Creating opportunity,
ready for the future
NAHL Group Plc Annual Report and Accounts 2021
Annual
Report
2021
139
NAHL Group Plc
Bevan House, Kettering Parkway,
Kettering, Northamptonshire, NN15 6XR
Tel: +44 (0) 1536 527 500
Email: investors@nahl.co.uk
Web: www.nahlgroupplc.co.uk
Contents
Strategic report
Chair’s report
CEO report
CFO report
Our Business
KPIs
Strategic priorities
Principal risks and uncertainties
Our sustainable culture
Section 172 statement
Leadership and Governance
Financial Statements
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6
8
15
22
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31
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43
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NAHL Group Plc Annual Report and Accounts 2021
1
Introduction
At a
glance
NAHL Group plc is a leader in
the consumer legal services
and catastrophic injury
markets, delivering products
and services to consumers
and businesses through two
divisions, Consumer Legal
Services and Critical Care.
Over the last two years our markets have been
significantly impacted by the COVID-19 pandemic
as Government restrictions and cautious consumer
behaviour suppressed accident numbers, resulting
in lower activity levels for our two divisions. Also,
regulatory changes that affect lower value road
traffic accident (RTA) claims in the personal
injury market were implemented in May 2021,
after years of delays. These significantly reduced
compensation tariffs and most RTA claims worth
£5,000 or less are now settled through the small
claims track with no award for costs. This has in
turn resulted in lower claim numbers in the market.
We have made good progress in our strategy to
respond to these challenges. In Consumer Legal
Services, we launched our own personal injury law
firm, National Accident Law, in 2019 and have since
been processing an increasing volume of work
ourselves. We have been focusing on generating
value from non-RTA work, which isn’t affected by
the reforms and generates higher margins, and we
have also launched a proposition to monetise low-
value RTA work. Our ability to place a proportion
of our claims into a panel of third-party law firms
and with our joint venture1 partners allows us to
manage our working capital and to grow National
Accident Law in a controlled manner.
Whilst there is a lot more to do, the early results have
been encouraging. In 2021, we grew the volume
of work we processed in National Accident Law
by 130%, thereby increasing the total number of
enquiries we processed ourselves from 10% to 26%.
We reduced the proportion of enquiries we placed
with our joint venture partners by 73%, started to
process higher value non-RTA claims ourselves and
commenced work on 3,529 small claims in the year.
In our Critical Care business, Bush & Co., we have
been investing in people, systems and marketing
activity to grow market share in our core offerings
of case management and expert witness services.
We have also been developing new services to grow
in adjacent markets and enhance our proposition.
We grew revenues by 9% in the year by supporting
more clients with our core services. Our
investments in business development resulted in
increased instructions which will turn into revenues
in future years. Underpinning these results is the
strength of our people and culture, which was
recognised with our Critical Care division featuring
in the Top 100 Small Companies to Work For in
2021, replicating a feat achieved by our Personal
Injury business in 2019.
We also reduced our net debt in 2021 and extended
the term of our debt facility by two years to 31
December 2024, ensuring we have the liquidity to
execute on our strategy.
In summary, whilst the Group
continues to experience
headwinds and some of our
investments will take time to
translate into profits, we are
making progress with our
strategy to create a more
profitable and sustainable
business for the benefit of all
our stakeholders.
James Saralis
Chief Executive Officer
1. Throughout this document, references to ‘joint venture’ law firm
relate to our law firms Your Law LLP and Law Together LLP which
we operate in partnership with a minority member. The term
‘joint venture’ does not relate to the IFRS definition. These law
firms are accounted for as subsidiary undertakings, see note 1 to
the financial statements for further details.
2. Underlying operating profit excludes certain exceptional items
as detailed in note 1 to the financial statements. Refer to note 1
of the financial statements for a reconciliation of this measure to
IFRS operating profit.
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NAHL Group Plc Annual Report and Accounts 2021
Revenue
£38.9m
(2020: £40.9m)
Underlying operating profit2
£4.2m
(2020: £5.7m)
Profit before tax
£0.2m
(2020: a loss of £0.2m)
Net debt
£15.5m
(31 Dec 2020: £16.3m)
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NAHL Group Plc Annual Report and Accounts 2021
Strategic report
NAHL Group Plc Annual Report and Accounts 2021
5
Strategic report
Chair’s
Report
Like many other businesses, the COVID-19
pandemic continued to affect our trading in 2021.
Notwithstanding this, we completed the year with
a profit before tax of £0.2m (2020: loss of £0.2m)
and a reduction in net debt to £15.5m (2020:
£16.3m) as we focused on investing in the growth
of National Accident Law (NAL) and the continued
recovery of our Critical Care division.
2021 results
Our Personal Injury business saw enquiry levels
decrease compared with the previous year. This
was a direct consequence of fewer accidents (both
Road Traffic Accident (RTA) and non-RTA) due
to a decrease in population mobility as a result
of COVID-19 restrictions. As planned, in 2021
we placed more of the enquires we generated
into NAL, which continues to grow in size. NAL
processed 26% of our enquiries in 2021 and had
7,918 cases underway at the end of the year.
Although a relatively small part of our portfolio, our
Residential Property business benefitted from a
hot market and we continue to explore our options
for this business.
Critical Care revenues increased by 9%, driven
in large part, by 21% more Expert Witness
instructions. These were generated from
successful business development initiatives but
this was offset by increased operating costs due to
our investment in people, systems and marketing.
Strategic progress
The Group made good progress in implementing
its strategy. Most notably, NAL is now processing
all RTA enquiries and an increasing number of
non-RTA enquiries. Consequently, significantly
less work is being placed into our joint venture law
firms. Notwithstanding this, we will continue to
place enquiries with our panel to generate short
term cash and profit that will be reinvested, where
possible, in NAL. NAL is central to the Group’s
future success and its creation and development
were essential in anticipation of the regulatory
changes introduced in May 2021. Having our
own modern, technologically-enabled law firm is
expected, in time, to generate higher margins for
our personal injury work, as well as significantly
reducing our non-controlling interest payments.
In the short-term, however, the strategic focus on
growing NAL will continue to depress profits until
the level of admissions and settlements increases
to compensate for the investment in new claims.
During the year, Critical Care enhanced its business
development capabilities to drive further growth
in its core markets. It has also invested in new
services to move into adjacent markets. This has
enhanced Critical Care’s reputation and created
a strong pipeline of work for the future, as case
management projects can last several years.
Good governance
We remain committed to engaging positively with
our investors and being transparent about the
challenges and opportunities ahead. In addition
to regular meetings with our largest shareholders
during the year we also met with retail shareholders
using the InvestorMeetCompany platform for the
first time. This enabled the Group to host a live
Q&A session and engage with a wider audience.
In August 2021, James Saralis was appointed
CEO and Chris Higham replaced him as acting
CFO. The Board unanimously supported these
internal appointments and are delighted with their
contributions to date. We also appointed Allenby
Capital as our new Nominated Adviser and Sole
Broker in February 2022 and look forward to
working with them to increase shareholder value.
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NAHL Group Plc Annual Report and Accounts 2021
Strategic report
Having our own modern, technologically-enabled law firm is
expected, in time, to generate higher margins for our personal
injury work, as well as significantly reducing our non-controlling
interest payments.
Summary
I would like to thank all our employees for
their continued commitment and hard work
over the last year. Our people adapted to
home working arrangements and then
hybrid working effectively. We will continue
to operate a hybrid model as the COVID-19
pandemic ends. Our people and our culture
are essential to our future success.
In summary, I believe we are making good
progress with the development of our
Personal Injury business and the growth of
our Critical Care division, but the COVID-19
pandemic has made it more difficult, reducing
the number of accidents to well below 2019
levels. We expect to see accident numbers
increase gradually in 2022 as mobility
levels increase and people return to work.
Pleasingly, early indications are supportive.
Our Personal Injury business will continue to
place an increasing number of enquiries into
NAL in order to maximise future profit, and
our Critical Care division already has a strong
pipeline of work as it starts 2022. In the short-
term our strategy means profits will remain
depressed, as we continue our investment
in NAL, but I remain optimistic about the
future, particularly now that the COVID-19
restrictions have come to an end.
Tim Aspinall
Chair
NAHL Group Plc Annual Report and Accounts 2021
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Strategic report
CEO
Report
I am pleased to report our results for the year
ended 31 December 2021.
Overview
2021 saw the Group make progress with the
implementation of its strategy, but the COVID-19
pandemic continued to have an impact on our
markets throughout the year. Government
restrictions and cautious consumer behaviour
supressed accident numbers and resulted in less
work for our Personal Injury and Critical Care
businesses. Nevertheless, we continued to make
progress with our strategy, manage our debt and
secure debt funding to the end of 2024, whilst
remaining profitable.
We have repositioned our Consumer Legal Services
division and created a fully integrated law firm,
capable of generating its own leads and focused
on processing higher margin personal injury
claims, while reducing our reliance on joint venture
partnerships. In our Critical Care division, we
have invested in business development initiatives
to grow instruction volumes and are seeing
encouraging results. While these investments will
take time to translate into profits, we expect them
to produce greater returns for shareholders in the
medium and long-term.
Meanwhile, in the short-term, as the UK adjusts to
living with COVID-19 and mobility levels across the
UK recover, we expect to see accident numbers
gradually increase in our markets. This is expected
to provide the Group with more opportunities to
support customers with their personal injury claim
or rehabilitation needs.
COVID-19
In 2020, the Group, and indeed the whole country,
had to quickly adapt and respond to the rapidly
evolving threat of COVID-19. As a Group, we
prioritised our staff and supporting our customers
through that initial period and adapted our ways
of working to enable homeworking and remote
access to clients. We prioritised liquidity, slowed
investment and protected jobs.
2021 started with the third of the Government
lockdowns. In many ways, the third lockdown was
the most challenging as it was both unanticipated
and also the longest and therefore stifled our
ability to recover at the pace we would have liked
to. However, operational adaptations that we
implemented in 2020 stood us in good stead
and we were able to deliver a good service to our
customers and generate cash flow. This gave us the
confidence to increase the level of our investment
in our Personal Injury and Critical Care businesses,
despite slow growth in these markets.
We completed the year with the threat of a new
wave of restrictions in response to the Omicron
variant. Thankfully, this turned out to be less
serious than the Government first thought, but
it did result in another reduction in mobility
levels across the country in December 2021, and
consequently fewer accidents.
Overall, I’m pleased with the Group’s response to
the COVID-19 crisis and by applying the learnings
from successive lockdowns we are well placed to
grow back stronger.
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NAHL Group Plc Annual Report and Accounts 2021
16% to £3.5m (2020: £4.1m) and we reduced the
number of new enquiries placed with joint venture
partners by 73% in the year.
Profit before tax increased to £0.2m, from a loss
before tax of £0.2m in 2020. Basic earnings per
share (EPS) were 0.3p (2020: loss per share of
0.5p) and diluted EPS were 0.3p (2020: a loss
per share of 0.5p). Underlying basic EPS, the
calculation of which is explained in note 1 to the
financial statements, were 0.3p (2020: 1.9p).
The Group has continued to carefully manage its
cash flows while investing in its two divisions for
future growth. Free cash flow (FCF) was £0.8m for
the year. This compares to £6.1m in 2020, but our
focus then was on increasing liquidity in response
to the initial wave of the pandemic. Net debt
reduced in the year to £15.5m at 31 December
2021, down from £16.3m at the end of 2020.
We extended the term of our Revolving Credit
Facility with Yorkshire Bank by two years to the end
of 2024 and felt confident to reduce the size of the
facility from £25.0m to £20.0m, consistent with
our objective to reduce net debt. At year-end we
had headroom in the facility of £2.0m in addition to
£2.5m of cash in the bank.
The Board does not believe that it is appropriate to
reinstate dividends at this time and the Directors
have recommended that no final dividend be paid in
respect of 2021.
Strategic report
2021 results and net debt
The Group finished the year with results that were
in line with the Board’s expectations.
Revenue fell by 5% to £38.9m (2020: £40.9m), in
the first full year to be affected by the COVID-19
pandemic.
This was primarily due to a 10% reduction in
revenues in our Consumer Legal Services division,
caused by a reduction in the number of personal
injury accidents in the market and our decision
to place more enquiries into National Accident
Law (NAL) for higher future profits. Revenues in
our Critical Care division grew by 9% to £12.3m
(2020: £11.3m).
As a consequence, the Group’s underlying
operating profit1 reduced by 27% in the year to
£4.2m (2020: £5.7m). As expected, underlying
operating profit margins decreased from 13.8% to
10.7%. In the Consumer Legal Services division,
underlying operating profit reduced by 31%
to £3.7m (2020: £5.4m) and in Critical Care,
underlying operating profit reduced by 8% from
£3.6m in 2020 to £3.3m.
Our decision to grow case processing in NAL
required investment in the year however this
is expected to generate higher margins in the
medium and long-term. In our Critical Care division,
our investments in people, systems and marketing
activity, as well as changes to the commercial
agreements we have with our case management
and Expert Witness associates intended to secure
resource, will help us to grow our market share and
increase future revenues.
We reduced costs in our Group shared
services functions by 16% in the year to £1.6m
(2020: £1.9m) and other items, which comprise
share-based payment charges and amortisation
charges on intangible assets recognised as part of
business combinations, were 12% lower at £1.2m
(2020: £1.4m).
There were no exceptional costs incurred in the
year. In 2020 we recognised £1.4m of exceptional
costs, largely related to the transformation and
restructure of the Group’s Consumer Legal
Services division. This work is now complete.
The profit attributable to members’ non-controlling
interests in our joint venture LLPs reduced by
NAHL Group Plc Annual Report and Accounts 2021
9
Strategic report
Consumer Legal Services
In our Consumer Legal Services division, revenue
contracted by 10% from £29.6m in 2020 to
£26.6m in 2021, and underlying operating profit fell
by 31% to £3.7m (2020: £5.4m).
Our strategy to succeed in the personal injury
market is to create a higher margin, integrated law
firm underpinned by our flexible business model.
We will achieve this by continuing to generate our
own work, using our National Accident Helpline
brand and by processing an increasing number
of those enquiries through our own consumer-
focused law firm, National Accident Law. Over time,
we will process an increasing number of higher-
margin, non-RTA claims and our small claims
proposition will allow us to maximise the return
from lower value RTA claims. Finally, our agile and
scalable placement model is designed to balance
the work we place with our panel, and joint venture
partners, for in-year profit and cash with the work
we process ourselves for greater, but deferred
profit and cash.
Despite the challenges of operating in the
pandemic, I’m pleased to report that we made
progress with this strategy in 2021.
Claim volumes in the personal injury market
remained depressed throughout 2021 with
registered claim numbers in the market running at
c.60% of pre-COVID levels throughout much of the
second half of 2021. This was due to two reasons.
1) Firstly, the Government restrictions that were
put in place in response to the COVID-19
pandemic resulted in reduced mobility levels
across the UK. This was evidenced in mobility
data provided by Google, which started 2021
mobility levels at c.30% of the baseline2 before
COVID-19 and grew to around 75% of baseline
by November 2021. December 2021 then saw
a further significant reduction, falling to around
40% before partially recovering in the new year.
2) The second factor that caused claim
numbers to be depressed was the impact
of the regulatory changes to low value RTA
claims from 31 May 2021. On this date, the
Government implemented its planned changes
to reduce compensation tariffs and eliminate
cost awards for most RTA claims worth
£5,000 or less. This removed the majority of
value for firms processing RTA cases. If the
intention was to encourage the majority of
claimants to manage their own claim using the
Government’s online portal, then the reality is
very different. Since launch, fewer than 10% of
claimants have processed their own claim and
the vast majority still chose to rely on a law firm
to represent them. The significant reduction
in compensation available to injured claimants
combined with the complexity of the process
has resulted in a lower appetite to claim, leading
to fewer RTA claims since implementation.
The Government continues to pursue reform to the
personal injury market. In 2021, the Government
confirmed that the small claim limit for non-RTA
claims will increase from £1,000 to £1,500 from 6
April 2022. Then in January 2022, the Department
of Health launched a consultation on fixing costs
in clinical negligence claims worth up to £25,000.
The proposals are designed to reduce claimant’s
legal costs, saving the NHS an estimated £500m
over 10 years. We were anticipating both of these
proposals, and we do not expect them to have a
significant impact on our business.
The National Accident Helpline brand continues
to be the most trusted in the industry3 and
independent research found it to be associated
with being helpful, experienced and professional.
Our marketing activity produced 32,132 new
enquiries in the year, which was fewer than the
prior year (2020: 36,214) but that reflects a full
year of COVID-19 impact. Pleasingly, 10% more
enquiries were delivered in the period April to
December 2021 then the equivalent COVID-19
affected period in the prior year. Furthermore, this
period delivered 18% more enquiries from organic
channels in 2021 than the previous year, which
helped us to manage our marketing cost in a highly
competitive environment.
We increased our placement of enquiries into NAL
by 130% in the year, which included 569 non-RTA
enquiries and 3,529 small claims. Overall, 26%
of our total enquiries were placed into NAL for
processing, which was a significant increase on the
10% placed in 2020. As a result, at the end of the
year, NAL was processing 7,918 ongoing claims,
which was an increase of 166% on the previous
year. These claims represent a store of value
for the business that will deliver future revenues
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NAHL Group Plc Annual Report and Accounts 2021
CEO report
NAHL Group Plc Annual Report and Accounts 2020
11
Strategic report
and cash at an enhanced margin over what we
could achieve through placing the claims into our
panel. Based on our current assumptions on claim
success and value, we estimate that these claims
will generate c.£6.7m (2020: £3.8m) of future
revenue and future cash receipts of £8.4m (2020:
£4.7m). We maintained the proportion of enquiries
placed with our panel of third-party laws firms and
reduced the proportion of enquiries in our joint
venture law firms by 73%.
Also within our Consumer Legal Services division
is our Residential Property business, comprising
Homeward Legal and Searches UK. This business
had a strong year, buoyed by the stimulus of the
Stamp Duty Land Tax holiday and very strong
levels of business development success in our
search business. These businesses generated
revenue and contribution to operating profit
before shared costs of £5.6m (2020: £6.3m) and
£0.8m (2020: £0.3m) respectively and were a net
contributor to the Group’s free cash flow in 2021.
Critical Care
Revenues in our Critical Care business, Bush &
Co, grew by 9% to £12.3m (2020: £11.3m) and
underlying operating profit reduced by 8% to
£3.3m (2020: £3.6m).
Our strategy in Bush & Co is to grow share in our
market by appealing to a broader customer base,
extending our competencies and specialisms and
to be more efficient at what we do through the use
of technology. I am pleased with the progress we
made with these objectives in 2021.
Bush & Co operates in the catastrophic injury
market, which suffered a similar impact from
COVID-19 as in Personal Injury, although it is
unaffected by the small claims’ reforms. The
majority of work stems from RTA injuries and
medical negligence, both of which have seen
reduced volumes over the past couple of years.
Case management work is required soon after an
accident and so the impact on our business was
clear in 2020 and throughout 2021. Expert Witness
services, conversely, are not required until the legal
claim is well underway and average times from
accident to instruction are around three years.
Therefore, the full effect of the pandemic may not
be seen for some time.
We invested in marketing and business
development in the year and our focus on building
strong, enduring customer relationships was
rewarded with a 23% increase in instructions
for Expert Witness work and a 5% increase for
instructions for case management INAs.
We continued our innovative “Happy Post”
marketing campaign, delivering treats and
wellbeing packs to solicitors and insurers, which
attracted praise from across the industry and won
us the accolade of Marketing Campaign of the Year
at the 2021 PI Awards.
Since the team relaunched the brand in 2019,
Bush & Co has enhanced its reputation as an
award winning, independent market leader, known
for delivering a premium service with expertise,
integrity and professionalism.
The business increased the number of Expert
Witness reports it issued by 21%, INA reports
by 26% and ongoing case management clients
it supported by 1%. This was an excellent result
delivered by our operations teams and associates.
We recruited 34 new associates and proudly work
with 93 case managers and 96 expert witnesses
across the UK, across a range of specialisms.
We launched Bush Care Solutions in August 2021,
which is our expanded care proposition to support
clients who require nurse-led care in their homes.
This has been accredited by the Care Quality
Commission and, along with our case management
service, provides for a fully managed solution. We
also launched our differentiated case management
proposition, which is targeted at serious claims
valued between £100,000 and £500,000. The
division employed three new case managers in the
year to deliver this proposition and the team have
already started securing relationships with insurer
customers.
We have continued to invest in technology in
Bush & Co, which will drive efficiency savings
and be a growth enabler. In April 2021, we
launched our proprietary medico-legal report
writing tool for Expert Witness reports and this
was utilised on 26% of reports in 2021. We also
continued to roll out improvements to our case
management system.
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NAHL Group Plc Annual Report and Accounts 2021
Strategic report
Our people, culture and
communities
At NAHL, we aim to build a sustainable business
for the long-term gain of all our stakeholders.
While an important part of that is the development
of our business models in our two divisions, we
are committed to doing business in a way that is
beneficial to our people, our communities and the
environment.
We employed 258 people as at 31 December
2021, a decrease of 1% from the end of 2020
and our team is split in the ratio 30:70 male to
female staff. We have an experienced and capable
leadership team that was restructured in the year,
following my appointment as CEO. Chris Higham
was appointed to the role of acting CFO and Will
Herbertson to the role of Managing Director of
the Consumer Legal Services division. In October
2021, we were pleased to welcome John Kushnick
to the Group to take on the role of Legal Operations
Director, responsible for growing NAL. John is well
known and respected in the industry, and we are
already benefiting greatly from his experience.
My team and I have always believed that for a
business to be sustainable, it requires an inclusive
and supportive culture, with clear leadership and
a strong focus on employee engagement. The
Group’s values of Driven, Curious, Passionate and
Unified guide us in our short and long-term decision
making and our culture has helped to sustain the
business through the challenges of COVID-19 and
our business transformation.
In 2021, we continued our focus on clear and
regular staff communication, with regular meetings
and weekly updates. As the conditions evolved,
so too did our communications, with an increased
focus on connecting with people working remotely
and on staff wellbeing. This was enhanced with the
addition on our Group-wide employee engagement
platform, called Totem, during the year. This
mobile app helped our people to connect and
award each other recognition, post videos and
share encouragement.
Our annual engagement survey proved once again
that our people appreciate our focus on culture
and communication. Our engagement score of
75% is significantly higher than the UK average of
11%4. We have also received external validation of
our culture, with our Personal Injury and Critical
Care businesses holding the prestigious Gold
status from Investors In People and our Residential
Property business being awarded Silver.
Finally, we were thrilled that Bush & Co was placed
at number 43 on Best Companies’ ‘The UK’s 100
Best Small Companies to Work for 2021’, building
on a similar award achieved by National Accident
Helpline in 2019.
We were pleased to support a number of
community initiatives during the year, including
supporting local food banks through monetary
donations, collections and donations of Christmas
lunches. As at 31 December, the Group had also
funded the planting of 172 trees in Madagascar, one
for each Consumer Legal Service employee. This
will be extended to include Critical Care in 2022
and we will continue adding trees each time we
recruit someone new.
Potential sale of
Homeward Legal
We announced last year that we intended to
explore a potential sale of our repositioned and
streamlined Residential Property business,
Homeward Legal. While this initially attracted
encouraging levels of interest from the focussed
group of potential buyers we engaged with, it
proved very difficult to complete a deal due to
external factors beyond our control. While we are
not in negotiations with a buyer at present, we will
look to explore a sale and consider our strategic
options for this business in 2022.
NAHL Group Plc Annual Report and Accounts 2021
13
Strategic report
Conclusion and outlook
In 2021 we increased the number of claims being
processed in NAL and launched several new
initiatives across both divisions. We carefully
managed our investment levels to remain profitable
and showed a reduction in net debt.
This progress has continued into 2022 as we look
to grow the number of enquiries we generate,
increase the number of claims we are processing in
NAL, and develop our pipeline of work in Bush & Co.
In our Personal Injury business, enquiry numbers
for the first two months of 2022 were up 42%
compared to the same period in 2021 and we have
experienced an improvement in the average daily
enquiry run rate each month since December
2021. We allocated 31% of these enquiries to NAL,
compared to 23% for the same period in 2021.
In Critical Care, despite a relatively slow start in
January caused by concerns around the Omicron
variant of COVID-19, the number of Expert Witness
and INA reports issued in the first two months of
2022 increased by 8% and 7% respectively on the
same period in 2021. Instruction numbers for the
same period were also robust, with Expert Witness
ahead by 7% and INA instructions by 28%.
Now that the last of the COVID-19 restrictions have
been lifted, we expect to see mobility levels across
the UK continue to improve and for this to result
in a gradual increase in the number of accidents in
our markets. The Board have undertaken an impact
assessment considering the recent developments
in the Ukraine crisis and do not consider that
this will have a significant impact on the Group’s
operations.
James Saralis,
Chief Executive Officer
I would like to end by putting
on record my thanks to our
employees for their hard work,
support and commitment.
They faced many challenges
during 2021, including having
to adjust to the changing
COVID-19 restrictions, and
demonstrated their resilience
and dedication to supporting
our customers and each
other. Thank you to our
employees
James Saralis,
Chief Executive Officer
1. Underlying operating profit excludes certain exceptional items as
detailed in note 1 to the financial statements. Refer to note 1 of the
financial statements for a reconciliation of this measure to IFRS
operating profit.
2. COVID-19 Community Mobility Reports, google.com.
3. Independent research produced by The Nursery Research &
Planning Ltd, September 2021.
4. Gallup state of the global workplace report 2021.
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NAHL Group Plc Annual Report and Accounts 2021
Strategic report
CFO
Report
Overview
The year began with the UK in its third and most
protracted lockdown as the Group continued to
feel the effects of COVID-19 disrupting volumes
in our markets as consumer behaviour changed
and accident numbers were supressed. The year
also saw the long anticipated small claims reforms
come into effect at the end of May. Despite this,
the Group remained profitable, generated cash and
reduced net debt.
In 2020, we focused on generating immediate cash
and profit through placement of enquiries into our
panel law firms. Having created our wholly-owned
law firm, National Accident Law (NAL), this year we
turned attention to scaling the business to realise
higher returns and higher profit in the future.
We also invested in new initiatives and technology
in the Critical Care division to underpin future
growth.
From an operational perspective, revenue fell 5%
from £40.9m to £38.9m. This was largely due to
the full year impact of the COVID-19 pandemic
affecting accident numbers and reducing demand
for our services along with our strategic decision to
grow the number of enquiries we placed with our
law firm, NAL.
Underlying operating profit decreased by 27% from
£5.7m to £4.2m at an underlying margin of 10.7%
(2020: 13.8%), operating profit fell £0.1m to £4.2m
and profit before tax was £0.2m (2020: loss of
£0.2m).
