
ii. they become bankrupt or make any arrangement or
composition with their creditors generally;
iii. they are physically or mentally incapable of acting
as a Director, in the opinion of a registered medical
practitioner who is treating them;
iv. a court makes an order that they are prevented from
exercising their powers or rights by reasons of their
mental health;
v. for more than six months they are absent, without special
leave of absence, from the Board, from meetings of the
Board held during that period, and the Board resolves that
their office be vacated; or
vi. they serve on the company notice of their wish to resign.
Powers of the Directors
The business of the company shall be managed by the Board
which may exercise all the powers of the company, subject
to the provisions of the Articles and any resolution of the
company’s shareholders.
The Articles specify that the Board may exercise all the
powers of the company to borrow money and to mortgage
or charge all or any part of its undertaking, property and
assets and uncalled capital and to issue debentures and
other securities, subject to the provisions of the Articles.
Conflicts of interest
Directors are asked to declare any conflicts of interests at
the start of any board and committee meeting if they relate
to any agenda items, and a register of standing conflicts of
interests is also maintained.
Takeovers and significant agreements
The company is a party to the following significant
agreements that take effect, alter or terminate on a change
of control of the company following a takeover bid:
• the company’s share schemes and plans; and
• bank facilities whereby upon a ‘change of control’ the
lenders shall consult with the company for a period not
greater than 30 days (commencing on the date of the
change of control) to determine whether and on what
basis the lenders are prepared to continue the facility
Information rights
Beneficial owners of shares who have been nominated by the
registered holder of those shares to enjoy information rights
under Section 146 of the Companies Act 2006 are required
to direct all communications to the registered holder of their
shares, rather than to the company’s registrars, Computershare
Investor Services PLC or to the company directly.
Approved by the Board and signed by its order by
Amy Stanbridge
Company Secretary
11 April 2025
161
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Statement of Directors’ responsibilities in
respect of the Financial Statements
The Directors are responsible for preparing the Annual
Report and the Financial Statements in accordance with
applicable United Kingdom law and regulations.
Company law requires the Directors to prepare financial
statements for each financial year. Under that law, the
Directors have elected to prepare the group and parent
company Financial Statements in accordance with UK-
adopted international accounting standards (IFRSs). Under
company law, the Directors must not approve the Financial
Statements unless they are satisfied that they give a true and
fair view of the state of affairs of the group and the company,
and of the profit or loss of the group and the company for
that period.
In preparing these Financial Statements, the Directors are
required to:
• select suitable accounting policies in accordance with IAS
8 ‘Accounting Policies, Changes in Accounting Estimates
and Errors’ and then apply them consistently;
• make judgements and accounting estimates that are
reasonable and prudent;
• 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 is insufficient to enable
users to understand the impact of particular transactions,
other events and conditions on the group and company
financial position and financial performance;
• in respect of the group Financial Statements, state
whether UK-adopted international accounting standards
have been followed, subject to any material departures
disclosed and explained in the financial statements;
• in respect of the parent company Financial Statements,
state whether UK-adopted international 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 and/or the group will continue in business.
The Directors are responsible for keeping adequate
accounting records that are sufficient to show and explain
the company’s and group’s transactions, and disclose with
reasonable accuracy at any time the financial position of
the company and the group and enable them to ensure that
the company and the group Financial Statements comply
with the Companies Act 2006. They are also responsible for
safeguarding the assets of the group and parent company
and, hence, for taking reasonable steps for the prevention
and detection of fraud and other irregularities.
Under applicable law and regulations, the Directors are also
responsible for preparing a Strategic Report, Directors’
Report, Directors’ Remuneration Report and corporate
governance statement that comply with that law and
those regulations. The Directors are responsible for the
maintenance and integrity of the corporate and financial
information included on the company’s website.
The Directors confirm, to the best of their knowledge:
• that the consolidated Financial Statements, prepared in
accordance with UK-adopted international accounting
standards, give a true and fair view of the assets, liabilities,
financial position and profit of the parent company and
undertakings included in the consolidation taken as
a whole;
• that the Annual Report, including the Strategic
Report, includes a fair review of the development and
performance of the business and the position of the
company and undertakings included in the consolidation
taken as a whole, together with a description of the
principal risks and uncertainties that they face; and
• that they consider the Annual Report, taken as a whole,
is fair, balanced and understandable, and provides the
information necessary for shareholders to assess the
company’s position, performance, business model
and strategy.
Approved by the Board and signed on its behalf by
Tim Roberts
Director
Darren Littlewood
Director
11 April 2025
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162
The Cocoa Works, York – a £56m urban residential project
163
Annual Report and Financial Statements for the year ended 31 December 2024
Governance
Financials
Cambridge Street Collective, Sheffield – a £42m urban development scheme
henryboot.co.uk
164
In this section:
Independent Auditor’s Report
166
Consolidated statement of
comprehensive income
174
Statements of financial position
175
Statements of changes in equity
176
Statements of cash flows
177
Notes to the financial statements
178
Notice of Annual General Meeting
236
Appendix 1
242
Appendix 2
243
Financial calendar
244
Advisers
244
Group contact information
245
Glossary
246
Annual Report and Financial Statements for the year ended 31 December 2024
165
Independent
Auditor’s Report
to the members of Henry Boot
Opinion
In our opinion:
• Henry Boot PLC’s group financial statements and parent
company financial statements (the “financial statements”)
give a true and fair view of the state of the group’s and of
the parent company’s affairs as at 31 December 2024 and
of the group’s profit for the year then ended;
• the group financial statements have been properly
prepared in accordance with UK adopted international
accounting standards;
• the parent company financial statements have been
properly prepared in accordance with UK adopted
international accounting standards as applied in
accordance with section 408 of the Companies Act
2006; and
• the financial statements have been prepared in
accordance with the requirements of the Companies
Act 2006.
We have audited the financial statements of Henry Boot (the
‘parent company’) and its subsidiaries (the ‘group’) for the
year ended 31 December 2024 which comprise:
Group
Parent Company
Group statement of
financial position as at
31 December 2024
Parent Company
statement of financial
position as at
31 December 2024
Consolidated statement
of comprehensive income
for the year ended
31 December 2024
Parent Company
statement of changes in
equity for the year ended
31 December 2024
Group statement of changes
in equity for the year ended
31 December 2024
Parent Company
statement of cash flows
for the year ended
31 December 2024
Group statement of cash
flows for the year ended
31 December 2024
Related notes 1 to 37 to
the financial statements,
including material
accounting policy
information
Related notes 1 to 37 to
the financial statements,
including material accounting
policy information
The financial reporting framework that has been applied
in their preparation is applicable law and UK adopted
international accounting standards and as regards the parent
company financial statements, as applied in accordance with
section 408 of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International
Standards on Auditing (UK) (ISAs (UK)) and applicable
law. Our responsibilities under those standards are further
described in the Auditor’s responsibilities for the audit of
the financial statements section of our report. We believe
that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion
Independence
We are independent of the group and parent in accordance
with the ethical requirements that are relevant to our audit of
the financial statements in the UK, including the FRC’s Ethical
Standard as applied to listed public interest entities, and we
have fulfilled our other ethical responsibilities in accordance
with these requirements.
The non-audit services prohibited by the FRC’s Ethical
Standard were not provided to the group or the parent
company and we remain independent of the group and the
parent company in conducting the audit.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that
the directors’ use of the going concern basis of accounting
in the preparation of the financial statements is appropriate.
Our evaluation of the directors’ assessment of the group
and parent company’s ability to continue to adopt the going
concern basis of accounting included:
• confirming our understanding of management’s going
concern assessment process, through our walkthrough
of the group’s financial close process and engaging with
management early to ensure all key factors we identified
were considered in their assessment;
• obtaining management’s going concern assessment,
including the cash flow forecasts and forecast
covenant calculations, which covers the period to
31 December 2026. The group has modelled a base
scenario and a severe but plausible downside scenario.
This downside scenario models a significant curtailment
of activity in 2025 followed by a return to 2023 levels in
2026. The 2025 forecast is modelled on a recessionary
environment similar to that experienced during the global
financial crisis in 2008;
• testing the integrity and clerical accuracy of the model;
• testing the assumptions included in each modelled
scenario and considering whether climate change could
impact the assessment;
• Considering the mitigating factors included in
management’s downside scenario and assessing whether
they are within control of the group, for example, reducing
uncommitted development and acquisition expenditure;
• verifying the credit facilities available to the group, being
the secured loan facility of £140m;
• assessing management’s break case which arises from a
breach in the EBIT cover covenant;
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• performing an independent reverse stress test to consider
other factors which could lead to the group utilising all
liquidity or breaching the financial covenants during the
going concern period and assessing how likely these are
to materialise; and
• reviewing the group’s going concern disclosures included
in the annual report in order to assess that the disclosures
were appropriate and in conformity with the reporting
standards.
Based on the work we have performed, we have not
identified any material uncertainties relating to events
or conditions that, individually or collectively, may cast
significant doubt on the group and parent company’s
ability to continue as a going concern for a period to
31 December 2026.
In relation to the group and parent company’s reporting
on how they have applied the UK Corporate Governance
Code, we have nothing material to add or draw attention
to in relation to the directors’ statement in the financial
statements about whether the directors considered it
appropriate to adopt the going concern basis of accounting.
Our responsibilities and the responsibilities of the directors
with respect to going concern are described in the relevant
sections of this report. However, because not all future
events or conditions can be predicted, this statement is
not a guarantee as to the group’s ability to continue as a
going concern.
Overview of our audit approach
Audit
scope
• We performed an audit of the
complete financial information of six
components and audit procedures on
specific balances for a further thirteen
components and central procedures on
intercompany and cash.
Key audit
matters
• Valuation of contract balances and
associated revenue and profit recognition
• Valuation of house building inventories
and profit recognition
• Valuation of investment properties
Materiality
• Overall group materiality of £1.5m which
represents 5% of profit before tax.
An overview of the scope of the parent
company and group audits
In the current year our audit scoping has been updated to
reflect the new requirements of ISA (UK) 600 (Revised).
We have followed a risk-based approach when developing
our audit approach to obtain sufficient appropriate audit
evidence on which to base our audit opinion. We performed
risk assessment procedures, with input from our component
auditors, to identify and assess risks of material misstatement
of the group financial statements and identified significant
accounts and disclosures. When identifying components
at which audit work needed to be performed to respond to
the identified risks of material misstatement of the group
financial statements, we considered our understanding of
the group and its business environment, the potential impact
of climate change, the applicable financial framework, the
group’s system of internal control at the entity level, the
existence of centralised processes, applications and any
relevant internal audit results.
We then identified five components as individually
relevant to the group due to relevant events and conditions
underlying the identified risks of material misstatement of
the group financial statements being associated with the
reporting components.
For those individually relevant components, we identified
the significant accounts where audit work needed to be
performed at these components by applying professional
judgement, having considered the group significant accounts
on which centralised procedures will be performed, the
reasons for identifying the financial reporting component
as an individually relevant component and the size of
the component’s account balance relative to the group
significant financial statement account balance.
We then considered whether the remaining group significant
account balances not yet subject to audit procedures, in
aggregate, could give rise to a risk of material misstatement
of the group financial statements. We selected fourteen
components of the group to include in our audit scope to
address these risks.
Having identified the components for which work will
be performed, we determined the scope to assign to
each component.
Of the fourteen components selected, we designed
and performed audit procedures on the entire financial
information of one components (“full scope components”).
For thirteen components, we designed and performed
audit procedures on specific significant financial statement
account balances or disclosures of the financial information
of the component (“specific scope components”).
Across these nineteen components we performed
centralised audit procedures on intercompany and cash.
Our scoping to address the risk of material misstatement
for each key audit matter covered 100% of each key
audit matter.
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Annual Report and Financial Statements for the year ended 31 December 2024
Financials
Independent
Auditor’s Report
to the members of Henry Boot
Involvement with component teams
All audit work performed for the purposes of the audit was
undertaken by the group audit team.
Climate change
Stakeholders are increasingly interested in how climate
change will impact Henry Boot PLC. The group has
concluded that the construction and property development
industry is one of the higher risk sectors and they
continuously monitor the risks and opportunities arising
and the materiality of the financial impacts of those risks
may present to the business. This is explained on pages
48 to 59 in the required Task Force on Climate related
Financial Disclosures and on page 74 in the principal risks
and uncertainties. They have also explained their climate
commitments on page 46. All of these disclosures form part
of the “Other information,” rather than the audited financial
statements. Our procedures on these unaudited disclosures
therefore consisted solely of considering whether they
are materially inconsistent with the financial statements
or our knowledge obtained in the course of the audit or
otherwise appear to be materially misstated, in line with our
responsibilities on “Other information”.
In planning and performing our audit we assessed the
potential impacts of climate change on the group’s business
and any consequential material impact on its financial
statements.
The group has explained in the Basis of preparation note their
articulation of how climate change has been reflected in the
financial statements. There are no significant judgements
or estimates relating to climate change in the notes to the
financial statements. The group has concluded that the
environmental impact on the group’s operations is relatively
low and no issues were identified that would materially
impact the carrying values of such assets or have any other
impact on the financial statements.
Our audit effort in considering the impact of climate change
on the financial statements was focused on evaluating
whether management’s assessment of the impact of the
physical climate risk of flooding has been appropriately
reflected in inventory asset values and that the group’s
relevant transition costs have been appropriately reflected
in the investment property valuation. We also challenged
the Directors’ considerations of climate change risks in their
assessment of going concern and viability and associated
disclosures. Where considerations of climate change were
relevant to our assessment of going concern, these are
described above. As part of this evaluation, we performed
our own risk assessment, supported by our climate change
internal specialists, include other relevant steps to our risk
assessment to determine the risks of material misstatement
in the financial statements from climate change which
needed to be considered in our audit.
We also challenged the Directors’ considerations of climate
change risks in their assessment of going concern and
viability and associated disclosures. Where considerations
of climate change were relevant to our assessment of going
concern, these are described above.
Based on our work, whilst we have not identified the
impact of climate change on the financial statements to
be a standalone key audit matter, we have considered the
impact on the valuation of investment properties. Details of
the impact, our procedures and findings are included in our
explanation of the key audit matter below.
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168
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 our opinion thereon, and we do not provide a separate
opinion on these matters.
Risk
Our response to the risk
Valuation of contract balances
and associated revenue and profit
recognition
Refer to the Audit and Risk Committee
Report (page 118); Accounting policies
(page 180); and Notes 1,17 and 22 of
the Consolidated Financial Statements
(pages 188, 209 and 214)
The group has reported revenues
from construction and development
contracts for the year of £67.5m (2023
- £118.9m). The group has reported
contract assets of £12.7m (2023-
£13.6m) and contract liabilities of £4.8m
(2023 - £1m).
For construction and development
contract activity the performance
obligation is satisfied over time. This
means that revenue is recognised
by measuring the progress towards
completing the performance obligation
satisfactorily.
This assessment requires management
to estimate the stage of completion
of construction and development
contract activity and assess costs
to complete. Forecasting is highly
subjective and is an area that could lead
to misstatement of revenue, profit and
related construction and development
contract balances either through error
or management bias.
We performed the following procedures over this risk area:
• We performed a walkthrough to understand the key processes and identify
key controls;
• We challenged the cost to complete assumptions by:
• Holding discussions with project managers and quantity surveyors to
understand the basis for the assumptions and for a sample of incomplete
contracts, attending the year end valuation meetings where the costs to
complete are challenged internally;
• Testing a sample of costs to complete by agreeing through to purchase
order, contract or other evidence;
• Understanding the nature of costs to come and evaluating the split
between fixed and variable costs to assess the cost volatility risk;
• Assessing management’s consideration of key supplier resilience for
contracts where costs with sub-contractors are fixed; and
• Obtaining the post year end Cost Variance Reports (‘CVR’s’) to ascertain
whether there had been any unfavourable or favourable margin
movements that should have been reflected at year end.
• We recalculated the percentage completion and margin recognised in
the year;
• We analysed historical accuracy of forecasting by comparing original
forecast margins (based on tender) to the final actual margins on contracts
completed in the year;
• We visited a sample of contract sites to gain a deeper understanding of the
projects and to identify any contra-indicators of the stage of completion
through inspection and discussion with the onsite project managers;
• We performed sensitivity analysis for the incomplete contracts to determine
what level of cost increase or project delays would be required to have a
material impact on the amounts recognised as revenue and cost of sales in
the year; and
• We obtained vendor data from the QS and analysed the resilience of the
involved subcontractors.
Key observations communicated to the Audit Committee
Based on our audit procedures we have concluded that the valuation of contract balances and associated revenue and
profit recognition recognised in the year are not materially misstated.
169
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
Independent
Auditor’s Report
to the members of Henry Boot
Risk
Our response to the risk
Valuation of house building inventories
and profit recognition
Refer to the Audit and Risk Committee
Report (page 118); Accounting policies
(page 184); and Note 20 of the
Consolidated Financial Statements
(page 213)
The group holds house building
inventories of £101m (2023- £93m).
There is a risk that the margin used to
recognise profit on each development
is incorrect and that the carrying value
of inventory could be overstated.
The carrying value of inventory
is determined by reference to
assumptions inherent in the site
forecasts, such as costs to complete
and expected selling price. These are
used to calculate the expected margin
on each development and the cost of
sale recorded when a plot is sold. There
is a risk that these assumptions may
be subject to management override
or error.
We performed the following procedures over this risk area:
• Performed a walkthrough to understand the key process and identify key
controls;
• For completed sites, we compared the budgeted and actual costs and margin
to assess the historical accuracy of management’s forecasting;
• Tested a sample of costs incurred in the period by agreeing to third party
invoices and ensuring the cost allocation is to the correct site;
• For a sample of journal entries to cost of sales in the year, we have confirmed
that the margin taken is in line with the most recent expected margin for
the site;
• Challenged the cost to complete assumption on all material incomplete
sites. We:
• Held meetings with the commercial director to assess the status and
performance to date and the basis for the cost to complete assumptions
made, including understanding the reasons behind any excess costs or
savings recognised on the site since the initial forecast;
• Tested a sample of costs to complete by agreeing through to third party
support (e.g. tender, purchase order) and targeting the cost categories
containing a higher level of estimation;
• Compared the original budgeted margin to the current expected
site margin for all active sites to assess the historical accuracy of
management’s forecasting and the impact on cost of sales;
• Compared the margin recognised to date to the current expected site
margin to identify any significant deviations. Where there are significant
deviations we understood and substantiated the drivers;
• Performed a stress test to costs to complete would have to change by to
have material impact on the margin recognised in the financial statements;
• Inspected post year end site forecasts and obtained post year end
management meeting minutes to ascertain whether there had been
any margin deviations that should have been reflected in the year end
estimates; and
• Assessed the appropriateness of material journals recorded between sites;
• Challenged the expected selling price assumptions on all material incomplete
sites by:
• Held a meeting with the commercial director to assess the basis for the
expected selling price assumptions made;
• Performed a stress test to the expecting selling price to assess what
change would cause a material impact on the margin recognised in the
financial statements.
• Inspected industry publications which cover expectations regarding house
prices to identify any contradictory evidence for the expected selling
price; and
• Tested a sample of expected selling prices to current market price on
external website or the most recent selling price for the same/similar
house type
• Assessed inventory for impairment by sensitising expected margins for
reasonable changes in cost and selling price, and reviewed any sites with a
level of flood risk higher than low for impairment.
Key observations communicated to the Audit Committee
Based on our audit procedures we have concluded that the house building inventory balance and profit recognised in the
year are not materially misstated.
henryboot.co.uk
170
Risk
Our response to the risk
Valuation of investment properties
Refer to the Audit and Risk Committee
Report (page 118); Accounting
policies (page 183); and Note 14 of the
Consolidated Financial Statements
(pages 202 to 206)
The group holds Investment property of
£96.2m (2023 - £100.6m). The change
in fair value of investment properties is
a £4.4m gain (2023: £0.3m gain)
There is a risk that the carrying value
of investment properties is misstated,
given that the carrying value of
these assets is based on a number of
assumptions which contain inherent
uncertainties and which require
management judgement. Uncertainties
in the valuations include yields,
market rent, actual rent achieved and
commercial property values amongst
other building specific assumptions.
In addition, there is a risk that
management inappropriately override
the valuation determined by the
external valuer.
We performed the following procedures over this risk area:
• Performed walkthroughs to understand the key process and identify
key controls;
• For a sample of investment properties, we involved our internal EY valuations
specialists to assess the appropriateness of the valuations provided by
Management’s specialist valuer. We assessed these through reading the
external valuer reports and tested the underlying data used by the external
valuer in forming their valuation including validating key assumptions around
rent, yields and commercial property values to supporting third party
evidence or market activity;
• Held discussions directly with the external valuer to confirm their valuation
approach and including their consideration of climate risk and considering
contrary evidence;
• Assessed the objectivity and competence of managements specialist
valuer; and
• Reconciled third party property valuations to the property book values (IP)
and tested any material reconciling items.
Key observations communicated to the Audit Committee
Based on our audit procedures we have concluded that the investment property balance is not materially misstated.
Our application of materiality
We apply the concept of materiality in planning and
performing the audit, in evaluating the effect of identified
misstatements on the audit and in forming our audit opinion.
Materiality
The magnitude of an omission or misstatement that,
individually or in the aggregate, could reasonably be
expected to influence the economic decisions of the users
of the financial statements. Materiality provides a basis for
determining the nature and extent of our audit procedures.
We determined materiality for the group to be £1.5 million
(2023: £1.9 million), which is 5% (2023: 5%) of Profit before
Tax. We believe that Profit before Tax provides us with us
with an appropriate basis of materiality and is the most
relevant measure for stakeholders as it is a focus of both
management and investors.
We determined materiality for the Parent Company to be
£2.7 million (2023: £2.5 million), which is 2% (2023: 2%) of
Equity. However, we have capped the materiality for our
audit testing to the allocated materiality of the group.
Performance materiality
The application of materiality at the individual account
or balance level. It is set at an amount to reduce to an
appropriately low level the probability that the aggregate
of uncorrected and undetected misstatements exceeds
materiality.
On the basis of our risk assessments, together with our
assessment of the group’s overall control environment, our
judgement was that performance materiality was 75% (2023:
75%) of our planning materiality, namely £1.1m (2023: £1.4m).
We have set performance materiality at this percentage
due to this being a recurring audit with a history of few
misstatements. Audit work at component locations for the
purpose of obtaining audit coverage over significant financial
statement accounts is undertaken based on a percentage of
total performance materiality.
Audit work was undertaken at component locations for
the purpose of responding to the assessed risks of material
misstatement of the group financial statements. The
performance materiality set for each component is based on
the relative scale and risk of the component to the group as a
whole and our assessment of the risk of misstatement at that
component. In the current year, the range of performance
materiality allocated to components was £0.2m to £0.7m
(2023: £0.3m to £0.7m).
171
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
Independent
Auditor’s Report
to the members of Henry Boot
Reporting threshold
An amount below which identified misstatements are
considered as being clearly trivial.
We agreed with the Audit Committee that we would report
to them all uncorrected audit differences in excess of £80k
(2023: £0.1m), which is set at 5% of planning materiality, as
well as differences below that threshold that, in our view,
warranted reporting on qualitative grounds.
We evaluate any uncorrected misstatements against both the
quantitative measures of materiality discussed above and in
light of other relevant qualitative considerations in forming
our opinion.
Other information
The other information comprises the information included
in the annual report set out on pages 1 to 235, including,
other than the financial statements and our auditor’s
report thereon. The directors are responsible for the other
information contained within the annual report.
Our opinion on the financial statements does not cover
the other information and, except to the extent otherwise
explicitly stated in this report, we do not express any form of
assurance conclusion thereon.
Our responsibility is to read the other information and, in
doing so, consider whether the other information is materially
inconsistent with the financial statements or our knowledge
obtained in the course of the audit, or otherwise appears
to be materially misstated. If we identify such material
inconsistencies or apparent material misstatements, we are
required to determine whether this gives rise to a material
misstatement in the financial statements themselves. If,
based on the work we have performed, we conclude that
there is a material misstatement of the other information, we
are required to report that fact.
We have nothing to report in this regard.
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.
Matters on which we are required to report
by exception
In the light of the knowledge and understanding of the group
and the parent company and its environment obtained in
the course of the audit, we have not identified material
misstatements in the strategic report or the directors’ report.
We have nothing to report in respect of the following matters
in relation to which the Companies Act 2006 requires us to
report to you if, in our opinion:
• adequate accounting records have not been kept by the
parent company, or returns adequate for our audit have
not been received from branches not visited by us; or
• the parent company financial statements and the part of
the Directors’ Remuneration Report to be audited are not
in agreement with the accounting records and returns; or
• certain disclosures of directors’ remuneration specified by
law are not made; or
• we have not received all the information and explanations
we require for our audit
Corporate Governance Statement
We have reviewed the directors’ statement in relation to
going concern, longer-term viability and that part of the
Corporate Governance Statement relating to the group
and company’s compliance with the provisions of the UK
Corporate Governance Code specified for our review by the
UK Listing Rules.
Based on the work undertaken as part of our audit, we
have concluded that each of the following elements of the
Corporate Governance Statement is materially consistent
with the financial statements or our knowledge obtained
during the audit:
• Directors’ statement with regards to the appropriateness
of adopting the going concern basis of accounting and
any material uncertainties identified set out on pages
79 to 80;
• Directors’ explanation as to its assessment of the
company’s prospects, the period this assessment covers
and why the period is appropriate set out on pages
79 to 80;
• Directors’ statement on whether it has a reasonable
expectation that the group will be able to continue in
operation and meets its liabilities set out on page 79 to 80;
• Directors’ statement on fair, balanced and understandable
set out on page 156;
• Board’s confirmation that it has carried out a robust
assessment of the emerging and principal risks set out on
pages 71 to 78;
• The section of the annual report that describes the review
of effectiveness of risk management and internal control
systems set out on pages 114 to 118; and
• The section describing the work of the audit committee
set out on pages 114 to 118.
Responsibilities of directors
As explained more fully in the directors’ responsibilities
statement set out on page 162, 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.
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172
In preparing the financial statements, the directors are
responsible for assessing the group and parent company’s
ability to continue as a going concern, disclosing, as
applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either
intend to liquidate the group or the parent company or to
cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the
financial statements
Our objectives are to obtain reasonable assurance about
whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error,
and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is
not a guarantee that an audit conducted in accordance
with ISAs (UK) will always detect a material misstatement
when it exists. Misstatements can arise from fraud or
error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence
the economic decisions of users taken on the basis of these
financial statements.
Explanation as to what extent the audit was
considered capable of detecting irregularities,
including fraud
Irregularities, including fraud, are instances of non-
compliance with laws and regulations. We design procedures
in line with our responsibilities, outlined above, to detect
irregularities, including fraud. The risk of not detecting a
material misstatement due to fraud is higher than the risk
of not detecting one resulting from error, as fraud may
involve deliberate concealment by, for example, forgery or
intentional misrepresentations, or through collusion. The
extent to which our procedures are capable of detecting
irregularities, including fraud is detailed below.
However, the primary responsibility for the prevention
and detection of fraud rests with both those charged with
governance of the company and management.
• We obtained an understanding of the legal and regulatory
frameworks that are applicable to the group and
determined that the most significant are those that relate
to the reporting framework (UK adopted international
accounting standards as applied in accordance with
section 408 of the Companies Act 2006), the relevant tax
compliance regulations in the UK, employment law and
building safety regulations.
• We understood how Henry Boot PLC is complying with
those frameworks by making enquiries of management,
Internal Audit, those responsible for legal and compliance
procedures and the Company Secretary. We corroborated
our enquiries through our review of board minutes and
papers provided to the Audit Committee.
• We assessed the susceptibility of the group’s financial
statements to material misstatement, including how
fraud might occur by meeting with management from
various parts of the business to understand where it
considered there was a susceptibility to fraud. We also
considered performance targets and their propensity
to influence efforts made by management to manage
earnings. We considered the programmes and controls
that the group has established to address risks identified,
or that otherwise prevent, deter and detect fraud; and
how senior management monitors those programmes and
controls. Where the risk was considered to be higher, we
performed audit procedures to address each identified
fraud risk, as set out in the Key Audit Matters section
above. These procedures included testing manual journals
and were designed to provide reasonable assurance that
the financial statements were free from material fraud
and error.
• Based on this understanding we designed our audit
procedures to identify non-compliance with such laws
and regulations. Our procedures involved journal entry
testing, with a focus on manual consolidation journals,
and journals indicating large or unusual transactions
based on our understanding of the business; enquiries
of group management and Internal Audit; and focused
testing, as referred to in the key audit matters section
above. In addition, we completed procedures to conclude
on the compliance of the disclosures in the Annual
Report and Accounts with the requirements of the
relevant accounting standards, UK legislation and the UK
Corporate Governance Code 2018.
A further description of our responsibilities for
the audit of the financial statements is located
on the Financial Reporting Council’s website at
https://www.frc.org.uk/auditorsresponsibilities.
This description forms part of our auditor’s report.
Other matters we are required to address
• Following the recommendation from the audit committee,
we were appointed by the company on 23 May 2024
to audit the financial statements for the year ending
31 December 2024 and subsequent financial periods.
The period of total uninterrupted engagement including
previous renewals and reappointments is five years,
covering the years ending 31 December 2020 to
31 December 2024.
• The audit opinion is consistent with the additional report
to the audit committee.
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.
Victoria Venning (Senior statutory auditor)
for and on behalf of Ernst & Young LLP, Statutory Auditor
Manchester
11 April 2025
173
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
Note
2024
£’000
2023
£’000
Revenue
1
328,379
359,399
Cost of sales
(253,836)
(282,634)
Gross profit
74,543
76,765
Other income
1
–
4,800
Administrative expenses
(47,317)
(44,342)
27,226
37,223
Increase in fair value of investment properties
14
4,464
307
Profit on sale of investment properties
102
733
Profit on sale of assets held for sale
–
1,571
Share of profit of joint ventures and associates
16
2,431
371
Operating profit
3
34,223
40,205
Finance income
5
5,115
3,357
Finance costs
6
(8,678)
(6,260)
Profit before tax
30,660
37,302
Tax
7
(7,030)
(8,759)
Profit for the year from continuing operations
23,630
28,543
Other comprehensive income/(expense) not being reclassified to
profit or loss in subsequent years:
Revaluation of group occupied property
12
64
(228)
Deferred tax on property revaluations
19
(67)
279
Actuarial gain/(loss) on defined benefit pension scheme
28
2,196
(3,066)
Deferred tax on actuarial gain/(loss)
19
(549)
767
Total other comprehensive income not being reclassified to profit or loss in
subsequent years
1,644
(2,248)
Total comprehensive income for the year
25,274
26,295
Profit for the year attributable to:
Owners of the Parent Company
23,333
26,299
Non-controlling interests
297
2,244
23,630
28,543
Total comprehensive income attributable to:
Owners of the Parent Company
24,977
24,051
Non-controlling interests
297
2,244
25,274
26,295
Basic earnings per ordinary share for the profit attributable to owners of the
Parent Company during the year
9
17.4p
19.7p
Diluted earnings per ordinary share for the profit attributable to owners of the
Parent Company during the year
9
17.0p
19.3p
Consolidated statement of
comprehensive income
For the year ended 31 December 2024
henryboot.co.uk
174
Group
Parent Company
Note
2024
£’000
2023
£’000
2024
£’000
2023
£’000
Assets
Non-current assets
Intangible assets
11
617
2,179
–
–
Property, plant and equipment
12
29,293
29,218
2,495
3,021
Right-of-use assets
13
3,460
3,986
1,615
2,022
Investment properties
14
96,275
100,602
–
–
Investments
15
–
–
38,906
37,771
Investment in joint ventures and associates
16
13,280
10,484
–
–
Retirement benefit asset
28
9,930
7,725
9,930
7,725
Trade and other receivables
18
8,458
39,263
193,366
190,233
Deferred tax assets
19
219
213
244
244
161,532
193,670
246,556
241,016
Current assets
Inventories
20
332,871
297,618
–
–
Contract assets
17
12,693
13,659
–
–
Trade and other receivables
18
90,467
76,416
25,803
40,881
Cash
16,764
13,034
9,535
5,572
Current tax receivable
–
–
2,664
–
Assets held for sale
21
9,315
–
–
–
462,110
400,727
38,002
46,453
Liabilities
Current liabilities
Trade and other payables
23
89,820
73,477
66,490
68,350
Contract liabilities
22
4,882
1,060
–
–
Current tax liabilities
2,909
6,677
–
5,499
Borrowings
26
74,443
84,819
72,542
84,102
Lease liabilities
13
895
728
392
232
Provisions
28
1,723
3,221
–
–
174,672
169,982
139,424
158,183
Net current assets/(liabilities)
287,438
230,745
(101,422)
(111,730)
Non-current liabilities
Trade and other payables
23
11,991
2,501
197
–
Borrowings
26
1,092
1,699
–
–
Lease liabilities
13
3,017
3,547
1,579
1,982
Deferred tax liability
19
7,568
5,372
2,845
2,162
Provisions
27
154
1,178
–
–
23,822
14,297
4,621
4,144
Net assets
425,148
410,118
140,513
125,142
Equity
Share capital
30
13,801
13,799
13,801
13,799
Property revaluation reserve
31
1,008
1,011
–
–
Retained earnings
31
399,791
383,219
117,927
102,833
Other reserves
31
8,293
8,248
9,430
9,385
Cost of shares held by ESOP trust
32
(645)
(875)
(645)
(875)
Equity attributable to owners
of the Parent Company
422,248
405,402
140,513
125,142
Non-controlling interests
37
2,900
4,716
–
–
Total equity
425,148
410,118
140,513
125,142
The Parent Company made a profit for the year of £21,855,000 (2023: £13,304,000).
The Financial Statements on pages 174 to 235 of Henry Boot PLC, registered number 160996, were approved by the Board of
Directors and authorised for issue on 11 April 2025.
On behalf of the Board
Tim Roberts
Director
Darren Littlewood
Director
Statement of
financial position
As at 31 December 2024
175
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
Statement of
changes in equity
For the year ended 31 December 2024
Attributable to owners of the Parent Company
Group
Note
Share
capital
£’000
Property
revaluation
reserve
£’000
Retained
earnings
£’000
Other
reserves
£’000
Cost of
shares held
by ESOP
trust
£’000
Total
£’000
Non-
controlling
interests
£’000
Total
equity
£’000
At 1 January 2023
13,763
2,352
365,692
7,482
(967)
388,322
5,967
394,289
Profit for the year
31
–
–
26,299
–
–
26,299
2,244
28,543
Other comprehensive expense
–
51
(2,299)
–
–
(2,248)
–
(2,248)
Total comprehensive income
–
51
24,000
–
–
24,051
2,244
26,295
Transfer between reserves1
–
(1,392)
1,392
–
–
–
–
–
Equity dividends
10
–
–
(9,274)
–
–
(9,274)
(3,495)
(12,769)
Purchase of treasury shares
–
–
–
–
(98)
(98)
–
(98)
Proceeds from shares issued
36
–
–
766
–
802
–
802
Share-based payments
31, 32
–
–
1,409
–
190
1,599
–
1,599
36
(1,392)
(6,473)
766
92
(6,971)
(3,495)
(10,466)
At 31 December 2023
13,799
1,011
383,219
8,248
(875)
405,402
4,716
410,118
Profit for the year
31
–
–
23,333
–
–
23,333
297
23,630
Other comprehensive expense
–
(3)
1,647
–
–
1,644
–
1,644
Total comprehensive income
–
(3)
24,980
–
–
24,977
297
25,274
Equity dividends
10
–
–
(10,019)
–
–
(10,019)
(2,113)
(12,132)
Proceeds from shares issued
2
–
–
45
–
47
–
47
Share-based payments
31, 32
–
–
1,611
–
230
1,841
–
1,841
2
–
(8,408)
45
230
(8,131)
(2,113)
(10,244)
At 31 December 2024
13,801
1,008
399,791
8,293
(645)
422,248
2,900
425,148
1
Transfer of realised profits on disposal of revalued property.
Parent Company
Note
Share
capital
£’000
Retained
earnings
£’000
Other
reserves
£’000
Cost of
shares held
by ESOP
trust
£’000
Total
equity
£’000
At 1 January 2023
13,763
100,680
8,619
(967)
122,095
Profit for the year
8
–
13,304
–
–
13,304
Other comprehensive income
–
(2,299)
–
–
(2,299)
Total comprehensive income
–
11,005
–
–
11,005
Equity dividends
10
–
(9,274)
–
–
(9,274)
Purchase of treasury shares
–
–
–
(98)
(98)
Proceeds from shares issued
36
–
766
–
802
Share-based payments
32
–
422
–
190
612
36
(8,852)
766
92
(7,958)
At 31 December 2023
13,799
102,833
9,385
(875)
125,142
Profit for the year
8
–
21,855
–
–
21,855
Other comprehensive income
–
1,647
–
–
1,647
Total comprehensive income
–
23,502
–
–
23,502
Equity dividends
10
–
(10,019)
–
–
(10,019)
Proceeds from shares issued
2
–
45
–
47
Share-based payments
32
–
1,611
–
230
1,841
2
(8,408)
45
230
(8,131))
At 31 December 2024
13,801
117,927
9,430
(645)
140,513
henryboot.co.uk
176
Statement of
cash flows
For the year ended 31 December 2024
Group
Parent Company
Note
2024
£’000
2023
£’000
2024
£’000
2023
£’000
Cash flows from operating activities
Cash generated from operations
33
42,573
5,871
3,935
(1,174)
Interest paid
(7,772)
(5,475)
(6,859)
(4,978)
Tax paid
(9,235)
(3,797)
(6,500)
(2,000)
Net cash flows from operating activities
25,566
(3,401)
(9,424)
(8,152)
Cash flows from investing activities
Purchase of property, plant and equipment (excluding
equipment for hire)
12
(1,391)
(4,074)
(68)
(2,916)
Capital expenditure on investment property
14
(96)
(8,017)
–
–
Proceeds on disposal of property, plant and equipment
(excluding equipment held for hire)
272
432
–
–
Proceeds on disposal of assets held for sale
–
4,713
–
–
Proceeds on disposal of investment properties
625
7,764
–
–
Advances of loans to joint ventures and associates
(17,410)
(24,321)
–
–
Repayment of loans from joint ventures and associates
13,456
10,868
–
–
Advances made to subsidiary undertakings
–
–
(13,427)
(16,769)
Repayments received from subsidiary undertakings
–
–
21,948
9,911
Proceeds on disposal of investment in joint ventures
16
–
–
–
–
Interest received
3,695
1,830
352
269
Dividends received from joint ventures and subsidiaries
8, 16
2,850
900
35,484
25,139
Net cash flows from investing activities
2,001
(9,905)
44,289
15,634
Cash flows from financing activities
Proceeds from shares issued
47
802
47
802
Purchase of treasury shares
–
(98)
–
(98)
Advances from joint ventures and associates
–
12
–
–
Repayment to joint ventures and associates
(75)
–
–
–
Advances received from subsidiary undertakings
–
–
9,466
2,007
Repayments made to subsidiary undertakings
–
–
(18,675)
(24,660)
Repayment of borrowings
(56,117)
(36,510)
(54,500)
(35,500)
Proceeds from new borrowings
45,134
58,028
43,500
54,000
Principal elements of lease payments
(694)
(526)
(161)
(96)
Dividends paid
– ordinary shares
10
(9,998)
(9,253)
(9,998)
(9,253)
– non-controlling interests
10
(2,113)
(3,495)
–
–
– preference shares
10
(21)
(21)
(21)
(21)
Net cash flows from financing activities
(23,837)
8,939
(30,342)
(12,819)
Net increase/(decrease) in cash and cash equivalents
3,730
(4,367)
4,523
(5,337)
Cash and cash equivalents at beginning of year
13,034
17,401
4,970
10,307
Cash and cash equivalents at end of year
16,764
13,034
9,493
4,970
177
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
The principal Accounting Policies adopted in the preparation of the group’s Financial Statements are set out below.
These policies have been consistently applied to all years presented, unless otherwise stated.
The company is a public limited company, listed on the London Stock Exchange and incorporated and domiciled in the United
Kingdom. The address of its registered office is Isaacs Building, 4 Charles Street, Sheffield, England, United Kingdom S1 2HS.
Basis of preparation and statement of compliance
The Consolidated Financial Statements of the group and the Financial Statements of the Parent Company have been prepared
in accordance with UK-adopted International Accounting Standards (IASs). They have been prepared on the historical cost
basis, except for financial instruments, investment properties and group occupied land and buildings, which are measured at
fair value.
The Directors have taken advantage of the exemption available under Section 408 of the Companies Act and not presented a
statement of comprehensive income for the Parent Company alone. See note 8.
The group has considered the impact of climate change when preparing the Financial Statements. In particular, the potential
effect on balance sheet assets arising from either future physical or transition risk. Having undertaken this process, we are
satisfied no impairments are required at this time, largely due to the natural churn and development of property assets,
continued investment and replacement of plant hire equipment, and the consideration of appraisal processes on land
acquisitions.
Consolidation
The Consolidated Financial Statements are a consolidation of the Financial Statements of the Parent Company and all
entities controlled by the company (its subsidiaries) made up to 31 December each year. Subsidiaries are all entities over
which the group has control. The group controls an entity when the group is exposed to, or has rights to, variable returns
from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries
are fully consolidated from the date on which control is transferred to the group. They are deconsolidated from the date that
control ceases.
Where necessary, adjustments are made to the Financial Statements of subsidiaries to bring the Accounting Policies
used in line with those used by the group. All intra-group transactions, balances, income and expenses are eliminated on
consolidation. The results of subsidiaries acquired or disposed of during the year are included in the Consolidated Statement
of Comprehensive Income from the effective date of acquisition or to the effective date of disposal. Non-controlling interests
in the fair value of the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-
controlling interests consist of the amount of those interests at the date of the original business combination and the non-
controlling interests’ share of changes in equity since the date of the combination.
In the Parent Company’s Financial Statement, investments in subsidiaries are accounted for at cost less impairment. Cost also
includes direct attributable costs of investment.
Going concern
In undertaking their going concern review, which covers the period to December 2026, the Directors considered the group’s
principal risk areas that they consider material to the assessment of going concern.
As the UK economy continues to prove challenging, the Directors have assessed the groups ability to operate in a more
uncertain environment in modelling a base case scenario. They have also modelled what they consider to be a severe
downside scenario, including further curtailment in activities.
The downside assumes that for 2025:
1. Construction and Development activity only takes place where contracted;
2. Hallam Land has no sales unless well progressed or already contracted;
3. Stonebridge Homes has a 10% decline in house prices along with a 25% reduction in the number of plots sold; and
4. Banner Plant revenue declines by 19%.
The downside assumes that 2026 results will recover.
This downside model assumes that acquisition and development spend is restricted other than that already committed.
This is consistent with previous experience in recessionary environments, allowing the group to retain and even improve
the cash position in the event of a severe downside scenario, the impact on the profit and loss account would, however,
be unavoidable.
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
178
The group meets its day-to-day working capital requirements through a secured loan facility. The facility with Barclays Bank
PLC, HSBC UK Bank plc and National Westminster Bank Plc runs for three years and includes two one-year extensions. The
facility of £125m in place at 31 December 2024 includes an accordion to increase the facility by up to £60m, increasing the
overall facility to £185m. The group has extended the facility on 21 March 2025 to £140m, which increases the headroom over
the going concern period.
None of the modelling undertaken by the Directors gives rise to any breach of bank facility covenants. The most sensitive
covenant in our facilities relates to the ratio of EBIT (Earnings Before Interest and Tax) on a 12-month rolling basis to senior
facility finance costs. Our downside modelling, which reflects a 26% reduction in revenue and a 63% reduction in operating
profit from our base case for 2025, demonstrates headroom over this covenant throughout the forecast period to the end of
December 2026.
The Directors have also performed a break case scenario that sees the EBIT cover covenant breached. This scenario is
considered to be remote.
The Directors expect that the company and the group will have adequate resources, liquidity and available bank facilities to
continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis of
accounting in preparing the Financial Statements.
Operating segments
The chief operating decision maker is the person or group that allocates resources to, and assesses the performance of, the
operating segments of an entity. The group has determined that its chief operating decision maker is the Board of Henry Boot
PLC (the ‘Board’).
Management has determined the operating segments based on the reports reviewed by the Board in making
strategic decisions.
The Board considers the business based on the following operating segments:
• Property investment and development, inclusive of property investment, property development, housebuilding and
associated trading activities;
• Land Promotion, inclusive of land management, development and trading activities; and
• Construction, inclusive of its PFI company and plant hire activities.
While the following is not a reportable segment, information about it is considered by the Board in conjunction with the
reportable segments:
• Group overheads, comprising central services, pensions, head office administration, in-house leasing and financing
activities.
Joint ventures and associates
Joint ventures are all entities in which the group has shared control with another entity, established by contractual agreement.
Associates are all entities over which the group has significant influence, but not control, generally accompanied by a share
of between 20% and 50% of the voting rights. Joint ventures and associates are accounted for using the equity method
of accounting and are initially recognised at cost. The group’s share of profits or losses is recognised in the Consolidated
Statement of Comprehensive Income. If the share of losses equals its investment, the group does not recognise further losses,
except to the extent that there are amounts receivable that are long term and may not be settled in the foreseeable future.
Unrealised gains on transactions between the group and its joint ventures and associates are eliminated to the extent of the
group’s interest in them. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of
the asset transferred. The accounting policies of the joint ventures and associates are consistent with those of the group.
179
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
Business combinations and goodwill
Acquisitions of subsidiaries and businesses are accounted for using the acquisition method. The consideration for each
acquisition is measured as the aggregate of the fair values (at the date of exchange) of assets given, liabilities incurred or
assumed, and equity instruments issued by the group in exchange for control of the acquiree.
The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration
agreement. Subsequent changes in fair value of contingent consideration classified as a financial asset or financial liability
are accounted for in accordance with IFRS 9. Identifiable assets acquired and liabilities and contingent liabilities assumed
in a business combination are measured, initially, at their fair values at the acquisition date. Acquisition-related costs are
recognised in the Consolidated Statement of Comprehensive Income as incurred.
Goodwill arising on consolidation of subsidiary undertakings is recognised as an asset and initially measured at cost, being the
excess of the cost of the business combination over the group’s interest in the net fair value of the identifiable assets, liabilities
and contingent liabilities recognised. Goodwill is, subsequently, measured at cost less any accumulated impairment losses.
Goodwill is subjected to an impairment test at the reporting date or when there has been an indication that the goodwill
should be impaired; any loss is recognised immediately through the Consolidated Statement of Comprehensive Income
and is not, subsequently, reversed. For the purpose of impairment testing, goodwill is allocated to cash-generating units.
The allocation is made to those cash-generating units that are expected to benefit from the business combination in which
goodwill arose.
Critical judgements and estimates
The critical judgements and estimates in applying the group’s Accounting Policies that have the most significant effect on the
amounts recognised in the Financial Statements, apart from those noted below, relate to revenue recognition and inventories.
These are referred to on page 182 and 184, and each is interpreted by management in the light of IFRS 15 ‘Revenue from
Contracts with Customers’ and IAS 2 ‘Inventories’.
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, are:
• Retirement benefit costs – the estimates used in retirement benefit costs are arrived at in conjunction with the scheme’s
actuary and advisers, those having the most significant impact being the liabilities discount rate, RPI and mortality rates.
Note 28 to the Financial Statements gives details of the sensitivity surrounding these estimates;
• Fair value of investment properties and of group occupied properties – the fair value of completed investment property
and of group occupied property is determined by independent valuation experts using the yield method valuation
technique. The fair value of investment property under construction has been determined using the residual method by
the Directors of the company. The most significant estimates used in these valuations are rental values, yields and costs
to complete. Notes 12 and 14 to the Financial Statements give details of the valuation methods used and the sensitivity
surrounding these estimates. In determining fair value measurement, the impact of climate-related matters, including
legislation, which may affect the fair value measurement of investment property, has been considered; and
• Provisions – amounts recognised in relation to provisions are based on assumptions in respect of cost estimates, the timing
of cash flows and discount rates used. Note 27 to the Financial Statements gives details of the sensitivity surrounding
these estimates.
The reference to estimates in policy notes on IFRS 15 ‘Revenue from Contracts with Customers’ and IAS 2 ‘Inventories’ is
not intended to comply with the requirements of paragraph 125 of IAS 1 ‘Presentation of Financial Statements’, as it is not
expected there is a significant risk of a material adjustment to the carrying amount of assets and liabilities within the next
financial year.
Revenue recognition
Revenue is measured based on the consideration specified in a contract with a customer at an amount that reflects the
consideration to which the group expects to be entitled in exchange for transferring promised goods or services to a
customer and excluding amounts collected on behalf of third parties. The group recognises revenue when it transfers control
over a product or service to a customer. Where consideration is not specified within the contract and, therefore, subject to
variability, the group estimates the amount of consideration to be received from its customer. The consideration recognised
is the amount that is highly probable not to result in a significant reversal in future periods. Where a modification to an
existing contract occurs, the group assesses the nature of the modification and whether it represents a separate performance
obligation required to be satisfied by the group or whether it is a modification to the existing performance obligation.
The group has some contracts for which the period between the transfer of the promised goods or services to the customer
and payment by the customer exceeds one year. The group adjusts its transaction price for the time value of money.
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
180
The group’s activities are wide ranging and, as such, depending on the nature of the product or service delivered and the
timing of when control is passed to the customer, the group will account for revenue over time or at a point in time. Where
revenue is measured over time, the group uses the input method to measure progress of delivery.
Product and service
Nature, timing of satisfaction of performance obligations and significant payment terms
Construction contracts
Typically, the group’s construction contracts consist of one performance obligation, being
the delivery of construction works. However, for certain contracts (for example, where
contracts involve separate phases or products that are not highly interrelated), multiple
performance obligations exist. Where multiple performance obligations exist, total
transaction price is allocated to performance obligations based on the relative stand-alone
selling prices of each performance obligation.
Revenue attributed to each performance obligation is recognised over time based on the
percentage of completion, as the benefit is transferred to the customer, reflecting the
enhancement in value of the customer’s asset. The percentage of completion is calculated
as the costs incurred to date as a percentage of the total costs expected to satisfy the
performance obligation. Estimates of revenues, costs or extent of progress toward
completion are revised if circumstances change. Any resulting increases or decreases in
estimated revenues or costs are reflected in the percentage of completion calculation in the
period in which the circumstances that give rise to the revision become known.
Losses are recorded in full when the unavoidable costs of fulfilling a contract exceed the
economic benefits.
Any revenues recognised in excess of amounts invoiced are recognised as contract
assets within current assets. Any payments received in excess of revenue recognised are
recognised as contract liabilities within current liabilities.
Sale of land and properties
Revenue from the sale of land and properties is generally a single performance obligation,
which is satisfied at the point in time when control of the land and properties has passed,
typically on legal completion when the legal title has transferred.
Land and properties are treated as disposed when control of the asset is transferred to the
buyer. Typically, this will either occur on unconditional exchange or on completion. Where
completion is expected to occur significantly after exchange, or where the group continues
to have significant outstanding obligations after exchange, the control will not usually
transfer to the buyer until completion.
Variable consideration such as overages are estimated based on the amount of
consideration the group expects to be entitled to, taking into account the terms which may
give rise to variability and it is only recognised where it is highly probable there will not be
a significant future reversal. This is estimated at contract inception and reassessed over the
life of the contract.
Revenue includes the fair value of consideration received or receivable on the sale of part
exchange properties.
PFI concession
Revenue from the group’s PFI concession is recognised at the point in time, by the
calculation of ‘shadow tolls’ based on individual vehicle usage of the A69.
The concession is accounted for in accordance with IFRIC 12 ‘Service Concession
Arrangements’ using the intangible asset model.
Operating leases
(recognised as income
under IFRS 16 ‘Leases’)
Revenue from operating leases is recognised on a straight-line basis over the lease
term, except for contingent rental income, which is recognised in the period in which it
was earned. When the group provides incentives to its tenants, the cost of incentives is
recognised over the lease term, on a straight-line basis, as a reduction to revenue.
Plant and equipment hire
(recognised as income
under IFRS 16 ‘Leases’)
Revenue from plant and equipment hire is measured as the fair value of rental proceeds,
which relate to the period of account.
181
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
Judgements and other estimates in applying IFRS 15 ‘Revenue from Contracts with Customers’
The following are the judgements and other estimates in applying accounting policies that the Directors have made in the
process of applying IFRS 15 ‘Revenue from Contracts with Customers’ and that have the most significant effect on the
amounts recognised in the Consolidated Financial Statements.
Estimates in determining the recognition of revenue on construction contracts over time – construction contract revenue
is recognised in accordance with the stage of completion of the contract where the contract’s outcome can be estimated
reliably. The principal method used to recognise the stage of completion is the input method using cost incurred to date as
a percentage of estimated total costs to complete. The assessment of the final outcome of each contract is determined by
regular review of the revenues and costs to complete that contract by an in-house or external survey of the work.
Judgement in determining the recognition of revenue at a point in time on land sale contracts – there is often judgement
involved in evaluating when a customer obtains control of land during a sale, particularly where the contract includes licensing
(or the granting of early access to housebuilders before completion), risk or deferred payment term clauses. In determining the
revenue recognition, the Directors consider the present right for payment, legal title, physical possession, risks and rewards of
ownership and acceptance of the asset in forming their opinion. Where necessary, third-party advice is taken.
Interest income and expense
Interest income and expense are recognised within ‘Finance income’ and ‘Finance costs’ in the Consolidated Statement of
Comprehensive Income using the effective interest rate method, except for borrowing costs relating to qualifying assets,
which are capitalised as part of the cost of that asset. The group has chosen not to capitalise borrowing costs on all qualifying
assets, which are measured at fair value.
The effective interest rate method is a method of calculating the amortised cost of a financial asset or financial liability and of
allocating the interest income or interest expense over the relevant period. The effective interest rate is the rate that exactly
discounts estimated future cash payments or receipts throughout the expected life of the financial instrument, or a shorter
period where appropriate, to the net carrying amount of the financial asset or financial liability.
Leasing
Where the group acts as a lessor in the case of operating leases, rentals receivable are recognised on a straight-line basis over
the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the
carrying amount of the leased asset and recognised over the lease term on the same basis as rental income.