NAHL Group Plc Annual Report and Accounts 2021
15
Strategic report
Review of income statement
Consumer Legal Services
Critical Care
Revenue
Consumer Legal Services
Critical Care
Shared Services
Other items
Underlying Operating Profit
Exceptional items
Operating Profit
Profit attributable to non controlling interest in LLPs
Financial income
Financial Expense
Profit/(Loss) before tax
Taxation
Profit/(Loss) and total comprehensive income for
the year
2021
£m
26.6
12.3
38.9
3.7
3.3
(1.6)
(1.2)
4.2
0.0
4.2
(3.5)
0.1
(0.6)
0.2
0.0
0.2
2020
£m
29.6
11.3
40.9
5.4
3.6
(1.9)
(1.4)
5.7
(1.4)
4.3
(4.1)
0.2
(0.6)
(0.2)
0.0
Change
£m
Change
%
(3.0)
(10.0%)
1.0
(2.0)
(1.7)
(0.3)
0.3
0.2
9.1%
(4.7%)
(31.1%)
(8.4%)
16.0%
12.1%
(1.5)
(26.6%)
1.4
(100.0%)
(0.1)
0.6
(3.5%)
16.1%
(0.1)
(49.4%)
0.0
0.4
0.0
5.1%
205.0%
(295.0%)
(0.2)
0.4
163.9%
Consumer Legal Services
The Consumer Legal Services division generated
£26.6m of revenue, a decline of 10% from £29.6m
while underlying operating profit fell by 31% from
£5.4m to £3.7m. The national lockdown at the
start of the year once again supressed accident
numbers with enquiry volumes 18% lower than
the second half of 2020. Across the full year, the
National Accident Helpline brand generated 32,132
enquiries, 11% lower than last year (2020: 36,214)
albeit 2020 was largely unaffected by COVID-19 in
the first quarter. Enquiries grew 27% in the second
half of the year compared to the first half.
We increased the number of enquiries placed into
our wholly-owned law firm, NAL and following the
introduction of the new rules around low value
Road Traffic Accident (RTA) claims at the end of
May, all volume from RTA in England and Wales
has been placed with NAL. This has contributed
to a 130% year-on-year increase in the number
of enquiries processed by NAL. At the end of
2021, NAL was processing 7,918 ongoing claims,
an increase of 166% on the previous year. These
ongoing cases are expected to contribute c£6.7m
(2020: £3.8m) in future revenue and c£8.4m
of future cash receipts (2020: £4.7m). Enquiry
volumes placed with joint venture law firms
decreased by 73% in the year.
The enquiries processed by NAL have a longer
revenue cycle that can run to a number of years
compared to that of our panel arrangements, due
to NAL recognising income only once an admission
of liability has been received from the defendant.
As we anticipated, the reforms have also resulted
in a material reduction in revenue from a large
proportion of our RTA claims.
16
NAHL Group Plc Annual Report and Accounts 2021
Strategic report
The Residential Property business generated a
positive contribution to profit of £0.8m (2020:
£0.3m) before allocation of shared costs. The
business benefitted from an extension to the
market stimulus in the form of the Stamp Duty
Land Tax holiday on properties valued up to
£500,000 alongside business development
successes and a full year impact of cost savings
delivered in the previous year.
Critical Care
The Critical Care division grew revenue by 9% from
£11.3m to £12.3m (2020: a reduction of 16%) with
Underlying Operating Profit reducing by 8% from
£3.6m to £3.3m.
The division has continued to invest in business
development activity contributing to a 23%
increase to Expert Witness instructions and a
6% increase in INA instructions. Expert Witness
reports delivered grew by 21%. The number
of ongoing case management cases has also
marginally increased although revenue from these
cases is broadly flat as appointments have been
carried out remotely during COVID-19 as opposed
to face-to-face.
Operating costs increased in the year due to
investments in people, marketing activity and
systems to grow the business including new
initiatives, Hubs and Bush Care Solutions (see
CEO report on page 12) as well as changes to
commercial agreements to secure associate
resource which also further strengthened our IR35
position with associates.
Shared Services
The costs for the Group’s Shared Services
functions fell by £0.3m to £1.6m (2020: £1.9m).
Government Support
The Group made use of £0.01m of Government
support in the form of the Coronavirus Job
Retention Scheme (2020: £0.4m). This income
is shown in the financial statements in underlying
operating profit as netted off administration
expenses within the divisional results. We repaid
£0.4m of VAT deferred from 2020 in the year with
no further deferral in 2021.
Exceptional and non-
underlying items
The Group did not incur any exceptional costs
in the year (2020: £1.4m). Costs relating to the
exploration of disposing of the Residential Property
business have been expensed within underlying
operating profit.
Taxation
The Group’s tax charge of £79,000 (2020: £2,000)
represents an effective tax charge of 33.6% (2020:
-0.9%). The tax charge is higher than the standard
corporation tax rate of 19% for the reasons set out
in note 9 to the financial statements. The deferred
tax credit originates from temporary differences
in intangible assets acquired on business
combinations.
Earnings per share (EPS)
and dividend
Underlying EPS for the year were 0.3p (2020: 1.9p).
Underlying EPS provide a better comparison year
on year as earnings have been adjusted to exclude
certain exceptional items (net of the standard rate
of corporation tax). This is explained in note 1 to the
financial statements.
Basic EPS for the year were 0.3p (2020: -0.5p) and
the diluted EPS were 0.3p (2020: -0.5p), reflecting
the impact of share options due to vest in future
years.
The growth in basic EPS is due to the exceptional
costs totalling £1.4m (comprising costs for the
strategic transformation of the Personal Injury
division, restructure of Residential Property
and Personal Injury into a new Consumer Legal
Services division and due diligence costs relating
to a potential offer for the Group) not repeated
in 2021, partially offset by a full year impact
of COVID-19 and continuing investment in the
Personal Injury and Critical Care businesses.
The Board does not believe it is appropriate to
re-instate dividends at this time and the Directors
have recommended that no final dividend be paid in
respect of 2021 (2020: nil).
NAHL Group Plc Annual Report and Accounts 2021
17
Strategic report
Review of the statement of
financial position
In reviewing the statement of financial position,
I consider the significant items to be working
capital, defined as trade and other receivables less
trade and other payables, and net debt.
Working Capital
Trade and other receivables less trade and other
payables totalled £17.2m at year end (2020:
£16.7m).
Trade receivables and accrued income balances
related to the processing of personal injury
claims decreased to £6.9m (2020: £7.3m). These
claims are yet to reach the settlement stage
but have received an admission of liability from
the defendant. This is in line with the Group’s
accounting policy for legal services revenue in
note 1 to the financial statements. Accrued income
included £1.7m (2020: £0.9m) relating to liability
admissions received on open cases within National
Accident Law.
There is a significant element of uncertainty in
estimating this accrued income, as discussed
further in note 1 to the financial statements. The
Directors believe that the assumptions adopted are
appropriate and based on historical experience of
claims processed in our law firms and by our panel.
These assumptions are updated with actual results
as claims settle.
Disbursement receivables increased from £6.7m to
£8.3m as we scaled NAL.
Receivables not relating to the law firms decreased
from £20.3m to £18.2m. This is a result of the
maturity of historic deferred debt from our panel
debtors including having received £1.5m of the
settlement relating to the termination of National
Law Partners, agreed in 2019. The remaining
amount of £1.4m is due to be settled by the end of
Q2 2022.
Payables reduced from £17.5m on 31 December
2020 to £16.2m at the balance sheet date. This
was due to the unwinding of product commissions
settled in advance and a £0.4m payment for
VAT deferred from 2020, offset by an increase in
disbursement payables in our law firms. The latter
increased, as expected, from £6.0m to £7.2m.
Net debt and bank
facilities
We carefully managed our cash resources during
the year to balance an investment in processing
personal injury cases with a desire to reduce net
debt. As a result, net debt fell from £16.3m as at 31
December 2020 to £15.5m at year-end. Net debt is
defined in note 29 to the financial statements and is
comprised of £2.5m of cash (2020: £3.6m) offset
by borrowings of £17.9m (2020: £19.9m).
The borrowings represent a balance on the Group’s
Revolving Credit Facility with its lender, Yorkshire
Bank. We successfully renegotiated the facility with
Yorkshire Bank extending the facility term for a
further 24 months through to 31 December 2024.
As part of the agreement with Yorkshire Bank,
new covenants have been agreed aligning with our
latest forecasts and the overall facility has reduced
from £25.0m to £20.0m to appropriately reflect
our medium-term requirements.
18
NAHL Group Plc Annual Report and Accounts 2021
Strategic report
Review of the cash flow statement
Net cash generated from operating activities
2021
£m
5.1
2020
£m
11.0
Change
£m
Change
%
(5.9)
(53.4%)
Net cash used in investing activities
(excl. disposal of subsidiaries)
Facility arrangement fees
Principal element of lease payments
Drawings paid to LLP members
Net cash used in financing activities
(before borrowings)
Free cash flow
Disposal of subsidiaries
Repayment of borrowings
Net (decrease)/increase in cash and cash
equivalents
(0.6)
(1.1)
0.5
(42.7%)
(0.1)
(0.2)
(3.4)
(0.1)
(0.5)
(3.2)
0.0
0.3
(25.6%)
(70.3%)
(0.2)
(6.8%)
(3.7)
(3.8)
0.1
5.3%
0.8
0.0
(2.0)
6.1
(1.3)
(3.8)
(5.3)
(86.0%)
1.3
1.8
(100.0%)
(46.7%)
(1.2)
1.0
(2.2)
(210.1%)
NAHL Group Plc Annual Report and Accounts 2021
19
In conclusion, despite the
continued disruption caused
by the COVID-19 pandemic,
we have made progress with
our strategy, investing in both
the Consumer Legal Services
and Critical Care divisions,
positioning them well to
maximise future returns whilst
continuing to manage debt.
Chris Higham
Acting Chief Financial Officer
Strategic report
The Group’s cash and cash equivalents reduced
by £1.2m in the year (2020: increase of £1.0m).
This was primarily due to repaying borrowings and
increased investment. The significant items in the
consolidated cash flow statement are net cash
from operating activities, drawings paid to LLP
members and the repayment of borrowings.
Net cash from operating activities reduced from
£11.0m to £5.1m as we switched focus back
to growing the number of cases processed in
NAL in line with our strategy. We temporarily
changed focus to increase liquidity in 2020, in the
immediate aftermath of the onset of the COVID-19
pandemic. Net cash generated from operating
activities included £2.1m in relation to claims
settlements received by National Accident Law
(2020: £1.3m).
The Group paid £3.4m (2020: £3.2m) of drawings
to its partners in the joint venture law firms during
the year, under the terms of our agreements. This
reflects the growth in claims won and settled during
the year. The Group also acquired £0.3m (2020:
£0.8m) of intangible assets in the year as it sought
to improve its technological offering in Critical Care.
The Group repaid £2.0m (2020: £3.8m) of
borrowings in the year on its Revolving Credit
Facility.
Free Cash Flow (FCF) is the Group’s KPI
with regards to cash flow. FCF in 2021 was
£0.8m compared to £6.1m in 2020. The primary
reason for this decrease is the change of focus to
processing more cases in NAL as outlined above.
The Group also monitors underlying cash
conversion. This fell to 150.2% in the year (2020:
228.9%), a direct result of the fall in operating cash
as explained above.
Chris Higham
Acting Chief Financial Officer
20
NAHL Group Plc Annual Report and Accounts 2021
Section
Our Business
NAHL Group Plc Annual Report and Accounts 2020
21
Strategic report
Our
group
NAHL Group plc is a leader in the consumer legal services and
catastrophic injury markets, delivering products and services to
consumers and businesses through its two divisions.
Consumer Legal Services
WHAT WE DO
Consumer Legal Services provides outsourced
marketing services to law firms through
the National Accident Helpline brand and
Homeward Legal, and claims processing to
individuals through National Accident Law and
its joint venture partnerships, Law Together and
Your Law. It also provides property searches
through Searches UK.
Critical Care
WHAT WE DO
Critical Care provides a range of specialist
services in the catastrophic and serious
injury market to both claimants and
defendants through Bush & Co.
PROFILE
• Revenues of £26.6m
PROFILE
• Revenues of £12.4m
• Underlying operating profit of £3.7m
• Underlying operating profit of £3.3m
• 169 employees
• 69 employees and 189 associates
STRATEGY
Our strategy is to create a higher margin,
integrated law firm, underpinned by our flexible
business model. We will do this by continuing
to generate our own work, using our National
Accident Helpline brand, by processing an
increasing number of claims through our own
consumer-focused law firm, National Accident
Law, and by leveraging our agile and scalable
placement model to manage our growth.
STRATEGY
Our strategy is to grow share in the
catastrophic and serious injury markets
by appealing to a broader customer
base, extending our competencies and
specialisms and to be more efficient
at what we do through the use of
technology.
Core Competencies
Marketing
capability
Technologically
enabled
Trusted
brands
Highly skilled,
empathic
people
Customer
centric
approach
Strong
employee
culture
Shared Services
WHAT WE DO
Operating as a centralised function, Shared
Services provides strategic leadership, funding
and governance to support the divisions.
• £1.6m cost base
• 20 employees
• Provides Board, finance, legal and
people services
value to be realised in the future. The proportion of
work placed into our joint venture partnerships was
reduced, in line with our long-term plans.
2021 also saw the small claims’ reforms around
whiplash RTA claims come into effect on 31st May.
NAL had already prepared its systems and
embedded efficient ways of working in preparation
for the implementation of the small claims reforms
and from the day the reforms came into effect, NAL
has taken on all RTA claims generated through the
National Accident Helpline brand. Technological
innovation was embedded throughout our
operations in 2020. This included upgrades to our
call centre technology, implementation of our ‘One-
Call’ process and a new digital tool enabling RTA
claims to be made online. These changes enabled
us to handle cases efficiently, while retaining the
customer-focused friendly approach which we
pride ourselves on. We aim to grow the number of
customers using our digital sign-up tool in 2022.
Our thorough preparation meant that when the
legislative changes went live, everything was in
place to ensure effective handling of cases; our
team and systems were ready and able to utilise
the new Government portal.
Strategic report
Consumer Legal Services
The Consumer Legal Services division serves
the personal injury and residential conveyancing
sectors of the legal services market. The division
provides outsourced marketing services to law
firms through the National Accident Helpline brand
and Homeward Legal, and claims processing to
individuals through National Accident Law (NAL),
and its joint venture LLPs, Law Together and Your
Law. In addition, it also provides property searches
through Searches UK.
The first half of 2021 was largely dominated by
the third COVID-19 lockdown, with measures only
beginning to ease during Q2. This caused a further
reduction in volumes within the personal injury
market, which contracted by 16% compared to the
previous year.
While Q1 2020 was only impacted by the pandemic
for a brief period, 2021 was impacted in its entirety
by the ongoing situation, and as a result market
volumes fell for employers liability, road traffic
accident (RTA) and public liability claims, with only
the clinical negligence market showing year-on-
year growth. Market volume began to return in H2
but the rate of recovery was slower than the market
had experienced following the first 2020 lockdown.
As restrictions were eased this time, volumes rose
at a steady pace.
Over the course of the year and in support
of our strategy to grow the volume of
enquiries processed by NAL, 26%
of all claims triaged by the NAL
legal support teams went on to
be handled by NAL, up from
10% the year before. Market
data shows slower growth
in the RTA market than the
volumes we see in our data,
indicating that our strategy
has resulted in growth of
market share.
Following our strategy, we
began to place more non-
RTA claims into NAL from
Q4. In total, our law firm has
around 8,000 cases currently
in progress, representing a
significant body of work and
NAHL Group Plc Annual Report and Accounts 2021
23
Consolidation of our marketing teams throughout
our Consumer Legal Services businesses was
completed, enabling us to work more efficiently
across the division. Significant projects completed
in the Residential Property business included
the introduction of a new CRM system for
Homeward Legal which saw conversion increase by
approximately 40%.
Searches UK followed a similar trading pattern
to Homeward Legal, with the year ending with
volumes surpassing expectations.
Strategic report
Marketing within the personal injury sector remains
highly competitive, though advertising spend
dropped significantly during the pandemic and
has not returned to pre-COVID levels. Our focus
remains on generating volume through digital
marketing channels.
Internally, we focused on upskilling our team to
ensure we had the personnel and skills in place to
deliver our growth plans. The appointment of John
Kushnick to the role of Legal Operations Director
brought a wealth of experience to our leadership.
John’s expertise has helped us to further refine
our ways of working. Our legal capabilities and
capacity continue to grow with the addition of 10
new team members whilst four team members also
completed their apprenticeships in 2021.
By embracing hybrid working, we have been able
to recruit from a wider geographical area, providing
us with greater access to the best candidates to
help us realise our goals. Team members working
in the office are now able to work in comfortable,
modern surroundings following the completion of
the refurbishment at our head office, Bevan House
in Kettering.
Externally, relationships with our key partners
remain strong, including our joint venture partners,
panel law firms, insurance and medical agencies.
Our Residential Property businesses continued
to trade profitably throughout 2021. While
discussions continued with third parties regarding
the sale of this area of the business, our teams
working within Homeward Legal and Searches UK
remained focused on delivery.
Market volumes in our Residential Property
business were heavily influenced by the
Government’s timetable for the end of the Stamp
Duty holiday, which was originally due to take place
at the end of March 2021 and was subsequently
extended to the end of June. Following the end
of the Stamp Duty holiday, after an initial dip in
activity, volumes began to recover towards the end
of the year as the market normalised.
24
NAHL Group Plc Annual Report and Accounts 2021
Strategic report
Critical Care
Our Critical Care business, Bush & Co, holds a
leading position providing support services in the
catastrophic injury market, itself a subset of the
medical reporting and rehabilitation market. The
catastrophic injury market is defined as those
cases involving the most severe and life-changing
injuries, with settlement values of £500,000 and
above.
The complexity of catastrophic injuries results
in long case life cycles. Most clients require the
services of an expert witness and around half will
use a case management service to support their
rehabilitation.
Case management services usually begin when a
client’s solicitor instruct Bush & Co to conduct an
Initial Needs Assessment. These assessments are
typically conducted three to four months after an
injury occurs and the outcomes are documented
in a report. This may result in ongoing case
management support for the client’s rehabilitation,
which has an average life cycle of over two years,
meaning that in any given year, more than half of
the cases under management relate to accidents
suffered in previous years.
COVID-19 resulted in a contraction in accident
volumes, as lockdowns and Government guidance
resulted in fewer people being out on the roads,
in workplaces or receiving non-urgent medical
treatment. Consequently, there have been fewer
case management instructions in the market since
the start of the pandemic and levels remained
depressed throughout 2021. The clinical negligence
market, however, remained buoyant. Pleasingly,
Bush & Co benefitted from the strength of its
established, strong customer relationships
and grew its market share through the year.
As restrictions are lifted and accident volumes
increase, we expect the volume of instructions for
case management to return to pre-pandemic levels
during H2 2022.
Expert witness instructions are typically received
once a case is well underway, on average around
three years from the date of the accident.
Instruction volumes exceeded our expectations
in 2021, growing by more than 21% year on year.
Due to the extended delay between accident
and instruction, we believe the full impact of the
pandemic on market volumes in the expert witness
market is still to be realised. However, our analysis
shows that Bush & Co has also grown market share
in expert witness services and this, along with our
strong customer relationships, should help us to
minimise any impact of this. Overall, we expect that
volumes in 2022 will continue to grow.
Our investment in technology included the
successful launch of our proprietary report writing
tool for expert witness reports, in April 2021. This
tool helps to streamline the production of reports
and enhances quality, whilst delivering savings as
demand grows. This tool is now fully embedded
and operating successfully, with more than 70% of
our most popular care and occupational therapy
reports being completed using this model.
We launched our differentiated case management
proposition for serious injury claims valued at
between £100,000 and £500,000. This service
utilises employed case managers and technology
solutions to deliver outcome-driven solutions for
our larger customers.
We also entered the adjacent care market with
the launch of Bush Care Solutions in September
2021. Having achieved accreditation for TDDI
(Treatment of Disease, Disorder or Injury) from the
Care Quality Commission, Bush Care Solutions is
able to offer nurse-led care management services
to support rehabilitation in a client’s home. The
introduction of this service complements Bush
& Co’s existing case management offering and
enables us to offer clients a fully managed solution.
Bush & Co’s reputation as an industry leader
and employer of choice was reaffirmed with two
accolades during 2021. It was named at position
43 on Best Companies “Best Small Companies
to Work for in the UK” list in May, and went on to
receive an award for Marketing Campaign of the
Year at the PI Awards in November.
NAHL Group Plc Annual Report and Accounts 2021
25
Our group
NAHL Group Plc Annual Report and Accounts 2021
26
26
NAHL Group Plc Annual Report and Accounts 2021
Section
KPIs
NAHL Group Plc Annual Report and Accounts 2021
27
Strategic report
Key
Performance
Indicators 2021
The Board monitors a number of Key Performance Indicators
(KPIs) to assess the Group’s performance against its strategic
objectives. These KPIs include alternative performance
measures where they provide additional insight into
performance from the perspective of shareholders and other
stakeholders.
In addition to the Group’s financial KPIs, the Board
has identified several non-financial KPIs that help it
track progress in areas that are critical for the long-
term success of the Group. These are not directly
reflected in the Group’s financial statements but
are assessed on a regular basis and managed by
divisional management.
1. Revenue
Revenue comprises amounts receivable from
customers for the provision of the Group’s
services. The Group’s key revenue streams are
detailed in note 1 to the financial statements on
page 100. As mentioned in the CEO report, the
Group’s transition to a self-processing law firm has
meant that an increasing proportion of revenue
is deferred until liability admission, and therefore
monitoring and generating growth in revenues is
key to the Group building a sustainable business
model. Revenue over the past three years has been
adversely impacted by the COVID 19 pandemic
which has reduced demand for our services and
products from both our panel of B2B customers
and B2C consumers.
2. Cash generation –
free cash flow
Free cash flow comprises the cash that the Group
has generated from operations, less amounts
invested in capital items, lease payments and
payments to and from members’ non-controlling
interests in our LLPs.
The lockdown measures associated with the
COVID-19 pandemic have continued to impact
the number of accidents taking place which again
resulted in fewer enquiries being generated in our
Personal Injury business (KPI 4). We have balanced
our liquidity with our desire to grow the number
of claims processed by National Accident Law
to realise higher returns, by flexing placement of
our enquiries in the year (KPI 5). These decisions
contributed to the Group generating £0.8m of
free cash flow (please see CFO’s report on Page
20 for more details and note 2 to the financial
statements for a reconciliation of this figure to
statutory measures).
Cash generation – free cash flow (£’000)
Revenue (£’000)
2021
2020
2019
38,947
40,875
51,314
2021 849
2020
(1,702) 2019
6,068
28
NAHL Group Plc Annual Report and Accounts 2021
Strategic report
3. Profitability – Operating
Profit
Operating profit reflects the overall performance
of the business. Operating Profit has decreased
in 2021 due to the continued impact of COVID-19
on enquiry volumes in Consumer Legal Services,
increased investment in processing cases in
National Accident Law and the enactment of new
legislation relating to small claims road traffic
accidents in May 2021, which have had a material
effect on the value of these claims (please see
CEO’s report on page 10 for more details).
Operating profit (£’000)
2021
2020
2019
2,563
4,156
4,309
4. Marketing services –
personal injury enquiries
generated
Our ability to generate personal injury enquiries
and balance these against market demand and
available working capital, are a core element
of our business model and a leading indicator
of revenue. COVID-19 has continued to restrict
accident numbers in the market which have, in
turn, impacted enquiry volumes generated through
the National Accident Helpline brand. (Please see
CEO’s report on page 10 for more details).
No. of enquiries (’000)
2021
2020
2019
32,132
36,214
56,256
5. Personal injury enquiry
placement – percentage
of enquiries placed in each
processing channel
Our placement decisions influence profit and cash
flow in the current year, as well as in future years.
Enquiries processed by National Accident Law
generate higher levels of profit compared to those
processed by our joint venture law firms or the
panel, but cash is delayed until the claim is settled.
Also, the volume of new claims placed in National
Accident Law is limited by levels of operational
capacity and available working capital.
Monthly placement levels are planned as part
of our annual budgetary process, but these can
be flexed throughout the year depending on the
volume of enquiries generated, capacity within
National Accident Law or levels of capital available.
Since the new small claims rules relating to road
traffic accidents were introduced in May 2021, all
enquiries from road traffic accidents in England
and Wales have been processed by National
Accident Law. This contributed to a 130% increase
in the number of enquiries placed with National
Accident Law in the year, as well as an increase in
the number of open cases at 31st December 2021
(KPI 6)
Panel and other
Joint Venture Law Firms
National Accident Law
2021
2020
2019
68%
6%
26%
69%
21%
10%
67%
29%
4%
NAHL Group Plc Annual Report and Accounts 2021
29
7 Expert reports – critical
care reports issued
We charge fees for issuing expert witness reports
and initial needs assessments in Critical Care.
Volume exceeded our expectation this year with
volume ahead of pre-pandemic levels. (Please see
CEO’s report on page 12 for more details).
No. of ongoing claims
2021
2020
2019
1,389
1,148
1,325
Strategic report
6 Service provision –
ongoing claims/open case
management cases
On average, personal injury claims take a number
of years to conclude. Our ongoing claims represent
a store of value that will convert to revenue and
cash in future years as the claims progress through
the legal process and, ultimately, settle. We have
materially increased the number of enquiries placed
with National Accident Law during 2021 and this
has contributed to open case volumes closing 166%
higher than 2020.
In Critical Care, we invoice monthly for ongoing case
management support provided to clients. COVID-19
continued to impact volumes due to fewer people
being out on the roads, in workplaces or receiving
non-urgent medical treatment. As a result, the
number of ongoing cases is only marginally ahead of
2020. (Please see CEO’s report on page 12 for more
details).
National Accident Law
No. of ongoing claims
2021
2020
2,975
2019
1,641
Critical Care
No. of ongoing cases
2021
2020
2019
7,918
1,222
1,208
1,294
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NAHL Group Plc Annual Report and Accounts 2021
Strategic priorities
NAHL Group Plc Annual Report and Accounts 2021
31
Strategic report
Consumer
Legal
Services
Strategic Priority
Progress made in 2021
Our focus in 2022
Generate our own work to fuel
the business model
Cost-efficiently generate the
enquiries needed to fuel the
business model and deliver
growth
• Generated 32,132 enquiries in
the year, with a 27% growth in
the second half compared to
the first half
• Delivered improved organic
search performance on the
National Accident Helpline
website following Google’s Core
Web Vitals algorithm change in
June 2021
• Built brand awareness through
thought leadership and
consumer campaigns, including
Rights on Site and road safety
• Maintain a high level of brand
awareness to support cost-
effective enquiry acquisition
• Continue to develop our SEO
performance, to optimise the
cost of acquisition
• Work towards a return to TV
advertising in the second half
of 2022, providing the market
conditions are supportive to
warrant this investment.
Grow the number of personal
injury enquiries we process
through National Accident Law
Scale NAL in order to deliver a
sustainable business, with more
profit per enquiry
• NAL has processed 100% of
RTA enquiries since 31 May
• Recruit the right people to
enable our growth
• 569 non-RTA claims were
allocated to NAL for processing
from 1 July, which should result
in a higher margin business
• Optimise the processes to
achieve the admission and
settlement timescales in our
planning assumptions
• RTA small claims proposition
• Manage the cost of processing
launched on 31 May,
allowing NAL to continue to
monetise low value RTA. NAL
commenced work on 3,529
small claims in 2021
claims to our plan
• Developed our digital sign-
• Grow the proportion of RTA
Build a technologically enabled
law firm to maximise our
processing efficiency
Ensure our technology and
marketing supports digital sign-
up and processing of cases, to
delight customers and maximise
efficiency
up and My Account tools to
facilitate RTA small claims
processing
• Successfully introduced
Peppermint CRM software into
Homeward Legal to improve
lead conversion rates
Deliver a great customer
experience
Ensure customer care is at the
forefront of our service offering
• Maintained “Excellent” score
on Trustpilot for National
Accident Helpline
small claims using digital sign-
up and processing
• Continue to maximise
customers’ usage of our My
Account portal
• Continue to develop our
Peppermint case management
system to drive efficiency gains
• Deliver leading customer
satisfaction levels at sign-up
resulting in strong Trustpilot
scores for National Accident
Helpline
• Deliver leading customer
satisfaction levels through to
settlement resulting in strong
advocacy scores for NAL
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NAHL Group Plc Annual Report and Accounts 2021
Strategic report
Critical
Care
Strategic Priority
Progress made in 2021
Our focus in 2022
Grow and Strengthen
Customer Base
Increase the breadth and depth
of our customer base to drive
an increase in new instructions
year-on-year
Extend Team Competencies
and Specialisms
Extend the range of
competencies and specialisms
within the associate group to
realise revenue at more stages
in the case lifecycle
Invest in Technology to
Facilitate Growth
Ensure Bush & Co is supported
with the right technology to
enable and underpin growth
Expand into Adjacent Market
Segments
Develop the HUBS proposition
to grow lower value, serious
injury case management work
• Built on our “Happy Post”
marketing initiative and
engaged with both existing and
potential customers
• Grow case management and
expert witness instruction
numbers
• Develop relationship with new
• Increased instruction numbers
customers
for expert witness by 21%
YoY and for initial needs
assessments by 5% YoY
• Launched Care Quality
• Grow number of nurse-led care
Commission (CQC) accredited
nurse-led care service to
support clients
• Launched our new proprietary
medico-legal report writing
tool for Expert Witness in April
2021, which has increased
associate capacity to facilitate
growth within existing
resources
• Implemented improvements
to core case management
systems to develop resilience
• Recruited six employed case
managers to help grow the
HUBS proposition
packages
• Recruit the right blend of
associates to ensure coverage
of all geographies and case
types
• Develop our specialisms in child
and young person cases
• Deliver further improvements
to core systems to drive
operational and reporting
efficiencies
• Produce more expert witness
reports using new digital tool
• Develop a portal for use by
customers and clients to
improve outcomes
• Upgrade the finance system
to drive efficiencies and better
reporting
• Grow the number of customers
signed up to the HUBS
proposition
• Launched the HUBS brand in
• Grow the number of serious
October 2021
• Successfully signed up two
customers and developed
relationships with several
others
injury instructions supported
through the HUBS brand
NAHL Group Plc Annual Report and Accounts 2021
33
Section
Principal risks and uncertainties
34
NAHL Group Plc Annual Report and Accounts 2021
Principal risks and uncertainties
Strategic report
Principal risks
and uncertainties
The Board is mindful of the detrimental impact that the Group’s
principal risks and uncertainties could have on its ability to
deliver on its strategic priorities. It seeks to identify, assess and
manage these risks through its risk management framework
and regular reporting and review, combined with additional
assurance work. Whilst the Board has ultimate responsibility for
risk, it is supported by the Audit and Risk Committee, Executive
Director and management.
Our risk management
framework
The Board maintains a risk management
framework (figure 1, page 37) that combines a top-
down strategic assessment of risk with a bottom-
up operational identification and reporting process.
The regular review of existing risks and
identification of emerging risks is managed
through quarterly risk reviews between divisional
management and the Executive Director. Once
risks are identified and the Group’s appetite for
each risk determined, risks are prioritised and
mitigating actions implemented.
Risk appetite
Every year, the Board reviews and sets the Group’s
appetite for risk. This is done by attributing a score
to each one of six separate risk categories that the
Board has identified. The categories are as follows.
1 Strategic & transformation
Risk identification and
reporting
Divisional management conducts an ongoing
process of identification and assessment of key
risks (both financial and non-financial) faced by
their division. This includes the identification of
emerging risks, whether from structural changes
in their markets or transformation activity within
the business.
Risks are collated on a risk register along with
mitigating actions that reduce the residual risk to
an acceptable level, with reference to the Board’s
appetite. Residual risks are assessed according to
their likelihood of occurrence and potential impact
on the profitability and cash flow of the Group.
Divisional risk registers are reviewed quarterly by
the Executive Director and risks are prioritised
across the Group. The highest rated risks are
denoted principal risks and are reported by the
Executive Director to the Audit and Risk Committee
and the Board.
2 Operational
3 Financial
4 People and culture
5 Regulatory
6
IT, systems and data security
These are scored on a scale of 1 (lowest risk) to 12
(highest risk) and a score of 1–3 is described as an
averse appetite, 4–6 is a cautious appetite, 7–9 is
balanced appetite, and 10–12 is an entrepreneurial
appetite. Individual risks are allocated a category
and the associated risk appetite then informs
management’s approach to mitigating that risk.
NAHL Group Plc Annual Report and Accounts 2021
35
36
NAHL Group Plc Annual Report and Accounts 2021
Strategic report
Figure 1 – Risk management framework
i
S
t
r
a
t
e
g
c
a
s
s
e
s
s
m
e
n
t
o
f
r
i
s
k
a
n
d
p
r
i
o
r
i
t
i
s
a
t
i
o
n
Board
Ultimate responsibility for
risk management
• Sets strategic priorities
• Agrees the Group’s appetite for each risk category
• Top-down risk identification
• Delegates authority
Audit & Risk
Committee
Executive
Director
Monitors effectiveness of risk
management through reporting
and assurance
• Sets scope of external audit
• Monitors internal controls through internal reviews
• Reviews critical accounting judgements and
estimates
Monitor performance and
changes in key risk
• Provides regular reports and updates to the Board
• Reports to the Board and Audit & Risk Committee
on key risks
• Provides guidance and advice to divisional
management through quarterly risk reviews
R
i
s
k
i
d
e
n
t
i
f
i
c
a
t
i
o
n
a
n
d
r
e
p
o
r
t
i
n
g
Divisional
management
Identifies, manages and
reports local risks
• Maintains local risk registers and mitigation plans
• Regular assessments of emerging risks
• Implements mitigation plans
• Reports quarterly to Executive Director on risk
NAHL Group Plc Annual Report and Accounts 2021
37
Strategic report
The principal risks identified are detailed below:
Category
Financial
Risk
Appetite
Balanced
(7/12)
Description
Credit exposure
The Group has a number
of historic and ongoing
arrangements with law firm
customers, some
of which involve deferred
payments which create a
credit risk in the event of their
insolvency or a dispute.
Financial
Balanced
(7/12)
Accuracy of business model
assumptions (including impact
of COVID-19)
The Group’s business
model relies on several
key assumptions which,
if not delivered, have a
material impact on financial
performance and strategy.
Some of these assumptions
could be impacted by an
elongation of the
COVID-19 pandemic. These
include assumptions relating to:
• Enquiry generation costs and
volumes
• Case processing performance
• Small claims processing
efficiency
• Volume of critical care
instructions
Mitigation
The Group has processes
to approve credit limits and
monitor exposures, and has
adopted a more cautious
approach when considering
deferred terms for panel law
firms. No new material deferred
deals have been entered
into since 2020. Contractual
provisions such as set-off
clauses are in place to mitigate
the risk for material debts.
Credit exposure is not material
in the Critical Care division due
to the dilution of risk between
multiple customers.
Model assumptions are
determined by management
with oversight from the
Executive Director and the
Board.
Sensitivities are performed
on the key assumptions.
The model assumptions are
scrutinised and compared to
actual results on a regular basis.
The 2022 budget factored in
assumptions relating to an
ongoing COVID-19 impact on
instruction volumes and other
key metrics across the Group.
Adverse insurer behaviour has
not emerged as an issue.
Additional measures have been
taken to de-risk assumptions by
securing additional contractual
guarantees from key partners.
38
NAHL Group Plc Annual Report and Accounts 2021
Strategic report
Description
Category
Transformation
Delivery of key strategic
projects
The Group has several key
strategic projects ongoing and
a delay or failure to deliver any
of these could have a material
impact on its financial plan.
Risk
Appetite
Balanced
(9/12)
Regulatory
Cautious
(4/12)
Regulatory Breaches
The Consumer Legal Services
division operates in a highly
regulated environment
and handles high volumes
of sensitive customer
data including credit card
information and medical data.
The division also handles client
money. The Group’s law firms
are regulated by the Solicitors
Regulation Authority. Breaches
of regulations could result in
regulatory action against those
businesses, directors and
compliance officers.
Critical care is audited by the
CQC and any failings could
create reputational damage and
loss of customers.
Mitigation
The Group delivered its new
small claims proposition in May
2021 and is building its capacity
to service higher value claims.
Oversight of strategic projects
is provided by the Executive
Director and the Board.
Dedicated project management
resource is in place to support
delivery with a strong focus
from the management teams.
Progress is in line with plan on
all of the Group’s key strategic
projects.
Both divisions employ
dedicated compliance
resources responsible for
managing compliance issues
and reporting directly to the
Board.
External legal advice is taken,
including from leading counsel
where appropriate. Advice is
taken where new regulatory
risks arise from changes to
internal processes/structure or
new legalisation/regulation.
NAHL Group Plc Annual Report and Accounts 2021
39
Strategic report
Description
Critical Care self-employed
associate model
New IR35 legislation requires
careful interpretation to ensure
arrangements do not breach tax
laws, resulting in unexpected
tax charges and fines. Loss of
key self-employed associates
and caseloads could create a
revenue impact if associates are
not replaced. A consequence
of this could be disruption to
the self-employed model, a
lack of associates willing to
provide specialist services
and potentially lost revenues if
services provided by associates
cannot be replaced.
Key Person Dependency and
Recruitment
Unavailability or loss of
key individuals could have
a detrimental impact on
business performance.
Significant intellectual property,
relationships and experience
is held by certain members of
management. If they became
unavailable there could
be a short-term impact on
operational performance and
the progress of key projects. To
support its growth agenda, the
Group is required to develop its
remote working model.
Category
Financial
Risk
Appetite
Balanced
(7/12)
People and
Culture
Balanced
(8/12)
Mitigation
The Critical Care division has
appointed a Chief Medical
Officer to sit on its clinical
governance board and provide
oversight.
To comply with IR35 rules,
the Board has taken external
advice from a leading
accountancy and tax firm
and made the necessary
status determinations
for each associate. These
determinations are supported
by contractual terms,
operational processes and
working practices currently
in place. Bush & Co regularly
monitors compliance with these
processes and has controls in
place to ensure the risk of a
breach of the legislation is low.
There is a succession plan
in place covering all key
individuals and no one person
is responsible for any key
relationship. Bonus schemes
and share options are put in
place to support retention
of key employees and are
regularly reviewed by the
Remuneration Committee.
40
NAHL Group Plc Annual Report and Accounts 2021
Category
Financial
Risk
Appetite
Balanced
(7/12)
Mitigation
The Board closely monitors the
use of capital and uses short
and medium-term forecasts to
plan future requirements.
Compliance with the debt
covenants is reviewed on a
monthly basis by the Executive
Director and reported to the
Board.
The Board have suspended
dividend payments in order to
reduce debt and thereby reduce
this risk. Decisions around
future dividends will be made
with consideration of future
capital requirements.
Strategic report
Description
Working capital management
and funding
The Group is investing in
working capital as it builds its
book of personal injury claims
in National Accident Law. These
claims can take up to two –
three years to process and it is
at the settlement point of each
successful claim that cash is
received.
This is against the backdrop of
reduced revenues and ongoing
uncertainty (particularly case
volumes), resulting from the
COVID-19 pandemic.
The Group has successfully
extended its banking facility to
the end of 2024. The agreement
includes a range of covenants
which must be complied with.
These have been re-set and
are aligned with our strategy
to grow NAL as set out in our
medium-term forecasts. If
performance falls outside of
expectations the Group could
be required to depart from its
growth strategy in order to
meet covenant requirements
(e.g. by increasing placement to
the panel).
NAHL Group Plc Annual Report and Accounts 2021
41
Strategic report
Description
IT Infrastructure and Security
Many of the Group’s
interactions with its customers
are online and systems are
increasingly automated
creating an increased exposure
to systems error. We are reliant
on our IT systems to capture
and protect valuable customer
data obtained in the normal
course of business. Theft, loss
and misappropriation of digital
assets and data could result
in reputational damage and/
or regulatory fines. The Group
relies on a number of key IT
suppliers and its systems
are increasingly automated,
creating an increased exposure
to systems error.
Category
Regulatory
Risk
Appetite
Cautious
(5/12)
Mitigation
The Group takes data security
very seriously. The Board
has undertaken a review of
processes and controls relating
to cyber security during
2021 – including testing by
independent IT specialists.
The Group has robust policies
and procedures to ensure it
is compliant with the Data
Protection Act 2018 and
the General Data Protection
Regulations (GDPR).
Business Continuity plans are
in place, the Group’s employees
are provided with regular
training and the cyber security
controls are regularly stress
tested.
42
NAHL Group Plc Annual Report and Accounts 2021
Our sustainable culture
NAHL Group Plc Annual Report and Accounts 2021
43
Strategic report
Our
sustainable
culture
Our Culture is underpinned by our Values:
Passionate
about the business, what we do and why
we do it and each employee’s own role
within this
Driven
to deliver operational and financial
performance and provide outstanding
levels of service for our customers
Unified
to work together to do the best job
possible and engage with our partners
and suppliers
?
Curious
about how we can work effectively, make
improvements and do things differently
to create the best environment for our
people and the best experience for our
customers
The Group is aware of its responsibilities towards
its stakeholders and its values underpin its
approach towards stakeholder relationships.
The Group has identified its key stakeholders as:
• Our People
• Our Customers
• Our Suppliers
• Our Investors
• Our Communities
• The Environment
44
NAHL Group Plc Annual Report and Accounts 2021
Strategic report
Our People
Collaboration
With the UK entering its third lockdown in January
2021, the significant adjustments made to our
ways of working at the beginning of the COVID-19
pandemic and throughout 2020 remained in place
throughout much of 2021.
As restrictions continued to be lifted, we talked to
our teams about their preferences around hybrid
working, and cautiously planned a managed return
to the office. No blanket rule was imposed, with a
preference instead for collaboration.
Presence in the office was decided on a team-by-
team basis, based on colleagues’ preferences and
the business’ needs. Our continued priorities were
the health, safety and wellbeing of our people,
and our service and support for our customers
and business partners, ensuring we adhered to
Government guidance at the time around face
coverings and social distancing.
Communication and
Wellbeing
During the third national lockdown, there was a
recognition that our people had been remote from
their line managers and colleagues for some time.
We focused our communications and engagement
on connection, encouraging colleagues to replicate
the spirit of our physical workplace virtually.
Colleagues were encouraged to engage with one
another and the business to combat isolation and
loneliness. Teams connected daily to ‘check in’ on
both a personal and professional level and open
screen working was encouraged as a substitute for
the physical office environment. Meeting structures
were revised to a 50 minute on/10 minute off
model, to prevent burnout from back-to-back calls.
Mindfulness sessions also equipped our people
with techniques for coping with loneliness and
focusing on the positive throughout challenging
times.
Engagement
The Group is committed to open and transparent
communication with its staff with engagement
remaining a primary focus for the Leadership
teams. The Board engages with employees
through:
• Virtual business updates through the delivery
of quarterly all-staff meetings where strategic
and performance updates are delivered
by the Executive Director and the senior
management team, and two-way communication
is encouraged. As physical gatherings were
permitted, our Divisional “Communicake”
sessions were launched in the office to
encourage interaction between team members.
As the name suggests, these sessions combined
an opportunity for management to communicate
its plans for the business and for teams to share
updates with a chance to spend time together
over tea and cake.
• In addition to gathering feedback throughout
the year through regular meetings, the Group
also encourages employees to share their views
via its annual staff survey. The People Director
feeds back the results of this survey to the Board
and the employee group are encouraged to take
ownership of these results through identifying
three actions to be taken by the management
body and three actions to be taken by the
employee body in order to encourage positive
change.
Despite the challenges of the continuing pandemic
we were very pleased with the results of our staff
survey, which showed that engagement levels
remained high at 75% for the year against a UK
Gallup average of 11%.
Training and development
Following the move to remote working in early
2020, managers received support on how
to manage their teams in a home working
environment with our “Pokerface” for managers
training. This was extended in 2021, with managers
receiving support on how to reconnect their teams
with one another while still working remotely. This
was achieved through training around checking in
with one another, running better team meetings
and giving recognition to team members.
NAHL Group Plc Annual Report and Accounts 2021
45
Case study
Our Totem engagement app
Working from home reduced the opportunity
for informal interaction between colleagues and
our communications needed to be adapted to
bridge this gap. To address this, we launched
a new mobile-first communications platform
called Totem, in May 2021. The app places equal
emphasis on celebrating both the personal and
professional news and achievements of our people.
Colleagues can celebrate the achievements of
others by offering Kudos to them publicly and
are encouraged to share posts about their work
or home life on separate streams. Employee
engagement with the platform has surpassed
expectations and Totem has successfully
harnessed the sense of community across the
Group in a digital form.
46
46
NAHL Group Plc Annual Report and Accounts 2021
NAHL Group Plc Annual Report and Accounts 2021
Strategic report
Following the success of “Pokerface” for managers,
a similar course for all employees was rolled out
across the Group within just two months to help
our people to work through the continuing impact
of the pandemic. Course content focused on
understanding how the situation had impacted
peoples’ mental health and emphasising the
importance of connection with others.
The Group also extended its on-the-job training by
enrolling four employees on new apprenticeship
schemes during the year. At the end of 2021,
the Group had ten apprentices throughout the
organisation in a range of roles.
Equal Opportunities and
Diversity
Diversity and inclusion were a focus across the
business in 2021, with managers undertaking a
specially tailored diversity and inclusion training
programme. As part of this, all colleagues were
invited to share and discuss their views on this
area in forums and through a feedback survey. Our
people told us that they believe our culture is one
of acceptance, with 91% agreeing in our annual
staff survey that everyone within the Group is
treated fairly, regardless of race, gender, ethnicity,
disability, sexual orientation or other differences.
As a result of this training the following actions
were implemented:
• An increased focus on gender pay gap with
reporting being undertaken annually and shared
with a group of senior colleagues to review and
challenge the results.
• Raising awareness with senior leaders of the
actions they can take in order to promote
diversity and inclusion.
• Ensuring the annual staff survey included
questions around diversity, so that this remains
an area of focus and allows our people to share
their thoughts on this important area.
Our customers
The Group’s customers fall into two distinct
categories covering both business-to-business and
business-to-consumer sectors and the Group is
committed to servicing them both effectively.
Our business-to-business customers are
supported by dedicated partnership and business
development teams who work to ensure that all
parties are satisfied with the management of the
relationship and its results.
Our business-to-consumer customers benefit
from the empathic expertise of our teams of highly
trained employees. National Accident Helpline
remains one of the most trusted brands in our
market reflecting the ethos of our customer-
first approach. The Group further invests in its
technologies with a view to ensuring that this
customer base has a market-leading consumer
experience. Customers can start a claim using our
online sign-up tools and manage an ongoing claim
through our dedicated web-based ‘My Account’
portal, allowing claimants to access and provide
information at their convenience.
Our suppliers
The Group works with a number of key suppliers,
primarily providers of marketing support services,
technology providers, self-employed associates
and search agents and surveyors. Again, each
division has dedicated marketing and operations
teams who work closely with these suppliers to
ensure the successful delivery of these services for
both parties. Throughout 2020 and 2021 the Group
has ensured that its payment terms with suppliers
have been adhered to in order to support our
supply chain with its cash flow needs throughout
the pandemic. It has also put in place measures to
support the health and safety of its self-employed
associates by supporting them with remote
working requirements.
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NAHL Group Plc Annual Report and Accounts 2021
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Our investors
The Group aims to maintain an ongoing dialogue
with shareholders throughout the year, to manage
their expectations and understand the motivation
behind shareholder voting decisions. Our Investors
section of our website (www.nahlgroupplc.co.uk/
investors) explains how we have sought to do
this, including:
• Engaging with investors through our Annual
General Meeting.
• Meeting larger shareholders during twice-yearly
roadshows following the announcement of the
full year and interim results.
• Meeting with retail shareholders using the
InvestorMeetCompany platform for the first time
in 2021, enabling us to host a live Q&A session
and engage with a wider audience.
• The Chair is available to meet investors as required.
The Board seeks to manage investor expectations
whilst striving to make the right decisions as it
navigates the ever-changing markets in which
it operates; aiming to strike a balance between
long-term shareholder value and short-term
business needs.
I believe the company cares
about me and supports me
both professionally and
personally. I am trusted which
means a lot to me and I am
empowered to do my job,
come up with ideas and to
make things happen.
The Environment
NAHL Group plc is conscious of its environmental
impact and the need for all businesses to play their
part in minimising their impact on the environment
and creating sustainable business practices.
With this in mind, the following directives were
undertaken during the year:
• As of February 2021, the Group’s head office at
Bevan House in Kettering made the switch to
100% renewable green energy.
• The Group continues to make use of remote
working and endeavours to strike a balance
between our people’s wellbeing and the need for
face-to-face meetings/interactions, whilst also
considering how we can limit the environmental
impact of our people travelling long distances.
A hybrid working arrangement was put in place
during the year which continues to utilise online
meeting spaces and minimises our people’s
commute, and so limits the impact of car and
train travel on the environment.
• Customers of National Accident Law are given
the choice as to whether communications
are sent by paper or they can choose to go
completely paperless and help us to reduce our
impact on the environment.
• As part of the Consumer Legal Services Division’s
‘Grow 25’ strategy, the Group partnered with
a company to plant trees in Madagascar.
For every employee and new starter, the Group is
funding the planting of one new tree and as at 31
December we had funded the planting of
172 trees.
NAHL are conscious that environmental and social
reporting is an area that is drawing increased focus.
Management are currently undertaking a review of
its approach to ESG reporting with reference to the
Taskforce for Climate-related Financial Disclosures
(TCFD) framework. Management are preparing
an action plan to be presented to the Board for
approval in H1 2022 and will report on the progress
of this in the 2022 Annual Report.
48
NAHL Group Plc Annual Report and Accounts 2021
I am so thankful I work for
such a supportive company
with managers who really
care.
Strategic report
Our Communities
The Group is committed to engaging and
supporting its communities:
• Since 2018, Bush & Co has partnered with
Paradance UK as its corporate charity partner.
Not only does this give us the opportunity to
fundraise and help spread the word about
Paradance but the ethos of the Charity (everyone
can dance) aligns to the way Bush works with its
clients and how we encourage them to achieve
their goals, regain independence and have hope
for the future.
• We believe it’s crucial for the legal sector to
evolve and in a way that inspires the next
generation to build their careers in law. We
have been running Future Legal Mind, our
annual search to find the shining legal stars of
tomorrow, since 2015 and prizes include £1,500
towards our winner’s studies, the chance to
take part in mentoring with experienced lawyers
and complete a work experience placement at
National Accident Law.
• Our employees also engage in community
projects such as supporting their local food
banks and each employee is entitled to one
paid day each year where they can take the
day to volunteer for a cause that is special and
meaningful to them.
The culture that has been
built and even maintained
throughout lockdown is
second to none.
49
NAHL Group Plc Annual Report and Accounts 2021
Section 172 Statement
50
NAHL Group Plc Annual Report and Accounts 2021
Section 172 Statement
Strategic report
Section 172 Statement
and stakeholder engagement
Section 172 of the Companies Act 2006 requires
a director of a company to act in the way he or
she considers, in good faith, would be most likely
to promote the success of the company for the
benefit of its members as a whole. In doing this,
Section 172 requires a Director to have regard,
among other matters, to:
• the likely consequences of any decision in the
long-term;
• the interests of the company’s employees;
• the need to foster the company’s business
relationships with suppliers, customers and
others;
• the impact of the company’s operations on the
community and the environment;
• the desirability of the company maintaining
a reputation for high standards of business
conduct; and
• the need to act fairly with members of the
company.
The likely consequences
of any decision in the long-
term
The key decisions made by the Board during the
year were:
• Focussing the placement of enquiries in personal
injury to align to our strategic goals and drive
longer-term growth. We increased our placement
of enquiries into our wholly owned law firm,
National Accident Law (NAL) by 130%. From
May 2021 all RTA claims were processed through
NAL, allowing us to process these efficiently
and effectively. The volume of NRTA claims was
increased later in the year allowing us to generate
greater returns from each of these claims in
future years (see page 10 for further details).
• In May 2021, after significant strides to reposition
and streamline the operations of the Residential
Property business were implemented, the
decision was made to look into a potential
disposal of the business. This supported the
Group’s long-term strategic plans to turn its
focus to building value in its PersonaI Injury
business, and was considered the best course
of action to realise immediate value from the
Residential Property business. Whilst this initially
attracted encouraging levels of interest, it proved
very difficult to complete a deal due to external
factors beyond our control. Whilst we are not
in negotiations with a buyer at present, we will
continue to explore our options for this business
in 2022.
• The Board re-financed its Revolving Credit
Facility in December 2021, extending the term
from December 2022 to December 2024 and
in doing so giving the Group greater stability
and providing our business with the liquidity to
continue to grow NAL. As part of this, the limit
on the facility has been reduced from £25.0m
to £20.0m to appropriately reflect the Group’s
medium-term plans.
The Directors give careful consideration to the
factors set out above in discharging their duties
under Section 172. Further detail on the long-
term strategy and the Board’s decision-making
driving this can be found in the CEO’s Report on
page 8. Our trusted brands (CEO’s report page
10), Industry awards (CEO’s report page 12) and
Investors in People (CEO’s report page 13) are all
testament to how the business strives to maintain
its reputation for high standards of business
conduct. The Board sees the value of building
and maintaining strong relationships with its key
stakeholders, who are identified on page 44.
The interests of the
Company’s employees
As a service provider, the Group recognises the
importance of its people and the business is
committed to open and transparent communication
with its staff, with engagement remaining a primary
focus for the leadership teams. The Board engages
with employees through a dedicated People
Director who is supported in this role by the CEO
and acting CFO, and who provides regular updates
on people matters to the Board. Details on how
management have engaged with employees during
the year is given on Page 45.
The Group undertakes an annual pay review taking
into account market benchmarks. A 2% increase in
pay was awarded to our employees in June 2021.
Pay increases above this 2% are considered on
NAHL Group Plc Annual Report and Accounts 2021
51
Strategic report
an individual basis and take into account personal
performance, training and responsibility advances
and skill/knowledge. The Group also undertakes a
gender pay gap analysis annually.
The Group adopts a collaborative approach to
working conditions and this is led by the People
Director through staff surveys that touch on areas
such as relationships with management, work
life balance and progression opportunities. The
Group works to take into account these comments
by adopting actions from the views coming out
of these surveys. Significant actions taken in the
current year include the implementation of a
flexible work from home policy and more activities
to encourage wellbeing and face to face interaction
through the introduction of its ‘Communicake’ staff
meetings.