Leases
The group assesses whether a contract is, or contains, a lease, at inception of the contract. The group recognises a right-of-
use asset and a corresponding lease liability with respect to all lease arrangements in which it is the lessee, except for short-
term leases (defined as leases with a lease term of 12 months or less) and leases of low-value assets. For these leases, the
group recognises the lease payments as an operating expense on a straight-line basis over the term of the lease unless another
systematic basis is more representative of the time pattern in which economic benefits from the leased assets are consumed.
Lease liability: The lease liability is initially measured at the present value of the lease payments that are not paid at the
commencement date, discounted by using the rate implicit in the lease. If this rate cannot be readily determined, the group
uses an incremental borrowing rate, which is the rate of interest that the lessee would have to pay to borrow over a similar
term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of-use asset in a similar
economic environment.
Right-of-use assets: The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease
payments made at or before the commencement day and any initial direct costs. They are, subsequently, measured at cost
less accumulated depreciation and impairment losses. Right-of-use assets are depreciated over the shorter period of lease
term and useful life of the underlying asset.
The group applies IAS 36 to determine whether a right-of-use asset is impaired and accounts for any identified impairment
loss in line with the group’s existing impairment accounting policy.
Sale and leaseback
The group’s sale and leaseback of assets entered into in 2023 were accounted for such that the transfer of the asset is not
deemed a sale under IFRS 15, this is on the basis that control of the assets remain with the group as the group has the right to
repurchase the assets.
As the transfers do not qualify as a sale, the group accounts for the transaction as a financing transaction. This means that the
group continues to recognise the asset on its balance sheet within property, plant and equipment, and that the proceeds from
the sale and leaseback are recognised as a financial liability at amortised cost in accordance with IFRS 9. This arrangement is
similar to a loan secured over the underlying asset. Cash flows are reported in new borrowings and repayment of borrowings
on the group’s cash flow statement.
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
182
Share-based payments
Equity-settled share-based payments to employees of the company and its subsidiary undertakings are measured at fair value
of the equity instruments at the date of grant and are expensed on a straight-line basis over the vesting period. Fair value is
measured using a Monte Carlo pricing model, taking into account any market performance conditions, and excludes the effect
of non-market-based vesting conditions. Details regarding the determination of the fair value of equity-settled share-based
transactions are set out in note 30. At each reporting period date, the group estimates the number of equity instruments
expected to vest as a result of the effect of non-market-based vesting conditions. The impact of the revision, if any, is
recognised in the Consolidated Statement of Comprehensive Income with a corresponding adjustment to equity reserves.
SAYE share options are treated as cancelled when employees cease to contribute to the scheme. This results in accelerated
recognition of the expenses that would have arisen over the remainder of the original vesting period.
Intangible assets excluding goodwill
Intangible assets are stated at cost less accumulated amortisation and impairment. The PFI asset, which is accounted for
under IFRIC 12 ‘Service Concession Arrangements’, represents the capitalised cost of the initial project, together with the
capitalised cost of any additional major works to the road and structures, which are then amortised, on a straight-line basis,
over 20 years or the remaining life of the concession. The concession lasts a period of 30 years and has a further year to run.
Property, plant and equipment
Group occupied properties are stated in the Statement of Financial Position at their revalued amounts, being the fair value,
based on market values, less any subsequent accumulated depreciation or impairment loss. Fair value is determined annually
by independent valuers. Surpluses on revaluations are recorded in OCI and credited to the revaluation reserve. However,
to the extent that it reverses a revaluation deficit of the same asset previously recognised in profit or loss, the increase is
recognised in profit or loss. Deficits on revaluations are charged against the revaluation reserve to the extent that there are
available surpluses relating to the same asset and are otherwise charged to profit or loss in the Consolidated Statement of
Comprehensive Income. The residual value of group occupied properties is deemed to be the lower of fair value and original
cost of the properties which are held for capital appreciation.
Equipment held for hire, vehicles and office equipment are stated at cost less accumulated depreciation and any recognised
impairment loss. Cost includes the original purchase price of the asset plus any costs attributable to bringing the asset to its
working condition for its intended use.
Depreciation is charged so as to write off the cost or valuation of assets over their estimated useful lives, using the straight-line
method, mainly at the following annual rates:
• Land and buildings – 4%
• Leasehold improvements – between 10% and 20% or based on lease term
• Equipment held for hire – between 6% and 50%
• Vehicles – between 10% and 25%
• Office equipment – between 25% and 33%
Investment property
Investment properties are those properties that are not occupied by the group and are held for long-term rental yields, capital
appreciation or both. Investment property also includes property that is being constructed or developed for future use as
investment property.
Investment properties are, initially, measured at cost, including related transaction costs.
At each subsequent reporting date, investment properties are remeasured to their fair value; further information regarding the
valuation methodologies applied can be found in note 14 to the Financial Statements. Movements in fair value are included in
the Consolidated Statement of Comprehensive Income.
Where the group employs professional valuers, the valuations provided are subject to a comprehensive review to ensure they
are based on accurate and up-to-date tenancy information. Discussions are also held with the valuers to test the valuation
assumptions applied and comparable evidence utilised to ensure they are appropriate in the circumstances.
Subsequent expenditure is capitalised to the asset’s carrying value only where it is probable that the future economic benefits
associated with the expenditure will flow to the group. All other expenditure is expensed to the Consolidated Statement of
Comprehensive Income in the period in which it arises.
Investment property is derecognised when it is disposed of at its carrying value.
Where specific investment properties have been identified as being for sale within the next 12 months, a sale is considered
highly probable and the property is immediately available for sale, their fair value is shown under assets classified as held-for-
sale within current assets, measured in accordance with the provisions of IAS 40 ‘Investment Property’.
183
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
Inventories
Inventories are stated at the lower of cost and estimated net realisable value and are subject to regular impairment reviews.
Inventories comprise developments in progress, land held for development or sale, options to purchase land and planning
promotion agreements.
• Property developments in progress includes properties being developed for onward sale.
• Housebuilder land and work in progress includes construction of residential housing for onward sale.
• Land held for development or sale is land owned by the group that is promoted through the planning process in order to
gain planning permission, adding value to the land.
• Options to purchase land are agreements that the group entered into with the landowners whereby the group has the
option to purchase the land within a limited time frame. The landowners are not generally permitted to sell to any other
party during this period, unless agreed to by the group. Within the time frame, the group promotes the land through the
planning process at its expense in order to gain planning permission. Should the group be successful in obtaining planning
permission, it would trigger the option to purchase and subsequently sell on the land.
• Planning promotion agreements are agreements that the group has entered into with the landowners, whereby the group
acts as promoter for the landowners in exchange for a fee of a set percentage of the proceeds or profit of the eventual sale.
The group promotes the land through the planning process at its own expense. If the land is sold, the group will receive a
fee for its services.
• The group capitalises various costs in promoting land held under planning promotion agreements. In some instances, the
agreements allow for the group to be reimbursed certain expenditure following the conclusion of a successful sale, at
which point the reimbursed costs are recognised as revenue. These costs are held in inventory at the lower of cost and
estimated net realisable value.
Inventories comprise all the direct costs incurred in bringing the individual inventories to their present state at the reporting
date, including any reimbursable promotion costs, less the value of any impairment losses.
Impairment reviews are considered on a site-by-site or individual development basis by management at each reporting date;
write-downs or reversals are made to ensure that inventory is then stated at the lower of cost or net realisable value.
Net realisable value is considered in the light of progress made in the planning process, feedback from local planning officers,
development appraisals and other external factors that might be considered likely to influence the eventual outcome.
Where it is considered that no future economic benefit will arise, costs are written off to the Consolidated Statement of
Comprehensive Income.
Where individual parcels of land held for development are disposed of out of a larger overall development site, costs are
apportioned based on an acreage allocation after taking into account the cost or net realisable value of any remaining residual
land that may not form part of the overall development site or that may not be available for development. Where the group
retains obligations attached to the development site as a whole, provisions are made relating to these disposals on the same
acreage allocation basis.
Other estimates in applying IAS 2 ‘Inventories’
The following are the estimates in applying accounting policies that the Directors have made in the process of applying IAS 2
‘Inventories’, and that have the most significant effect on the amounts recognised in the Consolidated Financial Statements.
Estimates in determining the carrying value of work in progress inventory – there is often estimation involved in forecasting
future costs to complete and selling prices, which can be affected by market conditions and unexpected events. In
determining the carrying value, the Directors consider previous experience, communications with suppliers and market trends
in forming their opinion. Where necessary, third-party advice is taken.
Assets classified as held for sale
Non-current assets are classified as held for sale when their carrying amount is to be recovered, principally, through a sale
transaction and a sale is considered highly probable. They are stated at the lower of carrying amount and fair value less costs
to sell, or fair value in the case of Investment Property, if their carrying amount is to be recovered, principally, through a sale
transaction rather than through continuing use and a sale is considered highly probable.
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
184
Tax
The tax charge on the profit or loss for the year comprises the sum of tax currently payable and any deferred tax movements
in the year.
Tax currently payable is based on taxable profit for the year adjusted for any tax payable or repayable in respect of earlier
years. Taxable profit differs from net profit as reported in the Consolidated Statement of Comprehensive Income because
it excludes items of income or expense that are taxable or deductible in other years and items that may never be taxable or
deductible.
The group’s liability for current taxation is calculated using tax rates that have been enacted, or substantively enacted, by the
reporting date.
Corporation tax liabilities of wholly owned subsidiary companies are, generally, transferred to and paid by the Parent
Company and credit is given by the Parent Company for loss relief surrendered.
Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and
liabilities in the Financial Statements and the corresponding tax bases used in computing taxable profits.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer
probable that sufficient taxable profits or gains will be available to allow all or part of the assets to be recovered.
The carrying value of the group’s investment property is assumed to be realised by sale and the deferred tax is then calculated
based on the respective temporary differences and tax consequences arising from this assumption.
Deferred tax is calculated at tax rates that are expected to apply in the period when the liability is settled or the asset is
realised, based on rates that have been enacted, or substantively enacted, at the reporting date. Deferred tax is charged
or credited in the Consolidated Statement of Comprehensive Income, except when it relates to items charged or credited
directly to equity, in which case the deferred tax is also dealt with in equity.
Deferred tax assets and deferred tax liabilities are offset where the group has a legally enforceable right to do so and when
the deferred tax assets and liabilities relate to tax levied by the same tax authority where there is an intention to settle the
balances on a net basis.
Financial instruments
The group retains such financial instruments as are required, together with retained earnings, in order to finance the
group’s operations.
Financial assets or financial liabilities are recognised by the group in the Statement of Financial Position only when the group
becomes a party to the contractual provisions of the instrument.
The principal financial instruments are:
• Trade and other receivables are measured initially at fair value and then amortised cost – where the time value of money
is material, receivables are amortised using the effective interest rate method (see Interest income and expense in notes 5
and 6). IFRS 9’s simplified approach to provisioning is used to calculate the group’s lifetime expected credit loss;
• Cash and cash equivalents, which comprise cash in hand, demand deposits and other short-term highly liquid investments
that are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value with an
original maturity of three months or less;
• Trade and other payables, which are on normal credit terms, are not interest bearing and are stated at their nominal values
– where the time value of money is material, payables are carried at amortised cost using the effective interest rate method
(see Interest income and expense in notes 5 and 6); and
• Borrowings – see below.
For the purpose of the statement of cash flows, cash and cash equivalents consist of cash and short-term deposits, as defined
above, net of outstanding bank overdrafts as they are considered an integral part of the group’s cash management.
Borrowings
Borrowings are recognised, initially, at fair value, net of transaction costs incurred. Borrowings are, subsequently, carried at
amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the
Consolidated Statement of Comprehensive Income over the period of the borrowings using the effective interest method.
Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable
that some, or all, of the facility will be drawn down. In this case, the fee is deferred and amortised until the drawdown
occurs. To the extent that there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is
capitalised as a pre-payment for liquidity services and amortised over the period of the facility to which it relates.
185
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
Government grants
Government grants are recognised at their fair value in the Consolidated Statement of Financial Position, within deferred
income, where there is reasonable assurance that the grant will be received and all attached conditions will be complied with.
Government grants relating to revenue items are released to the Statement of Comprehensive Income and recognised
within cost of sales over the period necessary to match the grant on a systematic basis to the costs that they are intended
to compensate.
Government grants relating to capital items are released against the carrying value of the grant supported assets when the
completion conditions of those assets are met.
Provisions
Provisions are recognised when the group has a present obligation (legal or constructive) as a result of a past event. It is
probable that the group will be required to settle that obligation with an outflow of economic benefits and a reliable estimate
can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the
reporting date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using
the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows. Onerous
contracts are provided for at the lower of costs or termination.
When some, or all, of the economic benefits required to settle a provision are expected to be recovered from a third party,
a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the
receivable can be measured reliably.
The land promotion provision represents management’s best estimate of the group’s liability to provide infrastructure and
services as a result of obligations that remain with the group following the disposal of land. Where the infrastructure and
services obligations relate to developments on which land is being disposed of over a number of phases, provisions are
calculated based on an acreage allocation methodology, taking into account the expected timing of cash outflows to settle
the obligations.
The group regularly reviews its contract obligations and whether they are considered to be onerous. In the event that the
costs of meeting the obligations exceed the economic benefits expected to be received through the life of the development, a
provision would be recognised based on the lower of the cost of fulfilling the contract or terminating the contract.
The road maintenance provision represents management’s best estimate of the group’s liability under a five-year rolling
programme for the maintenance of the group’s PFI asset.
Other provisions include any liabilities for which the Directors anticipate that a present obligation would result in a future
outflow of resources, including legal and regulatory penalties or claims, being taken into account in the Financial Statements.
Specific details of the group’s provisions relating to land promotion and road maintenance can be found in note 27.
Retirement benefit costs
Payments to the defined contribution retirement benefit scheme are charged as an expense as they fall due.
The cost of providing benefits under the defined benefit retirement scheme is determined using the Projected Unit Credit
Method, with actuarial calculations being carried out at each reporting date. Actuarial gains and losses are recognised in
full in the period in which they occur. They are recognised within ‘Other comprehensive income’ within the Consolidated
Statement of Comprehensive Income. The net periodic benefit cost, comprising the employer’s share of the service cost and
the net interest cost, is charged to the Consolidated Statement of Comprehensive Income. The group’s net obligations in
respect of the scheme are calculated by estimating the amount of future benefit that employees have earned in return for their
service in the current and prior periods. This is then discounted to present value and the fair value of the scheme’s assets is
then deducted.
Share capital
Ordinary share capital is classified as equity. Preference share capital is classified as equity as it is non-redeemable or is
redeemable only at the company’s option and any dividends are discretionary. Dividends on preference share capital classified
as equity are recognised as distributions within equity.
Dividends
The group recognises a liability to pay a final dividend when the distribution is authorised and the distribution is no longer at
the discretion of the group. Under UK company law, a distribution is authorised when it is approved by the shareholders. An
interim dividend is recognised when paid. A corresponding amount is then recognised directly in equity.
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
186
Impact of new or amended accounting standards and interpretations
At the date of authorisation of these Financial Statements, the following standards, amendments and interpretations to
existing standards are effective or mandatory for the first time for the accounting year ended 31 December 2024:
Effective from
IAS 1 (amended 2020)
‘Classification of Liabilities as Current or Non-Current’
1 January 2024
IAS 1 (amended 2022)
‘Non-Current Liabilities with Covenants’
1 January 2024
IFRS 16 (amended 2022)
‘Lease Liability in a Sale and Leaseback’
1 January 2024
IAS 7 and IFRS 7 (amended 2023)
‘Supplier Finance Arrangements’
1 January 2024
The adoption of these standards and interpretations has not had a significant impact on the group.
At the date of the authorisation of these Financial Statements, the following standards, amendments and interpretations were
in issue, but not yet effective:
Effective from
IAS 21 (amended 2023)
‘Lack of Exchangeability’
1 January 2025
IFRS 7 and IFRS 9 (amended 2024)*
‘Classification and Measurement of Financial Instruments’
1 January 2026
Annual improvements (Volume 11)
‘Annual Improvements to IFRS Standards’
1 January 2026
IFRS 7 and IFRS 9 (amended 2024)*
‘Contracts Referencing Nature-Dependent Electricity’
1 January 2026
IFRS 18 (issued 2024)
‘Presentation and Disclosures in Financial Statements’
1 January 2027
IFRS 19 (issued 2024)
‘Subsidiaries without Public Accountability: Disclosures’
1 January 2027
*Not yet endorsed by the UK Endorsement Board.
A review of the impact of these standards, amendments and interpretations has been conducted and the Directors do not
believe that they will give rise to any significant financial impact. A more detailed assessment of IFRS 18 will be performed
during 2025.
In 2024, the company did not early adopt any new or amended standards and does not plan to early adopt any of the
standards issued but not yet effective.
187
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
1. Revenue
Analysis of the group’s revenue is as follows:
Timing of revenue
recognition
Timing of revenue
recognition
Activity in the United Kingdom
2024
£’000
At a point
in time
£’000
Over time
£’000
2023
£’000
At a point
in time
£’000
Over time
£’000
Construction contracts:
– Construction1
49,578
–
49,578
70,081
–
70,081
– Property investment and
development2
17,882
–
17,882
48,812
–
48,812
Sale of land and properties:
– Property investment and
development2
45,015
45,015
–
39,330
39,330
–
– Housebuilder unit sales2
100,732
100,732
–
97,182
97,182
–
– Land Promotion3
77,888
77,888
–
67,769
67,769
–
PFI concession1
14,864
14,864
–
13,676
13,676
–
Revenue from contracts
with customers
305,959
238,499
67,460
336,850
217,957
118,893
Plant and equipment hire1
15,962
15,766
Investment property rental income2
6,298
5,982
Other rental income – Property
investment and development2
12
578
Other rental income – Land Promotion3
148
223
328,379
359,399
1
Construction segment.
2 Property investment and development segment.
3 Land Promotion segment.
There were no contingent rents recognised as investment property rental income during the year (2023: £nil).
Other income of £4,800,000 in the prior year related to a legal settlement on a property development contract completed
in 2016.
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
188
2. Segment information
For the purpose of the Board making strategic decisions, the group is currently organised into three operating segments:
Property investment and development; Land Promotion; and Construction. Group overheads are not a reportable segment;
however, information about them is considered by the Board in conjunction with the reportable segments.
Operations are carried out entirely within the United Kingdom.
Inter-segment sales are charged at prevailing market prices.
The accounting policies of the reportable segments are the same as the group’s Accounting Policies. The group’s Principal
Accounting Policies are described on pages 178 to 187.
Segment profit represents the profit earned by each segment before tax and is consistent with the measure reported to the
group’s Board for the purpose of resource allocation and assessment of segment performance.
Revenues from external sales are detailed in note 1.
2024
Revenue
Property
Investment and
Development
£’000
Land
Promotion
£’000
Construction
£’000
Group
overheads
£’000
Eliminations
£’000
Total
£’000
External sales
169,939
78,036
80,404
–
–
328,379
Inter-segment sales
387
–
777
150
(1,314)
–
Total revenue
170,326
78,036
81,181
150
(1,314)
328,379
Gross profit
26,978
33,747
13,823
4
(9)
74,543
Administrative expenses and pension
(17,199)
(9,456)
(8,935)
(11,736)
9
(47,317)
Other operating items
6,997
–
–
–
–
6,997
Operating profit/(loss)
16,776
24,291
4,888
(11,732)
–
34,223
Finance income
5,531
1,784
486
36,183
(38,869)
5,115
Finance costs
(85)
(1,517)
(506)
(6,891)
321
(8,678)
Profit before tax
22,222
24,558
4,868
17,560
(38,548)
30,660
Tax
(2,658)
(6,482)
(1,479)
3,589
–
(7,030)
Profit for the year
19,564
18,076
3,389
21,149
(38,548)
23,630
Other information
Capital additions
500
12
4,999
159
–
5,670
Depreciation of plant,
property and equipment, and
right-of-use assets
494
3
3,159
1,067
–
4,722
Impairment
199
–
1,040
–
–
1,239
Amortisation of intangible assets
–
–
522
–
–
522
Increase in fair value of investment
properties
(4,464)
–
–
–
–
(4,464)
Provisions
–
554
2,272
–
–
2,826
Pension scheme debit/(credit)
–
–
–
338
–
338
189
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
2. Segment information continued
2023
Revenue
Property
Investment and
Development
£’000
Land
Promotion
£’000
Construction
£’000
Group
overheads
£’000
Eliminations
£’000
Total
£’000
External sales
191,884
67,992
99,523
–
–
359,399
Inter-segment sales
258
–
1,050
271
(1,579)
–
Total revenue
192,142
67,992
100,573
271
(1,579)
359,399
Gross profit
31,554
29,815
15,177
238
(19)
76,765
Other income
4,800
–
–
–
–
4,800
Administrative expenses and pension
(17,172)
(8,371)
(8,682)
(10,136)
19
(44,342)
Other operating items
2,989
(7)
–
–
–
2,982
Operating profit/(loss)
22,171
21,437
6,495
(9,898)
–
40,205
Finance income
3,273
1,197
458
25,813
(27,384)
3,357
Finance costs
(11,596)
(615)
(480)
(5,437)
11,868
(6,260)
Profit before tax
13,848
22,019
6,473
10,478
(15,516)
37,302
Tax
(5,741)
(4,470)
(1,686)
3,138
–
(8,759)
Profit for the year
8,107
17,549
4,787
13,616
(15,516)
28,543
Other information
Capital additions
8,251
–
4,276
3,061
–
15,588
Depreciation of plant,
property and equipment, and
right-of-use assets
307
21
4,050
758
–
5,136
Impairment
105
–
203
–
–
308
Amortisation of intangible assets
–
–
551
–
–
551
Increase in fair value of investment
properties
(307)
–
–
–
–
(307)
Provisions
–
1,092
1,762
–
–
2,854
Pension scheme credit
–
–
–
(4,603)
–
(4,603)
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
190
2. Segment information continued
2024
£’000
2023
£’000
Segment assets
Property investment and development1
367,662
362,737
Land Promotion
183,539
160,690
Construction
37,896
41,635
Group overheads
7,632
8,363
596,729
573,425
Unallocated assets
Deferred tax assets
219
213
Retirement benefit asset
9,930
7,725
Cash and cash equivalents
16,764
13,034
Total assets
623,642
594,397
Segment liabilities
Property investment and development
46,818
38,101
Land Promotion
38,767
15,635
Construction
18,082
22,797
Group overheads
4,903
4,904
108,570
81,437
Unallocated liabilities
Current tax liabilities
2,909
6,677
Deferred tax liabilities
7,568
5,372
Current lease liabilities
895
728
Current borrowings
74,443
84,819
Non-current lease liabilities
3,017
3,547
Non-current borrowings
1,092
1,699
Total liabilities
198,494
184,279
Total net assets
425,148
410,118
1
Includes investment in joint ventures and associates of £13,280,000 (2023: £10,484,000).
191
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
3. Operating profit
Operating profit has been arrived at after charging/(crediting):
2024
£’000
2023
£’000
Depreciation of property, plant and equipment (note 12)
3,864
4,357
Depreciation of right-of-use assets (note 13)
857
779
Impairment of goodwill included in administrative expenses (note 11)
1,040
203
Impairment of land and buildings included in administrative expenses (note 12)
199
105
Amortisation of PFI assets included in cost of sales (note 11)
522
551
Amortisation of capitalised letting fees (note 14)
34
54
Impairment losses recognised on trade receivables (note 18)
–
4
(Increase)/decrease in fair value of investment property (note 14)
(4,464)
(307)
Cost of inventories recognised as expense
174,265
153,965
Employee costs
43,105
39,912
Amounts payable to Mazars LLP by Road Link (A69) Limited in respect of audit services
17
15
Gain on sale of equipment held for hire
(1,156)
(1,185)
Gain on sale of other property, plant and equipment
(151)
(341)
Loss on disposal of right-of-use assets
–
–
The remuneration paid to Ernst & Young LLP, the company’s external auditor, was as follows:
2024
£’000
2023
£’000
Fees payable for the audit of the company’s Annual Financial Statements and
Consolidated Financial Statements
240
220
Fees payable to the auditor and its associates for other services:
– Audit of the company’s subsidiaries pursuant to legislation
315
362
Total audit fees
555
582
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
192
4. Employee costs
Group
Parent Company
2024
£’000
2023
£’000
2024
£’000
2023
£’000
Wages and salaries
31,164
29,422
5,915
6,164
Share-based payment expense
1,841
1,601
706
612
Social security costs
4,155
3,717
871
784
Defined benefit pension costs (see note 28)
734
825
698
745
Defined contribution pension costs (see note 28)
4,401
3,811
606
567
Other pension costs
125
162
60
112
Other employee costs
685
374
–
–
43,105
39,912
8,856
8,984
The average monthly number of employees during the year, including Executive Directors, was:
2024
Number
2023
Number
Property investment and development
135
127
Land Promotion
38
37
Construction
124
146
Plant Hire
133
139
Parent Company
90
89
520
538
5. Finance income
2024
£’000
2023
£’000
Interest on bank deposits
574
451
Interest on other loans and receivables
3,121
1,378
Interest credit on defined benefit pension scheme
347
406
Unwinding of discounting: trade receivables
1,073
1,122
5,115
3,357
6. Finance costs
2024
£’000
2023
£’000
Interest on bank loans and overdrafts
7,282
5,572
Interest on other loans and payables
521
242
Unwinding of discounting: trade payables and borrowings
875
446
8,678
6,260
193
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
7. Tax
2024
£’000
2023
£’000
Current tax:
UK corporation tax on profits for the year
6,207
6,745
Adjustment in respect of earlier years
(751)
(39)
Total current tax
5,456
6,706
Deferred tax (note 19):
Origination and reversal of temporary differences
1,574
2,053
Total deferred tax
1,574
2,053
Total tax
7,030
8,759
From 1 April 2023, corporation tax was amended from 19% to 25% and, as such, the marginal rate of corporation tax is 25%
(2023: 23.5%) of the estimated assessable profit for the year.
Deferred tax balances at the year end have been measured at 25% (2023: 25%), being the rate at which timing differences are
expected to reverse.
The charge for the year can be reconciled to the profit per the Consolidated Statement of Comprehensive Income as follows:
2024
£’000
2023
£’000
Profit before tax
30,660
37,302
2024
%
2023
%
Tax at the UK corporation tax rate
25.00
23.52
Effects of:
Permanent differences
2.47
3.09
Capital gains
0.03
(0.46)
Profits made in advance of corporation tax rate increase
–
(2.33)
Other temporary timing differences
(0.14)
–
Corporation tax adjustment in respect of earlier years
(2.45)
(0.11)
Joint venture results reported net of tax
(1.98)
(0.23)
Effective tax rate
22.93
23.48
The tax charge in the year is lower (2023: lower) than the standard rate of corporation tax, predominantly prior year
adjustments in respect of capital taxes and allowances and profits from joint ventures and associates reported net of tax
(2023: due to the timing of profits in advance of corporation tax rate increases).
In addition to the amount charged to profit for the year, the following amounts relating to tax have been recognised in other
comprehensive income:
2024
£’000
2023
£’000
Deferred tax:
– property revaluations
(67)
279
– actuarial gain/(loss)
(549)
767
Total tax recognised in other comprehensive (expense)/income
(616)
1,046
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
194
8. Results of the Parent Company
As permitted by Section 408 of the Companies Act 2006, the Statement of Comprehensive Income of the Parent Company is
not presented as part of these Financial Statements. The profit dealt with in the Financial Statements of the Parent Company,
and approved by the Board on 11 April 2025, is £21,855,000 (2023: £13,304,000) and includes dividends received from
subsidiaries of £35,484,000 (2023: £25,139,000).
9. Earnings per ordinary share
The calculation of the basic and diluted earnings per share is based on the following information:
2024
£’000
2023
£’000
Profit for the year
23,630
28,543
Non-controlling interests
(297)
(2,244)
Preference dividend
(21)
(21)
23,312
26,278
2024
Number
2023
Number
Weighted average number of shares in issue
133,992,175 133,880,809
Less shares held by the ESOP on which dividends have been waived
(314,250)
(352,776)
Weighted average number for basic earnings per share
133,677,925
133,528,033
Adjustment for the effects of dilutive potential ordinary shares
3,314,322
2,797,685
Weighted average number for diluted earnings per share
136,992,247
136,325,718
2024
2023
Basic earnings per share
17.4p
19.7p
Diluted earnings per share
17.0p
19.3p
The group has two types of dilutive potential ordinary shares, being: those share options granted to employees where the
exercise price is less than the average market price of the company’s ordinary shares during the year; and expected future
vesting of shares under the 2015 Long-Term Incentive Plan.
10. Dividends
2024
£’000
2023
£’000
Amounts recognised as distributions to equity holders in the year:
Preference dividend on cumulative preference shares
21
21
Final dividend for the year ended 31 December 2023 of 4.40p per share (2022: 4.00p)
5,879
5,336
Interim dividend for the year ended 31 December 2024 of 3.08p per share (2023: 2.93p)
4,119
3,917
10,019
9,274
The proposed final dividend for the year ended 31 December 2024 of 4.62p per share (2023: 4.40p) makes a total dividend for
the year of 7.70p (2023: 7.33p).
The proposed final dividend is subject to approval by shareholders at the AGM and has not been included as a liability in these
Financial Statements. The total estimated dividend to be paid is £6,179,000.
Notice has been received from Moore Street Securities Limited waiving its right as corporate trustee for the Employee Share
Ownership Plan (ESOP) to receive all dividends in respect of this and the previous financial year.
Dividends paid to non-controlling interests during the year amounted to £2,113,000 (2023: £3,495,000).
195
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
11. Intangible assets
Goodwill
£’000
PFI asset
£’000
Total
£’000
Cost
At 1 January 2023, 31 December 2023 and 2024
4,973
19,176
24,149
Accumulated impairment losses and amortisation
At 1 January 2023
3,730
17,486
21,216
Amortisation
–
551
551
Impairment losses for the year
203
–
203
At 31 December 2023
3,933
18,037
21,970
Amortisation
–
522
522
Impairment losses for the year
1,040
–
1,040
At 31 December 2024
4,973
18,559
23,532
Carrying amount
At 31 December 2024
–
617
617
At 31 December 2023
1,040
1,139
2,179
The group acquired the trade and assets of Premier Plant Tool Hire & Sales Limited on 30 March 2017. They were immediately
hived up into the immediate Parent Company Banner Plant Limited, which sits in the Construction segment. The goodwill
arising on the acquisition, which has a current net book value of £nil (2023: £903,000), represents the excess of consideration
over net assets acquired and is subject to an impairment test at the reporting date. The cash-generating units assessed for
impairment are the Leicester depots of Banner Plant Limited, which were formerly Premier Plant Tool Hire & Sales Limited’s
only operational sites. Impairment calculations use pre-tax cash flow projections, including revenue growth of 3.0% (2023:
3.0%) per annum into perpetuity, which reflects past experience and management’s future expectations. Management
estimates discount rates that reflect current market assessments of the time value of money and risk specific to the cash-
generating unit of 5.0% (2023: 5.0%).
The group’s investment in Road Link (A69) Holdings Limited is 61.2%. The goodwill arising on the acquisition, which has a
current net book value of £nil (2023: £137,000), represents the excess of consideration over net assets acquired and is subject
to an impairment test at the reporting date. This company’s subsidiary, Road Link (A69) Limited, operates a PFI concession,
which comprises managing and maintaining the A69 Carlisle to Newcastle trunk road. The company receives payment from
National Highways based on the number and type of vehicles using the road. The concession lasts for a period of 30 years and
has a further year to run; at the end of which, the road reverts to National Highways. While the impairment test demonstrates
significant headroom based on forecast levels of return being consistent with prior years, an impairment charge of £137,000
(2023: £203,000) has been recognised during the year. This reflects the fact that the PFI concession will revert to National
Highways at the end of the 30-year period; at which point, no goodwill should remain. There were no significant changes to
these arrangements during the year.
Amortisation of the PFI asset is recognised within cost of sales in the Consolidated Statement of Comprehensive Income.
Although the Companies Act 2006 Section 390(5) requires a coterminous year end, the subsidiary company’s accounting
reference date is 31 March in order to align with National Highways financial year end and, hence, interim Financial Statements
are prepared for incorporation into these Consolidated Financial Statements.
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
196
12. Property, plant and equipment
Group
Land and
buildings
£’000
Leasehold
improvements
£’000
Equipment
held for hire
£’000
Vehicles
£’000
Office
equipment
£’000
Total
£’000
Cost or fair value
At 1 January 2023
7,692
–
45,567
5,347
3,912
62,518
Additions at cost
103
2,469
3,497
918
584
7,571
Transfer to assets held for sale
(2,100)
–
–
–
–
(2,100)
Disposals
–
–
(3,879)
(1,035)
(198)
(5,112)
Decrease in fair value in year
(228)
–
–
–
–
(228)
At 31 December 2023
5,467
2,469
45,185
5,230
4,298
62,649
Additions at cost
39
38
4,183
907
407
5,574
Transfer to assets held for sale
(985)
–
–
–
–
(985)
Disposals
–
–
(4,534)
(727)
(490)
(5,751)
Increase in fair value in year
64
–
–
–
–
64
At 31 December 2024
4,585
2,507
44,834
5,410
4,215
61,551
Being:
Cost
–
2,507
44,834
5,410
4,215
56,966
Fair value at 31 December 2024
4,585
–
–
–
–
4,585
4,585
2,507
44,834
5,410
4,215
61,551
Accumulated depreciation and
impairment
At 1 January 2023
697
–
26,654
3,092
3,309
33,752
Charge for year
–
77
3,317
657
306
4,357
Impairment
105
–
–
–
–
105
Eliminated on disposals
–
–
(3,641)
(950)
(192)
(4,783)
At 31 December 2023
802
77
26,330
2,799
3,423
33,431
Charge for year
–
359
2,484
594
427
3,864
Impairment
199
–
–
–
–
199
Eliminated on disposals
–
–
(4,140)
(608)
(488)
(5,236)
At 31 December 2024
1,001
436
24,674
2,785
3,362
32,258
Carrying amount
At 31 December 2024
3,584
2,071
20,160
2,625
853
29,293
At 31 December 2023
4,665
2,392
18,855
2,431
875
29,218
At 31 December 2024, the group had entered into contractual commitments for the acquisition of property, plant and
equipment amounting to £84,000 (2023: £171,000).
One property was transferred to ‘assets held for sale’ during the year.
Included within equipment held for hire are assets with a book value of £4,871,000 (2023: £3,665,000) that are held under
sale and leaseback financing arrangements. The original cost of these assets was £5,705,000 (2023: £4,838,000). Financial
liabilities associated with the assets are disclosed in note 26.
197
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
12. Property, plant and equipment continued
Fair value measurements of the group’s land and buildings
Land and buildings have been revalued at 31 December 2024 by Jones Lang LaSalle Limited (2023: by Jones Lang LaSalle
Limited and Dove Haigh Phillips LLP) in accordance with the Practice Statements contained in the RICS Appraisal and
Valuation Standards on the basis of market value at £4,570,000 (2023: £4,665,000), including £985,000 transferred to
assets held for sale in the year. Jones Lang LaSalle Limited and Dove Haigh Phillips LLP are professional valuers who hold
recognised and professional qualifications, and have recent experience in the location and category of the land and buildings
being valued.
The valuation conforms to International Valuation Standards and was based on recent market transactions with similar
characteristics and location using the yield method valuation technique. The yield method of valuation involves applying
market-derived capitalisation yields, and the actual or market-derived future income streams, where appropriate, with
adjustments for letting voids or rent-free periods as applicable to each item of land and buildings.
On the historical cost basis, the land and buildings would have been included at a carrying amount of £2,725,000
(2023: £3,630,000).
The following table provides an analysis of the fair values of land and buildings by the degree to which the fair value
is observable:
Level 1
£’000
Level 2
£’000
Level 3
£’000
2024
£’000
2023
£’000
Decrease
in year
£’000
Freehold land
–
–
60
60
60
–
Buildings
–
–
3,524
3,524
4,605
(1,081)
Total fair value
–
–
3,584
3,584
4,665
(1,081)
The group’s policy is to recognise transfers into and out of fair value hierarchy levels as of the date of the event or change in
circumstances that causes the transfer. The Directors determine the applicable hierarchy that land and buildings fall into by
assessing the level of comparable evidence in the market which that asset falls into and the inherent level of activity. As at
the reporting date and throughout the year, all land and buildings were determined to fall into Level 3 and so there were no
transfers between hierarchies.
Explanation of the fair value hierarchy:
Level 1 – fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets
or liabilities that the entity can access at the measurement date
Level 2 – fair value measurements are those derived from the use of a model with inputs (other than quoted prices included
in Level 1) that are observable from directly or indirectly observable market data
Level 3 – fair value measurements are those derived from use of a model with inputs that are not based on observable
market data
Information about fair value measurements using significant unobservable inputs (Level 3):
Class
2024
Buildings
2023
Buildings
Valuation technique
Yield
Yield
Rental value per sq ft (£)
– weighted average
6.69
6.14
– low
3.91
3.31
– high
15.00
13.91
Yield %
– weighted average
11.22
10.88
– low
7.54
7.62
– high
18.65
12.89
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
198
12. Property, plant and equipment continued
The sensitivity analysis to significant changes in unobservable inputs relating to fair value measurements (Level 3) are set
out below:
2024
Impact on
valuation
£’000
Buildings
2023
Impact on
valuation
£’000
Buildings
Yield – improvement by 0.5%
160
210
Rental value per sq ft – increase of £1 average
555
769
The sensitivities have been selected by management on the basis that they consider these measures to be a reasonable
expectation of likely changes to the significant unobservable inputs in the next 12 months.
Parent Company
Leasehold
improvements
£’000
Office
equipment
£’000
Total
£’000
Cost
At 1 January 2023
–
1,552
1,552
Additions
2,469
447
2,916
Disposals
–
(172)
(172)
At 31 December 2023
2,469
1,827
4,296
Additions
38
30
68
Disposals
–
(486)
(486)
At 31 December 2024
2,507
1,371
3,878
Accumulated depreciation
At 1 January 2023
–
1,172
1,172
Charge for year
77
192
269
Disposals
–
(166)
(166)
At 31 December 2023
77
1,198
1,275
Charge for year
359
234
593
Disposals
–
(485)
(485)
At 31 December 2024
436
947
1,383
Carrying amount
At 31 December 2024
2,071
424
2,495
At 31 December 2023
2,392
629
3,021
199
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
13. Leases
The group as lessee
Group
Parent Company
Right-of-use assets
2024
£’000
2023
£’000
2024
£’000
2023
£’000
Land and buildings
2,926
3,478
1,168
1,590
Vehicles
75
–
6
12
Office equipment
459
508
441
420
3,460
3,986
1,615
2,022
Lease liabilities
Due within one year
895
728
392
232
Due after more than one year
3,017
3,547
1,579
1,982
3,912
4,275
1,971
2,214
Contractual maturities of lease liabilities including future interest:
On demand or within one year
1,060
820
486
286
In the second year
950
934
476
454
In the third to fifth years inclusive
2,110
2,204
1,229
1,254
In more than five years
255
663
57
400
Total contractual cash flows
4,375
4,621
2,248
2,394
Future finance charges on lease liabilities
(463)
(346)
(277)
(180)
Present value of contractual cash flows
3,912
4,275
1,971
2,214
Additions to the right-of-use assets during the 2024 financial year were £(82,000) (2023: £3,768,100) for the group and £nil
(2023: £2,210,000) for the Parent Company.
The statement of profit or loss shows the following amounts relating to leases:
Group
Parent Company
2024
£’000
2023
£’000
2024
£’000
2023
£’000
Depreciation charge of right-of-use assets
Land and buildings
664
616
198
167
Vehicles
4
1
7
9
Office equipment
190
162
121
75
858
779
326
251
Interest expense (included in finance cost)
209
85
187
36
The total cash outflow for leases in 2024 was £904,000 (2023: £610,000) for the group and £297,000 (2023: £96,000) for the
Parent Company.
The group leases various offices, equipment and vehicles. Rental contracts are, typically, made for fixed periods of 4–10 years
and may have extension options.
Contracts may contain both lease and non-lease components. The group allocates the consideration in the contract to the
lease and non-lease components based on their relative stand-alone prices. However, for leases of real estate for which the
group is a lessee, it has elected not to separate lease and non-lease components and, instead, accounts for these as a single
lease component.
Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease
agreements do not impose any covenants other than the security interests in the leased assets that are held by the lessor.
Leased assets may not be used as security for borrowing purposes.
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
200
13. Leases continued
Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present
value of the following lease payments:
• Fixed payments (including in-substance fixed payments), less any lease incentives receivable.
• Variable lease payments that are based on an index or a rate, initially measured using the index or rate as at the
commencement date.
• Amounts expected to be payable by the group under residual value guarantees.
• The exercise price of a purchase option if the group is reasonably certain to exercise that option.
• Payments of penalties for terminating the lease, if the lease term reflects the group exercising that option.
Lease payments to be made under reasonably certain extension options are also included in the measurement of the liability.
The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily determined, which
is generally the case for leases in the group, the lessee’s incremental borrowing rate is used.
The group is exposed to potential future increases in variable lease payments based on an index or rate, which are not
included in the lease liability until they take effect. When adjustments to lease payments based on an index or rate take effect,
the lease liability is reassessed and adjusted against the right-of-use asset.
Lease payments are allocated between principal and finance cost. The finance cost is charged to profit or loss over the lease
period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period.
Right-of-use assets are measured at cost comprising the following:
• The amount of the initial measurement of lease liability;
• Any lease payments made at, or before, the commencement date less any lease incentives received; and
• Any initial direct costs and restoration costs.
Right-of-use assets are, generally, depreciated over the shorter of the asset’s useful life and the lease term on a straight-line
basis. If the group is reasonably certain to exercise a purchase option, the right-of-use asset is depreciated over the underlying
asset’s useful life. While the group revalues its land and buildings that are presented within property, plant and equipment, it
has chosen not to do so for the right-of-use buildings held by the group.
Payments associated with short-term leases of equipment and vehicles and all leases of low-value assets are recognised on a
straight-line basis as an expense in profit or loss and amount to £nil (2023: £nil) in the period. Short-term leases are leases with
a lease term of 12 months or less. Low-value assets comprise IT equipment and small items of office furniture. Cash outflows
during the period related to these leases equal the rent expense and are included within operating activities in the Statement
of Cash Flows.
The group as lessor
The group has entered into operating leases on its investment property portfolio, which, typically, have lease terms between
one and 25 years, and include clauses to enable periodic upward revision of the rental charge according to prevailing market
conditions. Ordinarily, the lessee does not have an option to purchase the property at the expiry of the lease period and some
leases contain options to break before the end of the lease term.
Future aggregate minimum rentals receivable under non-cancellable operating leases at 31 December are as follows:
2024
£’000
2023
£’000
Within 1 year
6,800
6,029
Between 1 and 2 years
6,209
5,818
Between 2 and 3 years
5,360
5,782
Between 3 and 4 years
4,627
5,160
Between 4 and 5 years
4,510
4,518
More than 5 years
37,529
40,696
65,035
68,003
201
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
14. Investment properties
Fair value measurements recognised in the Statement of Financial Position
The following table provides an analysis of the fair values of investment properties recognised in the Statement of Financial
Position by the degree to which the fair value is observable:
Level 1
£’000
Level 2
£’000
Level 3
£’000
2024
£’000
2023
£’000
Increase/
(decrease)
in year
£’000
Completed investment property
Industrial
–
–
70,692
70,692
73,820
(3,128)
Leisure
–
–
5,585
5,585
5,096
489
Residential
–
–
3,783
3,783
4,359
(576)
Office
–
–
2,418
2,418
3,139
(721)
Retail
–
–
13,797
13,797
14,188
(391)
–
–
96,275
96,275
100,602
(4,327)
Investment property under
construction
Industrial
–
–
–
–
–
–
Total carrying amount
–
–
96,275
96,275
100,602
(4,327)
The group’s policy is to recognise transfers into, and out of, fair value hierarchy levels as of the date of the event or change
in circumstances that causes the transfer. The Directors determine the applicable hierarchy that a property falls into by
assessing the level of comparable evidence in the market which that asset falls into and the inherent level of activity. As at
the reporting date and throughout the year, all property was determined to fall into Level 3 and so there were no transfers
between hierarchies.
Explanation of the fair value hierarchy:
Level 1 – fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets
or liabilities that the entity can access at the measurement date
Level 2 – fair value measurements are those derived from the use of a model with inputs (other than quoted prices included
in Level 1) that are observable from directly or indirectly observable market data
Level 3 – fair value measurements are those derived from use of a model with inputs that are not based on observable
market data
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
202
14. Investment properties continued
Investment properties have been split into different classes to show the composition of the investment property portfolio of
the group as at the reporting date. Management has determined that aggregation of the results would be most appropriate,
based on the type of use that each property falls into, which is described below:
Class
Industrial
Includes manufacturing and warehousing, which are usually similar in dimensions and construction
method.
Leisure
Includes restaurants and gymnasiums or properties in which the main activity is the provision of
entertainment and leisure facilities to the public.
Residential
Includes dwellings under assured tenancies.
Office
Includes buildings occupied for business activities not involving storage or processing of physical goods.
Retail
Includes any property involved in the sale of goods.
Land
Includes land held for future capital appreciation as an investment.
Investment properties under construction are categorised based on the future anticipated highest and best use of
the property.
Completed investment property
Class
Fair value hierarchy
Industrial
Level 3
£’000
Leisure
Level 3
£’000
Residential
Level 3
£’000
Office
Level 3
£’000
Retail
Level 3
£’000
2024
£’000
2023
£’000
Carrying value
At 1 January
73,820
5,096
4,359
3,139
14,188
100,602
87,198
Subsequent expenditure on investment property
73
–
–
–
–
73
119
Capitalised letting fees
2
18
–
–
–
20
15
Amortisation of capitalised letting fees
(14)
(19)
–
–
(1)
(34)
(54)
Disposals
–
–
(523)
–
–
(523)
(7,032)
Transfer to assets held for sale
–
–
–
–
–
–
(1,041)
Transfer from inventory
–
–
–
–
–
–
3,290
Transfers (to)/from investment property under
construction
(5,030)
–
–
–
–
(5,030)
17,580
Increase/(decrease) in fair value in year
1,841
490
(53)
(721)
(390)
1,167
527
At 31 December
70,692
5,585
3,783
2,418
13,797
96,275
100,602
Adjustment in respect of tenant incentives
1,826
125
–
522
394
2,867
2,758
Market value at 31 December
72,518
5,710
3,783
2,940
14,191
99,142
103,360
One property was transferred to ‘assets held for sale’ during the year.
Tenant incentives are included in trade receivables.
There is no actively traded market for the group’s commercial property and, as such, the adopted valuation is completed
using the professional judgement of the group’s professional valuers, who use the yield method to determine fair value. The
calculation of the capital value of a property under this method uses a yield to multiple against the rental income stream with
due allowance for a fixed assumed purchaser’s cost. The primary variables of the yield method are thus: the yield, which is
based on historic yields for properties that are similar but to which there may be adjustment to take into account; factors such
as geographical location and lease terms; and the contracted rent, which is based on contracted rents that exist at the balance
sheet date, but may also include a provision for rents that may be achieved in the future after accounting for a period of
vacancy, such rents being based on rental income terms that exist in similar properties, adjusted for geographic location and
lease terms.
203
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
14. Investment properties continued
With the exception of the residential class, completed investment property has been revalued at 31 December 2024 by Jones
Lang LaSalle Limited in accordance with the Practice Statements contained in the RICS Valuation – Global Standards (the
‘Red Book’) on the basis of market value at £95,360,000 (2023: £99,000,000). Jones Lang LaSalle Limited are professional
valuers who hold recognised and professional qualifications and have recent experience in the location and category of
the investment property being valued. The valuation conforms to International Valuation Standards, as incorporated within
the Red Book and was based on recent market transactions with similar characteristics and location using the yield method
valuation technique. The yield method of valuation involves applying market-derived capitalisation yields, and the actual or
market-derived future income streams where appropriate, with adjustments for letting voids or rent-free periods as applicable
to each property. For all completed investment properties, their current use equates to the highest and best use.
Residential properties are valued using recent comparable sales transactions with a significant unobservable input being the
discount used, to reflect the lower value achieved where properties are held under an assured tenancy, which, typically, earn
a low market level of rent. The discount applied recognises that the value is higher where the house is offered with the benefit
of vacant possession at the end of the assured tenancy.
The fair value of the residential class at 31 December 2024 has been determined by the Directors of the company at
£3,783,000 (2023: £4,359,000). The fair value takes into account market evidence based on recent comparable sale
transactions adjusted to take into account the tenanted nature of the properties.
Information about fair value measurements using significant unobservable inputs (Level 3):
2024
Class
Industrial
Leisure
Residential
Office
Retail
Valuation technique
Yield
Yield
Sales
comparison
Yield
Yield
Rental value per sq ft (£)
– weighted average
7.12
26.58
–
13.44
14.97
– low
0.65
1.82
–
–
7.25
– high
16.00
45.00
–
25.00
26.00
Yield %
– weighted average
6.01
8.99
–
13.78
6.51
– low
3.65
8.26
–
–
4.87
– high
7.26
10.07
–
24.57
18.01
% discount applied to houses held under assured tenancies
–
–
25.00
–
–
2023
Class
Industrial
Leisure
Residential
Office
Retail
Valuation technique
Yield
Yield
Sales
comparison
Yield
Yield
Rental value per sq ft (£)
– weighted average
6.27
18.86
–
25.00
14.06
– low
0.67
1.82
–
25.00
7.33
– high
14.00
45.05
–
25.00
25.38
Yield %
– weighted average
6.23
6.97
–
19.90
5.90
– low
3.50
6.41
–
16.77
4.76
– high
13.41
9.76
–
22.86
8.50
% discount applied to houses held under assured tenancies
–
–
25.00
–
–
There is considered to be no inter-relationship between observable and unobservable inputs.
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
204
14. Investment properties continued
The sensitivity analysis to significant changes in unobservable inputs relating to fair value measurements (Level 3) is set
out below:
Impact on valuation
2024
£’000
Industrial
Leisure
Residential
Office
Retail
Yield – improvement by 0.5%
5,641
300
–
96
1,031
Rental value per sq ft – increase by
£1 average
10,654
214
–
205
922
Tenancy discount – increase by 1%
–
–
41
–
–
Impact on valuation
2023
£’000
Industrial
Leisure
Residential
Office
Retail
Yield – improvement by 0.5%
5,766
350
–
89
1,154
Rental value per sq ft – increase by
£1 average
12,121
260
–
147
988
Tenancy discount – increase by 1%
–
–
49
–
–
The sensitivities have been selected by management on the basis that it considers these measures to be a reasonable
expectation of likely changes to the significant unobservable inputs in the next 12 months.
The property rental income earned by the group from its occupied investment property, all of which is leased out under
operating leases, amounted to £6,298,000 (2023: £5,982,000). Direct operating expenses arising on investment property
generating rental income in the year amounted to £432,000 (2023: £348,000). Direct operating expenses arising on the
investment property, which did not generate rental income during the year, amounted to £101,000 (2023: £74,000).
At 31 December 2024, the group had entered into contractual commitments for the acquisition and repair of investment
property amounting to £nil (2023: £nil).
Investment property under construction
Class
Fair value hierarchy
Industrial
Level 3
£’000
2024
£’000
2023
£’000
Carrying value
At 1 January
–
–
9,918
Initial acquisition
–
–
627
Subsequent expenditure on investment property
3
3
7,229
Capitalised letting fees
–
–
26
Transfer from inventory
–
–
–
Transfer from completed investment property
5,030
5,030
(17,580)
Transfers to assets held for sale
(8,330)
(8,330)
–
(Decrease)/increase in fair value in year
3,297
3,297
(220)
At 31 December
–
–
–
Adjustment in respect of tenant incentives
–
–
–
Market value at 31 December
–
–
–
In 2023, one property was transferred to ‘assets held for sale’ during the year and was, subsequently, disposed of prior to the
year end.
Tenant incentives are included in trade receivables.
205
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
14. Investment properties continued
Investment property under construction
Information about fair value measurements using significant unobservable inputs (Level 3):
Class
2024
Industrial
Valuation technique
Residual
Rental value per sq ft (£)
– weighted average
–
– low
–
– high
–
Yield %
– weighted average
–
– low
–
– high
–
Class
2023
Industrial
Valuation technique
Residual
Rental value per sq ft (£)
– weighted average
–
– low
–
– high
–
Yield %
– weighted average
–
– low
–
– high
–
The sensitivity analysis to significant changes in unobservable inputs relating to fair value measurements (Level 3) is set
out below:
Impact on
valuation
2024
£’000
Industrial
Yield – improvement by 0.5%
–
Rental value per sq ft – increase by £1 average
–
Impact on
valuation
2023
£’000
Industrial
Yield – improvement by 0.5%
–
Rental value per sq ft – increase by £1 average
–
Investment properties under construction are developments that have been valued at 31 December 2024 at fair value by the
Directors of the company using the residual method at £nil (2023: £nil). The residual method of valuation involves estimating
the gross development value of the property using market-derived capitalisation yields and market-derived future income
streams. From this gross development value, the remaining gross development costs to be incurred are deducted, using
market-derived data cost estimates or the actual known costs and including cost contingencies for construction risk, as
appropriate. In addition, a deduction for the anticipated development profits yet to be earned is made, taking into account the
progress of the development to date in line with key milestones.
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
206
15. Investments
Parent Company – shares in group undertakings
Total
£’000
Cost
At 1 January 2023 and 31 December 2023
37,771
Additions
1,135
At 31 December 2024
38,906
Adjustments
At 1 January 2023, 31 December 2023 and 31 December 2024
–
Carrying amount
At 31 December 2024
38,906
At 31 December 2023
37,771
Amounts due from, and to, subsidiary companies are listed in notes 18 and 23 and details of all subsidiary companies are listed
in note 35.
All trading subsidiaries operate in the United Kingdom and are wholly owned, with the exception of:
• Road Link (A69) Holdings Limited and its subsidiary Road Link (A69) Limited, which is 61.2% owned by Henry Boot
Construction Limited;
• Plot 7 East Markham Vale Management Company Limited, which is 66.7% owned by, and under Board control of, Henry
Boot Developments Limited;
• Capitol Park Property Services Limited, which is 4.6% owned by, and under Board control of, Henry Boot Developments
Limited; and
• Stonebridge Homes Group Limited and its wholly owned subsidiaries (as indicated in note 36), which is 50% owned by, and
under Board control of (by virtue of majority voting rights), Henry Boot Land Holdings Limited.