The need to foster the
Company’s business
relationships with
suppliers, customers and
others
The Board appreciates that in order to deliver
on its strategy, it needs to ensure effective
collaboration with its key stakeholders. These
include its suppliers, customers, bankers and
investors. Details on how the Board seeks to
foster relationships with suppliers, customers
and investors is given on page 47–48. The Board
ensures it keeps in regular contact with its
bankers and the CEO and acting CFO have regular
communication with Yorkshire Bank’s relationship
manager.
The impact of the
Company’s operations on
the community and the
environment
The Board are aware that the activities of the
Group and the impact of these activities has a far-
reaching impact and are mindful to take actions to
limit the Group’s impact on the environment and to
make a positive impact on its communities. Details
on how it does this can be found on page 48.
The desirability of the
Company maintaining
a reputation for high
standards of business
conduct
The Board believes that its success lies with its
people and ensuring we have a strong leadership
team that provides exceptional oversight and
governance that aligns to our values is key to
this. Details of the Board and Senior Leadership
team can be found on pages 54–57 and details
of how the Board has complied with the QCA
Corporate Governance Code (its chosen corporate
governance framework) can be found on pages 62.
The Group is subject to regulation from a
number of sources and has a dedicated legal
and compliance team that ensures business is
conducted in line with these regulations. Further
details can be found in the principal risks and
uncertainties report on page 35–42.
The need to act fairly with
members of the Company
The Board seeks to balance its long-term strategy
with shareholder needs. An example of this
during the year was the decision to look into the
disposal of the Residential Property business, as
it was felt that increased value would be created
for shareholders through disposal rather than
retention. The Board seeks to maintain regular
dialogue with shareholders throughout the year as
detailed on page 58.
The strategic report on pages 6–52 was approved
by the Board on 28 March 2022 and signed on its
behalf by:
Tim Aspinall
Chair
52
NAHL Group Plc Annual Report and Accounts 2021
Leadership and Governance
NAHL Group Plc Annual Report and Accounts 2021
53
Leadership and Governance
Board
of Directors
Tim Aspinall
Non-Executive Chair
Tim Aspinall became Chair in
October 2020, having been a
Non-Executive Director since
June 2016. He sits on the Group’s
Remuneration and Nomination Committees and
attends the Audit and Risk Committee by invitation.
Tim runs Aspinall Consultants Limited, a
management consultancy business advising
professional services firms on strategy,
performance management and mergers and
acquisitions.
Tim is also a Non-Executive Director of Kuro Health
Limited which is one of the leading providers
of medical reports in the UK. Tim is a qualified
solicitor and his senior leadership career in the
legal sector includes Managing Partner of DMH
Stallard LLP where he led its transformation into
an award winning and highly respected mid-market
law firm.
Gillian Kent
Non-Executive Director
Gillian Kent became Non-
Executive Director in November
2014 and is Chair of the Group’s
Remuneration Committee and
Nomination Committee. She also sits on the Audit
and Risk Committee.
Gillian is also an independent Non-Executive
Director at Ascential plc, Mothercare plc, SIG plc
and Marlowe plc. Her executive career in the digital
and online sectors includes Managing Director
of Microsoft’s largest online business in the UK.
Gillian has also served as Chief Executive Officer
and Digital Consultant at GK Associates, Chief
Executive Officer at Propertyfinder.com, Marketing
Director and Director of Strategy and Business
Development at Microsoft (MSN).
James Saralis
Chief Executive Officer
James Saralis is Chief Executive
Officer of the Group, which he
joined in January 2018.
As Chief Executive Officer, James’ responsibilities
include managing the day-to-day operations of
the business, developing and implementing the
Group’s strategy, ensuring delivery of budgeted
financial performance and promoting the values of
the Group.
Between 1 January 2018 and 16 August 2021,
James served in the role of Group Chief Financial
Officer and was instrumental in the strategic and
operational development of NAHL, playing a key
role in navigating the challenges presented by
the coronavirus pandemic and in transforming
the Personal Injury business into a modern,
technologically-enabled law firm.
James has a wealth of experience both
operationally and of the AIM market. Previously,
he spent over 10 years in the general insurance
industry, including as CFO of the Direct &
Partnerships and Employee Benefits divisions of
Jelf, part of Marsh & McLennan Companies. James
has also held various finance roles in Clearspeed
Technology plc, HBOS plc and RAC plc. He is a
Chartered Accountant and fellow of the ICAEW,
having been a member since 2003. He holds a
Bachelor of Science from the University of Bristol.
54
NAHL Group Plc Annual Report and Accounts 2021
Leadership and Governance
Sally Tilleray
Non-Executive Director
Sally joined the board on 19 July
2019 and is Chair of the Group’s
Audit and Risk Committee, as well
as sitting on the Remuneration
and Nominations Committees.
Sally founded her own consulting business and is
currently Chair of Cognito Media, an integrated
communications consulting firm and Chair of
UNRVLD, a digital experience agency. She is Senior
Independent Director of Mind Gym plc, the AIM
quoted behavioural science training and business
improvement group and Non-Executive Director
of AIM quoted Skillcast plc, the leading provider of
corporate compliance e-learning in the UK.
In her executive career, Sally was previously
Group Chief Operating Officer and Group Chief
Financial Officer at Huntsworth plc, the fully listed
international healthcare and communications
firm, where she was responsible for the Group’s
worldwide financial functions and day to day
operations. Prior to this, she served as CFO
Europe for Predictive Inc., a technology consulting
business which listed on Nasdaq in 2000. She is a
member of the Chartered Institute of Management
Accountants.
Brian Phillips
Non-Executive Director
Brian joined the Board on 25 June
2020 as a Non-Executive Director.
He has had a long and
distinguished career in private equity and in 2014
stepped back from full time employment to build a
portfolio of investments using his own capital. He
later used this experience and extensive contacts in
the field to start Ethos Partners LLP in 2017, which
is a private investment office operating in the UK
small cap and private equity market.
During his executive career, Brian was previously
the Chief Investment Officer for Greenhill Capital
Partners in London where he was recruited to set
up a new private equity business for Greenhill &
Co., a listed US investment bank. Previous to this
he was Managing Director for L&G Ventures and a
Director at various firms including Bridgepoint and
Gartmore Private Capital.
Brian is a Chartered Accountant and member of
the Institute of Chartered Accountants of Scotland.
NAHL Group Plc Annual Report and Accounts 2021
55
Leadership and Governance
Executive
management team
Chris Higham
Acting Chief Financial Officer
Chris Higham is Acting Chief
Financial Officer of the Group,
which he joined in 2006.
As acting Group Chief Financial Officer, Chris’
responsibilities include management of the finance
function and liaising with the Group’s investors and
the banks. Chris has an in-depth understanding of
the Group’s operations, having helped implement
the Personal Injury business’ transformation and
developed the finance function during a period
of significant change. Chris is a member of the
Group’s Executive Leadership Team.
Chris joined the Group in 2006 as the Financial
Controller of National Accident Helpline Limited.
He has worked in numerous roles at NAHL,
including CFO of the Personal Injury business,
Commercial Director at Homeward Legal Limited
and most recently Group Finance Director.
Chris is a fellow of the Association of Chartered
Certified Accountants (ACCA) and prior to joining
NAHL he spent 5 years at Thomson Reuters.
Will Herbertson
Managing Director, Consumer
Legal Services
Will was appointed to the role of
Managing Director of the Group’s
Consumer Legal Services division
in September 2021, having joined the Group in
2018. He previously held the roles of Director of
Marketing and Strategy and Managing Director of
the Residential Property businesses, both also in
Consumer Legal Services.
In his current role, Will is responsible for the
strategy, leadership and operations of the division
which includes National Accident Law, the National
Accident Helpline brand, Searches UK and
Homeward Legal.
Will brings extensive commercial, marketing and
digital experience to the Group. Prior to joining
the Group, Will was a Commercial Director at
MoneySupermarket and held UK and International
sales and marketing positions with Proctor &
Gamble, where he started his career.
Helen Jackson
Managing Director, Critical Care
Helen was appointed as Managing
Director of the Group’s Critical
Care division in July 2016 having
spent four years as Group
HR Director.
Responsible for the strategy and leadership within
the division as well as business development,
quality and clinical independence, Helen has
driven a number of business improvements.
Helen led Bush in launching two industry leading
partnerships with the Spinal Injuries Association
and Child Brain Injury Trust. These are both
prominent charities in the sector, reinforcing
the company’s market positioning as the leader
in catastrophic injury in case management and
building on Bush’s 30 years of success within the
critical care sector.
Previously, Helen held HR leadership roles at
Everest, BUPA and Tesco.
56
NAHL Group Plc Annual Report and Accounts 2021
Leadership and Governance
Marcus Lamont
Group People Director
Marcus joined as Group People
Director in July 2016.
During his time with the Group,
Marcus has delivered improvements to talent
development, embedded the Group’s culture and
Values and enhanced recruitment processes, with
significant focus on an aligned approach across
all divisions. Passionate about staff engagement
and recognition, Marcus was instrumental in the
Group achieving the Gold Standard from Investors
in People for the Personal Injury business and
Critical Care, as well as ensuring its inclusion in The
Sunday Times Top 100 Best Small Companies to
Work For.
Marcus joined from Everest where he was HR
Director and prior to that he held senior positions
at UPS plc, across the globe.
Jonathan White
Group Legal & Compliance
Director
Jonathan was appointed
Group Legal & Compliance
Director in 2020,
having joined the Group in 2010.
During this time he has supported NAHL in
navigating through a decade of regulatory
change and was heavily involved in the successful
floatation on AIM, and the subsequent creation
of National Accident Law in 2019. Jonathan was
appointed to support the Government’s insurance
fraud task force and the FCA’s claims management
consultive group and has worked extensively with
Government departments and regulators to tackle
cold calling and unethical marketing. More recently,
he has supported ACSO on a range of initiatives
including cross sector COVID-19 protocols and
fraud prevention.
Jonathan is an experienced solicitor with over 20
years’ experience in personal injury, commercial
and regulatory law.
NAHL Group Plc Annual Report and Accounts 2021
57
Leadership and Governance
Chair’s
Introduction to
Governance
Dear Shareholder,
On behalf of the Board, I am pleased to introduce
our Corporate Governance Statement for the
year ended 31 December 2021. The purpose of
this section of the Annual Report is to set out our
commitment to good corporate governance, which
should be read in conjunction with our website
which provides further detail.
The Board is ultimately responsible for corporate
governance, which is the way in which companies
are directed and controlled. We believe that good
corporate governance is vital to support long-
term growth in shareholder value. To achieve
this, companies require an efficient, effective
and dynamic management framework that is
accompanied by clear communication, promoting
confidence and trust.
Compliance with the
QCA Corporate
Governance Code
Companies listed on AIM are required to adopt
a recognised corporate governance code. The
Board has adopted the Quoted Companies Alliance
(QCA) Corporate Governance Code. We believe
that the QCA code is a pragmatic, principles-
based tool that enhances the Group’s ability to
explain its approach to corporate governance. It
is appropriate for the needs and circumstances of
small and mid-sized quoted companies on a public
market.
It is based around a set of ten principles to which
the Group must either comply or explain why it has
chosen not to. The ten principles of the code are
set out in the table on page 62 and I can confirm
that we are in compliance with the requirements
of the code and the table provides signposts to the
relevant disclosures and explanations.
Shareholder engagement
An important part of the QCA code concerns
engagement and communication with our
shareholders. We welcome open and regular
dialogue with our shareholders and the Our
Investors section of our website explains how we
have sought to do this.
In 2021, due to the ongoing restrictions put in
place by the UK Government to limit the spread
of COVID-19, we were forced to hold our Annual
General Meeting as a closed meeting with the
minimum number of shareholders present to form
a quorum. Despite this, we sought to maintain
engagement by encouraging shareholders to listen
to the meeting via conference call and submit
questions, which were answered by the Directors
during the meeting.
It is our intention that this year we will be able to
return to a face-to-face AGM and I would like to
extend an invitation to all shareholders to attend
our AGM, and to engage with the Board and other
members of our senior leadership team who will be
in attendance.
Tim Aspinall
Chair
58
NAHL Group Plc Annual Report and Accounts 2021
Leadership and Governance
Governance
Statement
The Board
Board composition
The Board comprises the Non-Executive Chair,
three independent Non-Executive Directors and
one Executive Director. Their biographies can be
found on pages 54–55.
There is a clear separation of the roles of Non-
Executive Chair and Executive Director. The Chair,
Tim Aspinall, is responsible for the running of the
Board and for ensuring that all Directors are fully
informed of matters sufficient to make informed
judgements. As Executive Director and CEO,
James Saralis has responsibility for implementing
the strategy agreed by the Board and managing
the day-to-day operations of the Group. He is
supported in this role by other senior leaders in the
Group including the acting Chief Financial Officer.
James Saralis stepped down as Company
Secretary during the year and was replaced in this
role by Kirstie Cove, a senior member of the finance
team. The Secretary supports the Board with
compliance and governance matters and reports
directly to the Chair on governance matters.
The Board has determined that the Non-Executive
Directors are independent, experienced and
influential individuals with complementary skill
sets. There is currently no Senior Independent
Non-Executive Director. The Board believes this
is appropriate given the size of the Board and will
continue to review this practice as part of its Board
effectiveness reviews.
Members of the Board maintain membership of
a number of professional bodies and ensure their
skill sets are constantly developed. As part of
our ongoing commitment to staff development,
Executive Directors and senior leaders have
personal development programmes which include
mentoring and attendance at high level leadership
programmes. In addition, they receive individual
support for specific and identified development
needs to ensure they are kept up to date on
relevant legal developments or changes in best
practice.
The Nomination Committee is responsible
for considering the make-up of the Board and
identifies any succession planning requirements.
No individual or group dominates the Board’s
decision-making processes.
The Role of the Board
The Board sets the strategic aims of the Group
and its values, provides the leadership required to
put them into effect, supervises and constructively
challenges management who are responsible for
the day-to-day running of the Group, and reports
to shareholders on their stewardship. The Board is
also responsible for risk management, and we have
set out our approach to this in the Principal Risks
and Uncertainties section of the Annual Report on
page 35–42.
Meetings were attended virtually in the first half
of the year and in person once the COVID-19
restrictions began to ease from July 2021.
The Board met six times during 2021 and the
meetings last for approximately half a day. In
addition to this, all Directors attend the Group’s
Annual General Meeting. Additional meetings
or conference calls are convened as required.
Members of the Board also chair and sit on the
Board committees and these each have their own
time commitments.
The following table shows the Directors’
attendance at Board and Committee meetings
during the year:
Tim Aspinall
James Saralis
Gillian Kent
Sally Tilleray
Brian Phillips
Board
Audit Remuneration
Nomination
6/6
6/6
6/6
6/6
6/6
N/A
N/A
4/4
4/4
4/4
4/4
N/A
4/4
4/4
4/4
2/2
N/A
2/2
2/2
2/2
NAHL Group Plc Annual Report and Accounts 2021
59
Leadership and Governance
Board effectiveness
The Chair annually reviews the contributions
of Board members, with a focus on ensuring
effectiveness and relevance. The Board periodically
reviews its effectiveness and performance as a
unit to ensure that it is operating collectively in an
efficient, informed, productive and open manner.
The Board undertook an evaluation of its
effectiveness in 2021 which was supervised by the
Company Secretary. The approach taken was to
issue a questionnaire, covering topics including
Board composition and governance, Board
operations, strategy, stakeholder relations and
the performance of individual Directors and Board
Committees. This was followed by a discussion
with the Board and individual conversations
with the Chair. The Chair concluded that the
Board operates effectively and its structures
and procedures are appropriate for the current
situation of the Group.
The Board plans to conduct the next review into
its effectiveness in the second half of 2023. The
results of this review will be presented in the
Group’s financial statements for the financial year
to 31 December 2023.
Internal control
The Group has implemented policies on internal
control and corporate governance. These have
been prepared in order to ensure that:
• proper business records are maintained and
reported on, which might reasonably affect the
conduct of the business;
• monitoring procedures for the performance of
the Group are presented to the Board at regular
intervals;
• budget proposals are submitted to the Board
no later than one month before the start of each
financial year;
• accounting policies and practices suitable for the
Group’s activities are followed in preparing the
financial statements;
• the Group is provided with general accounting,
administrative and secretarial services as may
reasonably be required; and
• interim and annual accounts are prepared and
submitted in time to enable the Group to meet
statutory filing deadlines.
The Group continues to review its system of
internal control to ensure compliance with best
practice, whilst also having regard to its size and
the resources available. The Board considers that
the introduction of an internal audit function is not
appropriate at this juncture, although the Group
finance team has implemented a series of internal
control reviews and reports the outcomes of these
to the Audit and Risk Committee.
60
NAHL Group Plc Annual Report and Accounts 2021
Leadership and Governance
Board committees
To assist in carrying out its duties the Board has
set up a number of committees, including the Audit
and Risk Committee, the Remuneration Committee
and the Nomination Committee. Each committee
has formally delegated duties and responsibilities
with written terms of reference. From time-to-time
separate committees may be set up by the Board
to consider specific issues when the need arises. An
explanation of the responsibilities and composition
of the committees is set out below and the terms of
reference can be downloaded from our website.
Audit and Risk Committee
The Audit and Risk Committee consists of:
Sally Tilleray (Chair)
Gillian Kent
Brian Phillips
The Audit and Risk Committee is expected to meet
formally at least three times a year and otherwise
as required. It has responsibility for ensuring that
the financial performance of the Group is properly
reported on and reviewed, and its role includes
monitoring the integrity of the financial statements
of the Group (including annual and interim
accounts and results announcements), reviewing
internal control and risk management systems,
reviewing any changes to accounting policies,
reviewing and monitoring the extent of the non-
audit services undertaken by external auditors and
advising on the appointment of external auditors.
Remuneration Committee
The Remuneration Committee consists of:
Gillian Kent (Chair)
Tim Aspinall
Sally Tilleray
Brian Phillips
The Remuneration Committee is expected to
meet not less than twice a year and at such other
times as required. The Remuneration Committee
has responsibility for determining, within the
agreed terms of reference, the Group’s policy on
the remuneration packages of the Company’s
Chair, the Executive and Non-Executive Directors,
the Company Secretary and other senior
executives. The Remuneration Committee also has
responsibility for:
• determining the total individual remuneration
package of the Chair and each Executive Director
(including bonuses, incentive payments and
share options or other share awards); and
• determining the total individual remuneration
package of the Company Secretary and all other
senior executives (including bonuses, incentive
payments and share options or other share
awards), in each case within the terms of the
Group’s policy and in consultation with the Chair
of the Board and/or the Executive Director.
No director or manager may be involved in any
discussions as to their own remuneration.
Nomination Committee
The Nomination Committee consists of:
Gillian Kent (Chair)
Tim Aspinall
Sally Tilleray
Brian Phillips
The Nomination Committee is expected to meet
not less than once a year and at such other times
as required. It has responsibility for reviewing the
structure, size and composition (including the
skills, knowledge and experience) of the Board, and
giving full consideration to succession planning.
It also has responsibility for recommending new
appointments to the Board.
Accountability and
stakeholders
The Board considers that the 2021 Annual Report
and Accounts, taken as a whole, is fair, balanced
and understandable and provides the information
necessary for shareholders to assess the Company’s
position and performance, business model and
strategy. Details of how we do this are also explained
in the Audit and Risk Committee report.
NAHL Group Plc Annual Report and Accounts 2021
61
Leadership and Governance
How we have complied with the QCA Corporate
Governance Code
Deliver Growth
Governance principles
Reference
1. Establish a strategy and business model which
promote long-term value for shareholders
See Consumer Legal Services overview (page
23–24), Critical Care overview (page 25) and
CEO’s report (page 8–14)
2. Seek to understand and meet shareholder
See Chair’s Introduction to Governance (page 58)
needs and expectations
3. Take into account wider stakeholder and social
responsibilities and their implications for long-
term success
4. Embed effective risk management, considering
both opportunities and threats, throughout the
organisation
Maintain a dynamic management framework
See Our sustainable culture (page 44–49) and
Section 172 Statement (page 51–52)
See Principal Risks and Uncertainties (page
35–42)
Governance principles
Reference
5. Maintain the Board as a well-functioning,
See Governance Statement (page 59–61)
balanced team led by the Chair
6. Ensure that between them the directors have
See Governance Statement (page 59–61)
the necessary up-to-date experience, skills and
capabilities
7. Evaluate board performance based on clear
and relevant objectives, seeking continuous
improvement
See Governance Statement (page 59–61)
8. Promote a corporate culture that is based on
See Our sustainable culture (page 44–49)
ethical values and behaviours
9. Maintain governance structures and processes
See Governance Statement (page 59–61)
that are fit for purpose and support good
decision-making by the Board
Build Trust
Governance principles
10. Communicate how the company is governed
and is performing by maintaining a dialogue
with shareholders and other relevant
stakeholders
Reference
See Governance Statement (page 59–61) and
Section 172 Statement (page 51–52)
62
NAHL Group Plc Annual Report and Accounts 2021
Leadership and Governance
Audit
and Risk
Committee Report
Dear Shareholder,
I am pleased to present my report of the Audit and
Risk Committee for the year ended 31 December
2021.
The composition and responsibilities of the
Committee are set out on page 61. The Chair, Chief
Executive Officer, acting Chief Financial Officer,
Group Financial Controller and external auditors
attend the Committee by invitation, if required.
The main items of business considered by the
Committee during the year included:
Re-appointment of
external auditor
The Committee considers a number of areas when
reviewing the external auditor appointment, namely
their performance in discharging the audit, the
scope of the audit and terms of engagement, their
independence and objectivity, and remuneration.
Mazars LLP (Mazars) were first appointed as the
Group’s external auditor in 2020 and conducted
the audit of the Group’s financial statements for
the financial year to 31 December 2020. At the
Annual General Meeting in June 2021 Mazars were
re-appointed for 2021. The Committee monitors
the provision of non-audit services by the external
auditor. The breakdown of fees between audit
and non-audit services is provided in note 3 to the
financial statements. The non-audit fees relate to
a regulatory audit of compliance with the Solicitors
Accounting Rules in National Accident Law.
Following the completion of this year’s audit, the
Committee has confirmed it is satisfied with the
independence, objectivity and effectiveness of
Mazars and has recommended to the Board that
the auditors be reappointed, and there will be a
resolution to this effect at the forthcoming Annual
General Meeting.
External audit process
The external auditor prepared a plan for its audit of
the full year financial statements, which, this year,
was presented to the Committee in January 2022.
The audit plan set out the scope of the audit, areas
of significant risk for the external auditor to focus
their work on and audit timetable. This plan was
reviewed and agreed in advance by the Audit and
Risk Committee.
Following its review, the external auditor presented
its findings to the Audit and Risk Committee
for discussion. No major areas of concern were
highlighted by the external auditor during the year
however areas of significant risk and other matters
of audit relevance were discussed.
Presentation of
Homeward Legal
As part of the interim results announcement, the
decision was made to classify the operations of
Homeward Legal as discontinued/held for sale
under IFRS 5. This decision was based on the fact
that the Group had located a potential buyer and
were in the advanced stages of a due diligence
process at this point. Subsequently, due to external
factors beyond the Group’s control, the sale with
this buyer did not proceed.
The Committee has considered whether the
operations of Homeward Legal continue to meet
the definition as classified as held for sale under
IFRS 5, in particular whether the sale is highly
probable.
The Committee note that it is still the preference of
the Board to dispose of Homeward Legal and the
Board will continue to explore its options for this
division in 2022. However, as the Group has not
identified a suitable acquirer at present and is not
in any formal due diligence discussions, then whilst
possible, it is not considered to be highly probable
that a sale will take place within the next 12 months.
The Committee has therefore concluded that
Homeward Legal should not be classified as
held for sale as at 31 December 2021 and the
results should be presented within the continuing
operations of the Group.
NAHL Group Plc Annual Report and Accounts 2021
63
Leadership and Governance
Critical accounting
judgements and key
sources of estimation
uncertainty
The critical accounting judgements considered
by the Committee during the year are set out in
note 1 to the financial statements on page 95. In
consideration of these judgements, the Committee
reviewed the recommendations of the finance
function and received reports from the external
auditors on their findings. These judgements
comprised the following:
• The decision to consolidate the results and
net assets of two Limited Liability Partnership
(LLP) law firms in the financial statements.
The Committee has exercised judgement by
considering the criteria for consolidation in IFRS
10, and has determined that each LLP meets
the definition of a subsidiary and is therefore
required to be included within the Group’s
results. Key to this determination is that the
Committee considers that Your Law LLP and Law
Together LLP are controlled through the Group’s
100% subsidiary, Project Jupiter Limited, who is
entitled to appoint the majority of members to
the management boards. Therefore, the Group is
correct in consolidating these entities within the
financial statements with a corresponding liability
recognised for our partner firms’ share of profit.
• The classification and disclosure of exceptional
items. In order to provide additional useful
information for shareholders on underlying
business trends and core trading performance,
the Board uses alternative performance
measures and classifies certain items of
expenditure as exceptional items. The
classification of such items involves judgement
as to what is meant by exceptional and the Board
has therefore developed an accounting policy for
such items (see note 1 on page 104). Given that
this is a presentational judgement which does not
affect the reported amounts of assets, liabilities,
income and expenses, the Committee has
determined that this does not warrant disclosure
in note 1 as a critical accounting judgement.
There were no exceptional items incurred in 2021.
The Committee has also considered the key
sources of estimation uncertainty set out in note
1 to the financial statements on page 95, which
comprises the following:
• The revenue recognition on provision of legal
services. The Group recognises revenue in its
ABS law firms using the expected value method
provided by IFRS 15 Revenue from Contracts with
Customers. There is uncertainty in determining
the transaction price, which is dependent on the
stage at which a claim settles and the quantum
of final damages, but management use historical
experience and average fee history in order to
calculate an estimated price. The estimate is
revised as the claim progresses and assumptions
are updated to reflect actual experience. The
Committee considers that management adopt
a conservative approach to recognition as no
revenue is recognised until liability is admitted
on a claim and, as a result, there is less risk of
significant revenue write-offs in future.
• Recoverability of trade receivables. The Group
recognises trade receivables and accrued
income in the financial statements net of an
estimated provision for impairment losses. This
has been calculated using an expected credit loss
methodology, in line with the guidance in IFRS
9 Financial Instruments, along with individual
provisions for balances where management has
specific concerns. The Committee has reviewed
the basis for the calculation of the provision and
the underlying assumptions (explained in note 1
on page 95), and is satisfied that the provision is
appropriately valued.
• Impairment of goodwill and parent company
investment. Management conducted a review of
the carrying value of goodwill in the consolidated
financial statements to determine whether there
was any requirement for an impairment charge,
in accordance with IAS 36 Impairment of Assets.
This was an area of focus for the Committee
given the size of the balance and the results
in the year. Having reviewed the assumptions
used in the calculation of carrying value, and the
sensitivity analysis performed, the Committee
was satisfied that sufficient headroom to the
carrying value of goodwill existed. The headroom
arising on the review of the parent company
investment was much narrower and as such,
64
NAHL Group Plc Annual Report and Accounts 2021
Leadership and Governance
it was deemed appropriate to give further
information in the significant estimates note.
In summary, the Committee is satisfied that the
judgements and estimates made by management
are appropriate.