They are all incorporated in the United Kingdom. All subsidiary companies have only one class of ordinary issued share capital.
16. Investment in joint ventures and associates
2024
2023
Group
Joint
ventures
£’000
Associates
£’000
Total
£’000
Joint
ventures
£’000
Associates
£’000
Total
£’000
Cost
At 1 January
8,000
2,484
10,484
8,323
1,667
9,990
Share of profit/(loss) for the year
3,073
(642)
2,431
577
(206)
371
Dividends received
(2,850)
–
(2,850)
(900)
–
(900)
Additions
–
2,989
2,989
–
1,023
1,023
Dividends waived by partner
226
–
226
–
–
–
At 31 December
8,449
4,831
13,280
8,000
2,484
10,484
During the year, the group increased its equity investment in Rainham Holdco SARL, an associate undertaking, by a further
£2,989,000 (2023: 1,023,000), which maintains our interest at 20%. This was settled by offsetting a corresponding loan.
207
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
16. Investment in joint ventures and associates continued
The group’s share of its joint ventures’ and associates’ aggregated assets, liabilities and results are as follows:
2024
2023
Joint
ventures
£’000
Associates
£’000
Total
£’000
Joint
ventures
£’000
Associates
£’000
Total
£’000
Investment property
–
5,633
5,633
9,973
–
9,973
Current assets
35,121
19,479
54,600
26,329
16,838
43,167
Non-current assets
710
–
710
68
–
68
Total assets
35,831
25,112
60,943
36,370
16,838
53,208
Current liabilities
(5,135)
(1,808)
(6,943)
(17,054)
(1,002)
(18,056)
Non-current liabilities
(22,247)
(18,473)
(40,720)
(11,316)
(13,352)
(24,668)
Net investment
8,449
4,831
13,280
8,000
2,484
10,484
2024
2023
Joint
ventures
£’000
Associates
£’000
Total
£’000
Joint
ventures
£’000
Associates
£’000
Total
£’000
Revenue
8,809
–
8,809
11,272
–
11,272
Administration and other expenses
(4,383)
(24)
(4,407)
(10,060)
(148)
(10,208)
Increase/(decrease) in fair value of
investment properties
77
–
77
110
–
110
Operating profit/(loss)
4,503
(24)
4,479
1,322
(148)
1,174
Finance costs
(200)
(618)
(818)
(502)
(53)
(555)
Profit/(loss) before tax
4,303
(642)
3,661
820
(201)
619
Tax
(1,230)
–
(1,230)
(243)
(5)
(248)
Share of profits/(losses) after tax
3,073
(642)
2,431
577
(206)
371
Details of the group’s investments in joint ventures and associates are listed in note 36.
Material joint ventures and associates
The Directors consider Newmarket Lane Holdings Limited (Group) (henceforth the ‘NML Group’) to be the only material
joint ventures and associates in the year. In the previous year, Directors considered there to be no material joint ventures
or associates.
The NML Group is a property development joint venture between the group, two individual shareholders and Hazeltime
Limited. The NML Group includes three legal entities: Newmarket Lane Holdings Limited, Newmarket Lane Limited, and
Newmarket Lane Management Company Limited. The NML Group is incorporated in England, and the group has ownership
of 50% of the NML Group. The joint venture is accounted for using the equity method of accounting.
The table over provides summarised financial information for Newmarket Lane Holdings Limited (Group). The information
disclosed reflects the amounts presented in the financial statements of Newmarket Lane Holdings Limited (Group) and not the
group’s share of those amounts.
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
208
16. Investment in joint ventures and associates continued
Summarised balance sheet
Newmarket Lane Holdings
Limited (Group)
2024
£’000
2023
£’000
Investment properties (non-current)
–
–
Inventories
12,883
16,113
Trade and other receivables
217
726
Cash and cash equivalents
1,227
594
Trade and other payables
(673)
(3,551)
Borrowings (non-current)
(240)
–
Net assets
13,414
13,882
Reconciliation to carrying amount:
Opening net assets 1 January
13,882
13,243
Profit/(loss) for the period
4,775
639
Other distribution
(5,243)
–
Closing net assets
13,414
13,882
Group’s share in %
50%
50%
Group’s share in £’000
6,707
6,941
Carrying amount £’000
6,707
6,941
Summarised statement of comprehensive income
2024
£’000
2023
£’000
Revenue
12,186
4,557
Interest income
52
–
Interest expense
–
(294)
Profit before tax
6,674
835
Tax
(1,899)
(196)
Profit for the year
4,775
639
Group’s share in %
50%
50%
Group’s share in £’000
2,388
320
Carrying amount £’000
2,388
320
17. Contract assets
2024
£’000
2023
£’000
Construction contracts – Construction segment
8,329
7,902
Construction contracts – Property investment and development segment
4,364
5,757
12,693
13,659
Due within one year
12,693
13,659
Due after more than one year
–
–
12,693
13,659
Amounts relating to construction contracts are balances due from customers under construction contracts that arise when the
group receives payments from customers in line with a series of performance-related milestones. The group will, previously,
have recognised a contract asset for any work performed, but not yet invoiced, as conditional to reaching certain agreed
milestone. Any amount previously recognised as a contract asset is reclassified to trade receivables at the point at which it is
invoiced to the customer.
209
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
Contract assets have decreased as the group has provided fewer construction contract services in the property investment
and development segment.
There were no significant impairment losses recognised on any contract asset in the reporting period or in the prior year.
The group does not recognise any assets arising from the costs incurred to obtain a contract as the related amortisation
period would have been less than one year.
18. Trade and other receivables
Group
Parent Company
2024
£’000
2023
£’000
2024
£’000
2023
£’000
Trade receivables
50,688
72,016
378
760
Loss allowance
(703)
(1,347)
–
–
Prepayments
10,230
7,264
2,893
2,158
Amounts owed by joint ventures and associates
38,710
37,746
–
–
Amounts owed by group undertakings
–
–
215,898
228,196
98,925
115,679
219,169
231,114
Due within one year
90,467
76,416
25,803
40,881
Due after more than one year
8,458
39,263
193,366
190,233
98,925
115,679
219,169
231,114
Amounts due after more than one year relate to deferred consideration included in trade receivables on inventory sold that
are discounted to present value and are due for payment between January 2025 and July 2028 (2023: January 2024 and July
2026), and amounts owed by joint ventures and associates that are not expected to be recovered in the next 12 months
(2023: not expected to be recovered in the next 12 months).
Group
Movement in the trade receivables loss allowance
2024
£’000
2023
£’000
At 1 January
1,347
1,682
Impairment losses recognised
–
4
Amounts written off as uncollectable (utilisation)
–
(20)
Amounts recovered during the year
(682)
(118)
Impairment losses reversed
38
(201)
At 31 December
703
1,347
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
210
18. Trade and other receivables continued
The loss allowance as at 31 December 2024 and 31 December 2023 for trade receivables and contract assets was determined
as follows:
2024
Expected
loss rate
%
Gross
carrying
amount
£’000
Loss
allowance
£’000
0–30 days
0.3
57,336
173
30–60 days
0.7
1,509
11
60–90 days
0.7
539
4
90–120 days
10.7
103
11
120+ days
12.9
3,894
504
63,381
703
2023
Expected
loss rate
%
Gross
carrying
amount
£’000
Loss
allowance
£’000
0–30 days
0.3
76,623
214
30–60 days
0.3
5,909
16
60–90 days
0.8
558
4
90–120 days
6.2
199
12
120+ days
46.1
2,384
1,101
85,673
1,347
The Directors consider that the carrying amount of trade and other receivables of the group and Parent Company
approximates to their fair value.
Parent Company
Amounts owed by group undertakings include loans of £213.2m (2023: £220.3m) and are repayable on demand, unsecured
and are stated net of provisions for impairment of £1,519,000 (2023: £1,520,000), of which no significant impairment
(2023: £21,000) has been provided in the year, £1,000 (2023: £nil) has been recovered in the year and £nil (2023: £nil) was
written off. Expected credit losses are based on the assumption that repayment of the loan is demanded at the reporting
date. Where there are insufficient liquid assets, the Parent Company considers the expected manner of recovery to measure
expected credit losses. This might be a ‘repay over time’ strategy, or a fire sale of fewer liquid assets. Interest is charged
annually at 0% (2023: 0%).
The Parent Company has no significant impaired trade receivables in the current or prior year.
Credit risk
The group’s principal financial assets are bank balances and cash, contract assets and trade and other receivables, which
represent the group’s maximum exposure to credit risk in relation to financial assets. The group’s credit risk is, primarily,
attributable to its trade receivables. The amounts presented in the Statement of Financial Position are net of loss allowances
for doubtful receivables, estimated by the group’s management based on prior experience and forward-looking assessments
of the economic environment in accordance with IFRS 9 ‘Financial Instruments’. The group has no significant concentration
of credit risk, with exposure spread over a large number of counterparties and customers. Recovery of amounts owed by joint
ventures and associates is based on delivery of the intended scheme and realisation of asset values, forecast appraisal are
prepared periodically, which support recoverability.
The credit risk on liquid funds is limited because the counterparties are banks with high credit ratings assigned by international
credit rating agencies.
211
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
19. Deferred tax
Deferred tax assets and deferred tax liabilities are offset where the group has a legally enforceable right to set off current
tax assets against current tax liabilities and when the deferred tax assets and liabilities relate to tax levied by the same tax
authority where there is an intention to settle the balances on a net basis. The amounts after offsetting are as follows:
Group
Accelerated
capital
allowances
£’000
Property
revaluations
£’000
Retirement
benefit
scheme
£’000
Other timing
differences
£’000
Total
£’000
At 1 January 2023
(787)
(2,066)
(1,548)
249
(4,152)
Recognised in profit or loss
(597)
(269)
(1,151)
(36)
(2,053)
Recognised in other comprehensive income
–
279
767
–
1,046
At 31 December 2023
(1,384)
(2,056)
(1,932)
213
(5,159)
Deferred tax asset
–
–
–
213
213
Deferred tax liability
(1,384)
(2,056)
(1,932)
–
(5,372)
Recognised in profit or loss
(731)
(847)
(2)
6
(1,574)
Recognised in other comprehensive income
–
(67)
(549)
–
(616)
At 31 December 2024
(2,115)
(2,970)
(2,483)
219
(7,349)
Deferred tax asset
–
–
–
219
219
Deferred tax liability
(2,115)
(2,970)
(2,483)
–
(7,568)
Parent Company
At 1 January 2023
28
–
(1,548)
279
(1,241)
Recognised in profit or loss
(258)
–
(1,151)
(35)
(1,444)
Recognised in other comprehensive income
–
–
767
–
767
At 31 December 2023
(230)
–
(1,932)
244
(1,918)
Deferred tax asset
–
–
–
244
244
Deferred tax liability
(230)
–
(1,932)
–
(2,162)
Recognised in profit or loss
(132)
–
(2)
–
(134)
Recognised in other comprehensive income
–
–
(549)
–
(549)
At 31 December 2024
(362)
–
(2,483)
244
(2,601)
Deferred tax asset
–
–
–
244
244
Deferred tax liability
(362)
–
(2,483)
–
(2,845)
Deferred tax assets relating to deductible temporary differences are recognised if it is probable that they can be offset against
future taxable profits or existing temporary differences.
Deferred tax balances at the year end have been measured at 25% (2023: 25%), being the rate at which timing differences
are expected to reverse. Management does not expect any significant reversal of deferred tax assets or liabilities in the next
12 months.
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
212
20. Inventories
2024
£’000
2023
£’000
Property developments in progress
66,605
77,386
Housebuilder land and work in progress
111,639
96,226
Land held for development or sale
73,963
49,442
Options to purchase land
9,209
11,090
Planning promotion agreements
71,455
63,474
332,871
297,618
Within property developments in progress, £nil (2023: £1,555,000) has been written down and recognised as an expense in
the year. These costs relate to development projects no longer likely to proceed. Within land held for development or sale,
options to purchase land and planning promotion agreements, £1,511,000 (2023: £1,024,000) has been written down and
recognised as an expense in the year. These costs relate to land, options and planning promotion agreements where planning
permission for development has been refused or is deemed to be doubtful.
21. Assets classified as held for sale
Assets classified as held for sale are investment properties and land and buildings within the Property investment and
development segment, which are individually being actively marketed for sale with expected completion dates within one
year. The gain recognised after measurement at fair value to sell on the transfer of assets during the year was £nil (2023: £nil).
Assets classified as held for sale comprise the following:
Investment Property and
Land and Buildings
2024
£’000
2023
£’000
Fair value
At 1 January
–
–
Transfer from property, plant and equipment (note 12)
985
2,100
Transfer from investment property (note 14)
8,330
1,042
Disposals
–
(3,142)
At 31 December
9,315
–
Adjustment in respect of tenant incentives
–
–
Market value at 31 December
9,315
–
Assets classified as held for sale have been valued at 31 December 2024 at fair value by the Directors of the company at
£9,315,000 (2023: £nil).
213
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
22. Contract liabilities
2024
£’000
2023
£’000
Construction contracts – Construction segment
4,882
1,060
Construction contracts – Property investment and development segment
–
–
4,882
1,060
Due within one year
4,882
1,060
2024
£’000
2023
£’000
Revenue recognised that was included in the contract liability balance at the beginning of
the period
Construction contracts – Construction segment
1,060
4,006
Construction contracts – Property investment and development segment
–
–
Revenue recognised from performance obligations satisfied in previous periods
Construction contracts – Construction segment
–
–
Construction contracts – Property investment and development segment
–
–
Contract liabilities have increased in the year as the group invoicing remains more advanced than the level of construction of
work undertaken on these contracts.
23. Trade and other payables
Group
Parent Company
2024
£’000
2023
£’000
2024
£’000
2023
£’000
Trade payables
83,595
60,164
2,043
2,566
Social security and other taxes
9,733
6,015
606
554
Accrued expenses
5,481
6,463
2,250
1,750
Deferred income
2,700
2,959
–
–
Amounts owed to joint venture and associates
302
377
–
–
Amounts owed to group undertakings
–
–
61,788
63,480
101,811
75,978
66,687
68,350
Due within one year
89,820
73,477
66,490
68,350
Due after more than one year
11,991
2,501
197
–
101,811
75,978
66,687
68,350
The Directors consider that the carrying amount of trade payables approximates to their fair value.
Amounts due after more than one year include £379,000 (2023: £862,000) of deferred income and £11,611,000
(2023: £1,637,000) of trade payables relating to deferred land payments.
Included within deferred income is £862,000 relating to an advanced payment from National Highways (2023: £1,343,000).
This is being released as revenue and interest within the income statement under the terms of the A69 Road Link contract.
During the year, £707,000 (2023: £606,000) has been recognised as revenue and £226,000 (2023: £280,000) recognised
as interest. The balance of deferred income represents advanced rental receipts from investment property tenants in the
Property investment and development segment, relating to the first quarter of 2025.
Parent Company
Amounts owed to group undertakings (including loans of £53.9m (2023: £63.5m)) are repayable on demand, unsecured and
bear interest at rates of 0–0.60% (2023: 0–6.95%).
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
214
24. Financial liabilities
The table below summarises the maturity profile of the group’s financial liabilities based on contractual undiscounted
payments.
Group
2024
Note
On demand
£’000
<1 year
£’000
1–2 years
£’000
3–5 years
£’000
>5 years
£’000
Total
£’000
Bank loans
26
–
72,500
–
–
–
72,500
Other loans – sale and
leaseback
26
–
1,943
880
212
–
3,035
Lease liabilities
13
–
895
822
1,940
255
3,912
Trade and other payables
23
–
77,767
11,611
–
–
89,378
–
153,105
13,313
2,152
255
168,825
Group
2023
Note
On demand
£’000
<1 year
£’000
1-2 years
£’000
3–5 years
£’000
>5 years
£’000
Total
£’000
Bank loans
26
–
83,500
–
–
–
83,500
Other loans – sale and
leaseback
26
–
1,461
1,461
304
–
3,226
Lease liabilities
13
–
820
935
2,204
663
4,622
Trade and other payables
23
–
64,503
1,725
–
–
66,228
–
150,284
4,121
2,508
663
157,576
Parent Company
2024
Note
On demand
£’000
< 1 year
£’000
1–2 years
£’000
3–5 years
£’000
>5 years
£’000
Total
£’000
Bank loans
26
–
72,500
–
–
–
72,500
Lease liabilities
13
–
393
400
1,122
56
1,971
Trade and other payables
23
–
65,884
197
–
–
66,081
–
138,777
597
1,122
56
140,552
Parent Company
2023
Note
On demand
£’000
<1 year
£’000
1–2 years
£’000
3-5 years
£’000
>5 years
£’000
Total
£’000
Bank loans
26
–
83,500
–
–
–
83,500
Lease liabilities
13
–
232
409
1,179
393
2,214
Trade and other payables
23
–
63,480
–
–
–
63,480
–
147,212
409
1,179
393
149,193
215
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
25. Capital risk management
The group’s objectives when managing capital are:
• to safeguard the group’s ability to continue as a going concern and have the resources to provide returns for shareholders
and benefits for other stakeholders; and
• to maximise returns to shareholders by allocating capital across our businesses based on the level of expected return
and risk.
The group sets the amount of capital in proportion to risk. The group manages the capital structure and makes adjustments
to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or
adjust the capital structure, the group may adjust the amount of dividends paid to shareholders, return capital to shareholders,
issue new shares or sell assets to reduce debt.
The group monitors capital on the basis of net debt to equity. Net debt is total debt less cash and cash equivalents and, at
31 December 2024, this was £62.7m (2023: £77.8m). Equity comprises all components of equity and, at 31 December 2024,
this was £425.1m (2023: £410.1m).
During 2024, the group achieved its strategy, which was to maintain the debt to equity ratio below 30% (2023: 30%). This level
was chosen to ensure that we can access debt relatively easily and inexpensively if required.
In May 2024, the group concluded negotiations with three banking partners to put in place a £125m facility to replace the
£105m facility it had in place at 31 December 2013. The renewed facilities commenced on 24 May 2024, with a renewal
date of 24 May 2027 and an option to extend the facilities by one year, each year, for the next two years occurring on the
anniversary of the facility. The renewed facilities, on comparable terms, maintain covenants on the similar basis as the
previous facilities. The group had drawn £72.5m of the facility at 31 December 2024 (2023: £83.5m).
The group’s secured bank facilities are subject to covenants over the loan-to-market value of investment properties,
EBIT cover, gearings and minimum consolidated tangible assets value. The group operated comfortably within all of its
requirements throughout the year and continues to do so over forecast periods.
On 27 June 2024, the group extended a £25.0m Receivables Purchase Agreement with HSBC Invoice Finance UK Limited
(HSBC). The Receivables Purchase Agreement allows the group to sell eligible deferred receivables generated through its
land sale activities to HSBC Invoice Finance (UK) Limited. Under the terms of the agreement, the group irrevocably assigns
all rights to HSBC Invoice Finance (UK) Limited and all tangible risks and rewards of ownership of the financial asset are
transferred. Upon transfer of contractual rights, the deferred receivable asset is derecognised in the financial statements of
the group. There is a maximum agreement limit of £25.0m of which receivables due from eligible housebuilders can be sold.
Amounts of £15.9m (2023: £14.7m) were sold under the agreement at the year end.
The group’s capital risk management disclosures are consistent with the Parent Company.
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
216
26. Borrowings
Group
Parent Company
2024
£’000
2023
£’000
2024
£’000
2023
£’000
Bank overdrafts
–
–
42
602
Bank loans
72,500
83,500
72,500
83,500
Other loans – sale and leaseback
3,035
3,018
–
–
75,535
86,518
72,542
84,102
Due within one year
74,443
84,819
72,542
84,102
Due after one year
1,092
1,699
–
–
75,535
86,518
72,542
84,102
The weighted average interest rates paid were as follows:
2024
%
2023
%
Bank overdrafts
6.80
6.17
Bank loans – floating rate
6.67
6.09
Other loans – sale and leaseback
5.97
5.85
Bank overdrafts are repayable on demand and bank loans are drawn for periods of between one and six months.
Other loans relate to sale and leaseback arrangement entered into by the group. The loan draw downs in 2024 amounted to
£1,633,000 (2023: £4,029,000) and are all repayable over 36 months from the date when the loans were drawn down.
Borrowings are recognised at amortised cost. The fair value of the group’s borrowings is not considered to be materially
different from the carrying amounts.
Liquidity risk
The company’s objectives when managing liquidity are:
• to safeguard the group’s ability to meet expected and unexpected payment obligations at all times; and
• to maximise the group’s profitability.
At 31 December 2024, the group had available £52,500,000 (2023: £21,500,000) undrawn committed borrowing facilities.
Interest rate risk
Interest on floating rate borrowings is arranged for periods from one to six months. These borrowings are secured by a fixed
and floating charge over the assets of the group, excluding those of Road Link (A69) Limited.
The bank overdraft is at floating rates, thus exposing the group to cash flow interest rate risk.
Based on approximate average borrowings during 2024, a 1.0% (2023: 1.0%) increase or decrease in interest rates, which the
Directors consider to be a reasonably possible change, would affect profitability before tax by £949,000 (2023: £810,000).
Other loans – sales and leaseback – are arranged at fixed rates, thus not exposing the group to cash flow interest rate risk.
217
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
27. Provisions
Land
promotion
£’000
Road
maintenance
£’000
Total
£’000
At 1 January 2023
3,555
1,833
5,388
Additional provisions in year
1,092
1,762
2,854
Utilisation of provisions
(1,516)
(2,327)
(3,843)
At 31 December 2023
3,131
1,268
4,399
Included in current liabilities
1,953
1,268
3,221
Included in non-current liabilities
1,178
–
1,178
3,131
1,268
4,399
Additional provisions in year
554
2,272
2,826
Utilisation of provisions
(2,571)
(2,777)
(5,348)
At 31 December 2024
1,114
763
1,877
Included in current liabilities
960
763
1,723
Included in non-current liabilities
154
–
154
1,114
763
1,877
The Land Promotion provision represents management’s best estimate of the group’s liability to satisfy outstanding S106
infrastructure/planning obligations, arising from obtaining planning consent on the relevant schemes. These obligations are
contracted independently between the group and the relevant planning authorities, and are not assumed by the customer at
the point the land is subsequently disposed and, therefore, remain an obligation of the group. These obligations are expected
to be fully satisfied within the next 18 months.
The provision is calculated using the present value of the estimated cash flows required to settle the present obligations, pro
rata on an acreage allocation basis where disposals occur over a number of phases, such that provisions are only made in
relation to the land that has been disposed of. Based on a 1.0% change in the discount rate and a 5.0% change in the estimated
cash outflows, both of which the Directors consider to be a reasonably possible change, land promotion provisions would
change and affect profitability before tax by £7,000 and £57,000 respectively (2023: £24,000 and £123,000).
The group maintains rigorous forecasting and budgeting for the S106 infrastructure/planning obligations to which its provisions
relate. The group’s outstanding obligations are not considered to be ‘onerous’ contracts, as the costs of meeting the obligations
are not anticipated to exceed the economic benefits expected to be received throughout the life of the developments.
The Road Maintenance provision represents management’s best estimate of the group’s liability under a five-year rolling
programme for the maintenance of the group’s PFI assets. Based on a 5.0% change in the estimated cash outflows, which the
Directors consider to be a reasonably possible change, the Road Maintenance provision would change and affect profitability
before tax by £176,000 (2023: £204,000).
Off balance sheet arrangements
The group is currently undertaking the infrastructure of land promotions at Bridgwater and Cranbrook, spanning 122 and 53
acres respectively (2023: 122 and 53). The group is liable for various planning and infrastructure obligations required to be
met under section agreements imposed by the local councils. The group shares its planning and infrastructure obligations
relating to the Cranbrook site with two other parties – the group’s share being 30%. These shared obligations are secured by
performance bonds and legal charges. The group deems the possibility of default by the other parties as highly remote. The
infrastructure of these developments is anticipated to continue until 2025 and 2026 respectively, with costs being incurred
throughout these periods.
The group has cumulatively disposed of 122 and 50 acres respectively (2023: 121 and 50), and has, subsequently, recognised
provisions to the value of £1,113,000 (2023: £2,459,000), being the group’s best estimate of the consideration required to
settle the present obligations at the reporting date. Subsequent disposals are expected to occur over a number of phases;
provisions are made in relation to the land that has been disposed of. The present value of the estimated cash flows relating to
future disposals, amounting to £24,000 (2023: £99,000), has, therefore, not been recognised in these Financial Statements.
Contingent liabilities
Contingent liabilities may arise in respect of subcontractor and other third-party claims made against the group, in the normal
course of trading. These claims can include those relating to cladding/legacy fire safety matters and defects. A provision for
such claims is only recognised to the extent that the Directors believe that the group has a legal or constructive obligation as a
result of a past event and it is probable that an outflow of economic benefit will be required to settle the obligation. However,
such claims are predominantly covered by the group’s insurance arrangements.
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
218
28. Retirement benefit obligations
Defined contribution pension plan
The group operates a defined contribution pension plan for all qualifying employees. The plan is administered and managed
by Aviva and the group matches member contributions, providing a minimum of 5% (2023: 5%) of salary is paid by the
employee, on a pound-for-pound basis up to a maximum of 8% (2023: 8%).
The total cost charged to income of £4,401,000 (2023: £3,811,000) represents contributions payable to the plan by the group.
Defined benefit pension scheme
The group sponsors a funded defined benefit pension scheme in the UK. The scheme is administered within a Trust, which
is legally separate from the group. Trustees are appointed by both the group and the scheme’s membership, and act in the
interest of the scheme and all relevant stakeholders, including the members and the group employers. The Trustees are also
responsible for the investment policy for the scheme’s assets.
The scheme closed to the future accrual of benefits on 18 March 2021. Until this date, members accrued an annual pension of
either 1/45th or 1/60th of final pensionable salary for each year of pensionable service. Increases in pensionable salary were
limited to 1% per annum. Once in payment, pensions increase in line with inflation. The scheme also provides a two-thirds
spouse’s pension on the death of a member.
Members of the scheme who were active up to 18 March 2021 paid contributions at the rate of either 5% or 7% of pensionable
salary, and the group employers paid the balance of the cost as determined by regular actuarial valuations. The Trustee is
required to use prudent assumptions to value the liabilities and costs of the scheme whereas the accounting assumptions must
be best estimates.
The group has not recognised any obligation under a minimum funding requirement as it is entitled to a refund of any residual
assets once all members have left the scheme.
The scheme poses a number of risks to the group. These include:
Investment risk
The present value of obligations is calculated using a discount rate determined by reference to high-quality corporate bond
yields. If the return on the scheme’s assets is below this rate, the scheme deficit will increase.
Interest rate risk
A decrease in the yield on high-quality corporate bonds will reduce the discount rate and, thus, increase the value placed on
the scheme’s liabilities.
Inflation risk
The present value of the liabilities is calculated by reference to a best estimate of future inflation. If inflation turns out to be
higher than this estimate, then the deficit will increase.
Longevity risk
The present value of the liabilities is calculated using a best estimate of the life expectancy of scheme members. An increase
in life expectancies will increase the scheme’s liabilities.
The scheme is subject to regular actuarial valuations, which are usually carried out every three years. The next actuarial
valuation is due to be carried out with an effective date of 31 December 2024. These actuarial valuations are carried out in
accordance with the requirements of the Pensions Act 2004 and so include deliberate margins for prudence. This contrasts
with these accounting disclosures, which are determined using best estimate assumptions.
A formal actuarial valuation was carried out as at 31 December 2021. The results of that valuation have been projected to
31 December 2024 by a qualified independent actuary, and the next formal valuation as at 31 December 2024 is currently in
progress. The figures in the following disclosure were measured using the Projected Unit Method.
2024
%
2023
%
Retail Prices Index (RPI)
3.05
3.15
Consumer Prices Index (CPI)
2.65
2.55
Rate in increase to pensions in payment liable for Limited Price Indexation (LPI)
2.65
2.55
Revaluation of deferred pensions
2.65
2.55
Liabilities discount rate
5.55
4.60
219
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
28. Retirement benefit obligations continued
Mortality assumptions
2024
Years
2023
Years
Retiring today (aged 65)
Male
21.1
21.2
Female
23.4
23.4
Retiring in 20 years (currently aged 45)
Male
22.1
22.1
Female
24.6
24.5
The mortality assumptions adopted are the Self Administered Pension Schemes (SAPS) tables with allowance for future
improvements in line with Continuous Mortality Investigation (CMI) 2022 with an annual improvement of 1% per annum.
The sensitivities regarding the principal assumptions used to measure the scheme liabilities are set out below:
Impact on scheme liabilities
Change in
assumption
Increase in
assumption
£’000
Decrease in
assumption
£’000
Rate of inflation
0.25%
2,857
(2,897)
Liabilities discount rate
0.25%
(3,634)
3,810
Rate of mortality
1 year
5,394
(5,472)
Amounts recognised in the Consolidated Statement of Comprehensive Income in respect of the scheme are as follows:
2024
£’000
2023
£’000
Service cost:
Ongoing scheme expenses
698
745
Net interest income
(347)
(406)
Pension protection fund
36
81
Pension expenses recognised in profit or loss
387
420
Remeasurement on the net-defined benefit liability:
Return on plan assets (excluding amounts included in net interest expense)
12,978
(1,044)
Actuarial gain arising from changes in demographic assumptions
(255)
(1,675)
Actuarial (gain)/loss arising from changes in financial assumptions
(15,088)
4,710
Actuarial loss arising from experience assumptions
169
1,075
Actuarial (gain)/loss recognised in other comprehensive income
(2,196)
3,066
Total
(1,809)
3,486
The amount included in the Statement of Financial Position arising from the group’s obligations in respect of the scheme is
as follows:
2024
£’000
2023
£’000
Present value of scheme obligations
(138,220)
(155,264)
Fair value of scheme assets
148,150
162,989
9,930
7,725
This amount is presented in the Statement of Financial Position as follows:
2024
£’000
2023
£’000
Non-current assets
9,930
7,725
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
220
28. Retirement benefit obligations continued
Movements in the present value of scheme obligations in the year were as follows:
2024
£’000
2023
£’000
At 1 January
155,264
152,576
Interest on obligation
6,940
7,263
Actuarial losses
(15,174)
4,110
Benefits paid
(8,810)
(8,685)
At 31 December
138,220
155,264
Movements in the fair value of scheme assets in the year were as follows:
2024
£’000
2023
£’000
At 1 January
162,990
158,764
Interest income
7,287
7,669
Actuarial (losses)/gains on scheme assets
(12,978)
1,044
Employer contributions
360
4,942
Benefits paid
(8,811)
(8,685)
Ongoing scheme expenses
(698)
(745)
At 31 December
148,150
162,990
The categories of plan assets are as follows:
2024
£’000
2023
£’000
Quoted investments, including pooled diversified growth funds:
Equity
18,100
16,511
Diversified credit funds
39,381
36,407
Cash and net current assets
4,052
5,231
Unquoted investments:
Direct lending
8,502
16,277
Multi-asset credit
12,154
–
Liability-driven investment
37,816
46,757
Infrastructure
10,784
22,267
Special situations
17,361
19,540
At 31 December
148,150
162,990
The weighted average duration of the defined benefit obligation is 11 years (2023: 12 years).
The current estimated amount of total contributions expected to be paid to the scheme during the 2024 financial year is £nil,
being £nil payable by the group and £nil payable by scheme members.
The company’s level of recovery plan funding to the scheme is £nil per month from January 2025 to December 2025, with an
ongoing provision to increase contributions to £300,000 if the scheme is in deficit over £3.0m for two quarters. In addition to
this, the company contributes a further £260,000 per annum towards the administration expenses of the scheme.
On 16 June 2023, the High Court handed down a judgement in the case Virgin Media vs. NTL Trustees II Limited. The
case centred on changes to the rules of pension schemes that were contracted out of SERPS. The law required that,
before amending a scheme’s rules, the trustees needed to obtain written confirmation from the scheme actuary that
the amended benefits would still meet the minimum level. The actuary’s written confirmation is commonly known as a
Section 37 certificate.
221
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
28. Retirement benefit obligations continued
The judgement handed down in the Virgin Media case confirmed the position under the law and held that any rule
amendments made without the actuarial confirmation having been obtained would be void. There remains the possibility of
further legal cases in this area and a possibility that the Government will act to make valid any amendments for which the
actuarial confirmation cannot now be located.
The group’s scheme was contracted out over the relevant period and several rule amendments that affected members’
benefits were made in that time. The Trustees have conducted a preliminary search of their records and have located most,
but not all, of the Section 37 certificates. An exhaustive search has not yet been completed. The Trustee is currently awaiting
the outcome of the appeal and any intervention by the Government, before taking further action.
Until the outcome of any further legal cases is known, the Government has given its position, and a more exhaustive search
of records has been completed, it is not possible to determine whether, or to what extent, this judgement affects the scheme
and the position disclosed.
29. Related party transactions
Transactions between the company and its subsidiaries, which are related parties, have been eliminated on consolidation and
are disclosed below:
Parent Company
2024
£’000
2023
£’000
Management charges receivable
6,552
5,629
Interest payable
(264)
(275)
Rents payable
(108)
(104)
Recharge of expenses
(10)
(17)
Transactions between the company and its remaining related parties are as follows:
Purchases of goods and services
2024
£’000
2023
£’000
Related companies of key management personnel (amounts paid for Non-executive Director
services)
54
54
Amounts owing by related parties (note 18) or to related parties (note 23) are unsecured, repayable on demand and will be
settled in cash. The group is committed to the ongoing funding of some joint ventures and associates where the entity has
made commitments to deliver specific schemes. No guarantees have been given or received. No significant provisions have
been made for impaired receivables in respect of the amounts owed by related parties. Other than as disclosed above and in
note 16, there are no further related party transactions with joint ventures and associates.
Remuneration of key management personnel
The key management personnel of the group are the Board of Directors and members of the Executive Committee, as
presented on pages 92 to 93. They are responsible for making all of the strategic decisions of the group and its subsidiaries, as
detailed on pages 29 and 47. The remuneration of the Board of Directors is set out in the Remuneration Report on pages 136 to
155. The remuneration of the relevant six (2023: six) members of the Senior Management team is set out below, in aggregate,
for each of the categories specified in IAS 24 ‘Related Party Disclosures’. The seventh member of the Executive Committee is
remunerated via a service charge to a corporate entity, which amounted to £553,000 (2023: £505,000).
Board of Directors
Other key management
2024
£’000
2023
£’000
2024
£’000
2023
£’000
Short-term employee benefits
1,730
1,901
2,027
1,723
Post-employment benefits
10
37
138
100
Share-based payments
–
92
–
21
1,740
2,030
2,165
1,844
There were no termination payments or long-term benefits paid to the Board of Directors or key management personnel.
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
222
30. Share capital
Authorised, allotted,
issued and fully paid
2024
£’000
2023
£’000
400,000 5.25% cumulative preference shares of £1 each (2023: 400,000)
400
400
134,010,541 ordinary shares of 10p each (2023: 133,985,763)1
13,401
13,399
13,801
13,799
1
Including treasury shares.
The company has one class of ordinary share, which carries no rights to fixed income, but which entitles the holder thereof to
receive notice of and attend and vote at general meetings or appoint a proxy to attend on their behalf. During the year, 24,778
ordinary shares (2023: 357,841) were issued in satisfaction of share option exercises.
Subject to Board approval, the preference shares carry the right to a cumulative preferential dividend payable half yearly at
the rate of 5.25% per annum. They also carry a right, in priority to the ordinary equity, on a return of assets on a winding-up or
reduction of capital, to repayment of capital, together with the arrears of any preferential dividend. With the exception of any
resolution proposed to directly affect the rights or privileges of the holders of the preference shares, the holders thereof are
not entitled to receive notice of, be present or vote at any general meeting of the company.
Share-based payments
The company operates the following share-based payment arrangements:
(i) The Henry Boot 2010 Sharesave Plan
This savings-related share option plan was approved by shareholders in 2010 and is HMRC approved. Grants of options to
participating employees were made on 3 October 2019 at a price of 224.0p at a discount of 9.7%, on 5 October 2020 at a
price of 237.0p at a discount of 6.0%, on 15 October 2021 at a price of 225.0p at a discount of 20.5%, on 21 October 2022 at a
price of 198.0p at a discount of 15.7%, on 20 October 2023 at a price of 155.0p at a discount of 15.3% and on 3 October 2024
at a price of 183.0p at a discount of 20.4%. These become exercisable for a six-month period from 1 December 2022,
1 December 2023, 1 December 2024, 1 December 2025, 1 December 2026 and 1 December 2027 respectively. There are
no performance criteria attached to the exercise of these options, which are normally capable of exercise up to six months
after the third anniversary of the Sharesave contract commencement date. The right to exercise options terminates if a
participating employee leaves the group, subject to certain exceptions.
2023
Options
outstanding at
1 January
2023
Options
granted
Options
lapsed
Options
exercised
Options
outstanding at
31 December
2023
October 2019 grant
410,218
–
(52,426)
(356,185)
1,607
October 2020 grant
156,597
–
(75,773)
–
80,824
October 2021 grant
272,480
–
(172,900)
(444)
99,136
October 2022 grant
992,104
–
(756,176)
(1,212)
234,716
October 2023 grant
–
1,600,466
(13,163)
–
1,587,303
Weighted average exercise price
211p
155p
206p
224p
167p
223
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
30. Share capital continued
2024
Options
outstanding at
1 January
2024
Options
granted
Options
lapsed
Options
exercised
Options
outstanding at
31 December
2024
October 2019 grant
1,607
–
(1,607)
–
–
October 2020 grant
80,824
–
(80,824)
–
–
October 2021 grant
99,136
–
(42,000)
(6,736)
50,400
October 2022 grant
234,716
–
(76,811)
(454)
157,451
October 2023 grant
1,587,303
–
(151,973)
(6,579)
1,428,751
October 2024 grant
–
297,477
–
–
297,477
Weighted average exercise price
167p
183p
192p
191p
165p
The weighted average share price at the date of exercise for share options exercised during the year was 222.34p
(2023: 238.01p).
(ii) The Henry Boot 2015 Long-Term Incentive Plan
This plan was approved by shareholders at an AGM held on 21 May 2015. Details of the plan and the vesting requirements are
also set out in the Directors’ Remuneration Policy, which is available to view on the website.
In respect of (ii) above, the aggregate total of movements in share options granted and awards of shares is as follows:
2024
Number
2023
Number
Share options granted at 1 January
2,202,108
1,595,815
Lapses of share options in year
(433,560)
(389,804)
Awards of shares in year
(95,130)
(71,870)
Share options granted in year
1,474,044
1,067,967
Share options granted at 31 December
3,147,462
2,202,108
The weighted average share price at the date of exercise for share options exercised during the year was 205.00p
(2023: 211.00p). The weighted average exercise price of all share options issued in the scheme is £nil. Additional shares have
been awarded in the year based at a dividend equivalent value over the vesting period.
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
224
30. Share capital continued
(iii) The Henry Boot PLC 2010 Approved Company Share Option Plan
This plan, more commonly known as a CSOP, was approved by shareholders in 2010 and is HMRC approved. Any full-time
Director or employee (full-time or part-time) is eligible to participate at the discretion of the Remuneration Committee of
the Board. Options are granted by deed with no consideration payable by the participant. The aggregate subscription price
at the date of grant of all outstanding options granted to any one participant under the plan and any other HMRC-approved
plan operated by the company (but excluding options granted under any savings-related share option plan) must not
exceed £60,000. The aggregate market value at the date of grant of ordinary share options, which may be granted to any
one participant in any one financial year of the company, shall not normally exceed two times the amount of a participant’s
remuneration for that financial year. The Remuneration Committee may impose objective conditions as to the performance
of the group, which must normally be satisfied before options can be exercised. Options are normally exercisable only within
the period of 3–10 years after the date of grant. The right to exercise options, generally, terminates if a participant leaves
the group, subject to certain exceptions. The second grant of options under the plan was made to certain senior employees
(none of whom, at the time, were Directors of group companies) on 1 October 2014 at an option price of 191.0p. The third
grant of options under the plan was made to certain senior employees (none of whom, at the time, were Directors of group
companies) on 6 October 2017 at an option price of 298.9p. The fourth grant of options under the plan was made to certain
employees (two of whom, at the time, were Directors of group companies) on 14 September 2018 at an option price of 291.0p.
The fifth grant of options under the plan was made to certain employees (two of whom, at the time, were Directors of group
companies) on 3 October 2019 at an option price of 249.0p. The sixth grant of options under the plan was made to certain
employees (none of whom, at the time, were Directors of group companies) on 5 October 2020 at an option price of 263.0p.
The seventh grant of options under the plan was made to certain employees (none of whom, at the time, were Directors of
group companies) on 29 September 2021 at an option price of 281.0p. The eighth grant of options under the plan was made to
certain employees (none of whom, at the time, were Directors of group companies) on 5 October 2022 at an option price of
247.0p. The ninth grant of options under the plan was made to certain employees (none of whom, at the time, were Directors
of group companies) on 4 October 2023 at an option price of 194.0p. The tenth grant of options under the plan was made to
certain employees (none of whom, at the time, were Directors of group companies) on 3 October 2024 at an option price of
229.0p. There were no performance conditions imposed on either of these grants.
2023
Options
outstanding at
1 January
2023
Options
granted
Options
lapsed
Options
exercised
Options
outstanding at
31 December
2023
October 2014 grant
10,000
–
–
–
10,000
October 2017 grant
56,887
–
(5,020)
–
51,867
September 2018 grant
146,375
–
(10,827)
–
135,548
October 2019 grant
298,624
–
(30,126)
–
268,498
October 2020 grant
310,597
–
(32,315)
–
278,282
September 2021 grant
361,416
–
(31,579)
–
329,837
October 2022 grant
597,560
–
(55,668)
–
541,892
October 2023 grant
–
716,877
(5,410)
–
711,467
Weighted average exercise price
262p
194p
259p
–
241p
225
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
30. Share capital continued
2024
Options
outstanding at
1 January
2024
Options
granted
Options
lapsed
Options
exercised
Options
outstanding at
31 December
2024
October 2014 grant
10,000
–
–
(10,000)
–
October 2017 grant
51,867
–
(13,384)
–
38,483
September 2018 grant
135,548
–
(15,810)
–
119,738
October 2019 grant
268,498
–
(18,259)
–
250,239
October 2020 grant
278,282
–
(17,841)
–
260,441
September 2021 grant
329,837
–
(30,743)
–
299,094
October 2022 grant
541,892
–
(65,118)
–
476,774
October 2023 grant
711,467
–
(98,462)
(1,009)
611,996
October 2024 grant
–
590,416
(9,390)
–
581,026
Weighted average exercise price
241p
229p
237p
–
239p
The weighted average share price at the date of exercise for share options exercised during the year was 225.76p (2023: £nil).
Fair value
Fair value is measured by a Monte Carlo pricing model using the following assumptions:
Weighted
average
exercise price
Weighted
average
share price
Expected
volatility
Expected life
Risk-free rate
Expected
dividend yield
LTIP
£nil
181.5p
to 324.0p
29.37%
to 38.73%
3 years
0.00%
to 4.34%
1.95%
to 3.24%
CSOP 2014
191.0p
191.0p
31.17%
3 years
1.23%
3.16%
CSOP 2017
298.9p
309.0p
30.37%
3 years
0.51%
3.02%
CSOP 2018
291.0p
291.0p
29.28%
3 years
0.91%
2.90%
CSOP 2019
249.0p
249.0p
29.25%
3 years
0.28%
3.24%
CSOP 2020
263.0p
263.0p
38.07%
3 years
0.00%
2.61%
CSOP 2021
281.0p
281.0p
38.60%
3 years
0.41%
2.49%
CSOP 2022
247.0p
250.0p
38.25%
3 years
4.15%
1.95%
CSOP 2023
194.0p
192.0p
30.05%
3 years
4.54%
2.37%
CSOP 2024
229.0p
235.0p
30.38%
3 years
3.72%
2.83%
Sharesave 2019
224.0p
248.0p
29.25%
3 years
0.28%
3.24%
Sharesave 2020
237.0p
263.0p
38.07%
3 years
0.00%
2.61%
Sharesave 2021
225.0p
2.83.0p
38.60%
3 years
0.58%
2.49%
Sharesave 2022
198.0p
235.0p
38.25%
3 years
3.89%
1.95%
Sharesave 2023
155.0p
183.0p
30.05%
3 years
4.53%
2.37%
Sharesave 2024
183.0p
230.0p
30.38%
3 years
3.75%
2.83%
The volatility measured at the standard deviation of continuously compounded share returns is based on statistical analysis of
daily share prices over the last three years.
The weighted average fair value of share options granted during the year was 72.52p (2023: 68.71p).
Expense recognised in the Consolidated Statement of Comprehensive Income
2024
£’000
2023
£’000
The total expense recognised in the Consolidated Statement of Comprehensive Income
arising from share-based payment transactions
1,841
1,601
The total expense recognised in the Consolidated Statement of Comprehensive Income arose solely from equity-settled
share-based payment transactions.
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
226
31. Reserves
Other
Group
Property
revaluation
£’000
Retained
earnings
£’000
Capital
redemption
£’000
Share
premium
£’000
Capital
£’000
Total
other
£’000
At 1 January 2023
2,352
365,692
271
7,002
209
7,482
Profit for the year
–
26,299
–
–
–
–
Dividends paid
–
(9,274)
–
–
–
–
Proceeds from shares issued
–
–
–
766
–
766
Arising on employee share schemes
–
1,409
–
–
–
–
Realised gain on disposal of investment
property
(1,392)
1,392
–
–
–
–
Decrease in fair value in year
(228)
–
–
–
–
–
Deferred tax on revaluation surplus
279
–
–
–
–
–
Actuarial loss on defined benefit
pension scheme
–
(3,066)
–
–
–
–
Deferred tax on actuarial loss
–
767
–
–
–
–
At 31 December 2023
1,011
383,219
271
7,768
209
8,248
Profit for the year
–
23,333
–
–
–
–
Dividends paid
–
(10,019)
–
–
–
–
Proceeds from shares issued
–
–
–
45
–
45
Arising on employee share schemes
–
1,611
–
–
–
–
Realised gain on disposal of investment
property
–
–
–
–
–
–
Increase in fair value in year
64
–
–
–
–
–
Deferred tax on revaluation surplus
(67)
–
–
–
–
–
Actuarial gain on defined benefit
pension scheme
–
2,196
–
–
–
–
Deferred tax on actuarial loss
–
(549)
–
–
–
–
At 31 December 2024
1,008
399,791
271
7,813
209
8,293
Other
Parent Company
Retained
earnings
£’000
Investment
revaluation
£’000
Capital
redemption
£’000
Share
premium
£’000
Capital
£’000
Total
other
£’000
At 1 January 2023
100,680
1,135
271
7,002
211
8,619
Profit for the year
13,304
–
–
–
–
–
Dividends paid
(9,274)
–
–
–
–
–
Premium arising from shares issued
–
–
–
766
–
766
Arising on employee share schemes
422
–
–
–
–
–
Unrecognised actuarial loss
(3,066)
–
–
–
–
–
Deferred tax on actuarial loss
767
–
–
–
–
–
At 31 December 2023
102,833
1,135
271
7,768
211
9,385
Profit for the year
21,855
–
–
–
–
–
Dividends paid
(10,019)
–
–
–
–
–
Premium arising from shares issued
–
–
–
45
–
45
Arising on employee share schemes
476
–
–
–
–
–
Actuarial gain on defined benefit
pension scheme
2,196
–
–
–
–
–
Deferred tax on actuarial loss
(549)
–
–
–
–
–
At 31 December 2024
116,792
1,135
271
7,813
211
9,430
227
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
31. Reserves continued
Property revaluation reserve
The property revaluation reserve represents the unrealised surpluses arising on revaluation of the group occupied land and
buildings and is not available for distribution until realised on disposal.
Retained earnings
Retained earnings represent the accumulated profits and losses of the group. This reserve is distributable to the extent it does
not arise from revaluation gains.
Capital redemption reserve
The capital redemption reserve represents the purchase and cancellation by the company of its own shares and comprises the
aggregate nominal value of all the ordinary shares repurchased and cancelled. This reserve in not distributable.
Share premium reserve
The share premium reserve represents the difference between the sums received from the issue of shares and their nominal
value net of share issue expenses. This reserve is not distributable.
Capital reserve
The capital reserve represents realised profits arising on the disposal of investments and is available for distribution.
Investment revaluation reserve
This reserve was carried forward from previous accounting framework, and represents accumulated unrealised revaluation
gains. This is distributable only when the related investment in subsidiaries are sold or impaired.
32. Cost of shares held by the ESOP trust
2024
£’000
2023
£’000
At 1 January
875
967
Additions
–
98
Disposals
(230)
(190)
At 31 December
645
875
Quoted investments represent own shares held by the Henry Boot PLC Employee Trust as an ESOP to provide an incentive to
greater ownership of shares in the company by its employees.
At 31 December 2024, the Trustee held 267,730 shares (2023: 362,860 shares) with a cost of £645,492 (2023: £874,849) and
a market value of £615,780 (2023: £754,750). All of these shares were committed to satisfy existing grants by the company
under the Henry Boot PLC 2015 Long-Term Incentive Plan. In accordance with IAS 32, these shares are deducted from
shareholders’ funds. Under the terms of the Trust, the Trustee has waived all dividends on the shares it holds.
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
228
33. Cash generated from operations
Group
Parent Company
2024
£’000
2023
£’000
2024
£’000
2023
£’000
Profit before tax
30,660
37,302
17,733
10,199
Adjustments for:
Amortisation of PFI asset
11
522
551
–
–
Goodwill impairment
11
1,040
203
–
–
Depreciation and impairment of property, plant and
equipment
12
4,063
4,462
593
269
Depreciation of right-of-use assets
13
857
779
326
251
Revaluation (increase)/decrease in investment properties
14
(4,464)
(307)
–
–
Amortisation of capitalised letting fees
3
34
54
–
–
Share-based payment expense
4
1,841
1,601
706
612
Pension scheme debit/(credit)
338
(4,197)
338
(4,197)
Movements on provision against loans to subsidiaries
–
–
(1)
21
(Profit)/loss on disposal of property, plant and equipment
3
(151)
(341)
1
6
Profit on disposal of equipment held for hire
3
(1,156)
(1,185)
–
–
Gain on disposal of investment properties
(102)
(733)
–
–
Profit on disposal of assets held for sale
–
(1,571)
–
–
Gain on disposal of joint ventures
–
–
–
–
Finance income
5
(5,115)
(3,357)
(699)
(675)
Dividends received from subsidiaries
–
–
(35,484)
(25,139)
Finance costs
6
8,678
6,260
6,891
5,437
Share of profit of joint ventures and associates
16
(2,431)
(371)
–
–
Operating cash flows before movements in
equipment held for hire
34,614
39,150
(9,596)
(13,216)
Purchase of equipment held for hire
12
(4,183)
(3,497)
–
–
Proceeds on disposal of equipment held for hire
1,550
1,423
–
–
Operating cash flows before movements in working
capital
31,981
37,076
(9,596)
(13,216)
Increase in inventories
(35,253)
(9,129)
–
–
Decrease in receivables
18,791
1,503
12,402
9,021
Decrease in contract assets
966
5,598
–
–
Increase/(decrease) in payables and provisions
22,266
(26,231)
1,129
3,021
Increase/(decrease) in contract liabilities
3,822
(2,946)
–
–
Cash generated from operations
42,573
5,871
3,935
(1,174)
Net debt is an alternative performance measure used by the group and comprises the following:
Analysis of net debt:
Cash and cash equivalents
16,764
13,034
9,535
5,572
Bank overdrafts
27
–
–
(42)
(602)
Net cash and cash equivalents
16,764
13,034
(9,493)
4,970
Bank loans
27
(72,500)
(83,500)
(72,500)
(83,500)
Other loans
(3,035)
(3,018)
–
–
Lease liabilities
13
(3,912)
(4,275)
(1,971)
(2,214)
Net debt
(62,683)
(77,759)
(64,978)
(80,744)
229
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
33. Cash generated from operations continued
Group 2024
Reconciliation of liabilities from financing activities
1 January
£’000
Cash flows
£’000
New leases
£’000
31 December
£’000
Advances from joint ventures and associates
377
(75)
–
302
Bank loans
83,500
(11,000)
–
72,500
Other loans – sale and leaseback
3,018
17
–
3,035
Lease liabilities
4,275
(694)
331
3,912
Total liabilities from financing activities
91,170
(8,647)
331
79,749
Group 2023
Reconciliation of liabilities from financing activities
1 January
£’000
Cash flows
£’000
New leases
£’000
31 December
£’000
Advances from joint ventures and associates
365
12
–
377
Bank loans
65,000
18,500
–
83,500
Other loans – sale and leaseback
–
3,018
–
3,018
Lease liabilities
1,033
(526)
3,768
4,275
Total liabilities from financing activities
66,398
21,004
3,768
91,170
Parent 2024
Reconciliation of liabilities from financing activities
1 January
£’000
Cash flows
£’000
New leases
£’000
31 December
£’000
Bank loans
83,500
(11,000)
–
72,500
Lease liabilities
2,214
(161)
(82)
1,971
Total liabilities from financing activities
85,714
(11,161)
(82)
74,471
Parent 2023
Reconciliation of liabilities from financing activities
1 January
£’000
Cash flows
£’000
New leases
£’000
31 December
£’000
Bank loans
65,000
18,500
–
83,500
Lease liabilities
64
(96)
2,246
2,214
Total liabilities from financing activities
65,064
18,440
2,246
85,714
34. Guarantees and contingencies
The Parent Company has guaranteed the performance of certain contracts entered into by group undertakings in the ordinary
course of business. These guarantees are accounted for under IFRS 9 and are impracticable to quantify.
The Parent Company has given cross guarantees to certain of the group’s bankers and bondsmen in respect of facilities
available to group undertakings in the normal course of business. At the year end, amounts guaranteed against these facilities
were £72,500,000 and £42,100,000 respectively.
In the opinion of the Directors, no loss is expected to arise in connection with these matters.
35. Events after the balance sheet date
Since the balance sheet date, the group has proposed a final dividend for 2024. Further information can be found in note 10.