Going Concern
The Audit and Risk Committee has reviewed
the Going Concern assessment prepared by
management. The assessment includes detailed
financial forecasts covering the Group’s adopted
strategy and considers a range of sensitivities. The
period considered by the forecasts is to the end of
June 2023, being approximately 12 months from
the date of signing of the 2021 Annual Report and
financial statements. The key assumptions in the
forecasts are a) number of PI enquiries generated
and b) placement of these enquiries (into our
panel, our joint venture law firms or NAL). The
going concern assessment focuses on two key
areas, being the ability of the Group to meet its
debts as they fall due and being able to operate
within its banking facility.
The Group refinanced its banking facilities in
December 2021 and has access to a £20.0m
revolving credit facility (RCF) with its bankers
(reduced from £25.0m). In all of the scenarios
the Group has modelled it would have sufficient
liquidity within its current RCF to meet its liabilities
as they fall due and would not need to access
additional funding.
The Group’s RCF is subject to quarterly covenant
testing and all of the scenarios modelled suggest
that the Group will continue to operate within its
covenants for the foreseeable future.
The Group has modelled a worst case scenario,
assuming that volumes remain at 2021 levels.
Under this scenario, the Group would be able to
implement sufficient mitigating actions in order to
operate within its covenants. The likelihood of this
scenario occurring is considered to be remote and
therefore the Directors consider the Going Concern
basis of accounting to be appropriate.
Further details of the going concern review are
given on page 94. Based on this review, the
Committee has a reasonable expectation that the
Company and Group has adequate resources to
continue in existence for the foreseeable future and
has concluded it is appropriate to adopt the going
concern basis of accounting in the preparation of
the financial statements.
New and forthcoming
accounting standards
There were no new accounting standards during
the year.
Risk Management
Framework and controls
The Audit and Risk Committee provides support
to the Board in its oversight of the Group’s risk
management framework, as set out on page 37 and
monitors the effectiveness of risk management
through reporting and assurance.
During the year, following on from the review
performed in 2020, the Committee commissioned
a further review into cyber-security risks across
the Group in response to increased levels of fraud
in the legal industry, and the ongoing risks arising
from the Group’s decision to ask its employees to
work from home. The review was conducted by
the Group Legal & Compliance Director and the IT
Director and no red flags were identified as part of
this process. The Committee reviewed the output
of the cyber-security review along with the wider
risk management framework and is satisfied that
appropriate mitigating controls are in place.
At present the Group does not have an internal
audit function, but the finance function conducts
a programme of review of the financial controls
operating within each of the businesses, identifying
areas to be improved and reporting the outcomes
to the Committee. The Committee believes that in
view of the current size and nature of the Group’s
businesses, this approach is sufficient to enable
the Committee to derive sufficient assurance as to
the adequacy and effectiveness of internal controls
and risk management procedures without a formal
internal audit function. This will be kept under
review as the business evolves.
NAHL Group Plc Annual Report and Accounts 2021
65
Leadership and Governance
Review of law firm accrued
income
The Committee is conscious that as an increasing
number of enquiries are placed into NAL, the
balance of accrued income is becoming more
material to the Group’s results. It therefore
requested that a review of the processes and
controls around monitoring of accrued income
be undertaken during the year. This review was
undertaken by the Group finance team with the
support of the NAL divisional finance team. This
review identified that the balance of accrued
income was considered to be fairly stated and
recommended some minor improvements to
processes which were subsequently implemented.
Sally Tilleray
Chair of the Audit and Risk Committee
66
NAHL Group Plc Annual Report and Accounts 2021
Leadership and Governance
Directors
Remuneration
Report 2021
Dear Shareholder,
On behalf of my colleagues on the Remuneration
Committee and the Board, I am pleased to present
the Directors’ Remuneration Report for the
financial year ended 31 December 2021.
The composition and responsibilities of the
Committee are set out on page 61.
We presented the 2020 Directors’ Remuneration
Report which was subject to an advisory vote
by shareholders at the Annual General Meeting
(AGM) on 29th June 2021. The 2021 Directors’
Remuneration Policy was approved at the AGM and
is available in our 2020 Directors’ Remuneration
Report on our website.
The Annual Report on Remuneration provides
details of the amounts earned in respect of the year
ended 31 December 2021 and how the Directors’
Remuneration Policy will be operated for the year
commencing 1 January 2022.
Review of the 2021
financial year
2021 results reflect a full year of COVID-19 impact
with Government restrictions and cautious
consumer behaviour supressing accident numbers.
This coupled with the strategic decision to grow
the number of enquiries placed into National
Accident Law, to create a higher margin Personal
Injury business in the medium term, and continued
investment to grow the Critical Care division
resulted in revenue of £38.9m and underlying
operating profit of £4.2m.
The above context informed and shaped the
decisions of the Committee during the year.
Remuneration decisions
in respect of 2021
Board changes
James Saralis was appointed as CEO on 17 August
2021 and his salary was set at £215,000. This
represented a circa 3.5% increase on his salary
prior to his appointment as CEO (£208,000). For
reference Russell Atkinson’s salary, the previous
CEO, was set at £227,800 prior to his resignation
in 2020.
Chris Higham was appointed as acting CFO on 17
August 2021, but not in a director capacity.
Fees
It was proposed that the Non-Executive Directors
would receive a 2% increase to base salary and
fees in line with the percentage increase awarded
to the wider workforce. Due to the uncertainty
created in the market as a result of COVID-19, the
decision to apply this was deferred from 1st March
2021 to 1st June 2021. The Non-Executive Directors
declined the increase.
Annual bonus outcomes
The 2021 annual bonus was assessed against
underlying operating profit (post minority interest)
targets. The threshold operating profit target was
not achieved and therefore James Saralis did not
receive a bonus payment.
NAHL Group Plc Annual Report and Accounts 2021
67
Leadership and Governance
Long-term incentives
On 18th April 2019, James Saralis was granted a
nominal cost share option over 110,568 shares
(equivalent to 80% of salary) which would vest
subject to EPS performance (75% of the award)
and free cash flow performance (25% of award)
for the year ended 31 December 2021. The option
has now lapsed in full as the threshold performance
targets were not achieved.
On 23 April 2021 a restricted share award over
428,243 shares was granted to James Saralis
which comprised of two tranches:
• An award over 194,656 shares (with a value at
grant equivalent to 50% of his April 2020 salary)
which will vest on the second anniversary of the
grant date subject to continued employment and
a business performance underpin.
• An award over 233,587 shares (with a value at
grant equivalent to 50% of his April 2021 salary)
which will vest on the third anniversary of the
grant date subject to continued employment and
a business performance underpin.
This one-off award structure reflects that no long-
term incentive award was granted in 2020.
Implementation of
Directors’ Remuneration
Policy for 2022
Salary/Fees
The CEO was awarded a 2% increase in salary with
effect from 1st March 2022.
A 2% increase in Non-Executive Directors’ basic
fee and the Chair’s fee was awarded with effect
from 1st March 2022. This is in line with the
average salary increase awarded to the wider
workforce.
Annual bonus plan
The CEO’s annual bonus opportunity is in line with
the 2021 Remuneration Policy at a maximum of
100% salary which is subject to a stretch operating
profit (post minority interest) target for 2022.
The maximum opportunity is decreased in line
with certain decreasing thresholds on the stretch
target. The performance targets are considered
commercially sensitive and will be disclosed in next
years’ Directors’ Remuneration Report.
Long-term incentives
It is proposed that the CEO will be granted a
restricted share award equal to 50% of salary at
grant. The award will vest on the third anniversary
of the grant date subject to continued employment
and a business performance underpin.
Conclusion
We are committed to a responsible and transparent
approach in respect of executive pay. The
Committee believes that the advisory vote provides
accountability and gives shareholders a say on
this important area of corporate governance.
We continue to welcome any feedback from
shareholders and hope to receive your support at
the 2022 AGM.
Gillian Kent
Chair of the Remuneration Committee
28 March 2022
68
NAHL Group Plc Annual Report and Accounts 2021
Leadership and Governance
Single figure of remuneration (audited)
The table below details the elements of remuneration receivable by each Director for the financial year
ended 31 December 2021 and the total remuneration receivable by each Director for that financial year and
for the financial year ended 31 December 2020.
J D Saralis1
Non-Executive
Directors
T J M Aspinall2
G D C Kent
B Phillips3
S A Tilleray
Salary and
fees
£000
200
Benefits
£000
17
80
50
45
50
–
–
–
–
Annual
Bonus
£000
Total
Remuneration
2021
£000
Total
Remuneration
20204
£000
Pension
£000
–
–
–
–
–
2
–
–
–
–
219
180
80
50
45
50
58
47
23
48
1. J D Saralis was appointed as CEO on 17 August 2021. The salary figure in the table above is based on a combination of the salary he received
during 2021 prior to and following appointment as CEO.
2. T J M Aspinall was appointed Senior Independent Director on 30th January 2020 with an additional fee of £5,000 per annum and was
appointed Non-Executive Chair on 8th October 2020 with a fee of £80,000 per annum.
3. B Phillips was appointed as a Non-Executive Director on 25th June 2020.
4. The Board agreed to a 20% reduction in base salaries and fees for three months (1 April to 30 June 2020) as part of the cost-saving measures
implemented in light of COVID-19. The total remuneration for 2020 is shown after the reduction.
The taxable benefits received during the financial year ended 31 December 2021 are principally car
allowance and private medical insurance.
Individual elements of remuneration (audited)
Base salary and fees
The base salaries for 2021 and 2022 are as set out below:
J D Saralis1
2021
base salary
£000
2022
base salary1
£000
215
219
% increase
2%
1. The 2021 figure represents J D Saralis’ salary on appointment as CEO.
Details of Non-Executive Directors’ fees for 2021 and 2022 are as set out below:
Chair’s fee
Non-Executive Director’s fee
Chair of the Audit and Risk Committee
Chair of the Remuneration Committee
2021
fee
£000
80
45
5
5
2022
fee
£000
82
46
5
5
% increase
2%
2%
0%
0%
NAHL Group Plc Annual Report and Accounts 2021
69
Leadership and Governance
Annual bonus plan (audited)
The maximum annual bonus opportunity for James Saralis was capped at 45% of salary in respect of the
year ended 31 December 2021. 100% of the annual bonus was assessed against underlying operating profit
performance (after minority interest).
The threshold operating profit target was not achieved and therefore James Saralis did not receive a bonus
payment.
The following table sets out the bonus criteria for the CEO.
Performance measure
Operating profit1
Proportion of bonus
determined by
measure
Performance
100%
Operating profit
threshold of £3.3m was
not achieved.
Bonus earned
£000
0
1. Operating profit is defined as underlying operating profit less profit attributable to non-controlling interests.
Long-term incentives (audited)
On 18 April 2019, J D Saralis was granted a nominal cost share option over 110,568 shares (equivalent to
80% of salary) in the form of nominal cost share options which would vest subject to EPS performance
(75% of the award) and free cash flow (25% of award) for the year ended 31 December 2021.
The options lapsed in full as the threshold performance targets were not achieved as illustrated below.
EPS for the year
ending 31 December
2021
Less than 16.5p
16.5p
17.2p
18.1p
Actual
Vesting
Vesting1
(% maximum)
Free Cash Flow
Vesting1
(% maximum)
0%
Less than £6.3m
25%
50%
100%
0.3p
0%
£6.3m
£7.7m
£8.1m
Actual
Vesting
0%
25%
50%
100%
£0.8m
0%
1. Vesting percentages accrue on a straight-line basis between 25%–50% and 50%–100%.
No long-term incentive awards were granted during the year ended 31 December 2020.
Awards granted during the year
On 23 April 2021 a restricted share award over 428,243 shares was granted to James Saralis which
comprised of two tranches:
• An award over 194,656 shares (with a value at grant equivalent to 50% of his April 2020 salary), which
will vest on the second anniversary of the grant date subject to continued employment and a business
performance underpin.
• An award over 233,587 shares (with a value at grant equivalent to 50% of his April 2021 salary), which
will vest on the third anniversary of the grant date subject to continued employment and a business
performance underpin.
70
NAHL Group Plc Annual Report and Accounts 2021
Leadership and Governance
Tranche 1
Tranche 2
Number
of shares
Face value at
grant
(% salary)
Face value at
grant
(£000)1
194,656
233,587
50% of April
2020 salary
50% of April
2021 salary
85
102
Vesting
period
2 years
3 years
1. The three day average mid-market closing share price prior to grant (£0.4367) was used to determine the face value of the awards.
This one-off award structure reflects that no long-term incentive award was granted in 2020.
Statement of Directors’ shareholding and share
interests
The interests of the Directors and their immediate families in the Company’s Ordinary Shares as at
31 December 2021 and as at 31 December 2020 were as follows:
Executive Director
J D Saralis
Non-Executive Directors
T J M Aspinall
G D C Kent
B Phillips
S A Tilleray
31 December
2021
31 December
2020
0.10%
0.10%
0.02%
0.00%
0.00%
0.00%
0.02%
0.00%
0.00%
0.00%
The interests of the CEO as at 31 December 2021 in the Company’s share schemes were as follows:
Director
Plan
J D Saralis
Restricted share
award
EMI (nominal
cost option)
SAYE
Exercised
during the
year
Vested but
unexercised
during the
year
Unvested and
subject to
performance
measures
Unvested and
not subject to
performance
measures
Total as at
31 December
2021
–
–
–
–
–
10,514
428,243
110,5681
–
–
–
–
428,243
110,568
10,514
1. Figures relate to the long-term incentive award granted on 18 April 2019. The award lapsed in full following the year ended 31 December 2021
(see page 70).
NAHL Group Plc Annual Report and Accounts 2021
71
Leadership and Governance
Consideration by the
Directors of matters
relating to Directors’
remuneration
During the year ended 31 December 2021, the
Committee was composed of the Company’s
independent Non-Executive Directors, Gillian
Kent (Chair), Tim Aspinall, Brian Phillips and Sally
Tilleray.
Executive Directors only attend meetings by
invitation.
The Committee’s key responsibilities are:
• reviewing the ongoing appropriateness and
relevance of remuneration policy and its
application to the business
• reviewing and approving the remuneration
packages of the Executive Directors;
• the grant of 2022 restricted share awards for
Executive Directors and senior management and
the outturn of prior long-term incentive awards;
• monitoring the level and structure of
remuneration of the senior management; and
• production of the Annual Report on the Directors’
remuneration.
Advisors
During the year ended 31 December 2021, the
Committee received independent advice from
Deloitte LLP. Deloitte is a founder member of the
Remuneration Consultants Group and voluntarily
operates under its code of conduct in its dealings
with the Committee. Fees for this service were
£10,000.
Director Remuneration
Report voting at the 2021
AGM
The table below sets out the voting outcome at
the Group’s AGM held on 29 June 2021 in respect
of the resolution to approve the 2020 Directors’
Remuneration Report (which comprised the future
Directors’ Remuneration Policy and Annual Report
on Remuneration).
Votes for
% for
Votes
against
% against
Total
votes cast
Votes
withheld
(abstentions)
Approval of
Directors’
Remuneration
Report
22,471,970
99.5
113,308
0.5
22,585,278
8,289
72
NAHL Group Plc Annual Report and Accounts 2021
Leadership and Governance
Directors’
Report
The Directors of NAHL Group plc present their Annual Report
and audited consolidated financial statements for the year
ended 31 December 2021.
Results and dividend
The Group’s profit after tax for the year was £0.2m
(2020: loss of £0.2m).
The Directors do not propose a final dividend
(2020: 0.0p per share).
A review of the business, including future
developments, is included in the Strategic Report
on pages 6–52.
Post balance sheet events
The Board have undertaken an impact assessment
considering the recent developments in the Ukraine
crisis and do not consider that this will have a
significant impact on the Group’s operations.
There are no other significant events affecting the
Company and the Group since the statement of
financial position date.
Substantial shareholdings
The Group was notified of the following interests
amounting to 10% or more of its issued share
capital at the financial year end:
Harwood Capital 19.82%
Lombard Odier Asset Management 18.39%
Schroder Investment Management 16.65%
Directors’ third-party
indemnity provisions
The Company maintained during the year and to
the date of approval of the financial statements,
indemnity insurance for its Directors and
Officers against liability in respect of proceedings
brought by third parties, subject to the terms and
conditions of the Companies Act 2006.
Capital structure
Details of the capital structure can be found in note
21 of the consolidated financial statements. The
Group has employee share option plans in place,
full details of which can be found in note 22 to the
financial statements.
Financial instruments
The Group’s principal financial instruments
comprise cash and cash equivalents, trade and
other receivables, interest-bearing loans and trade
and other payables. Further details on financial
instruments are given in note 24 to the financial
statements.
Directors
The Directors of the Company who were in office
during the year and up to the date of signing the
financial statements were:
T J M Aspinall (Chair)
J D Saralis (Chief Executive Officer)
G D C Kent (Independent Non-Executive)
S P Tilleray (Independent Non-Executive)
B Phillips (Independent Non-Executive)
Biographies of the present Directors of the
Company are listed on pages 54–55.
Details of the remuneration of the Directors is
disclosed in the Remuneration Report on pages 69.
Political donations
No political donations were made during the year
or the previous year.
Statement on engagement
with employees
For information on how the Group has engaged
with employees during the year, see Our
Sustainable Culture on pages 44–49.
NAHL Group Plc Annual Report and Accounts 2021
73
Leadership and Governance
Statement of relationships
with suppliers, customers
and others
For information on how the Group has maintained
relationships with suppliers, customers and others,
see Section 172 statement on pages 51–52.
Group’s policy concerning
employment of disabled
persons
NAHL Group plc is committed to providing
equal opportunities for all and taking action on
unlawful discrimination. We seek to recruit, train
and promote based on experience, skills and
performance and provide our employees with the
necessary tools and equipment to allow them to
perform their duties to the best of their abilities.
Auditor
Mazars LLP was appointed as Auditor during
the year and have expressed their willingness to
continue in office as Auditor and a resolution to
reappoint them will be proposed at the forthcoming
Annual General Meeting.
Other information
An indication of likely future developments in the
business and particulars of significant events
which have occurred since the end of the year have
been included in the Strategic Report on pages
6–52 along with information regarding employee
matters. Information regarding the Group’s
financial risk management objectives and policies
is included in note 24 to the financial statements on
page 122.
Going concern
In determining the appropriate basis of preparation
of the financial statements, the Directors are
required to consider whether the Company and
Group can continue in operational existence for the
foreseeable future.
The Board have considered detailed financial
forecasts of future trading, profits and cash
flows covering the Group’s adopted strategy and
considers a range of sensitivities. The going concern
assessment focuses on two key areas, being the
ability of the Group to meet its debts as they fall due
and being able to operate within its banking facility.
The Group refinanced its banking facilities in
December 2021 and has access to a £20.0m
revolving credit facility (RCF) with its bankers
(reduced from £25.0m). In all of the scenarios the
Group has modelled, it would have sufficient liquidity
within its current RCF to meet its liabilities as they fall
due and would not need to access additional funding.
The Group’s RCF is subject to quarterly covenant
testing and all of the scenarios modelled suggest
that the Group will continue to operate within its
covenants for the foreseeable future.
The Group has modelled a worst case scenario,
assuming that volumes remain at 2021 levels, and
has then considered the options it would have
available to mitigate against any shortfall in profits
and cash. Under this scenario, the Group would be
able to implement sufficient mitigating actions in
order to operate within its covenants. The likelihood
of this scenario occurring is considered to be remote
and therefore the directors consider the Going
Concern basis of accounting to be appropriate.
Further details of the going concern review are given
on page 94. Based on this review, the Committee
has a reasonable expectation that the Company
and Group has adequate resources to continue
in existence for the foreseeable future and has
concluded it is appropriate to adopt the going
concern basis of accounting in the preparation of the
financial statements.
Energy and Carbon
Reporting
This is the second year the Group has been required
to comply with the Streamline Energy and Carbon
Reporting (SECR) legislation.
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Leadership and Governance
Methodology
The report follows the SECR guidance and the GHG
Reporting Protocol – Corporate Standard as the
accepted methodology to meet the mandatory
requirements. No additional optional elements
have been included. The UK Government’s
greenhouse gas conversion factors have been
used to calculate the carbon emissions. The
below table demonstrates the GHG Emissions and
Energy Usage Data for the financial year ended
31 December 2021. For offices where electricity
is part of a service charge, usage has been
estimated based on adjusting the bills received
for other offices around the Group. No data has
been included for business mileage as this was
immaterial for 2021 and 2020 (<1% of the overall
total).
Energy consumption used to calculate emissions
(electricity/mWh) 85.50 (2020: 260.84)
Energy consumption used to calculate emissions
(gas/mWh) 0 (2020: 214.42)
Emissions from purchased gas tCO2e (scope 1) 0
(2020: 39.4)
Emissions from purchased electricity tCO2e (scope
2) 19.76 (2020: 66.0)
Intensity measurement (tonnes CO2e per
employee) 0.08 (2020: 0.42)
All energy use is in the UK.
Intensity measurement
The Group has chosen tonnes of gross CO2e per
employee as the reported SECR intensity metric.
This is considered to be the most appropriate basis
for an office-based operation that relies heavily on
its workforce to provide services to its customers.
This is a relevant and common business metric and
will serve as a consistent comparative for reporting
purposes going forwards.
Energy efficiency actions
taken
The Group operates from three locations around
the UK and its workforce is largely office and home-
based.
As an office-based operation, the Group considers
its largest carbon footprint to come from the use of
energy used in an office environment e.g. light, heat
and computer usage and therefore it has continued
to focus its efficiency actions around this area. The
main action taken in 2021 was to switch the supply
of the Kettering office to 100% green energy.
The reduction in energy usage year on year is a
direct result of:
a) the exiting of the Chancery Lane offices in June
2020 and consolidation of the Kettering offices
in November 2020. 2021 is therefore the first
full year of the impact of these changes with
no energy consumption at these sites at all for
2021.
b) The move to Green energy suppliers. In
February 2021, the Kettering office made the
switch to a 100% green energy supplier and
therefore from February 2021, the Group’s
largest offices were not generating greenhouse
gas emissions.
Further details on how the Group has sought to
limit its impact on the environment are given in Our
sustainable culture on page 44–49.
NAHL Group Plc Annual Report and Accounts 2021
75
Leadership and Governance
Group response to
Modern Slavery Act 2015
1. Organisational structure
and recruitment processes
The Group’s organisational structures include
the Board, Senior Management teams across
two divisions, a contact centre at one of the
three locations and standard support functions
across all sites. Recruitment processes include
the monitoring of passport documentation, with
all new recruits expected to show their passport
as a proof of identity. The Group also reviews
shared addresses. In addition, the Group monitors
the ongoing wellbeing of its employees through
line management relationships and operates an
Employee Assistance Programme.
Where recruitment agencies are used to employ
staff, the Group ensures these agencies also have
an approved statement in support of the Modern
Slavery Act 2015.
As these structures and recruitment processes
apply to UK-based operations, the Group considers
these to be very low risk.
2. Services
The services NAHL Group plc provides to its
customers and consumers are UK office-based,
with UK field based service providers in regular
contact with their operational management teams.
The Group’s supply chain in relation to services
consists on the whole of marketing and legal
services in Personal Injury and specialist associates
in Critical Care and Residential Property. The
Group considers these to be very low risk in relation
to slavery and human trafficking so takes no
specific action in relation to these relationships.
3. Goods
In terms of goods supplied to the Group, the
majority of goods will be goods for use in an
office environment such as stationery and office
equipment. The Group considers these to be very
low risk in relation to slavery and human trafficking
so takes no specific action in relation to these
relationships.
Statement of Directors’
Responsibilities
The Directors are responsible for preparing the
Annual Report and the financial statements in
accordance with applicable law and regulation.
Company law requires the Directors to prepare
financial statements for each financial year.
Under that law the directors have prepared the
Group financial statements in accordance with
International Accounting Standards in conformity
with the requirements of the Companies Act
2006 and Company financial statements in
accordance with International Accounting
Standards in conformity with the requirements
of the Companies Act 2006. Under Company
Law the Directors must not approve the financial
statements unless they are satisfied that they
give a true and fair view of the state of affairs of
the Group and Company and of the profit or loss
of the Group and Company for that period. In
preparing the financial statements, the Directors
are required to:
• select suitable accounting policies and then apply
them consistently;
• state whether applicable international accounting
standards have been followed for the Group
financial statements and whether applicable
international accounting standards have been
followed for the Company financial statements,
subject to any material departures disclosed and
explained in the financial statements;
• make judgements and accounting estimates that
are reasonable and prudent; and
• prepare the financial statements on the going
concern basis unless it is inappropriate to
presume that the Group and Company will
continue in business.
The Directors are also responsible for safeguarding
the assets of the Group and Company and hence
for taking reasonable steps for the prevention and
detection of fraud and other irregularities. The
Directors are responsible for keeping adequate
accounting records that are sufficient to show and
explain the Group and Company’s transactions
and disclose with reasonable accuracy at any time
the financial position of the Group and Company
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Leadership and Governance
and enable them to ensure that the financial
statements comply with the Companies Act 2006.
The Directors of the ultimate parent Company are
responsible for the maintenance and integrity of
the ultimate parent Company’s website. Legislation
in the United Kingdom governing the preparation
and dissemination of financial statements may
differ from legislation in other jurisdictions.
In the case of each director in office at the date the
Directors’ Report is approved:
• so far as the Director is aware, there is no
relevant audit information of which the Group
and Parent Company auditors are aware; and
• they have taken all the steps that they ought
to have taken as a Director in order to make
themselves aware of any relevant audit
information and to establish that the Group and
Parent Company auditors are aware of that
information.
This confirmation is given and should be
interpreted in accordance with the provisions of
s418 of the Companies Act 2006.
On behalf of the Board
James Saralis
Chief Executive Officer
28 March 2022
NAHL Group Plc Annual Report and Accounts 2021
77
Financial Statements
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Financial Statements
Basis for opinion
We conducted our audit in accordance with
International Standards on Auditing (UK) (ISAs
(UK)) and applicable law. Our responsibilities
under those standards are further described in
the “Auditor’s responsibilities for the audit of the
financial statements” section of our report. We are
independent of the group and the parent company
in accordance with the ethical requirements that
are relevant to our audit of the financial statements
in the UK, including the FRC’s Ethical Standard
as applied to listed entities, and we have fulfilled
our other ethical responsibilities in accordance
with these requirements. We believe that the
audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
Financial Statements
Independent auditor’s
report to the members
of NAHL Group Plc
Opinion
We have audited the financial statements of
NAHL Group Plc (the ‘parent company’) and its
subsidiaries (the ‘group’) for the year ended 31
December 2021 which comprise the Consolidated
Statement of Comprehensive Income, the
Consolidated Statement of Financial Position, the
Consolidated Statement of Changes in Equity, the
Consolidated Cash Flow Statement, the Company
Statement of Financial Position, the Company
Statement of Changes in Equity, the Company
Cash Flow Statement, and notes to the financial
statements, including a summary of significant
accounting policies.
The financial reporting framework that has been
applied in their preparation is applicable law and
UK-adopted international accounting standards
and, as regards the parent company financial
statements, as applied in accordance with the
provisions of the Companies Act 2006.