In December 2024, terms were agreed to take full ownership of Stonebridge Homes Group Limited, having exchanged contracts
to acquire the 50% share the group does not already own. The transaction is structured to complete in three tranches over the
next five years. The consideration is performance linked, and the phased structure is designed to generate strong returns while
maintaining group gearing within our optimum range of 10–20%. This is an opportunity to increase our investment in both a high-
growth business, and in a residential market, benefiting from supportive structural and political tailwinds. The first tranche of the
transaction completed in January 2025, resulting in Henry Boot becoming the majority shareholder.
There were no other significant events since the balance sheet date that may have a material effect on the financial position or
performance of the group.
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
230
36. Additional information – subsidiaries, joint ventures and associates
Details of the company’s subsidiaries, joint ventures and associates, all of which are incorporated in England (unless otherwise
stated) and are either consolidated or equity accounted in the group Financial Statements at 31 December 2024, are
as follows:
Subsidiary name
Registered
number
Proportion of
ownership
Direct or
indirect
Activity
Airport Business Park Southend Management
Limited2
11441062
8.9%
Indirect
Management company
Airport Business Park (Quad) Management
Limited
14229315
54.2%
Indirect
Management company
Banner Cross Hall Limited3
04061083
100%
Direct
Inactive
Banner Plant Limited
00607575
100%
Direct
Plant hire
Butterfield Quad Management Company Limited2
12091892
12.5%
Indirect
Management company
Butterfield Quad 2 Management Company
Limited2
13247306
33.3%
Indirect
Management company
Capitol Park Property Services Limited2, 3
08795137
4.6%
Indirect
Inactive
Chocolate Works York Management Company
Limited
09889108
83.3%
Indirect
Management company
Clock Tower (York) Management Company
Limited
13857768
100%
Indirect
Management company
Comstock (Kilmarnock) Ltd.3
SC166157
100%
Indirect
Land promotion
Constructionend Limited3
00976647
100%
Direct
Inactive
First National Housing Trust Limited3
00276288
100%
Direct
Property investment
Glasgowend Limited3
01576203
100%
Direct
Inactive
Hallam Homes Limited3
04804157
100%
Direct
Inactive
Hallam Land Management Limited
02456711
100%
Direct
Land promotion
HB Island Limited3
11641820
100%
Direct
Holding company
HBGP Limited3
11641976
100%
Direct
Holding company
HB Origin Limited
16099933
100%
Direct
Holding company
HBD City Court Limited3
13351580
100%
Indirect
Property investment and
development
HBD Summerhill Limited3
13285696
100%
Indirect
Property investment and
development
HBD Dev Co 1 Limited3
14128256
100%
Indirect
Property investment and
development
HBD Golden Valley Limited
13966492
85%
Indirect
Property development
HBD GP Limited
16096484
100%
Direct
Holding company
HBD Spark Limited
16096078
100%
Indirect
Inactive
Henry Boot & Sons Limited3
04066798
100%
Direct
Inactive
Henry Boot Biddenham Limited3
05901324
100%
Direct
Land promotion
Henry Boot Construction Limited
02880202
100%
Direct
Construction
Henry Boot Contracting Limited3
07399102
100%
Direct
Inactive
Henry Boot Deansgate Limited3
15269405
100%
Indirect
Property investment and
development
Henry Boot Developments Limited
01390361
100%
Direct
Property investment and
development
Henry Boot Cornwall House Limited3
11176009
100%
Indirect
Property development
Henry Boot Estates Limited
00276603
100%
Direct
Property investment
Henry Boot Homes Limited3
04804114
100%
Direct
Inactive
Henry Boot Investments 1 Limited3
03125802
100%
Indirect
Holding company
231
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
Subsidiary name
Registered
number
Proportion of
ownership
Direct or
indirect
Activity
Henry Boot Inner City Limited3
02145413
100%
Direct
Inactive
Henry Boot ‘K’ Limited3
06386834
100%
Indirect
Property investment and
development
Henry Boot Land Holdings Limited3
04570294
100%
Direct
Holding company
Henry Boot (Launceston) Limited3
09276678
100%
Direct
Land promotion
Henry Boot Leasing Limited3
03248776
100%
Direct
Motor vehicle leasing to Group
Henry Boot (Manchester) Limited3
06051156
100%
Direct
Property development
Henry Boot Nottingham Limited3
08682793
100%
Indirect
Inactive
Henry Boot Projects Limited3
01679963
100%
Direct
Inactive
Henry Boot Scotland Limited3
03996796
100%
Direct
Inactive
Henry Boot Swindon Limited3
06051131
100%
Direct
Inactive
Henry Boot Tamworth Limited3
05901334
100%
Indirect
Inactive
Henry Boot Wentworth Limited3
01670475
100%
Direct
Property development
IAMP Management Company Limited
11735214
25%
Indirect
Management company
Investments (North West) Limited3
06956932
100%
Indirect
Property development
Marboot Centregate Ltd3
09662598
100%
Indirect
Property development
Marboot Centregate 2 Limited3
10129169
100%
Indirect
Property development
Moore Street Securities Limited
02493145
100%
Direct
Employee benefit trust
Plot 7 East Markham Vale Management Company
Limited3
08281170
66%
Indirect
Inactive
Road Link (A69) Holdings Limited
03125851
61.2%
Indirect
Holding company
Road Link (A69) Limited
03125840
61.2%
Indirect
PFI road maintenance
St John’s Manchester Limited3
12276168
100%
Indirect
Property development
Saltwoodend Limited3
05075297
100%
Indirect
Inactive
SETL Management Company Limited
15290254
100%
Indirect
Management company
SJ Manchester Limited Partnership3
LP022152
100%
Indirect
Inactive
SJM GP Limited3
13665805
100%
Indirect
Holding company
SJM (Nominee) Limited3
13666505
100%
Indirect
Holding company
Spark Walsall Management Company Limited
16090079
100%
Indirect
Management company
Stonebridge Homes Group Limited1, 3
12065057
50%
Indirect
Holding company
Stonebridge Homes Limited1
07279118
50%
Indirect
Property development
Stonebridge Offices Limited1, 3
07728107
50%
Indirect
Property investment
Winter Ground Limited3
04572581
100%
Indirect
Inactive
Wyvern Park Skipton Management Company
Limited
13844054
86%
Indirect
Management company
1
Stonebridge-related entities are included as subsidiaries due to the group’s additional voting rights, having two of the three Director appointments.
2 Subsidiary by virtue of management control.
3 Entities exempt from preparing audited statutory financial statements by virtue of s479A of Companies Act 2006.
Notes to the
financial statements
For the year ended 31 December 2024
36. Additional information – subsidiaries, joint ventures and associates continued
henryboot.co.uk
232
Joint ventures and associates
Proportion of
ownership
Direct or
indirect
Activity
Aytoun Street Developments Limited
50%
Indirect
Property development
Bigmouth Manchester Limited
50%
Indirect
Property development
Crimea Land Mansfield LLP
50%
Indirect
Land promotion
HBB Preston East Ltd
50%
Indirect
Property development
HBB Roman Way Limited
50%
Indirect
Property development
Henry Boot Barnfield Limited
50%
Indirect
Property development
Inter Holdco Limited1
25%
Indirect
Holding company
Inter Propco Limited1
25%
Indirect
Property development
Island Site Limited Partnership
50%
Indirect
Property development
Island Site (General Partner) Limited
50%
Indirect
Holding company
Island Site (Nominee) Limited
50%
Indirect
Property development
Kirklees Henry Boot Partnership Limited
50%
Indirect
Inactive
Markham Vale 6 Holdco Limited1
25%
Indirect
Holding company
Markham Vale 6 Propco Limited1
25%
Indirect
Property development
Montagu 406 Regeneration LLP
50%
Indirect
Property investment
MVNE LLP
50%
Indirect
Property development
Newmarket Lane Holding Limited
50%
Indirect
Holding company
Newmarket Lane Limited
50%
Indirect
Management company
Newmarket Lane Management Company Limited
50%
Indirect
Management company
Origin Logistics GP Limited1
25%
Indirect
Property development
Origin Logistics LP1
25%
Indirect
Holding company
Rainham HoldCo S.a.r.l.1
20%
Indirect
Property investment and
development
Road Link Limited1
37.6%
Indirect
Inactive
Spark 1 Holdco Limited1
25%
Indirect
Holding company
Spark 1 Propco Limited1
25%
Indirect
Property development
1
Associate company.
The address of the registered office of all subsidiaries, joint venture and associates is the same as the Parent Company, with
the exception of:
• Road Link Limited, Road Link (A69) Limited and Road Link (A69) Holdings Limited, whose registered office is Stocksfield
Hall, Stocksfield, Northumberland NE43 7TN
• Comstock (Kilmarnock) Ltd., whose registered office is 48 St. Vincent Street, Glasgow G2 5HS
• Henry Boot Barnfield Limited, HBB Roman Way Limited and HBB Preston East Limited, whose registered office is 8 Kenyon
Road, Lomeshaye Industrial Estate, Nelson, Lancashire, England, BB9 5SP
• Kirklees Henry Boot Partnership Limited, whose registered office is Legal Services, 2nd Floor Civic Centre 3, Huddersfield,
West Yorkshire, HD1 2WZ
• Cognito Oak LLP, whose registered office is Union Plaza (6th Floor), 1 Union Wynd, Aberdeen, Scotland, AB10 1DQ
• Island Site Limited Partnership, whose registered office is Guardsman Tony Downes House, 5 Manchester Road,
Droylsden, Tameside, M43 6SF
• Crimea Land Mansfield LLP; whose registered office is C/O Harworth Group, Advantage House Poplar Way, Catcliffe,
Rotherham, S60 5TR
• Rainham HoldCo S.a.r.l., whose registered office is 1 Rue Isaac Newton, L-2242, Luxembourg
• Inter Holdco Limited, Inter Propco Limited, Spark 1 Holdco Limited, Spark 1 Propco Limited, Markham Vale 6 Holdco
Limited, Markham Vale 6 Propco Limited, whose registered office is Sanderson House, 22 Station Road, Horsforth, Leeds
Ls18 5NT
233
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
36. Additional information – subsidiaries, joint ventures and associates continued
Residents Management Companies
The companies listed below are Residents Management Companies (RMCs). All RMCs are companies limited by guarantee
without share capital (unless otherwise stated) and incorporated in the UK. The capital, reserves and profit or loss for the
year has not been stated for these RMCs as beneficial interest in any assets or liabilities of these companies is held by the
residents. These companies have not been included in the consolidated accounts, are temporary members of the group and
will be handed over to residents in due course. The registered office of each RMC is 1 Featherbank Court, Horsforth, Leeds
LS18 4QF.
RMCs controlled by the group
Woodside Park Newlay Estate Management Company Limited, Fox Valley Management Company Limited1, Moorlands
Cleckheaton Management Company Limited, Brookfield Garth Hampsthwaite Management Company Limited, Kingsley
Road Harrogate Management Company Limited, Weyland Road Management Company Limited, Willow Crest Cawood
Management Company Limited, The Willows Whinney Lane Management Company Limited, Victoria Gardens (Headingley)
Management Company Ltd1, Derry Hill Menston Management Company Limited and Hawbank Field Skipton Management
Company Limited.
1
Company limited by share capital.
37. Partly owned subsidiaries
Financial information of subsidiaries that have material non-controlling interests is provided below:
Name
Country of incorporation
2024
£’000
2023
£’000
Stonebridge Homes Limited
England
50%
50%
Road Link (A69) Limited
England
61.2%
61.2%
Name
2024
£’000
2023
£’000
Accumulated balances of material non-controlling interest:
Stonebridge Homes Limited
1,054
2,852
Road Link (A69) Limited
1,846
1,858
Profit allocated to material non-controlling interest:
Stonebridge Homes Limited
(1,527)
242
Road Link (A69) Limited
1,832
2,002
Notes to the
financial statements
For the year ended 31 December 2024
henryboot.co.uk
234
37. Partly owned subsidiaries continued
The summarised financial information of these subsidiaries is provided below. This information is based on amounts before
inter-company eliminations.
Stonebridge Homes Limited
Road Link (A69) Limited
2024
£’000
2023
£’000
2024
£’000
2023
£’000
Summarised statement of profit or loss
Revenue
100,745
97,186
14,864
13,676
Cost of sales
(91,614)
(84,994)
(7,808)
(6,146)
Administrative and other expenses
(7,177)
(6,256)
(756)
(718)
Net finance costs
(6,060)
(5,250)
(5)
(96)
Profit before tax
(4,106)
686
6,295
6,715
Tax
1,052
(201)
(1,574)
(1,557)
Profit for the year
(3,054)
485
4,721
5,159
Total comprehensive income
(3,054)
485
4,721
5,159
Attributable to non-controlling interests
(1,527)
242
1,832
2,002
Dividends paid to non-controlling interests
270
1,070
1,843
2,425
Summarised balance sheet
Non-current assets
1,529
1,533
619
1,141
Inventories
110,276
96,227
–
–
Trade and other receivables
6,736
6,063
3,242
3,221
Cash and cash equivalents
348
89
4,810
5,106
Current liabilities
(116,724)
(98,208)
(3,730)
(3,819)
Non-current liabilities
(58)
–
(182)
(862)
Net assets
2,107
5,704
4,759
4,788
Equity holders of Parent
1,054
2,852
2,913
2,930
Non-controlling interest
1,054
2,852
1,846
1,859
Summarised cash flow
Operating
1,362
2,955
4,233
7,093
Investing
(281)
(31)
221
183
Financing
(540)
(3,386)
(4,750)
(6,250)
Net increase/(decrease) in cash and cash equivalents
541
(462)
(296)
1,026
235
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
Notice of Annual General Meeting
THIS DOCUMENT IS IMPORTANT and requires your
immediate attention. If you are in any doubt about the
action you should take, you should immediately consult
your stockbroker, bank manager, solicitor, accountant or
other independent professional adviser authorised under the
Financial Services and Markets Act 2000. If you have sold
or otherwise transferred all your shares in Henry Boot PLC,
please forward this document and the accompanying Form
of Proxy to the person through whom the sale or transfer was
effected, for transmission to the purchaser or transferee.
The Board of Henry Boot PLC considers all of the proposed
resolutions to be in the best interests of shareholders as a
whole and, accordingly, recommends that shareholders vote
in favour of all the resolutions proposed.
Please note the change in venue below.
Notice of Annual General Meeting
Notice is hereby given that the Annual General Meeting
(AGM) of Henry Boot PLC (Company) will be held at
DoubleTree by Hilton Sheffield City, Bramall Lane, Sheffield
S2 4SU on Thursday 22 May 2025 at 12.30pm, for the
following purposes:
To consider and, if thought fit, pass the following resolutions,
which will be proposed as ordinary resolutions of the
Company.
Resolution 1
To receive the Directors’ Report, Auditor’s Report, Strategic
Report and the Financial Statements for the year ended
31 December 2024
Resolution 2
To declare a final dividend of 4.62p per ordinary share
Resolution 3
To approve the Directors’ Remuneration Report (other than
the part containing the Directors’ Remuneration Policy) for
the year ended 31 December 2024
Resolution 4
To reappoint Timothy Roberts as a Director of the Company
Resolution 5
To reappoint Darren Littlewood as a Director of
the Company
Resolution 6
To reappoint Peter Mawson as a Director of the Company
Resolution 7
To reappoint Talita Ferreira as a Director of the Company
Resolution 8
To reappoint Serena Lang as a Director of the Company
Resolution 9
To reappoint Earl Sibley as a Director of the Company
Resolution 10
To reappoint James Sykes as a Director of the Company
Resolution 11
To reappoint Ernst & Young LLP as auditor of the Company
Resolution 12
To authorise the Audit and Risk Committee to fix the
auditor’s remuneration
Resolution 13
THAT, pursuant to Section 551 of the Companies Act 2006,
the Directors be and are, generally and unconditionally,
authorised to allot shares in the Company or to grant rights
to subscribe for, or to convert, any security into shares
in the Company up to an aggregate nominal amount of
£4,467,253, provided that (unless previously revoked, varied
or renewed) this authority shall expire on 22 August 2026 or
at the conclusion of the next AGM of the Company after the
passing of this resolution, whichever is the earlier, save that
the Company may make an offer or agreement before this
authority expires, which would, or might, require shares to be
allotted or rights to subscribe for, or to convert, any security
into shares to be granted after this authority expires and
the Directors may allot shares or grant such rights pursuant
to any such offer or agreement as if this authority had not
expired. This authority is in substitution for all existing
authorities under Section 551 of the Companies Act 2006
(which, to the extent unused at the date of this resolution, are
revoked with immediate effect).
Resolution 14
THAT:
a. the rules of the Henry Boot PLC 2025 Long-Term
Incentive Plan (the LTIP) in the form produced to the
meeting and initialled by the Chair of the meeting for the
purposes of identification, the principal terms of which
are summarised in Appendix 1 to this Notice of Meeting,
be and are hereby approved, and the Directors of the
Company be and are hereby authorised to adopt the LTIP
and do all acts and things that they may, in their absolute
discretion, consider necessary or expedient to give effect
to the LTIP; and
b. the Directors of the Company be and are hereby
authorised to adopt further schemes based on the LTIP
but modified to take account of local tax, exchange
control or securities laws in overseas territories, provided
that any shares made available under such further
schemes are treated as counting against the limits on
individual and overall participation in the LTIP.
To consider and, if thought fit, pass the following
resolutions, which will be proposed as special resolutions of
the Company.
henryboot.co.uk
236
Resolution 15
THAT subject to the passing of Resolution 13, and pursuant
to Section 570 of the Companies Act 2006, the Directors
be, and are generally, empowered to allot equity securities
(within the meaning of Section 560 of the Companies
Act 2006) for cash pursuant to the authority granted by
Resolution 13 as if Section 561(1) of the Companies Act 2006
did not apply to any such allotment, provided that this power
shall be limited to the allotment of equity securities:
c. in connection with an offer of equity securities (whether
by way of a rights issue, open offer or otherwise):
i. to holders of ordinary shares in the capital of the
Company in proportion (as nearly as practicable) to
the respective numbers of ordinary shares held by
them; and
ii. to holders of other equity securities in the capital
of the Company, as required by the rights of those
securities or, subject to such rights, as the Directors
otherwise consider necessary,
but subject to such exclusions or other arrangements as
the Directors may deem necessary or expedient in relation
to treasury shares, fractional entitlements, record dates
or any legal or practical problems under the laws of any
territory or the requirements of any regulatory body or stock
exchange; and
d. otherwise than pursuant to paragraph a. of this resolution,
up to an aggregate nominal amount of £670,088,
and (unless previously revoked, varied or renewed) this
power shall expire on 22 August 2026 or at the conclusion
of the next AGM of the Company after the passing of this
resolution, whichever is the earlier, save that the Company
may make an offer or agreement before this power expires,
which would, or might, require equity securities to be
allotted for cash after this power expires, and the Directors
may allot equity securities for cash pursuant to any such offer
or agreement as if this power had not expired. This power is
in substitution for all existing powers under Section 570 of
the Companies Act 2006 (which, to the extent unused at the
date of this resolution, are revoked with immediate effect).
Resolution 16
THAT pursuant to Section 701 of the Companies Act
2006, the Company be, and is, hereby, generally and
unconditionally, authorised to make market purchases (within
the meaning of Section 693(4) of the Companies Act 2006)
of ordinary shares of 10p each in the capital of the Company
(ordinary shares), provided that:
e. the maximum aggregate number of ordinary shares
hereby authorised to be purchased is 13,401,760;
f. the minimum price (excluding expenses), which may be
paid for an ordinary share is 10p;
g. the maximum price (excluding expenses), which may be
paid for an ordinary share is not more than the higher of:
i. an amount equal to 105% of the average of the middle
market quotations for an ordinary share as derived
from the London Stock Exchange Daily Official List
for the five business days immediately preceding the
day on which the purchase is made; and
ii. an amount equal to the higher of the price of the
last independent trade of an ordinary share and the
highest current independent bid for an ordinary
share on the trading venue where the purchase is
carried out;
h. the authority hereby conferred shall expire at
the conclusion of the next AGM of the Company
after the passing of this resolution or, if earlier, on
22 August 2026; and
i. the Company may make a contract to purchase ordinary
shares under the authority hereby conferred prior to the
expiry of such authority, which will, or may be, completed
or executed wholly or partly after the expiry of such
authority.
Resolution 17
THAT the articles of association in the form produced to
the meeting and initialled by the Chair of the meeting for
the purposes of identification be adopted as the articles
of association of the Company in substitution for, and to
the exclusion of, the existing articles of association of the
Company.
By order of the Board
Amy Stanbridge
Company Secretary
11 April 2025
Henry Boot PLC
Registered Office:
Isaacs Building
4 Charles Street
Sheffield
United Kingdom
S1 2HS
Registered in England and Wales No. 160996
237
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
Shareholders
•
•
•
•
•
Notice of Annual General Meeting continued
Notes
1. The holders of preference shares in the Company are not
entitled to attend and vote at the AGM.
2. The right to vote at the meeting is determined by reference
to the register of members. Only those ordinary shareholders
registered in the register of members of the Company as at
the close of business on 20 May 2025 (or, if the meeting is
adjourned, at the close of business on the date that is two
working days before the date of the adjourned meeting) shall
be entitled to attend and vote at the meeting in respect of
the number of ordinary shares registered in their name at
that time. Changes to entries in the register of members after
that time shall be disregarded in determining the rights of any
person to attend or vote (and the number of votes they may
cast) at the meeting.
3. Voting on each resolution will be conducted by way of a poll.
The Company believes that a poll is more representative of
shareholders’ voting intentions because shareholder votes are
counted according to the number of votes held and all votes
tendered are taken into account. The results of the poll will be
announced to the London Stock Exchange and will be made
available on the Company’s website at henryboot.co.uk as
soon as practicable following the conclusion of the AGM.
4. An ordinary shareholder is entitled to appoint any other
person as their proxy to exercise all or any of their rights
to attend and to speak and vote at the meeting. A proxy
need not be a shareholder of the Company. An ordinary
shareholder may appoint more than one proxy in relation
to the meeting, provided that each proxy is appointed to
exercise the rights attached to a different ordinary share or
ordinary shares held by that ordinary shareholder. Failure
to specify the number of ordinary shares each proxy
appointment relates to or specifying a number, which, when
taken together with the numbers of ordinary shares set out in
the other proxy appointments, is in excess of the number of
ordinary shares held by the ordinary shareholder, may result in
the proxy appointment being invalid.
5. APPOINTMENT OF PROXY BY JOINT HOLDERS: In the
case of joint holders, where more than one of the joint
holders purports to appoint a proxy, only the appointment
submitted by the most senior holder will be accepted.
Seniority is determined by the order in which the names
of the joint holders appear in the Company’s register of
members in respect of the joint holders (first named being the
most senior).
6. A proxy may only be appointed in accordance with the
procedures set out in notes 7 to 9 below and the notes to the
form of proxy. The appointment of a proxy will not preclude
an ordinary shareholder from attending and voting in person
at the meeting.
7. A form of proxy is enclosed with the notice issued to
holders of ordinary shares. When appointing more than one
proxy, complete a separate proxy form in relation to each
appointment. Additional proxy forms may be obtained by
contacting the Company’s registrar or the proxy form may be
photocopied. State clearly on each proxy form the number
of shares in relation to which the proxy is appointed. To
be valid, a form of proxy must be received by post (during
normal business hours only) at the offices of the Company’s
registrars: Computershare Investor Services PLC, The
Pavilions, Bridgwater Road, Bristol BS99 6ZY, no later than
12.30pm on 20 May 2025 (or, if the meeting is adjourned, 48
hours (excluding any part of a day that is not a working day)
before the time of any adjourned meeting).
8. As an alternative to completing the hard copy form of
proxy, an ordinary shareholder may appoint the Chair
as their proxy electronically using the online service at
investorcentre.co.uk/eproxy. For an electronic proxy
appointment to be valid, the appointment must be received
by Computershare Investor Services PLC no later than
12.30pm on 20 May 2025 (or, if the meeting is adjourned, no
later than 48 hours (excluding any part of a day that is not a
working day) before the time of any adjourned meeting).
Proxymity Voting – if you are an institutional investor, you
may also be able to appoint a proxy electronically via the
Proxymity platform, a process that has been agreed by
the Company and approved by the Company’s registrar.
For further information regarding Proxymity, please go to
proxymity.io. Your proxy must be lodged by 12.30pm on
20 May 2025 (or, if the meeting is adjourned, no later than
48 hours (excluding any part of a day that is not a working
day) before the time of any adjourned meeting) in order to
be considered valid. Before you can appoint a proxy via
this process, you will need to have agreed to Proxymity’s
associated terms and conditions. It is important that you read
these carefully as you will be bound by them and they will
govern the electronic appointment of your proxy.
9. CREST members who wish to appoint a proxy or proxies
for the AGM (or any adjournment of it), through the CREST
electronic proxy appointment service, may do so by using
the procedures described in the CREST Manual, which is
available at euroclear.com. CREST personal members or other
CREST sponsored members, and those CREST members who
have appointed a voting service provider(s), should refer to
their CREST sponsor or voting service provider(s), who will be
able to take the appropriate action on their behalf.
In order for a proxy appointment or instruction made using
the CREST service to be valid, the appropriate CREST
message (a CREST Proxy Instruction) must be properly
authenticated in accordance with Euroclear UK & Ireland
Limited’s specifications and must contain the information
required for such instructions, as described in the CREST
Manual. The message, regardless of whether it constitutes the
appointment of a proxy or is an amendment to the instruction
given to a previously appointed proxy, must, in order to be
valid, be transmitted so as to be received by Computershare
Investor Services PLC (ID: 3RA50) no later than 12.30pm
on 20 May 2025 (or, if the meeting is adjourned, 48 hours
(excluding any part of a day that is not a working day) before
the time of any adjourned meeting). For this purpose, the time
of receipt will be taken to be the time (as determined by the
timestamp applied to the message by the CREST Applications
Host) from which Computershare Investor Services PLC
is able to retrieve the message by enquiry to CREST in the
manner prescribed by CREST. After this time, any change of
instructions to proxies appointed through CREST should be
communicated to the appointee through other means.
CREST members and, where applicable, their CREST sponsors
or voting service providers should note that Euroclear UK &
Ireland Limited does not make available special procedures in
CREST for any particular messages. Normal system timings
and limitations will, therefore, apply in relation to the input
of CREST Proxy Instructions. It is the responsibility of the
CREST member concerned to take (or, if the CREST member
is a CREST personal member or sponsored member or has
appointed a voting service provider(s), to procure that their
CREST sponsor or voting service provider(s) take(s) such action
as shall be necessary to ensure that a message is transmitted
by means of the CREST system by any particular time. In this
connection, CREST members and, where applicable, their
henryboot.co.uk
238
CREST sponsors or voting service providers are referred, in
particular, to those sections of the CREST Manual concerning
practical limitations of the CREST system and timings.
The Company may treat a CREST Proxy Instruction as invalid
in the circumstances set out in Regulation 35(5)(a) of the
Uncertificated Securities Regulations 2001.
10. An ordinary shareholder that is a corporation may authorise
one or more persons to act as its representative(s) at the
meeting. Each such representative may exercise (on behalf of
the corporation) the same powers as the corporation could
exercise if it were an individual shareholder, provided that
where there is more than one representative and the vote
is otherwise than on a show of hands, they do not do so in
relation to the same shares.
11. Where a copy of this notice is being received by a person who
has been nominated to enjoy information rights under Section
146 of the Companies Act 2006 (Nominated Person):
a. the Nominated Person may have a right under an
agreement between them and the shareholder by whom
they were nominated to be appointed, or to have someone
else appointed, as a proxy for the meeting; or
b. if the Nominated Person has no such right or does not wish
to exercise such right, they may have a right under such an
agreement to give instructions to the shareholder as to the
exercise of voting rights.
The statement of the rights of ordinary shareholders in
relation to the appointment of proxies in notes 5 to 9 above
does not apply to a Nominated Person. The rights described
in such notes can only be exercised by ordinary shareholders
of the Company.
12. A shareholder or shareholders having a right to vote at the
meeting and holding at least 5% of the total voting rights of
the Company (see note 17 below), or at least 100 shareholders
having a right to vote at the meeting and holding, on
average, at least £100 of paid up share capital, may require
the Company to publish on its website a statement setting
out any matter that such shareholders propose to raise at
the meeting relating to either the audit of the Company’s
Financial Statements (including the Auditor’s Report and the
conduct of the audit) that are to be laid before the meeting or
any circumstances connected with auditor of the Company
ceasing to hold office since the last AGM of the Company in
accordance with Section 527 of the Companies Act 2006.
Any such request must:
a. identify the statement to which it relates, by either setting
out the statement in full or, if supporting a statement
requested by another shareholder, clearly identifying the
statement that is being supported;
b. comply with the requirements set out in note 13 below; and
c. be received by the Company at least one week before
the meeting.
Where the Company is required to publish such a statement
on its website:
i. it may not require the shareholders making the
request to pay any expenses incurred by the
Company in complying with the request;
ii. it must forward the statement to the Company’s
auditor no later than the time when it makes the
statement available on the website; and
iii. the statement may be dealt with as part of the
business of the meeting.
13. Any request by a shareholder or shareholders to require the
Company to publish audit concerns as set out in note 12:
a. may be made either:
i. in hard copy, by sending it to the Company Secretary,
Henry Boot PLC, Isaacs Building, 4 Charles Street,
Sheffield S1 2HS; or
ii. in electronic form, by sending it by email to
investors@henryboot.co.uk. Please state ‘Henry
Boot PLC: AGM’ in the subject line of the email;
b. must state the full name(s) and address(es) of the
shareholder(s); and
c. where the request is made in hard copy form, it must be
signed by the shareholder(s).
14. Shareholders have the right to ask questions at the meeting
relating to the business being dealt with at the meeting in
accordance with Section 319A of the Companies Act 2006.
The Company must answer any such question unless:
a. to do so would interfere unduly with the preparation
for the meeting or would involve the disclosure of
confidential information;
b. the answer has already been given on a website in the form
of an answer to a question; or
c. it is undesirable in the interests of the Company or the
good order of the meeting that the question be answered.
15. The information required by Section 311A of the Companies
Act 2006 to be published in advance of the meeting, which
includes the matters set out in this notice and information
relating to the voting rights of shareholders, is available at
henryboot.co.uk.
16. Except as expressly provided above, shareholders who wish
to communicate with the Company in relation to the meeting
should do so using the following means:
a. telephone +44 114 255 5444; or
b. email investors@henryboot.co.uk.
No other methods of communication will be accepted.
17. As at 3 April 2025 (being the last practicable date before
publication of this notice), the Company’s issued ordinary
share capital was 134,017,600 ordinary shares, carrying one
vote each and representing the total number of voting rights
in the Company.
18. The following documents will be available for inspection
during normal business hours at the registered office of the
Company from the date of this notice until the time of the
meeting. They will also be available for inspection at the place
of the meeting from at least 15 minutes before the meeting
until it ends.
a. Copies of the service contracts of the Executive Directors.
b. Copies of the letters of appointment of the Non-executive
Directors.
c. A draft of the rules of the LTIP.
d. A draft of the new articles of association of the Company.
19. Biographies for each of the Directors are shown on
pages 90 to 91 of the Annual Report for the year ended
31 December 2024.
20. A summary of the proposed changes to the Company’s
articles of association are set out on Appendix 2 on page 243.
239
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
Shareholders
•
•
•
•
•
Appendix 1
A summary of the principal terms of the Henry Boot PLC
2025 Long-Term Incentive Plan (the LTIP) is set out below.
In this summary, “Company” means Henry Boot PLC,
“Group Company” means the Company and any subsidiary
of the Company, and “shares” means ordinary shares in
the Company. Other capitalised terms used in this summary
are as defined in the LTIP.
1. Eligibility
Any employee (including an executive director) of any Group
Company may be granted an award under the LTIP at the
discretion of the Remuneration Committee.
2. Form of awards
Awards under the LTIP may be in the form of: (a) a
conditional right to acquire ordinary shares in the Company
(“shares”) at no cost to the Award Holder (a “Conditional
Award”) or (b) an option to acquire shares with an exercise
price (if any) set by the Remuneration Committee at the date
of grant (an “Option”) (together, “Awards”).
Awards may be granted over newly issued shares, treasury
shares or shares purchased in the market. Awards are not
transferable (other than automatically on death). No payment
will be required for the grant of an Award. Awards will not
form part of pensionable earnings.
3. Performance conditions
It is currently intended that Awards will be subject to the
satisfaction of one or more performance conditions, which
will determine the proportion (if any) of the Award that will
vest following the end of a performance period. Awards
granted to Executive Directors will, unless the applicable
Directors’ Remuneration Policy provides otherwise, normally
be subject to performance conditions that will be assessed
over a performance period of at least three years.
Any performance condition may be amended if an event
occurs that causes the Remuneration Committee to consider
that it would be appropriate to amend such condition. Any
amended performance condition would not be materially
easier or more difficult to satisfy than the performance
condition it replaces was at the time it was set.
4. Performance adjustment
The Remuneration Committee may adjust the extent to
which an Award vests (including to zero) if it considers that
the extent to which the Award would otherwise vest is not
a fair reflection of the performance of any relevant Group
Company or division, the Award Holder’s performance and
conduct, and/or the wider stakeholder experience.
5. Plan limit
The number of shares issued or issuable pursuant to awards
granted within the preceding ten-year period under the LTIP
and under any other employees’ share scheme operated by
the Company may not exceed 10% of the Company’s issued
ordinary share capital from time to time.
This limit does not include shares (i) subject to an award
that lapsed or otherwise became incapable of vesting or
exercise, or (ii) that may be acquired pursuant to awards that
the Remuneration Committee decides are to be satisfied
otherwise than by shares being issued (or are granted on
such terms). Treasury shares will be treated as newly issued
for the purpose of these limits until such time as guidelines
published by institutional investor representative bodies
determine otherwise.
6. Individual limit
Awards will not be granted to an Award Holder under the
LTIP in respect of any financial year over shares with an
aggregate market value (at the date of grant, as determined
by the Remuneration Committee in accordance with the LTIP
rules) in excess of 200% of an Award Holder’s basic annual
salary as at the proposed grant date (or, where applicable,
the limit in the Directors’ Remuneration Policy that the
Company has in place at that time).
7. Grant of awards
Awards may only be granted within the 42-day period
beginning with (a) the approval of the LTIP by shareholders
or (b) the dealing day after the date on which the Company
announces its results for any period. If the Company is
restricted from granting Awards during any such period,
Awards may be granted in the period of 42 days following
the relevant restriction being lifted. Awards may also be
granted at any other time the Remuneration Committee
determines that exceptional circumstances have arisen that
justify the grant of an Award.
8. Dividend equivalents
The Remuneration Committee may provide additional
shares (or the cash equivalent) to an Award Holder based
on the value of the dividends that would have been paid on
the number of shares acquired pursuant to the Award had
the Award Holder owned those shares from the grant date
until the date of vesting (or, in respect of an Option that is
subject to a holding period, from the grant date until the
earlier of the date the Option is exercised and the end of the
holding period).
9. Malus and clawback
The Remuneration Committee may, in its absolute discretion,
decide at any time prior to the vesting of an Award (and,
in the case of an Option, at any time before it is exercised)
to reduce the number of shares to which an Award relates
(including to nil) in certain circumstances, including where:
a. there has been a materially adverse misstatement or
misrepresentation of any part of the Company’s Financial
Statements or the results of any Group Company;
b. an error in (i) determining the size and nature of the
Award, or in the Award documentation, or (ii) assessing
the extent to which any Performance Condition was
met, or such assessment was based on inaccurate or
misleading information or assumptions;
c. the Company has reasonable evidence of fraud, gross
misconduct, dishonesty or other behaviour that would
have entitled the Award Holder’s employer to summarily
dismiss them;
henryboot.co.uk
240
d. the Award Holder has acted in any manner that, in the
opinion of the Remuneration Committee, (i) has resulted,
or is likely to result, in any Group Company suffering
serious reputational damage, and/or (ii) is materially
adverse to the interests of any Group Company;
e. the Remuneration Committee determines that a Group
Company or business unit that employs or employed the
Award Holder, or for which the Award Holder is or was
responsible, has suffered a corporate failure, material
financial downturn, material failure of risk management
or the occurrence of an event that is, in the opinion of the
Remuneration Committee, a serious health and safety
event, in each case that is due to the actions or omissions
of the Award Holder, or
f. the Award Holder was a Good Leaver by reason of
retirement with the agreement of the Remuneration
Committee but becomes employed in a paid executive
role (as determined by the Remuneration Committee).
The Award Holder can be required to give back some or all
of the shares or cash received pursuant to an Award (or pay
an amount equal to the value of such shares) if, within two
years of an Award vesting, the Remuneration Committee
becomes aware that any of the events described above
have occurred. The clawback obligation can be enforced in
various ways, including against any other Awards the Award
Holder holds, any cash bonus payable to the Award Holder,
or any other award under an incentive scheme operated by a
Group Company (save for any tax-advantaged scheme).
10. Vesting and exercise
Awards that are subject to one or more performance
conditions will normally vest, to the extent that the
performance condition(s) has/have been satisfied, on the
later of the expiry of the vesting period (which, in respect
of Awards granted to Executive Directors of the Company,
will normally be no less than three years beginning with the
grant date, unless the applicable Directors’ Remuneration
Policy provides otherwise) and the date the Remuneration
Committee determines the extent to which the performance
conditions have been met. Where Awards are granted
without performance conditions, they will normally vest on
the expiry of the vesting period. Options will then normally
be exercisable for a period set by the Remuneration
Committee on grant, which will end no later than the tenth
anniversary of the grant date (save where it is extended to
allow the exercise of an Option by an Award Holder who was
prevented by dealing restrictions from exercising in the last
30 days of the normal exercise period).
Where a Conditional Award has vested, or an Option has
been exercised, but the shares have not been allotted
or transferred to the Award Holder, the Remuneration
Committee may decide to pay an Award Holder a cash
amount equal to the value of the shares they would
otherwise have received (less any exercise price).
Any shares that are to be issued or transferred to an Award
Holder in respect of a vested Award or an exercised Option
will be issued or transferred within 30 days of the date
of vesting or exercise (as applicable), save where dealing
restrictions apply.
11. Holding period
Awards may be granted with a requirement that any shares
that are acquired by employees pursuant to an Award must
normally be held for a minimum period of two years (or other
period set by the Remuneration Committee), save for a sale
of shares to fund (i) any tax or social security liability arising
in respect of the vesting or exercise of the Award, or (ii) the
payment of the exercise price of an Option.
Holders of Options can comply with this requirement by
deferring the exercise of their Option until the end of the
holding period.
The application of holding periods to Awards granted to
Executive Directors of the Company will be consistent with
the Company’s shareholder-approved policy on Directors’
remuneration.
12. Cessation of employment
If an Award Holder ceases to be employed by a Group
Company by reason of death, injury, ill health, disability,
retirement (with the agreement of the Remuneration
Committee), redundancy, or the sale of the business or
subsidiary that employs them to an entity that is not a Group
Company, or for any other reason at the Remuneration
Committee’s discretion, any unvested Award they hold will
usually continue until the normal vesting date unless the
Remuneration Committee determines that the Award will
vest earlier.
Awards will vest in respect of a number of shares determined
by the Remuneration Committee, taking account of the
extent to which any performance condition(s) has/have been
achieved (where the Award vests early, over the shortened
period, or would, in the opinion of the Remuneration
Committee, have been achieved over the full performance
period) and, unless the Remuneration Committee
determines otherwise, the number of shares that vest will
be reduced to reflect the proportion of the performance
period (or, in relation to an Award that is not subject to any
performance condition, the vesting period) (the “Pro-Rating
Period”) that has elapsed at the date the Award Holder
ceases employment.
Where Awards vest in these circumstances, an Option will
normally be exercisable for six months after it vests. Options
that are vested at the time employment ceases will normally
be exercisable for six months after cessation.
If an Award Holder ceases employment with a Group
Company in any other circumstances, any Award they hold
shall lapse on the date on which the Award Holder ceases
employment (or, if the Remuneration Committee so decides,
the date they give or receive notice).
241
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
Shareholders
•
•
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•
Appendix 1 continued
13. Corporate events
Unvested Awards will vest early if an acquiror acquires
control of the Company. The number of shares that vest
will take into account the extent to which any performance
condition(s) have been met over the period ending on the
date of the change of control (or would, in the opinion of
the Remuneration Committee, have been met over the
full performance period) and, unless the Remuneration
Committee determines otherwise, will be reduced to reflect
the proportion of the Pro-Rating Period that has elapsed as
at the date of the change of control. Options will then be
exercisable for a period set by the Remuneration Committee,
unless the Remuneration Committee requires holders of
Options who wish to exercise their Option(s) to give, in
advance of the change of control, a notice exercising their
Option(s) with effect from immediately before the change
of control.
Alternatively, the Remuneration Committee may permit or
require Awards to be exchanged for equivalent awards that
relate to shares in a different company.
Awards will also vest early on the passing of a resolution for
the voluntary and solvent winding up of the Company, in a
materially similar way to if the winding-up was a change of
control. Unexercised options will lapse when the winding
up begins.
14. Variation of capital/extraordinary
distribution
If there is a variation of the Company’s share capital or an
extraordinary distribution (including a demerger or special
dividend), the Remuneration Committee may determine that
Awards shall vest in a materially similar way to if the variation
or distribution was a change of control or, if the variation
or distribution has materially affected the value of Awards,
adjust the number and/or class of shares subject to the
Award, and the exercise price of an Option.
15. Amendment and termination
The Remuneration Committee may amend the LTIP and any
Award at any time, provided that:
g. materially adverse amendments to an Award Holder’s
existing rights may only be made (i) with the Award
Holder’s prior written consent; (ii) with the consent
of Award Holders who hold Awards that would be
affected over at least 50% of the total number of shares
subject to such Awards; or (iii) to enable any Group
Company to comply with any relevant legal or regulatory
requirement; and
h. prior approval of the Company’s shareholders in a
general meeting will be required for amendments to
the advantage of eligible employees or Award Holders
relating to eligibility, limits on the issue of shares or the
maximum entitlement for any one Award Holder, the basis
for determining an Award Holder’s entitlement to, and
the terms of, the shares or cash comprised in an Award
and the impact of any variation of capital (save that any
minor amendment to benefit the administration of the
LTIP, to take account of legislative changes, or to obtain
or maintain favourable tax, exchange control or regulatory
treatment (for Award Holders or any Group Company)
may be made by the Remuneration Committee without
shareholder approval). Shareholder approval will also not
be required for any amendments to any performance
condition applying to an Award amended in line with
its terms.
The LTIP will terminate on the tenth anniversary of its
approval by shareholders. The rights of existing Award
Holders will not be affected by any termination.
16. Documents available for inspection
The rules of the LTIP will be available for inspection at
the place of the general meeting, for at least 15 minutes
before and during the meeting and on the national storage
mechanism from the date of this circular.
henryboot.co.uk
242
It is proposed to adopt new articles of association of the
Company (New Articles) to update the existing articles of
association of the Company, which were last updated in
2011 (Existing Articles). The updates are intended to reflect
changes in market practice and technology, to provide
additional flexibility where this is thought appropriate, and
to remove or amend certain provisions which are no longer
required or are out of date. A summary of the principal
changes made in the New Articles are below. Changes
which are of a minor, technical, procedural, formatting or
clarificatory nature are not detailed. Copies of the New
Articles and the Existing Articles are available for inspection.
Hybrid general meetings
The New Articles allow general meetings, including an
Annual General Meeting (AGM), to be held either as a
physical meeting or as a hybrid meeting held in a physical
location and via electronic means. All resolutions on a
hybrid meeting will be taken on a poll. These provisions
are designed to give flexibility and to allow the Company
to utilise developments in communications technology and
changes in custom and practice, and do not permit the
holding of electronic-only general meetings.
Arrangements for general meetings
The New Articles contain updated provisions that confirm
the Chair may interrupt or adjourn a general meeting where
the shareholders wishing to attend cannot be conveniently
accommodated, the conduct of those present prevents
the meeting’s orderly conduct, or it is otherwise necessary
to ensure the meeting is properly conducted. They also
clarify that the Board and the Chair’s powers to make such
arrangements as they consider fit to ensure the security and
orderly conduct of the general meeting apply to any satellite
location at which the meeting is taking place, not only the
principal location.
Voting at general meetings
The New Articles envisage that the method for voting at a
general meeting will be via a poll. The default position under
the Existing Articles was for voting to take place via a show
of hands. The Directors consider that voting via poll is more
appropriate as it takes account of the level of shareholding
held by the relevant voting members.
Confidential information
The New Articles clarify that no shareholder present at a
general meeting (or their proxy/representative) may require
disclosure of trading information that the Board decides it is
in the Company’s interests to keep confidential. The Board
considers this provision is appropriate to safeguard the
integrity of the Company’s confidential information.
Appointment and retirement of Directors –
annual re-election
The New Articles provide that the Directors will (unless
appointed after the date of the notice of AGM) be subject to
annual retirement at the next AGM (but may be re-elected).
There is no requirement for Directors to hold any shares.
This change is to align with market practice and replaces the
retirement by rotation in the Existing Articles.
Vacation of office of Directors
The New Articles contain updated wording regarding where
a Director must vacate office, including where their contract
for services expires or is terminated and is not renewed nor a
new contract granted within 14 days.
Remuneration of Directors
The New Articles provide that the aggregate remuneration of
Non-executive Directors (NEDs) shall not exceed £600,000
(increased from £350,000 in the Existing Articles), subject
to annual index-linked increases. Alternate Directors are not
entitled to remuneration.
Unclaimed dividends
The New Articles set out the circumstances in which a
dividend will be deemed to be unclaimed, including where
a holder does not specify an address or payment cannot be
made using the information provided.
Power of delegation
The New Articles provide for powers of delegation to
Executive Directors (previously, in the Existing Articles, the
power of delegation was to any Director). The Board may
also delegate powers to committees consisting of one or
more Directors. The Board may revoke or vary such powers
at any time.
Chair
The New Articles clarify the provisions relating to the
appointment of the chair of the Board and provide that if
neither the Chair nor a deputy chair is present within 15
minutes of the appointed time for the start of the meeting,
the Directors may choose one of their number to be the chair
(increased from five minutes in the Existing Articles). The
references to “Chairman” in the Existing Articles have also
been made gender neutral.
Rights of person entitled by transmission
Under the New Articles, where a person is entitled to a
share by transmission (e.g. on the death of a holder), they
will be entitled to any dividends payable on that share but
the Board may give them notice, requiring them to elect to
either register themself or to transfer the share within 60
days (previously 90 days in the Existing Articles); after which,
the Board may withhold dividend payments until the notice’s
requirements are complied with.
Communications with shareholders
Under the New Articles, if there is a curtailment of postal
services within all/part if the UK, the Company only needs
to give notice of a general meeting to those shareholders it
can communicate with electronically, and to advertise in at
least one national newspaper and make the notice available
on its website. If, at least six clear days before the meeting,
the postal service resumes, it must send copies by post to
those shareholders who would otherwise normally receive it
in hard copy form.
Appendix 2
243
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
Shareholders
•
•
•
•
•
Financial calendar
Advisers
London Stock
Exchange announcements
Annual Results 2024:
25 March 2025
Interim Results 2025:
23 September 2025
Pre-close Trading Statement 2025:
end January 2026
Annual Report and
Financial Statements
Annual Report and Financial Statements 2024
(available and online):
by 17 April 2025
Annual General Meeting
22 May 2025
Dividends paid on ordinary shares
2024 Final dividend date (subject to approval at AGM):
30 May 2025
2025 Interim dividend date (subject to approval):
24 October 2025
Chartered Accountants
and Statutory Auditors
Ernst & Young LLP
12 Wellington Place
Leeds LS1 4AP
Bankers
Barclays Bank PLC
2nd Floor
1 Park Row
Leeds LS1 5WU
HSBC UK Bank Plc
City Point
29 Kings Street
Leeds LS1 2HL
National Westminster Bank PLC
2 Whitehall Quay
Leeds LS1 4HR
Corporate Finance
KPMG Corporate Finance
1 Sovereign Square
Sovereign Street
Leeds LS1 4DA
Financial PR
FTI Consulting
200 Aldersgate
Aldersgate Street
London EC1A 4HD
Registrars
Computershare Investor Services PLC
The Pavilions
Bridgwater Road
Bristol BS13 8AE
Solicitors – Corporate
DLA Piper UK LLP
Elshaw House
51 Carver Street
Sheffield S1 4FT
Solicitors – Operational
Irwin Mitchell LLP
Riverside East House
2 Millsands
Sheffield S3 8DT
Stockbrokers
Deutsche Numis Securities Limited
Joint Corporate Broker
The London Stock Exchange Building
10 Paternoster Square
London EC4M 7LT
Peel Hunt LLP
Joint Corporate Broker
Moor House
120 London Wall
London EC2Y 5ET
henryboot.co.uk
244
Group contact information
Land Promotion
Hallam Land
Management Limited
Registered office and Head office
Isaacs Building, 4 Charles Street,
Sheffield S1 2HS United Kingdom
t: +44 114 255 5444
e: info@hallamland.co.uk
w: hallamland.co.uk
Regional offices
Bristol, Glasgow, Leeds, London and
Northampton
Property Investment
and Development
Henry Boot
Developments Limited
Registered office and Head office
Isaacs Building, 4 Charles Street,
Sheffield S1 2HS United Kingdom
t: +44 114 350 4477
e: hello@hbd.co.uk
w: hbd.co.uk
Regional offices
Birmingham, Bristol, Glasgow, Leeds,
London and Manchester
Stonebridge Homes Limited
Registered office
Isaacs Building, 4 Charles Street,
Sheffield S1 2HS United Kingdom
Head office
1 Featherbank Court, Horsforth, Leeds
LS18 4QF
t: +44 113 357 1100
e: sales@stonebridgehomes.co.uk
w: stonebridgehomes.co.uk
Construction
Henry Boot
Construction Limited
Registered office
Isaacs Building, 4 Charles Street,
Sheffield S1 2HS United Kingdom
Head office
Callywhite Lane, Dronfield, Derbyshire
S18 2XN
t: +44 1246 410 111
e: hbc@henryboot.co.uk
w: henrybootconstruction.co.uk
Banner Plant Limited
Registered office
Isaacs Building, 4 Charles Street,
Sheffield, S1 2HS United Kingdom
Head office
Callywhite Lane, Dronfield, Derbyshire
S18 2XS
t: +44 1246 299 400
e: dronfield@bannerplant.co.uk
w: bannerplant.co.uk
Hire centres
Chesterfield, Derby, Dronfield,
Leicester, Leeds, Rotherham and
Wakefield
Road Link (A69) Limited
Registered office and Head office
Stocksfield Hall, Stocksfield,
Northumberland NE43 7TN
t: +44 1661 842842
e: enquiries@roadlinka69.co.uk
245
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
Shareholders
•
•
•
•
•
Glossary
We have used some terms in this report to explain how
we run our business that might be unfamiliar to you. The
following list gives a definition for some of the more
frequently used terms:
Commercial property
This refers to buildings or land intended to generate a profit,
either from capital gain or rental income, such as office
building, industrial property, retail stores, etc.
Disclosure and Transparency Rules (DTR)
Issued by the United Kingdom Listing Authority.
Dividend
A distribution of a portion of a company’s earnings, decided
by the board of directors, to a class of its shareholders.
Earnings per share (EPS)
Profit for the period attributable to equity shareholders
divided by the average number of shares in issue during
the period.
ESG
Environmental, Social and Governance.
Gearing
Net debt expressed as a percentage of equity
shareholders’ funds.
IAS
International Accounting Standard.
IFRS
UK-adopted International Financial Reporting Standard.
SONIA
The effective overnight interest rate paid by banks for
unsecured transactions in the British sterling market.
Net asset value per share (NAV)
Equity shareholders’ funds divided by the number of shares in
issue at the balance sheet date.
Operating profit
Profit earned from a company’s core activities.
Option agreement
A legal agreement between a landowner and another
party for the right to buy land within a set time scale at the
conclusion of a satisfactory planning permission.
Ordinary share
Any shares that are not preferred shares and do not have
any predetermined dividend amounts. An ordinary share
represents equity ownership in a company and entitles
the owner to a vote in matters put before shareholders in
proportion to their percentage ownership in the company.
PFI contract
A Private Finance Initiative contract is a contract between a
public body and a private company and involves the private
sector making capital investment in the assets required to
deliver improved services.
They are typified by long contract lengths, often 30 years
or more.
Planning Promotion Agreement (PPA)
A legal agreement between a landowner and another party
for a set time scale and financial consideration to promote
land through the UK planning system.
Pre-let
A lease signed with a tenant prior to completion of
a development.
Retail Prices Index (RPI)/Consumer Prices Index (CPI)
Monthly inflation indicators based on different ‘baskets’ of
products issued by the Office of National Statistics.
Return on average capital employed
(ROCE)/Capital Employed
Operating profit/capital employed where capital employed
is the average of total assets less current liabilities and
pension asset/obligation at the opening and closing balance
sheet dates.
S106
Section 106 agreements (S106) are private agreements
made between local authorities and developers. They can
be attached to a planning permission to make acceptable
development which would otherwise be unacceptable in
planning terms.
Subsidiary company
A company whose voting stock is more than 50% controlled
by another company, usually referred to as the parent
company or holding company.
A subsidiary is a company that is partly or completely owned
by another company that holds a controlling interest in the
subsidiary company.
TCFD
Task Force on Climate-related Financial Disclosures
(fsb-tcfd.org/)
Total shareholder return (TSR)
Dividends and capital growth in the share price, expressed as
a percentage of the share price at the beginning of the year.
Total accounting return (TAR)
The growth in NAV per share plus dividends paid, expressed
as a percentage of NAV per share at the beginning of
the period.
UK planning system
This system consists of the process of managing the
development of land and buildings. The purposes of
this process are to save what is best of our heritage and
improve the infrastructure upon which we depend for a
civilised existence.
henryboot.co.uk
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The production of this report supports the work of the
Woodland Trust, the UK’s leading woodland conservation
charity. Each tree planted will grow into a vital carbon store,
helping to reduce environmental impact as well as creating
natural havens for wildlife and people.
Annual Report and Financial Statements for the year ended 31 December 2024
Financials
Shareholders
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Henry Boot PLC
Registered office:
Isaacs Building, 4 Charles Street
Sheffield, S1 2HS United Kingdom
Registered in England and Wales no. 160996
Tel: 0114 255 5444
Email: investors@henryboot.co.uk
Stock Code: BOOT.L