In our opinion, the financial statements:
• give a true and fair view of the state of the
group’s and of the parent company’s affairs as at
31 December 2021 and of the group’s profit for
the year then ended;
• have been properly prepared in accordance with
UK-adopted international accounting standards
and, as regards the parent company financial
statements, as applied in accordance with the
provisions of the Companies Act 2006; and
• have been prepared in accordance with the
requirements of the Companies Act 2006.
NAHL Group Plc Annual Report and Accounts 2021
79
Financial Statements
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 audit procedures to evaluate the directors’
assessment of the group’s and the parent
company’s ability to continue to adopt the going
concern basis of accounting included but were not
limited to:
• Undertaking an initial assessment at the planning
stage of the audit to identify events or conditions
that may cast significant doubt on the group’s
and parent company’s ability to continue as a
going concern;
• Obtaining and reviewing management’s going
concern assessment;
• Evaluating the directors’ method to assess the
group’s and parent company’s ability to continue
as a going concern;
• Reviewing management’s severe yet plausible
scenarios and assessing management’s ability to
take mitigating actions;
• Reviewing the terms of financing agreements
and assessing the forecasted results against
covenants in place;
• Evaluating the key assumptions used and
judgements applied by the directors in forming
their conclusions on going concern;
• Assessing the impact of Russia’s invasion of
Ukraine on the business and its ability to continue
as a going concern; and
• Evaluating the appropriateness of the directors’
disclosures in the financial statements.
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’s and the parent company’s ability to
continue as a going concern for a period of at least
twelve months from when the financial statements
are authorised for issue.
Our responsibilities and the responsibilities of
the directors with respect to going concern are
described in the relevant sections of this report.
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) we identified, including those
which had the greatest effect on: the overall audit
strategy; the allocation of resources in the audit;
and directing the efforts of the engagement team.
These matters were addressed in the context of
our audit of the financial statements as a whole,
and in forming our opinion thereon, and we do not
provide a separate opinion on these matters.
We summarise below the key audit matters
in forming our opinion above, together with
an overview of the principal audit procedures
performed to address each matter and our key
observations arising from those procedures.
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Financial Statements
These matters, together with our findings, were communicated to those charged with governance through
our Audit Completion Report.
Key Audit Matter
How our scope addressed this matter
Valuation of trade receivables and accrued
income (Group)
The group’s accounting policy for financial assets
and liabilities, which include trade receivables and
accrued income, is set out in the accounting policy
notes on page 103 of the Annual Report.
The group enters into contracts with customers on
varied terms. The nature of the industry in which
the group operates in can sometimes result in long
lead times between revenue recognition and cash
generation, due to the time taken to settle cases.
Following a review of the year-end trade
receivables and accrued income balance of
£24.5m (2020: £26.7m), we identified specific
aged balances totaling £19.5m (2020: £22.3m)
where there is a risk these balances might not be
recoverable.
We identified the valuation of these specific
balances as a significant risk and key audit matter,
given the subjectivity involved in assessing
recoverability.
Depending on the facts and circumstances of
the respective balances, our audit procedures
included, but were not limited to:
• Assessing the aging of the receivables balances,
and performing a retrospective review against
prior year balances to understand aging profiling
to identify any potential issues related to
recoverability;
• Assessing the level of cash receipts during the
year and post year end against our expectation
based on signed payment agreements;
• Recalculating accrued income balances based on
contractual fees and the number of enquiries with
customers;
• Obtaining third party confirmation from
customers of the number of outstanding
enquiries passed to them;
• Assessing the adequacy of the work of one
component auditor in respect of £4m of trade
receivables and accrued income balances;
• Re-calculating a sample of accrued income
balances at year end and assessing the level of
post year end cash receipt against that which
would be expected, based on the progress of the
case; and
• Reviewing management’s methodology for
Expected Credit Losses with reference to the level
of debt write-offs during the year and challenging
their forward looking assessments.
Our observations
Based on the procedures performed, we are
satisfied with the carrying value of the trade
receivables and accrued income in the financial
statements is reasonable.
NAHL Group Plc Annual Report and Accounts 2021
81
Financial Statements
Key Audit Matter
How our scope addressed this matter
Carrying Value of Goodwill (Group)
The group’s accounting policies in respect
of goodwill and impairment are set out in the
accounting policy notes on page 104 of the annual
report.
The carrying value of goodwill is £55.5m (2020:
£55.5m). In assessing the recoverability of
goodwill, management prepare value in use
calculations across their two cash generating
units, Critical Care and Consumer Legal Services,
which involves assumptions, such as future cash
flows and the discount rate to apply to those.
Due to the subjectivity involved in estimating
future performance and the significance of the
carrying value of goodwill, we identified this as a
significant risk and key audit matter.
Our audit procedures included, but were not
limited to:
• Obtaining and reviewing management’s goodwill
impairment assessment;
• Assessing the reasonableness of key
assumptions in the value in use calculation
with reference to externally available data, and
applying our own sensitivity analysis to assess
the impact of potential changes in assumptions;
• Reviewing management’s sensitivity analysis to
further assess the potential for impairment;
• Engaging our internal valuation expert to assess
the reasonableness of the Weighted Average
Cost of Capital (WACC) rate and the model
methodology used;
• Ensuring consistency between value in use
calculations used for impairment assessment and
forecasts used for assessment of going concern;
and
• Reviewing the reasonableness of the disclosures
made in the financial statements in relation to the
carrying value of goodwill.
Our observations
Based on the procedures performed, we are
satisfied that the carrying value of the goodwill in
the financial statements is reasonable.
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Financial Statements
Key Audit Matter
How our scope addressed this matter
Valuation of investments (Parent company)
The group’s accounting policies in respect of
impairment of investments is set out in the
accounting policy notes on page 131 of the Annual
Report.
The carrying value of NAHL Group Plc’s
investments in subsidiaries is £52.7m (2020:
£52.7m) and is the most significant balance in the
parent company statement of financial position.
Given this, we identified it as a significant risk and
key audit matter.
Our audit procedures included, but were not
limited to:
• Obtaining and reviewing management’s
impairment review and future forecasts;
• Assessing and challenging the underlying
assumptions to ensure these are reasonable;
• Engaging with our internal valuation experts to
assess the reasonableness of the WACC rate
used;
• Reviewing the carrying value with specific
reference to the year end market capitalisation of
the Group;
• Testing individual investments for indicators of
impairment; and
• Reviewing the disclosures made in the
financial statements to ensure they cover the
requirements of IAS 36.
Our observations
Based on the procedures performed, we are
satisfied that the carrying value of the investments
in the financial statements is reasonable.
NAHL Group Plc Annual Report and Accounts 2021
83
Financial Statements
Our application of materiality and an overview of the
scope of our audit
The scope of our audit was influenced by our application of materiality. We set certain quantitative
thresholds for materiality. These, together with qualitative considerations, helped us to determine the
scope of our audit and the nature, timing and extent of our audit procedures on the individual financial
statement line items and disclosures and in evaluating the effect of misstatements, both individually and on
the financial statements as a whole. Based on our professional judgement, we determined materiality for
the financial statements as a whole as follows:
Overall materiality
Group financial statements
Parent financial statement
£383k
£846k
Where items in the parent company financial statements were
included in the group financial statements, materiality was restricted
to that applied to the group.
How we determined it
Group materiality has been calculated by reference to adjusted profit
before tax, of which it represents 7%.
Rationale for benchmark
applied
Performance materiality
Reporting threshold
Parent company materiality has been calculated by reference to
total assets, of which it represents 1%.
Profit before tax (adjusted for net financing costs, share based
payments, amortization and other exceptional items) has been
identified as the principal benchmark within the group financial
statements due this being the primary focus of shareholders.
Total assets has been identified as the principal benchmark within
the parent company financial statements as it is considered to be the
focus of shareholders due to being a holding company with no trade.
Performance materiality is set to reduce to an appropriately low level
the probability that the aggregate of uncorrected and undetected
misstatements in the financial statements exceeds materiality for
the financial statements as a whole.
We set performance materiality applied in our audit was:
Group financial statements
Parent financial statement
£287k
£634k
We agreed with the directors that we would report to them
misstatements identified during our audit above £11k for the group
financial statements and £25k for the parent company financial
statements, as well as misstatements below that amount that, in our
view, warranted reporting for qualitative reasons.
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NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
As part of designing our audit, we assessed the
risk of material misstatement in the financial
statements, whether due to fraud or error, and
then designed and performed audit procedures
responsive to those risks. In particular, we
looked at where the directors made subjective
judgements, such as assumptions on significant
accounting estimates.
We tailored the scope of our audit to ensure that
we performed sufficient work to be able to give
an opinion on the financial statements as a whole.
We used the outputs of our risk assessment,
our understanding of the group and the parent
company, their environment, controls, and critical
business processes, to consider qualitative factors
to ensure that we obtained sufficient coverage
across all financial statement line items.
Our group audit scope included an audit of
the group and the parent company financial
statements of NAHL Group Plc. Based on our
risk assessment, the parent company and four
components of the group were subject to full
scope audit and three components were subject to
specific audit procedures on certain key balances.
For the remaining components, in addition to
desktop analytical review, we performed analysis
at an aggregated group level to re-examine our
assessment that there were no significant risks of
material misstatement within these.
The parent company and those components of
the group which were subject to full scope audit
or specific audit procedures accounted for the
following percentages of the group’s results for the
year ended 31 December 2021.
Number of
components
Total group
revenue
Total group
assets
Total profits
and losses that
make up group
profit before
tax
Full scope audits
Specific scope audits
Total
5
3
8
75%
19%
94%
83%
8%
91%
97%
1%
98%
One full scope audit was performed by a component auditor. This component accounted for the following
percentages of the group’s results for the year ended 31 December 2021:
Number of
components
Total group
revenue
Total profits and
losses that make
up group profit
before tax
Total group
assets
1
12%
12%
16%
Performed by
component
auditor
NAHL Group Plc Annual Report and Accounts 2021
85
Financial Statements
For that entity, the group engagement team issued
group instructions to the component auditor to
direct their work. Group reporting appendices
were returned by the component auditor and we
reviewed their working papers to assess whether
sufficient and appropriate audit procedures had
been performed. Meetings were held with the
component auditor at the planning and completion
stage, to ensure the work was sufficiently directed
by the group engagement team and the group
engagement team attended the clearance
meeting between the component auditor and
component management. The audit work for all
other components was completed by the group
engagement team.
At the parent company level, the group audit
team also tested the consolidation process and
carried out analytical procedures to confirm our
conclusion that there were no significant risks of
material misstatement of the aggregated financial
information.
Other information
The other information comprises the information
included in the annual report other than the
financial statements and our auditor’s report
thereon. The directors are responsible for the
other information. Our opinion on the financial
statements does not cover the other information
and, except to the extent otherwise explicitly
stated in our report, we do not express any form of
assurance conclusion thereon.
Our responsibility is to read the other information
and, in doing so, consider whether the other
information is materially inconsistent with the
financial statements or our knowledge obtained
in the course of audit or otherwise appears
to be materially misstated. If we identify such
material inconsistencies or apparent material
misstatements, we are required to determine
whether this gives rise to a material misstatement
in the financial statements themselves. If, based
on the work we have performed, we conclude
that there is a material misstatement of this other
information, we are required to report that fact.
We have nothing to report in this regard.
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
those reports have been prepared in accordance
with applicable legal requirements.
Matters on which we are
required to report by
exception
In light of the knowledge and understanding of
the group and the parent company and their
environment obtained in the course of the audit, we
have not identified material misstatements in the:
• strategic report or the directors’ report; or
• information about internal control and risk
management systems in relation to financial
reporting processes and about share capital
structures, given in compliance with rules 7.2.5
and 7.2.6 of the FCA Rules.
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NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
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.
Responsibilities of
Directors
As explained more fully in the directors’
responsibilities statement set out on page 76, the
directors are responsible for the preparation of the
financial statements and for being satisfied that
they give a true and fair view, and for such internal
control as the directors determine is necessary to
enable the preparation of financial statements that
are free from material misstatement, whether due
to fraud or error.
In preparing the financial statements, the directors
are responsible for assessing the group’s and the
parent company’s ability to continue as a going
concern, disclosing, as applicable, matters related
to going concern and using the going concern basis
of accounting unless the directors either intend to
liquidate the group or the parent company or to
cease operations, or have no realistic alternative
but to do so.
Auditor’s responsibilities
for the audit of the
financial statements
Our objectives are to obtain reasonable assurance
about whether the financial statements as a whole
are free from material misstatement, whether due
to fraud or error, and to issue an auditor’s report
that includes our opinion. Reasonable assurance is
a high level of assurance but is not a guarantee that
an audit conducted in accordance with ISAs (UK)
will always detect a material misstatement when it
exists. Misstatements can arise from fraud or error
and are considered material if, individually or in the
aggregate, they could reasonably be expected to
influence the economic decisions of users taken on
the basis of these financial statements.
The extent to which our procedures are capable
of detecting irregularities, including fraud is
detailed below.
Irregularities, including fraud, are instances of non-
compliance with laws and regulations. We design
procedures in line with our responsibilities, outlined
above, to detect material misstatements in respect
of irregularities, including fraud.
Based on our understanding of the group and
its industry, we considered that non-compliance
with the following laws and regulations might
have a material effect on the financial statements:
Anti-Bribery, Living Wage, AIM listing rules, QCA
Corporate Governance Code, Employment laws,
Regulation by the Claims Management Regulation
Unit or Solicitors Regulation Authority, Enterprise
Act 2002, Competition Act 1998, Modern Slavery
Act, GDPR, Gender-pay gap and Environmental
regulations.
NAHL Group Plc Annual Report and Accounts 2021
87
Our procedures in relation to fraud included but
were not limited to:
• Making enquiries of the directors and
management on whether they had knowledge of
any actual, suspected or alleged fraud;
• Gaining an understanding of the internal controls
established to mitigate risks related to fraud;
• Discussing amongst the engagement team the
risks of fraud;
• Addressing the risks of fraud through
management override of controls by performing
journal entry testing;
There are inherent limitations in the audit
procedures described above and the primary
responsibility for the prevention and detection
of irregularities including fraud rests with
management. As with any audit, there remained a
risk of non-detection of irregularities, as these may
involve collusion, forgery, intentional omissions,
misrepresentations or the override of internal
controls.
The risks of material misstatement that had the
greatest effect on our audit are discussed in the
“Key audit matters” section of this report.
A further description of our responsibilities is
available on the Financial Reporting Council’s
website at www.frc.org.uk/auditorsresponsibilities.
This description forms part of our auditor’s report.
Financial Statements
To help us identify instances of non-compliance
with these laws and regulations, and in identifying
and assessing the risks of material misstatement
in respect to non-compliance, our procedures
included, but were not limited to:
• Gaining an understanding of the legal and
regulatory framework applicable to the group
and the parent company, the industry in which
they operate, and the structure of the group,
and considering the risk of acts by the group and
the parent company which were contrary to the
applicable laws and regulations, including fraud;
• Inquiring of the directors, management
and, where appropriate, those charged with
governance, as to whether the group and the
parent company is in compliance with laws and
regulations, and discussing their policies and
procedures regarding compliance with laws and
regulations;
• Inspecting correspondence with relevant
licensing or regulatory authorities including the
SRA;
• Reviewing minutes of directors’ meetings in the
year; and
• Discussing amongst the engagement team the
laws and regulations listed above, and remaining
alert to any indications of non-compliance.
We also considered those laws and regulations
that have a direct effect on the preparation of the
financial statements, such as the Companies Act
2006 and UK tax legislation.
In addition, we evaluated the directors’ and
management’s incentives and opportunities
for fraudulent manipulation of the financial
statements, including the risk of management
override of controls, and determined that the
principal risks related to posting manual journal
entries to manipulate financial performance,
management bias through judgements and
assumptions in significant accounting estimates
including goodwill impairment, investment
valuation and recoverability of trade receivables
and accrued income, significant one-off or unusual
transactions, and revenue recognition (which we
pinpointed to the cut-off assertion), and significant
one-off or unusual transactions.
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Financial Statements
Use of the audit 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.
Stephen Brown (Senior Statutory Auditor) for
and on behalf of Mazars LLP
Chartered Accountants and Statutory Auditor
The Pinnacle
160 Midsummer Boulevard
Milton Keynes
MK9 1FF
28 March 2022
NAHL Group Plc Annual Report and Accounts 2021
89
Financial Statements
CONSOLIDATED STATEMENT
OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2021
Revenue
Cost of sales
Gross profit
Administrative expenses
Underlying operating profit
Exceptional items
Operating profit
Profit attributable to members’ non-controlling interests in LLPs
Financial income
Financial expense
Profit/(Loss) before tax
Taxation
Profit/(Loss) and total comprehensive income for the year
Earnings per share (p)
Basic earnings per share
Diluted earnings per share
Note
1,2
3
1
4
2
7
8
9
Note
23
23
2021
£000
38,947
(21,352)
17,595
(13,439)
4,156
–
4,156
(3,451)
85
(555)
235
(79)
156
2021
p
0.3
0.3
2020
£000
40,875
(21,602)
19,273
(14,964)
5,659
(1,350)
4,309
(4,115)
168
(585)
(223)
(2)
(225)
2020
p
(0.5)
(0.5)
All profits and losses and total comprehensive income are attributable to the owners of the Company.
All profits and losses relate to continuing operations.
The notes on pages 94–127 form part of these financial statements.
90
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
CONSOLIDATED STATEMENT
OF FINANCIAL POSITION
AT 31 DECEMBER 2021
Non-current assets
Goodwill
Other intangible assets
Property, plant and equipment
Right of use assets
Deferred tax asset
Current assets
Trade and other receivables (including £3,718,000 (2020:
£7,828,000) due in more than one year)
Cash and cash equivalents
Total assets
Current liabilities
Trade and other payables
Lease liabilities
Member capital and current accounts
Current tax liability
Non-current liabilities
Lease liabilities
Other interest-bearing loans and borrowings
Deferred tax liability
Total liabilities
Net assets
Equity
Share capital
Share option reserve
Share premium
Merger reserve
Retained earnings
Note
2021
£000
2020
£000
13
15
16
17
10
18
20
17
14
17
19
11
21
55,489
3,701
477
2,315
23
62,005
33,404
2,458
35,862
97,867
(16,211)
(242)
(4,210)
(97)
55,489
4,557
367
2,761
14
63,188
34,285
3,609
37,894
101,082
(17,547)
(248)
(4,177)
(126)
(20,760)
(22,098)
(1,953)
(17,910)
(625)
(20,488)
(41,248)
(2,195)
(19,901)
(826)
(22,922)
(45,020)
56,619
56,062
116
4,312
14,595
(66,928)
104,524
115
3,912
14,595
(66,928)
104,368
Capital and reserves attributable to the owners of NAHL Group plc
56,619
56,062
The notes on pages 94–127 form part of these financial statements.
These financial statements on pages 90–127 were approved by the Board of Directors on 28 March 2022
and were signed on its behalf by:
J D Saralis
Director
Company registered number: 08996352
NAHL Group Plc Annual Report and Accounts 2021
91
Financial Statements
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2021
Share
capital
£000
Share
option
reserve
£000
Share
premium
£000
Merger
reserve
£000
Note
Capital and
reserves
attributable to
the owners of
Retained
earnings NAHL Group plc
£000
£000
Balance at
1 January
2020
115
3,389
14,595 (66,928) 104,593
55,764
Total comprehensive income for the year
Loss for the year
Total comprehensive
income
–
–
Transactions with owners, recorded directly in equity
Issue of share capital
Share-based payments
21
22
–
–
–
–
–
523
Total transactions with owners, recorded
directly in equity
–
523
–
–
–
–
–
–
–
–
–
–
(225)
(225)
(225)
(225)
–
–
–
–
523
523
Balance at
31 December 2020
Total comprehensive income
for the year
Profit for the year
Total comprehensive
income
Transactions with owners, recorded
directly in equity
Issue of share capital
Share-based payments
21
22
Total transactions with owners,
recorded
directly in equity
Balance at
31 December 2021
115
3,912
14,595 (66,928) 104,368
56,062
–
–
1
–
–
–
–
400
1
400
–
–
–
–
–
–
–
–
–
–
156
156
–
–
–
156
156
1
400
401
116
4,312
14,595 (66,928) 104,524
56,619
The notes on pages 94–127 form part of these financial statements.
92
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2021
Cash flows from operating activities
Profit for the year
Adjustments for:
Profit attributable to members’ non-controlling interests in LLPs
Property, plant and equipment depreciation
Right of use asset depreciation
Amortisation of intangible assets
Financial income
Financial expense
Share-based payments
Taxation
Decrease in trade and other receivables
(Decrease)/Increase in trade and other payables
Interest paid
Tax paid
Net cash generated from operating activities
Cash flows from investing activities
Acquisition of property, plant and equipment
Acquisition of intangible assets
Interest received
Disposal of subsidiary net of cash disposed of1
Net cash used in investing activities
Cash flows from financing activities
Repayment of borrowings
Issue of share capital
Facility arrangement fees
Principal element of lease payments
Drawings paid to LLP members
Net cash used in financing activities
Net (decrease)/increase in cash and cash equivalents
Cash and cash equivalents at 1 January
Cash and cash equivalents at 31 December
Note
2021
£000
2020
£000
156
(225)
16
17
15
7
8
21
3,451
171
306
1,195
(85)
555
400
79
6,228
1,012
(1,337)
5,903
(398)
(365)
5,140
(281)
(339)
2
–
(618)
(2,000)
1
(90)
(166)
(3,418)
(5,673)
(1,151)
3,609
2,458
4,115
169
430
1,345
(168)
585
523
2
6,776
2,223
2,945
11,944
(469)
(450)
11,025
(269)
(820)
10
(1,273)1
(2,352)
(3,750)
–
(121)
(558)
(3,199)
(7,628)
1,045
2,564
3,609
1. The Group disposed of its interest in National Law Associates LLP on 2 January 2020 and de-consolidated its results from this point.
The above consolidated cash flow statement should be read in conjunction with the accompanying notes.
NAHL Group Plc Annual Report and Accounts 2021
93
Financial Statements
NOTES TO THE FINANCIAL STATEMENTS
1 Accounting policies
Basis of preparation
Consolidated Financial Statements
NAHL Group plc (the “Company”) is a public
company limited by shares registered, incorporated
and domiciled in England and Wales. The registered
number is 08996352 and the registered address
is Bevan House, Kettering Parkway, Kettering,
Northants, England, NN15 6XR.
The Consolidated Financial Statements for the
year ended 31 December 2021 have been prepared
in accordance with International Accounting
Standards in conformity with the requirements of
the Companies Act 2006.
The consolidated financial information has been
prepared on a going concern basis and under the
historical cost convention.
The following accounting policies have been applied
consistently year on year except where new policies
have been adopted as stated below.
Going concern
In determining the appropriate basis of preparation
of the financial statements, the Directors are
required to consider whether the Company and
Group can continue in operational existence for the
foreseeable future.
The Audit & Risk Committee has reviewed
the Going Concern assessment prepared by
management. The assessment includes detailed
financial forecasts covering the Group’s adopted
strategy and considers a range of sensitivities. The
period considered by the forecasts is to the end of
June 2023, being approximately 12 months from
the date of signing of the 2021 Annual Report and
financial statements. The key assumptions in the
forecasts are a) number of PI enquiries generated
and b) placement of these enquiries (into our panel,
our joint venture law firms or NAL). The going
concern assessment focuses on two key areas,
being the ability of the Group to meet its debts as
they fall due and being able to operate within its
banking facility.
The Group has access to a £20.0m revolving credit
facility (RCF) with its bankers and at the time of
writing, it has drawn £18.0m of this facility and has
cash of £1.9m. In all of the sensitivities the Group
has modelled it would have sufficient liquidity within
its current RCF to meet its liabilities as they fall due
and would not need to access additional funding.
The Group’s RCF is subject to quarterly covenant
testing. The Group has modelled a worst-case
scenario, assuming that volumes remain at 2021
levels, and has then considered the options it would
have available to mitigate against any shortfall in
profits and cash. Under this scenario, the Group
would be able to implement sufficient mitigating
actions in order to operate within its covenants. The
likelihood of this scenario occurring is considered
to be remote and therefore the directors consider
the Going Concern basis of accounting to be
appropriate.
Considering the above, the Directors have a
reasonable expectation that the Company and
Group have adequate resources to continue in
existence for the foreseeable future and have
concluded it is appropriate to adopt the going
concern basis of accounting in the preparation of
the financial statements.
Basis of consolidation
The financial statements represent a consolidation
of the Company and its subsidiary undertakings as
at the Statement of Financial Position date and for
the year then ended. In accordance with IFRS 10
the definition of control is such that an investor
has control over an investee when: a) it has power
over the investee, b) it is exposed, or has the rights,
to variable returns from its involvement with the
investee and c) has the ability to use its power
to affect its returns. All three of these criteria
must be met for an investor to have control over an
investee. All subsidiary undertakings for which the
Group meets these three criteria for control have
been consolidated in the Group’s results.
The consolidated financial information incorporates
the results of business combinations using the
purchase method. In the Group statement of
financial position, the acquiree’s identifiable assets,
liabilities and contingent liabilities are initially
recognised at their fair values at the acquisition
date. The results of acquired operations are
included in the Group statement of comprehensive
income from the date on which control is obtained.
They are deconsolidated from the date on which
control ceases. Acquisition costs are expensed as
incurred. This policy does not apply on the
acquisition of Consumer Champion Group Limited
for which reverse acquisition accounting has been
applied.
94
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
1 Accounting policies continued
Key sources of estimation uncertainty
Revenue recognition – provision of legal
services
There is a significant element of estimation in
determining the transaction price for revenue
in relation to the provision of legal services for
personal injury claims. Due to the nature of
personal injury claims, the revenue the Group earns
from a case is variable and dependent upon a) the
stage at which a claim settles as this will determine
the fixed fee and b) the final damages awarded
to the client, of which the Group recognises
a percentage as revenue. The Group must
therefore estimate the revenue it expects to earn
from a case once the first milestone is achieved
(admission of liability). This estimation is based
on an expected value method and assumes that
cases can be grouped into categories of a similar
nature (i.e. RTA vs. Non-RTA) that have similar
characteristics. This assumption is considered
appropriate as ultimately all cases follow one
of a number of routes in the claims process.
Management uses historical experience of the
likelihood of claims settling at each stage and
the average fee earned when a claim settles at
each stage to estimate the transaction price. This
estimate is revised as a claim moves through
the process. No revenue is recognised until the
first milestone is reached, being admission of
liability, as it is at this point that it becomes highly
probable that a case will succeed and therefore
there is less risk of significant revenue write-offs
in the future. Profits and losses arising from the
differences in the estimated fee and the final fee
are recognised on settlement of a case.
At the year-end, the Group has contract asset
balances of £5,242,000 (2020: £5,046,000)
calculated using this estimation technique.
Critical accounting judgements and key
sources of estimation uncertainty
The preparation of financial statements in
conformity with IFRS requires management
to make judgements and estimates that affect
the application of accounting policies and the
reported amounts of assets, liabilities, income and
expenses. Estimates are based on past experience
and other reasonable assessment criteria. Actual
results may differ from these estimates. Estimates
and underlying assumptions are reviewed on
an ongoing basis and revisions to accounting
estimates are recognised in the year in which
the estimates are revised and in any future years
affected.
In accordance with IAS 1 the Group is required to
disclose critical accounting judgements and key
sources of estimation uncertainty.
Critical accounting judgements
Within its Consumer Legal Services division,
the Group has interests in two Limited Liability
Partnerships (LLPs) in conjunction with third party
law firms. The LLPs are called Your Law LLP and
Law Together LLP.
The Group has exercised judgement by considering
the criteria for consolidation in IFRS 10 and has
determined that each LLP meets the definition of a
subsidiary and is therefore required to be included
within the Group’s results.
Key to this determination is that each LLP is run
by a management board, which is responsible
for the day-to-day operations, decision-making
and strategic development of the LLPs. Through
its 100% subsidiary, Project Jupiter Limited, the
Group has determined that it exercises control over
these LLPs as it is entitled to appoint the majority of
members to each of the management Boards, with
the remainder being appointed by the respective
third-party law firm.
In accordance with IFRS 10 Consolidated Financial
Statements and given that the Group has overall
control, the results and net assets of the LLPs have
been consolidated within these financial statements
with a corresponding liability recognised for the
other member firms’ share of profit.
NAHL Group Plc Annual Report and Accounts 2021
95
Financial Statements
1 Accounting policies continued
Statutory and non-statutory measures
The financial statements contain all the statutory
measures and disclosures required under IFRS,
which is the financial reporting framework adopted
by the Group. In addition to these measures,
management monitors a number of non-statutory,
alternative performance measures (APMs) as part
of its internal performance monitoring and when
assessing the future impact of operating decisions.
The APMs allow a year-on-year comparison of
the underlying performance of the business by
removing the impact of items occurring either
outside the normal course of operations or as a
result of intermittent activities, such as acquisitions
or strategic projects.
The Directors have presented these APMs in the
Strategic Report because they believe they provide
additional useful information for shareholders on
underlying business trends and performance. As
these APMs are not defined by IFRS, they may not
be directly comparable to other companies’ APMs.
They are not intended to be a substitute for, or
superior to, IFRS measurements and the Directors
recommend that the IFRS measures should also
be used when users of this document assess the
performance of the Group.
The APMs used in the Strategic Report are
defined in the table on page 97. There have been
no changes to the principles for identify adjusting
items from 2020. The key adjusting items in
arriving at the APMs are as follows:
Exceptional items are non-recurring items that
are material by nature and separately identified
to allow for greater comparability of underlying
Group operating results year-on-year. Examples of
exceptional items in the current and/or previous
years include reorganisation and restructuring
costs; revaluation of liability associated with
legacy ATE products; and acquisition related
costs. Exceptional costs are separately identified
to allow for greater comparability of underlying
Group operating results year-on-year.
Recoverability of trade receivables
Trade receivables are reflected net of an estimated
provision for impairment losses. In line with IFRS
9, the Group uses an expected credit loss model
to determine the provision for doubtful debts and
also specific provisions for balances for which it has
specific concerns over recoverability. The expected
credit loss model involves segmenting debtors
into groups and applying specific percentages to
each of these debtor groupings. The Group has
considered the profile of its debtor balance and has
determined that a grouping based on credit terms
is considered to be appropriate given the significant
level of debt on extended credit terms.
These groupings are based on those debtors
due on standard terms, 6–12 month terms, 12–
18 month terms and 18–24 month terms with
higher percentages being applied the longer the
term with the view that there is a greater risk of
unforeseen circumstances arising the further away
the settlement date. Standard debtors are also
then reviewed for those past due and a percentage
applied to those that are current, between 30–60
days, 60–90 days and 90+ days overdue. See note
24 for further information. At the year end, the
Group had provisions for receivables of £740,000
(2020: £673,000) calculated using this method.
The percentages applied to each grouping of
debtors ranged from 0.5% to 35% with the final
provision equating to 3.0% of the total gross trade
receivables and accrued income balances.
New standards and amendments adopted by
the Group
There are no new or amended standards applicable
for the current reporting period.
New standards, interpretations and amendments
not yet effective
There are no new standards, interpretations and
amendments that are not yet effective and that
would be expected to have a material impact on the
Group in the current or future reporting periods and
on foreseeable future transactions.
Profit attributable to members’ non-controlling
interests in LLPs
Profit attributable to member’s non-controlling
interests in LLPs represents the operating profit
for the year which is attributable to minority
members in our LLP subsidiaries under the terms
of the partnership agreements. It is presented as a
separate expense outside of the operating profit of
the Group for the year.
96
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
1 Accounting policies continued
Nature of
measure
Underlying
operating
profit
Related
IFRS
measure
Operating
profit
Related
IFRS source
Definition
Use/relevance
Consolidated
income
statement
Based on the related IFRS
measure but excluding
exceptional items.
Underlying
operating
cash flow
Cash
flow from
operating
activities
Consolidated
cash flow
statement
Underlying
cash
conversion
Not defined
by IFRS
n/a
Free Cash
Flow
Not defined
by IFRS
n/a
Based on the related IFRS
measure but excluding
cash flows in respect of
the items excluded from
underlying operating
profit as described above.
Calculated as underlying
operating cash flow
divided by underlying
operating profit.
Calculated as net cash
generated from operating
activities less net
cash used in investing
activities (excluding any
disposals of subsidiaries)
less payments made to
partner LLP members
and less principal element
of lease payments.
Allows management and users
of the financial statements to
assess the underlying trading
results after removing material,
non-recurring items that are
not reflective of the core
trading activities and allows
comparability of core trading
performance year-on-year.
Provides management with an
indication of the amount of cash
available for discretionary
investing or financing after
removing material non-recurring
expenditure that does not reflect
the underlying trading operations
and allows management to
monitor the conversion of
underlying profit into cash.
NAHL Group Plc Annual Report and Accounts 2021
97
Financial Statements
1 Accounting policies continued
Nature of
measure
Underlying
Basic EPS
Related
IFRS
measure
Basic EPS
Related
IFRS source
Definition
Use/relevance
Consolidated
income
statement
Based on the related IFRS
measure but calculated
using underlying profit
after tax.
Working
capital
Consolidated
statement of
cash flows
Movement in
receivables
and
movement
in payables
Net cash/
(debt)
Not defined
by IFRS
Consolidated
cash flow
statement
Working capital is not
defined by IFRS. This is
defined by management
as being the movement
in trade and other
receivables less the
movement in trade and
other payables.
Net debt is defined
as cash and cash
equivalents less interest
bearing borrowings net of
loan arrangement fees.
Allows management and users
of the financial statements to
assess the underlying trading
results after removing material,
non-recurring items that
are not reflective of the core
trading activities and allows
comparability of core trading
performance year-on-year.
Allows management to
assess the short-term cash
flows from movements in the
more liquid assets.
Allows management to monitor
the overall level of debt in the
business. As stated in the
strategic report, loan funding
is key to the Group’s future
strategy as an increasing
proportion of profits and cash
flows are deferred until case
settlement.
A reconciliation of each measure is provided as follows:
Underlying operating profit
IFRS measure – operating profit
Exceptional items
Underlying operating profit
2021
£000
4,156
–
4,156
2020
£000
4,309
1,350
5,659
98
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
Underlying operating cash flow and underlying cash conversion:
2021
2021
Underlying Exceptional
items
operations
£000
£000
2020
2020
2021 Underlying Exceptional
items
Total
£000
£000
operations
£000
Operating profit
Share-based payments
Depreciation and amortisation
Decrease in trade/other receivables
(Increase)/decrease in trade/other payables
Underlying operating cash flow
4,156
400
1,672
1,012
(999)
6,241
4,156
–
400
–
1,672
–
1,012
–
(338)
(1,337)
(338) 5,903
5,659
523
1,944
2,223
2,607
12,956
(1,350)
–
–
–
338
(1,012)
150.2%
228.9%
Operating cash conversion
Interest paid
Tax paid
Net cash generated from operating activities
Net cash used in investing activities
(excluding disposals of subsidiaries)
Lease payments
Issue of share capital
Facility arrangement fees
Payments to non-controlling interests
Free cash flow
Underlying basic EPS:
2020
Total
£000
4,309
523
1,944
2,223
2,945
11,944
(469)
(450)
11,025
(1,079)
(558)
(121)
(3,199)
6,068
2020
£000
(225)
1,350
(257)
868
(398)
(365)
5,140
(618)
(166)
1
(90)
(3,418)
849
–
2021
£000
156
–
–
156
IFRS measure – Profit/(loss) for the year attributable to shareholders
Exceptional items
Tax effect of the above
Underlying profit for the year attributable to shareholders
Weighted average number of shares (note 23)
Underlying basic EPS (pence)
46,245,345
0.3p
46,238,878
1.9p
Working capital:
Working capital movements for 2020 take into account the disposal of National Law Partners on 1 January
2020
Movement in trade and other receivables
Movement in trade and other payables
Working capital
Movement in interest accruals
Movement in corporation tax debtor
Movement in financing accruals
IFRS measure – movement in trade and other receivables
less movement in trade and other payables
Net debt is defined in note 29.
2021
£000
1,012
(1,337)
(325)
(84)
(47)
–
(456)
2020
£000
2,223
2,945
5,168
(158)
15
110
5,135
NAHL Group Plc Annual Report and Accounts 2021
99
Financial Statements
1 Accounting policies continued
Revenue
Marketing services
Consumer Legal Services – Solicitor income
(personal injury)
Marketing services resulting in the provision of
enquiries to Panel Law Firms. Management have
determined that there is a single performance
obligation being the provision of marketing
services. These services include generating
enquiries through web-based channels, triaging
of enquiries and provision of call centre support
staff on a daily basis. As the Group undertakes
this service on behalf of its customers, the service
is considered to be simultaneously delivered and
consumed by the customer and so it is considered
to be satisfied over time. The transaction price
is set for each customer based on a cost plus
margin model, and is allocated to the performance
obligation using the input method based on the
costs incurred of providing the service. Invoices
are raised monthly for the services provided in
that month and the revenue for that month is
recognised at this point.
Consumer Legal Services – Conveyancing and
surveyor instructions (residential property)
Homeward Legal utilises online marketing to target
homebuyers and sellers in England and Wales
to generate leads and instructions which it then
passes to Panel Law Firms and surveyors in the
conveyancing sector for a fixed cost.
Management consider there to be one performance
obligation being the delivery of the instruction to
the Panel Law Firms and surveyors. Revenue is
recognised at a point in time being the transfer of
instruction to the Panel Law Firm or surveyor as it
is at this point at which the Group has no further
obligations in respect of the instruction and so
control of the instruction passes to the customer.
The full transaction price being the contractually
agreed upon fixed fee per instruction is recognised
as revenue at this point.
Service provision
Consumer Legal services – provision of
resource (residential property)
Income from the outsourcing of employees
who provide services to process conveyancing
transactions for homebuyers and sellers in
England and Wales. Management consider
there to be one performance obligation being
the completion of the transaction as until
this point there is no entitlement to revenue.
The full transaction price being the agreed
upon fee is recognised at this point.
Consumer Legal Services – Provision of legal
services
Income from the provision of legal services for
personal injury claims on a ‘no win – no fee’
arrangement. Management consider that this
service comprises a single distinct performance
obligation, being the provision of legal services to
the customer and the transaction price is allocated
to this single performance obligation. Revenue is
recognised once control of the service is passed to
the customer which is considered to be over time
as the customer simultaneously receives and
consumes the service provided.
The transaction price is variable in nature as on
settlement of a successful case the Group will be
entitled to a fee consisting of a) fixed recoverable
costs recouped from the liable third party. These
fees are set by the MoJ and the value of fees
claimed are determined based on the stage
at which the claim settles and the value of the
claim damages; and b) a percentage of awarded
damages. As these amounts are unknown at
the outset of a case, management estimate the
transaction price based on an expected value
method. The expected value is based on prior
and historical knowledge and experience of case
settlement and is considered appropriate as all
cases follow the same process.
Management consider that it is appropriate
to recognise revenue on an output basis using
milestones. Due to the nature of personal injury
claims, the revenue receivable from progressing a
case is not directly attributable to the hours worked
as a case can still fail despite hours being worked
on it. Due to the no-win, no-fee arrangement,
no revenue would be receivable if the case fails
despite the hours worked. An input method is
therefore considered to be inappropriate. An output
approach based on key milestones to progress
a case is therefore considered to be appropriate
as it best reflects the value of the service to the
customer. These milestones are 1. Admission of
liability and 2. Settlement of the case. No revenue
is recognised up until the first milestone, admission
of liability, has been achieved as it is at this point
that it becomes highly probable that recognising
revenue would not lead to a reversal in the future.
A proportion of the total transaction price is
recognised once the first milestone has been
achieved. This proportion is determined based on
the average percentage of time worked to bring the
claim to that point based on historic performance
across all cases of a similar nature.
100
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
1 Accounting policies continued
Critical Care – Case management services
Case management support within the medico-legal
framework for multi-track cases. Management
consider that the performance obligation is the
provision of case management support and as the
service is simultaneously delivered and consumed
by the customer then revenue is measured over
time based on an input approach being the hours
worked by each consultant. The transaction
price, being the contractually agreed upon hourly
fee rate, is allocated on a per hour basis. Revenue is
invoiced monthly based on the hours worked in that
month and recognised at this point.
Expert Reports
Critical Care – Expert witness revenue
Provision of expert witness reports. In line with
IFRS 15, revenue is measured on satisfaction of the
performance obligation when control of the report
is passed to the customer. Management consider
there to be one performance obligation which is
the provision of the expert witness report. Where
the terms of the contract allow for an enforceable
right to payment for work performed to date an
adjustment is made at each month end to accrue
for revenue on any such reports in progress. This
is subsequently reversed and the full transaction
price recognised on provision of the final report.
Consumer Legal Services – Search reports
Provision of search reports. Management consider
there to be one performance obligation being the
delivery of the search report. Revenue is recognised
at a point in time being the transfer of the report to
the customer. The full transaction price being the
contractually agreed upon fixed fee per report is
recognised as revenue at this point.
Product provision
Consumer Legal services – Product income
Commissions received from product providers for
the sale of additional products to the Panel Law
Firms. Revenue is recognised at a point in time on
satisfaction of the performance obligation being
the sale of the product to a Panel Law Firm with
provisions in place for clawbacks.
Pre-LASPO ATE – Revenue from commissions
received from the insurance provider for the use of
after the event policies by Panel Law Firms. From 1
April 2013, this product was no longer available as a
result of LASPO regulatory changes. Consequently,
there is a remaining liability which is being unwound
through revenue as historic cases are settled.
All revenue is stated net of Value Added Tax. The
entire revenue arose in the United Kingdom.
Government grants
As a result of the economic impact of the
COVID-19 pandemic, the Group made use of the
Government’s Coronavirus Job Retention Scheme.
Income from this scheme has been accounted
for under IAS 20: Government Grants and is
included within the consolidated statement of
comprehensive income as a deduction from the
corresponding expense.
Goodwill
Goodwill represents the excess of the fair value
of the consideration given over the fair value of
the Group’s share of the net identifiable assets of
the acquired subsidiary at the date of acquisition.
Goodwill is not amortised but is tested for
impairment annually and again whenever indicators
of impairment are detected and is carried at cost
less any provision for impairment. Any impairment
is recognised in the statement of comprehensive
income.
Other intangible assets
Other intangible assets that are acquired by the
Group and have finite useful lives are measured
at cost less accumulated amortisation and
any accumulated impairment losses. Software
assets are measured at the cost of bringing
the asset into use. This may include externally
incurred consultant costs or a proportion of
internal time and salary where internal resources
have been used to build the asset. Internally
allocated time is based on hours spent bringing
the asset into use multiplied by hourly salary
rates. Technology related intangibles, contract
related intangibles and brand names were
acquired through business combinations. These
were independently valued and determined
to be separately identifiable from goodwill.
Amortisation
Intangible assets are amortised on a straight-line
basis over their estimated useful lives as follows:
Technology related
intangibles
Contract related
intangibles
Brand names
Software
–
–
–
–
5 to 10 years
3 to 10 years
3 to 10 years
3 to 5 years
No amortisation is charged on assets under
construction until the point they are brought
into use.
NAHL Group Plc Annual Report and Accounts 2021
101
Financial Statements
1 Accounting policies continued
Property, Plant and Equipment
Property, plant and equipment are measured at
cost less accumulated depreciation.
Depreciation
Depreciation is calculated to write off the cost,
less estimated residual value, of property, plant
and equipment by equal instalments over their
estimated useful economic lives as follows:
Fixtures and fittings – 3 to 10 years
Lease assets
The Group as a lessee
For any new contracts entered into, on or after
1 January 2020, the Group considers whether a
contract is, or contains a lease. A lease is defined
as ‘a contract, or part of a contract, that conveys
the right to use an asset (the underlying asset) for
a period of time in exchange for consideration’. To
apply this definition the Group assesses whether
the contract meets three key evaluations which are
whether:
the contract contains an identified asset, which
is either explicitly identified in the contract or
implicitly specified by being identified at the time
the asset is made available to the Group
the Group has the right to obtain substantially all
of the economic benefits from use of the identified
asset throughout the period of use, considering its
rights within the defined scope of the contract
the Group has the right to direct the use of the
identified asset throughout the period of use. The
Group assesses whether it has the right to direct
‘how and for what purpose’ the asset is used
throughout the period of use.
Measurement and recognition of leases as a
lessee
At lease commencement date, the Group
recognises a right-of-use asset and a lease liability
on the balance sheet. The right-of-use asset is
measured at cost, which is made up of the initial
measurement of the lease liability, any initial direct
costs incurred by the Group, an estimate of any
costs to dismantle and remove the asset at the
end of the lease, and any lease payments made in
advance of the lease commencement date (net of
any incentives received).
The Group depreciates the right-of-use assets on a
straight-line basis from the lease commencement
date to the earlier of the end of the useful life of
the right-of-use asset or the end of the lease term.
The Group also assesses the right-of-use asset for
impairment when such indicators exist.
At the commencement date, the Group measures
the lease liability at the present value of the lease
payments unpaid at that date, discounted using
the interest rate implicit in the lease if that rate
is readily available or the Group’s incremental
borrowing rate. Lease payments included in the
measurement of the lease liability are made up
of fixed payments (including in substance fixed),
variable payments based on an index or rate,
amounts expected to be payable under a residual
value guarantee and payments arising from options
reasonably certain to be exercised.
Subsequent to initial measurement, the liability
will be reduced for payments made and increased
for interest. It is remeasured to reflect any
reassessment or modification, or if there are
changes in in-substance fixed payments. When the
lease liability is remeasured, the corresponding
adjustment is reflected in the right-of-use asset, or
profit and loss if the right-of-use asset is already
reduced to zero.
The Group has elected to account for short-term
leases and leases of low-value assets using the
practical expedients. Instead of recognising a
right-of-use asset and lease liability, the payments
in relation to these are recognised as an expense in
profit or loss on a straight-line basis over the lease
term.
Taxation
Tax in the statement of comprehensive income for
the year comprises current and deferred tax. Tax
is recognised in the statement of comprehensive
income except to the extent that it relates to items
recognised directly in equity, in which case it is
recognised in equity. Current tax is the expected
tax payable or receivable on the taxable income
or loss for the year, using tax rates enacted or
substantively enacted at the balance sheet date,
and any adjustment to tax payable in respect of
previous years.
Deferred tax is provided on temporary differences
between the carrying amounts of assets and
liabilities for financial reporting purposes and
the amounts used for taxation purposes. The
following temporary differences are not provided
for: the initial recognition of goodwill; the initial
recognition of assets or liabilities that affect neither
accounting nor taxable profit other than in a
business combination; and differences relating to
investments in subsidiaries to the extent that they
will probably not reverse in the foreseeable future.
The amount of deferred tax provided is based on
the expected manner of realisation or settlement
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NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
1 Accounting policies continued
of the carrying amount of assets and liabilities,
using tax rates enacted or substantively enacted
at the balance sheet date. A deferred tax asset is
recognised only to the extent that it is probable that
future taxable profits will be available against which
the temporary difference can be utilised.
Trade and other receivables
Trade and other receivables are recognised initially
at fair value. Subsequent to initial recognition,
trade and other receivables are stated at amortised
cost using the effective interest method, less any
impairment losses calculated in line with IFRS 9.
Classification of financial instruments
issued by the Group
Financial instruments issued by the Group are
treated as equity (i.e. forming part of equity) only
to the extent that they meet the following two
conditions:
a) they include no contractual obligations upon
the Company (or Group as the case may be)
to deliver cash or other financial assets or to
exchange financial assets or financial liabilities
with another party under conditions that are
potentially unfavourable to the Company (or
Group); and
b) where the instrument will or may be settled in the
Company’s own equity instruments, it is either
a non-derivative that includes no obligation to
deliver a variable number of the Company’s own
equity instruments or is a derivative that will be
settled by the Company’s exchanging a fixed
amount of cash or other financial assets for a
fixed number of its own equity instruments.
To the extent that this definition is not met, the
proceeds of issue are classified as a financial
liability. Where the instrument so classified
takes the legal form of the Company’s own
shares, the amounts presented in these
financial statements for called up share
capital and share premium account exclude
amounts in relation to those shares.
Finance payments associated with financial
liabilities are dealt with as part of interest
payable and similar charges. Finance payments
associated with financial instruments that
are classified as part of shareholders’ funds
are dealt with as appropriations in the
reconciliation of movements in equity.
Financial assets and liabilities
The Group’s principal financial instruments
comprise cash and cash equivalents, trade and
other receivables, trade and other payables and
interest bearing borrowings.
Trade and other payables
Trade and other payables are recognised initially at
fair value. Subsequent to initial recognition, trade
and other payables are stated at amortised cost
using the effective interest method.
Cash and cash equivalents
Cash and cash equivalents comprise cash
balances. Cash and cash equivalents are repayable
on demand and are recognised at their carrying
amount.
Interest-bearing borrowings
Interest-bearing borrowings are recognised
initially at fair value less attributable transaction
costs. Subsequent to initial recognition,
interest-bearing borrowings are stated at
amortised cost using the effective interest
method, less any impairment losses.
Recoverable disbursements and Disbursements
payable
Disbursement payables represent the balance
of disbursements incurred in the processing of
personal injury claims. These disbursements will
ultimately be billed on settlement of a case or
recovered from insurance if a case should fail and
so the recoverable disbursements represents
the value of disbursements still to be billed.
Disbursement payables and receivables are
recognised initially at fair value and subsequent
to initial recognition, are stated at amortised cost
using the effective interest method.
Member capital and current accounts
Member capital and current accounts represent
the balances owed to non-controlling members’
in the LLPs. These consist of any capital advances
and unpaid allocated profits as at the year end.
Members capital and current accounts are
classified as financial liabilities and are recognised
initially at fair value. Subsequent to initial
recognition, members capital and current accounts
are stated at amortised cost using the effective
interest method.
NAHL Group Plc Annual Report and Accounts 2021
103
Financial Statements
1 Accounting policies continued
Employee share schemes
The share option plans allow employees of the
Group to acquire shares of the Company. The
fair value of options granted is recognised as an
employee expense with a corresponding increase in
equity. The fair value is measured at grant date and
spread over the period during which the employees
become unconditionally entitled to the options. The
fair value of the options granted is measured using
an option pricing model, taking into account the
terms and conditions upon which the options were
granted. The amount recognised as an expense
is adjusted to reflect the actual number of share
options that are expected to vest except where
forfeiture is only due to share prices not achieving
the threshold for vesting.
Exceptional items
Exceptional items are non-recurring items that
are material by nature and separately identified
to allow for greater comparability of underlying
Group operating results year-on-year. Examples of
exceptional items in the current and/or previous
years include reorganisation and restructuring
costs; revaluation of liability associated with legacy
ATE products; and acquisition related costs.
Exceptional costs are separately identified to allow
for greater comparability of underlying Group
operating results year on year.
Impairment
The carrying amounts of the Group’s non- financial
assets, other than deferred tax assets, are reviewed
at each reporting date to determine whether there
is any indication of impairment.
If any such indication exists, then the asset’s
recoverable amount is estimated. For goodwill, and
intangible assets that have indefinite useful lives or
that are not yet available for use, the recoverable
amount is estimated each year at the same time.
The recoverable amount of an asset or CGU is
the greater of its value in use and its fair value
less costs to sell. In assessing value in use, the
estimated future cash flows are discounted to their
present value using a pre-tax discount rate that
reflects current market assessments of the time
value of money and the risks specific to the asset.
For the purpose of impairment testing, assets
that cannot be tested individually are grouped
together into the smallest group of assets that
generates cash inflows from continuing use that
are largely independent of the cash inflows of other
assets or groups of assets (the Cash Generating
Unit or CGU). The goodwill acquired in a business
combination, for the purpose of impairment testing,
is allocated to CGUs. For the purposes of goodwill
impairment testing, CGUs to which goodwill has
been allocated are aggregated so that the level
at which impairment is tested reflects the lowest
level at which goodwill is monitored for internal
reporting purposes. Goodwill acquired in a business
combination is allocated to groups of CGUs that
are expected to benefit from the synergies of the
combination.
An impairment loss is recognised if the carrying
amount of an asset or its CGU exceeds its
estimated recoverable amount. Impairment losses
are recognised in the statement of comprehensive
income. Impairment losses recognised in respect
of CGUs are allocated first to reduce the carrying
amount of any goodwill allocated to the units, and
then to reduce the carrying amounts of the other
assets in the unit (group of units) on a pro-rata
basis.
An impairment loss in respect of goodwill is not
reversed. In respect of other assets, impairment
losses recognised in prior periods are assessed at
each reporting date for any indications that the loss
has decreased or no longer exists. An impairment
loss is reversed if there has been a change in the
estimates used to determine the recoverable
amount. An impairment loss is reversed only to the
extent that the asset’s carrying amount does not
exceed the carrying amount that would have been
determined, net of depreciation or amortisation, if
no impairment loss had been recognised.
Pensions
The Group operates a stakeholder defined
contribution pension scheme for employees. The
assets of the scheme are held separately from
those of the Company. The annual contributions
payable are charged to the statement of
comprehensive income.
104
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
1 Accounting policies continued
Retained earnings
Retained earnings represents the cumulative
historical profits of the Group less historical losses.
Financial income and expenses
Interest income and interest payable is recognised
in the consolidated statement of comprehensive
income as it accrues, using the effective interest
method. Issue costs of borrowings are initially held
on balance sheet within the fair value of interest-
bearing borrowings and are subsequently expensed
to the statement of comprehensive income over
the contractual life of the associated borrowings.
Dividends
Dividend distribution to the Company’s
shareholders is recognised in the Group’s financial
statements in the period in which the dividends are
approved by the Company’s shareholders or, in the
case of interim dividends, when paid.
Member drawings
Drawings are made to members in line with the
provisions as stated in the partnership agreements.
Members may draw an amount not in excess of
their profit share for the relevant accounting period
and drawings may be limited depending on the cash
requirements of the LLP. Drawings are recognised
once paid.
Share premium account
The share premium account represents the excess
of amounts paid per share above the nominal cost
of each share.
Share option reserve
The share option reserve is the corresponding
charge to equity in respect of the IFRS 2 share base
payment charge.
The share option reserve forms part of distributable
reserves and should the Group need to make
a distribution, the share option reserve will be
transferred to retained earnings.
Merger reserve
The merger reserve represents the excess of
the fair value of shares acquired through share
for share exchange. In 2014 NAHL Group plc
declared a bonus issue of a single deferred share
of £0.0001 (a Deferred Share) with a share
premium of £50,000,000. This transaction
resulted in £50,000,000 of the merger reserve
being transferred to the share premium account.
In 2015 a further amount standing to the credit
of the Company’s merger reserve in the sum of
£16,928,000 was capitalised by way of a bonus
issue of newly created Capital Reduction Shares.
NAHL Group Plc Annual Report and Accounts 2021
105
Financial Statements
2 Operating segments
Year ended
31 December 2021
Consumer
Legal Services
£000
Critical
Care
£000
Shared
Services
£000
Other
items
£000
Underlying Exeptional
operations
£000
items Eliminations2
£000
£000
Revenue
Depreciation and
amortisation
Operating profit/
(loss)
Profit attributable to
non-controlling
interest members
in LLPs
Financial income
Financial expenses
Profit/(Loss)
before tax
Trade receivables
Total assets1
Segment liabilities1
Capital expenditure
(including intangibles)
Year ended
31 December 2020
Revenue
Depreciation and
amortisation
Operating profit/
(loss)
Profit attributable to
non-controlling
interest members
in LLPs
Financial income
Financial expenses
Profit/(Loss)
before tax
Trade receivables
Total assets1
Segment liabilities1
Capital expenditure
(including intangibles)
26,583
12,364
–
–
38,947
(272)
(166)
(363)
(871)
(1,672)
3,726
3,293
(1,592)
(1,271)
4,156
(3,451)
85
–
–
–
(10)
–
–
(545)
–
–
–
(3,451)
85
(555)
3,283
(2,137)
360
–
4,896
2,999
29,625
6,335 79,413
(17,754) (1,306) (3,556)
(1,271)
–
–
–
235
7,895
115,373
(22,616)
60
326
234
–
620
29,537
11,338
–
–
40,875
(636)
(137)
(247)
(924)
(1,944)
–
–
–
–
–
–
–
–
–
–
–
–
–
Total
£0000
38,947
(1,672)
4,156
(3,451)
85
(555)
–
–
–
–
–
–
–
–
(17,506)
–
235
7,895
97,867
(22,616)
–
620
–
–
40,875
(1,944)
5,407
3,594
(1,895)
(1,447)
5,659
(1,350)
–
4,309
(4,115)
161
(1)
–
6
(8)
–
1
(576)
–
–
–
(4,115)
168
(585)
–
–
–
–
–
–
(4,115)
168
(585)
1,452
3,422
32,859
(19,001)
(2,470)
3,592
4,870
–
5,990 79,739
(1,232) (3,934)
(1,447)
–
–
–
1,127
8,292
118,588
(24,167)
(1,350)
–
–
–
–
–
(17,506)
–
(223)
8,292
101,082
(24,167)
540
244
305
–
1,089
–
–
1,089
1. Total assets and segment liabilities exclude intercompany loan balances as these are not included in the segment results reviewed by the chief
operating decision maker.
2. Eliminations represents the difference between the cost of subsidiary investments included in the total assets figure for each segment and the
value of goodwill arising on consolidation.
106
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
2 Operating segments continued
Significant customers
No customers account for greater than 10% of the
total Group revenue (2020: no customers).
Geographic information
All revenue and assets of the Group are based in
the UK.
Operating segments
The activities of the Group are managed by the
Board, which is deemed to be the chief operating
decision maker (CODM). The CODM has identified
the following segments for the purpose of
performance assessment and resource allocation
decisions. These segments are split along product
lines and are consistent with those reported
last year.
Consumer Legal services – Revenue is split
along three separate streams being: a) Panel
– revenue from the provision of personal injury
and conveyancing enquiries to the Panel Law
Firms, based on a cost plus margin model, b)
Products – consisting of commissions received
from providers for the sale of additional products
by them to the Panel Law Firms, surveys and
the provision of conveyancing searches and
c) Processing – in the case of our ABSs and
self- processing operations, revenue receivable
from clients for the provision of legal services.
Critical Care – Revenue from the provision of
expert witness reports and case management
support within the medico-legal framework for
multi-track cases.
Shared services – Costs that are incurred in
managing Group activities or not specifically
related to a product.
Other items – Other items represent share-based
payment charges and amortisation charges on
intangible assets recognised as part of business
combinations.
Exceptional items – items that are non-recurring
and that are material by nature and separately
identified to allow for greater comparability of
underlying Group operating results year-on-year.
Examples of exceptional items in the current
and/or previous years include reorganisation
and restructuring costs; revaluation of liability
associated with legacy ATE products; and
acquisition related costs. Exceptional costs
are separately identified to allow for greater
comparability of underlying Group operating results
year-on-year.
NAHL Group Plc Annual Report and Accounts 2021
107
Financial Statements
3 Administrative expenses and auditor’s remuneration
Included in the consolidated statement of comprehensive income are the following:
Depreciation of property, plant and equipment
Depreciation of right of use assets
Amortisation of intangible assets (not relating to business combinations)
Amortisation of intangible assets relating to business combinations
IFRS 9 provision charge
Government Grants
Auditor’s remuneration
The analysis of the auditor’s remuneration is as follows:
Fees payable to the Company’s auditors for the audit of
parent company and consolidated financial statements
Fees payable to the Company’s auditors for other services:
SAR audit
4 Exceptional items
Exceptional items included in the income statement are summarised below:
Group strategic and reorganisation costs1
Group restructure2
Due diligence costs3
2021
£000
171
306
324
871
67
(13)
130
2020
£000
169
430
421
924
119
(410)
125
2021
£000
2020
£000
125
120
5
5
2021
£000
–
–
–
–
2020
£000
613
399
338
1,350
1. Group strategic and reorganisation costs relate to project costs to implement fundamental strategic plans that fall outside of the core trading
operations of the business.
2. Group restructure costs largely relate to redundancy costs and other one-off costs associated with the closure of the Chancery Lane office and
merger of the Residential Property and Personal Injury businesses into a new Consumer Legal Services division.
3. Due diligence costs consisting of legal and advisory costs in respect of a potential offer made for the Group during the year.
108
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
5 Staff numbers and costs
The average number of persons employed by the Group (including Directors) during the year,
analysed by category, was as follows:
Directors
Others
Number of Employees
2021
2
257
259
2020
2
253
255
The Group also has an average of 4 Non-executive directors (2020: 4) who provided services to the Group
under service contracts.
The aggregate payroll costs of these persons were as follows:
Wages and salaries
Share based payments (see note 22)
Social security costs
Other pension costs
6 Directors’ emoluments
Statutory Directors’ emoluments
Statutory Directors’ emoluments
Year ended 31 December 2021
Executive Directors
J D Saralis
Non-Executive
T J M Aspinall
G D C Kent
S P Tilleray
B Phillips
2021
£000
9,298
400
859
223
10,780
2020
£000
9,364
523
909
307
11,103
2021
£000
444
2020
£000
771
Salary
and fees
£000
Benefits
£000
Annual
bonus
£000
Pension
£000
Total
£000
200
80
50
50
45
425
17
–
–
–
–
17
–
–
–
–
–
–
2
–
–
–
–
2
219
80
50
50
45
444
NAHL Group Plc Annual Report and Accounts 2021
109
Financial Statements
6 Directors’ emoluments continued
Year ended 31 December 2020
Executive Directors
J R Atkinson1
J D Saralis
Non-Executive
C Brown2
T J M Aspinall
G D C Kent
S P Tilleray
B Phillips3
Salary
and fees
£000
Benefits
£000
Annual
bonus
£000
Pension
£000
Total
£000
159
162
62
58
47
48
23
13
16
–
–
–
–
–
559
29
–
–
–
–
–
–
–
–
2
2
–
–
–
–
–
4
174
180
62
58
47
48
23
592
1. J R Atkinson resigned from the Board on 7 September 2020. Termination payments of £179,000 were made.
2. C Brown resigned from the Board on 8 October 2020.
3. Brian Phillips was appointed to the Board on 25 June 2020.
The Group contributed £2,000 to pension schemes in respect of Directors during the year (2020: £4,000).
The emoluments of the highest paid Director were £219,000 (2020: £353,000).
Key management personnel are those persons having authority and responsibility for planning, directing
and controlling the activities of the Group. Key management personnel include members of the leadership
team who are not statutory directors in addition to the main Board. Disclosure of transactions with key
management is detailed in note 28.
7 Financial income
Bank interest income
Other income1
2021
£000
2
83
85
2020
£000
10
158
168
1 Other income relates to financing income in respect of the time value of money adjustments required by IFRS 15 on receivables and accrued
income expected to be settled within greater than 12 months.
8 Financial expense
Interest on bank loans
Amortisation of facility arrangement fees
Interest on lease liabilities
2021
£000
398
99
58
555
2020
£000
469
88
28
585
110
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
9 Taxation
Recognised in the consolidated statement of comprehensive income
Current tax expense
Current tax on income for the year
Adjustments in respect of prior years
Total current tax
Deferred tax credit
Origination and reversal of timing differences
Total deferred tax
Tax expense in statement of comprehensive income
Total tax charge
Reconciliation of effective tax rate
Profit/(Loss) for the year
Total tax expense
(Profit)/Loss before taxation
Tax using the UK corporation tax rate of 19.00% (2020: 19.00%)
Non-deductible expenses
Adjustments in respect of prior years
Share scheme deductions
Short-term timing differences
Total tax charge
2021
£000
276
13
289
(210)
(210)
79
79
2021
£000
156
79
235
45
97
13
(8)
(68)
79
2020
£000
202
26
228
(226)
(226)
2
2
2020
£000
(225)
2
(223)
(42)
100
26
(11)
(71)
2
Changes in tax rates and factors affecting the future tax charge
The UK Government announced in the 2021 budget that from 1 April 2023, the rate of corporation tax in the
United Kingdom will increase from 19% to 25%. This was substantively enacted at the reporting date and
the effects are included within these financial statements.
NAHL Group Plc Annual Report and Accounts 2021
111
Financial Statements
10 Deferred tax asset
At beginning of year
Recognised in statement of comprehensive income (see note 9)
Reclassified to liability (see note 11)
Deferred tax asset at end of year
2021
£000
14
(27)
36
23
2020
£000
30
(16)
–
14
The asset for deferred taxation consists of the tax effect of temporary differences in respect of:
At 1 January 2020
Reclassified to deferred tax liability
Recognised in statement of comprehensive income (see note 9)
At 31 December 2020
Recognised in statement of comprehensive income (see note 9)
Reclassified from deferred tax liability (see note 11)
At 31 December 2021
11 Deferred tax liability
At beginning of year
Reclassified from deferred tax assets (see note 10)
Recognised in statement of comprehensive income (see note 9)
Deferred tax liability at end of year
Property,
plant &
equipment
£000
Bad debt
provision
£000
Total
£000
17
–
(3)
14
(27)
36
23
13
–
(13)
–
–
–
–
30
–
(16)
14
(27)
36
23
2021
£000
826
36
(237)
625
2020
£000
1,068
–
(242)
826
The liability for deferred taxation consists of the tax effect of temporary differences in respect of:
At 1 January 2020
Recognised in statement of comprehensive income
At 31 December 2020
Reclassified from deferred tax asset
Recognised in statement of comprehensive income
At 31 December 2021
Intangible
assets
acquired on
business
combinations
£000
Total
£000
Property,
plant & equipment
£000
30
8
38
36
4
78
1,038
(250)
1,068
(242)
788
–
(241)
547
826
36
(237)
625
112
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
12 Acquisitions and disposals
On 2 January 2020 the Group terminated its partnership in respect of National Law Associates LLP and
relinquished its interest for nil consideration, recognising neither a profit or loss on disposal.
13 Goodwill
Cost
At 1 January 2020
At 31 December 2020
At 31 December 2021
Impairment
At 1 January 2020
At 31 December 2020
At 31 December 2021
Net book value
At 31 December 2020
At 31 December 2021
Personal
Injury
£000
39,897
39,897
39,897
Critical
Care
£000
Residential
Property
£000
15,592
15,592
15,592
4,873
4,873
4,873
Total
£000
60,362
60,362
60,362
–
–
–
(4,873)
–
(4,873)
–
– (4,873)
(4,873)
(4,873)
(4,873)
39,897
39,897
15,592
15,592
–
–
55,489
55,489
In 2020 the Group undertook a review of its operations and merged the Personal Injury and Residential
Property cash generating units (CGUs) into one segment, Consumer Legal Services (see note 2). For
the purposes of allocating goodwill, the goodwill relating to personal injury and residential property was
allocated prior to this merger when the two businesses operated as separate CGUs. The impairment of the
residential property CGU took place in 2019, prior to the restructure.
In 2019, in light of the losses incurred by the Residential Property CGU and the continued uncertainty in the
market, the directors undertook an impairment review by considering the CGU’s value in use compared to
its recoverable amount and concluded that there were insufficient cash flows to support the recoverable
value of goodwill attributable to the Residential Property CGU. As such, an impairment loss of £4,873,000
was recognised in the statement of comprehensive income in 2019.
Where goodwill arose as part of a business acquisition, it forms part of the CGU’s asset carrying value which
is tested for impairment annually. The Group has determined that for the purposes of impairment testing,
each segment being Personal Injury, Critical Care and Residential Property, is the appropriate level at which
to test, as this represents the lowest level at which the goodwill is monitored for internal management
reporting.
The recoverable amounts for the CGUs are based on value in use which is calculated on the operating
cash flows expected to be generated by the division using the latest budget data for the coming year and
forecasts for the next five years. These cash flows are discounted at a WACC of 7.8% for Critical Care
(2020: 8.4%) and 8.4% (2020: 9.3%) for Personal Injury. The range of WACCs represents the different risk
profiles of each CGU.
We include a terminal value within each forecast which represents the cash flows of the CGU into perpetuity
with 0% growth assumed, as permitted under IAS36 Impairment of Assets.
Management has determined that the recoverable amount calculations are most sensitive to changes in
the assumptions of the discount rates, growth rates used to extrapolate the cash flows beyond the budget
period and operating cash flows.
NAHL Group Plc Annual Report and Accounts 2021
113
Financial Statements
13 Goodwill continued
The operating profit compound annual growth rate assumptions for years one to five are as follows:
Personal Injury
Critical Care
The key factor influencing the Personal Injury
growth assumptions is the long business cycle
of National Accident Law. A high proportion of
profits generated from 2021 onwards relate to the
settlement of claims first converted by National
Accident Law in previous years. These forecasts
are based on detailed financial models using
assumptions such as lead to enquiry conversion,
claim underway rate, claims win rate and average
settlement values. These assumptions are based
on the company’s knowledge and experience on
how cases settle gained from prior experience.
A growth rate that is higher than the long-term UK
average growth rate of c. 2% has been applied to
the Critical Care CGU. This is based on the recent,
pre-COVID trading performance of the division over
the past three years, the anticipated recovery from
COVID and takes into account the strategic plans
for the division over the coming years.
The operating profits have been adjusted for
working capital movements to arrive at the
operating cashflows. These working capital
movements have been based on historic trends
and adjusted for changes in the business model in
Personal Injury.
2021
86.4%
15.8%
2020
49.8%
14.5%
The amount by which each CGUs recoverable
amount exceeds its carrying amount is as follows:
PI – £26.4m
CC – £61.0m
Management have performed sensitivity analysis
on the key assumptions (WACC, growth rate,
operating cash flows) and have determined that
there is ample headroom under the value in use
calculation to determine that no significant changes
to key assumptions would affect the overall
judgement as to whether the CGU is impaired.
The impairment calculations are most sensitive to
changes in assumptions regarding the cash flow
forecasts and WACC. If the WACC were to increase
by 25% the following decreases in cash flows
would be needed in order to reduce the available
headroom to nil:
Personal Injury – 12.7%
Critical Care – 55.9%
14 Members’ Non-controlling interests in LLPs
The Group has the following investments in non-wholly owned subsidiaries:
Name of subsidiary
Your Law LLP
Law Together LLP
Country of incorporation
and principal place
of business
Nature of interest
Principal activity
2021
2020
United Kingdom
United Kingdom
LLP member
LLP member
Personal injury lawyers
Personal injury lawyers
75%
50%
75%
50%
Ownership
The ownership percentage is based on the proportion of capital contribution advanced by each of the
corporate members. Profit share allocations and control are not determined by reference to this ownership
percentage. The Group, through its 100% owned subsidiary Project Jupiter Limited, is entitled to appoint
60% of the members to the Management Board of each LLP. Profit and net assets are shared between
members based on the provisions of the partnership agreements.
114
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
14 Members’ Non-controlling interests in LLPs continued
The balances owed to the non-controlling members’ of these LLPs at the end of the year and movements
during the year are as follows:
Balance at start of the year
Profit allocation for the year
Disposal of interest in LLP
Drawings paid
Balance at the end of the year
15 Other Intangible assets
2021
£000
4,177
3,451
–
(3,418)
4,210
2020
£000
3,315
4,115
(54)
(3,199)
4,177
Cost
At 1 January 2021
Additions
Reclassifications
Technology Contract
related
£000
related
£000
Brand
names Software
£000
£000
Assets
under
construction
£000
Total
£000
167
–
–
8,466
–
–
885
–
–
2,455
99
180
217
240
(180)
12,190
339
–
At 31 December 2021
167 8,466
885
2,734
277
12,529
Amortisation and impairment
At 1 January 2021
Amortisation charge for the year
At 31 December 2021
Net book value
At 31 December 2020
At 31 December 2021
167
–
167
5,206
825
6,031
839
46
885
1,421
324
1,745
–
–
–
7,633
1,195
8,828
–
–
3,260
2,435
46
1,034
–
989
217
277
4,557
3,701
NAHL Group Plc Annual Report and Accounts 2021
115
Financial Statements
15 Other Intangible assets continued
Cost
At 1 January 2020
Additions
Reclassifications
At 31 December 2020
Amortisation and impairment
At 1 January 2020
Amortisation charge for the year
At 31 December 2020
Net book value
At 31 December 2019
At 31 December 2020
Technology Contract
related
£000
related
£000
Brand
names Software
£000
£000
Assets
under
construction
£000
Total
£000
167
–
–
8,466
–
–
885
–
–
1,815
633
7
167 8,466
885 2,455
37
187
(7)
217
11,370
820
–
12,190
167
–
167
4,381
825
5,206
740
99
839
1,000
421
1,421
–
–
–
6,288
1,345
7,633
–
4,085
145
815
– 3,260
46
1,034
37
217
5,082
4,557
In the statement of comprehensive income, the amortisation charge on business combinations and the
amortisation charge for the year (on other assets) is included within ‘operating expenses’.
16 Property, plant and equipment
Cost
At 1 January 2021
Additions
Disposals
At 31 December 2021
Depreciation and impairment
At 1 January 2021
Depreciation charge for the year
Disposals
At 31 December 2021
Net book value
At 31 December 2020
At 31 December 2021
Fixtures & fittings
& total
£000
2,205
281
(69)
2,417
1,838
171
(69)
1,940
367
477
116
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
16 Property, plant and equipment continued
Cost
At 1 January 2020
Additions
At 31 December 2020
Depreciation and impairment
At 1 January 2020
Depreciation charge for the year
At 31 December 2020
Net book value
At 31 December 2019
At 31 December 2020
17 Leases
This note provides information for leases where the Group is a lessee.
Amounts recognised in the balance sheet
Right of use assets
Buildings
Office equipment
Lease liabilities
Current
Non-current
Fixtures &
fittings &
total
£000
1,936
269
2,205
1,669
169
1,838
267
367
2020
£000
2,699
62
2,761
2020
£000
248
2,195
2021
£000
2,278
37
2,315
2021
£000
242
1,953
Right of use assets relate to the two head offices at Kettering and Daventry and printer leases. Additions to
right of use assets of £nil (2020: £2,801,000) were made during the year.
The statement of comprehensive income includes the following amounts relating to leases:
Depreciation charge of right of use assets
Buildings
Office equipment
Interest expense
Expenses relating to leases of low value assets
The total cash outflow for leases in 2021 was £166,000 (2020: £558,000).
NAHL Group Plc Annual Report and Accounts 2021
2021
£000
280
26
306
58
–
2020
£000
404
26
430
28
–
117
Financial Statements
18 Trade and other receivables
Trade receivables: receivable in less than one year
Trade receivables: receivable in more than one year
Accrued income: receivable in less than one year
Accrued income: receivable in more than one year
Other receivables
Prepayments
Corporation tax
Recoverable disbursements
2021
£000
7,056
839
12,414
3,718
21
913
136
8,307
2020
£000
7,493
799
11,398
7,029
14
703
88
6,761
33,404
34,285
A provision against trade receivables and accrued income of £740,000 (2020: £673,000) is included in the
figures above.
Trade receivables and accrued income receivable in greater than one year are classified as current assets as
the Group’s working capital cycle is considered to be up to 36 months as extended credit terms are offered
as part of commercial agreements.
19 Other interest-bearing loans and borrowings
This note provides information about the contractual terms of the Group’s other interest-bearing loans and
borrowings, which are measured at amortised cost. For more information about the Group’s exposure to
interest rate risk, see note 24.
Non-current liabilities
Revolving credit facility
Less facility arrangement fees
Total other interest-bearing loans and borrowings
2021
£000
2020
£000
18,000
(90)
17,901
20,000
(99)
19,901
The revolving credit facility is secured by a fixed and floating charge over the assets of the Group.
Terms and debt repayment schedule
Currency
Year of
Nominal interest rate maturity
Fair
value
2021
£000
Carrying
amount
2021
£000
Fair
value
2020
£000
Bank loan1
GBP
2.25% above SONIA 2024
17,901
17,901
19,901
17,901
17,901
19,901
Carrying
amount
2020
£000
19,901
19,901
1. The company renewed its banking facilities in September 2017 by taking out a revolving credit facility of £25,000,000 and repaying the
outstanding term loan at that date of £9,375,000. The facility was reduced to £20,000,000 in December 2021 and was extended with the facility
now due to terminate on 31 December 2024. Interest is payable at 2.25% above SONIA per annum.
118
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
20 Trade and other payables
Amounts due within one year:
Trade payables
Disbursements payable
Other taxation and social security
Other payables, accruals and deferred revenue
Customer deposits
Total trade and other payables
21 Share capital
Number of shares
Opening: ‘A’ Ordinary Shares of £0.0025 each
Issued during the year
Closing: ‘A’ Ordinary Shares of £0.0025 each
Allotted, called up and fully paid
Opening: 46,240,222 (2020: 46,178,716) ‘A’
Ordinary Shares of £0.0025 each
Issued during the year: 85,000 ‘A’ Ordinary shares of £0.0025 each
Closing: ‘A’ Ordinary Shares of £0.0025 each
Shares classified in equity
Opening shares classified in equity
Issued during the year
Closing balance
2021
£000
1,452
7,222
1,216
5,864
457
16,211
2020
£000
3,201
6,001
1,791
5,849
705
17,547
2021
2020
46,240,222
85,000
46,178,716
61,506
46,325,222
46,240,222
£000
£000
115
1
116
115
1
116
115
–
115
115
–
115
The holders of ’A’ Ordinary shares are entitled to one vote per share at the meetings of the Company and to
dividends as declared in proportion to the amounts paid up on the ordinary shares.
22 Share based payments
The Group operates three employee share plans as follows:
SAYE plan
Options may be satisfied by newly issued Ordinary Shares, or by the transfer of Ordinary Shares held in
treasury. The SAYE scheme is open to all employees of the Group. The scheme runs over three years with
employees choosing to save between £0 – £500 per month, the proceeds of which can then be used to
purchase the shares under option.
EMI Scheme
Options may be granted as tax-favoured enterprise management incentive options (EMI Options) or non-
tax favoured Options. The EMI Plan provides for the grant, to selected employees of the Group, of rights to
acquire (whether by subscription or market purchase) Ordinary Shares in the Company (Options).
NAHL Group Plc Annual Report and Accounts 2021
119
Financial Statements
22 Share based payments continued
Nominal Cost LTIP
The nominal cost LTIP will enable selected employees (including Executive Directors) to be granted awards
in respect of Ordinary Shares. Awards may be granted in the form of nil or nominal cost options to acquire
Ordinary Shares; or contingent rights to receive Ordinary Shares. Awards may be satisfied by newly issued
Ordinary Shares, or by the transfer of Ordinary Shares held in treasury.
The terms and conditions of grants of share options to employees of the Group, in the shares of NAHL
Group plc are as follows:
Grant date/employees entitled/
nature of scheme
Number of
instruments
Vesting conditions
583,331 ordinary
shares
Performance-
based
Vesting period and
maximum life of
options
Third anniversary of
Date of Grant
EMI Equity-settled award to
6 employees granted by the parent
company on 11 December 2014
SAYE Equity-settled award to
13 employees granted by the parent
company on 23 October 2018
Restricted equity-settled award to
9 employees granted by the parent
company on 23 April 2021
97,143 ordinary
shares
Performance-
based
1 December 2021
615,475 ordinary
shares
Performance-
based
Second anniversary
of grant date
Restricted equity-settled award to
9 employees granted by the parent
company on 23 April 2021
700,406 ordinary
shares
Performance-
based
Third anniversary of
Date of Grant
The number and weighted average exercise prices of share options are as follows
Outstanding at the beginning of the year
Granted during the year
Cancelled during the year
Lapsed during the year
Vested during the year
Forfeited during the year
Outstanding at the end of the year
Exercisable at the end of the year
Exercised during the year
2021
2020
Weighted
average
exercise price
£
0.20
0.0025
(0.86)
(0.0025)
(0.46)
(0.15)
0.0025
1.84
0.0025
Number of
options
No.
1,039,791
1,686,327
(79,016)
(530,868)
(182,143)
(511,632)
1,315,881
680,474
85,000
Weighted
average
exercise price
£
0.23
–
(0.86)
(0.0025)
(1.21)
(0.22)
0.20
1.92
0.0025
Number of
options
No.
2,040,920
–
(143,830)
(368,112)
(65,160)
(261,271)
1,039,791
648,491
61,506
120
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
22 Share based payments continued
A charge of £400,000 (2020: £523,000 ) has been made through the statement of comprehensive income
in the current year in relation to the IFRS 2 share option charge. The weighted average share price of those
shares exercised during the year was £0.0025 (2020: £0.0025). For shares outstanding at the year end,
these are exercisable at an exercise price of £0.0025 and have a weighted average remaining life of 673
days.
There were 1,686,327 share options issued in 2021 (2020: none). The fair value of each employee share
option has been measured using the Black-Scholes formula where an expected volatility of 65.0% has been
used as well as a risk-free interest rate (based on government bonds) of 0.04% – 0.85%. The weighted
average share price used in the model is £0.73 and a dividend yield of between 0.0% –7.2% has been
assumed. Service and non- market performance conditions attached to the arrangements were not taken
into account in measuring fair value.
Expected volatility has been based on evaluation of historical volatility of the Company’s share price,
particularly over the historical period commensurate with the expected term. The expected term of the
instruments has been based on historical experience and general option holder behaviour.
23 Earnings per share
The calculation of basic earnings per share at 31 December 2021 is based on profit attributable to ordinary
shareholders of the parent company of £156,000 (2020: loss of £225,000) and a weighted average number
of Ordinary Shares outstanding of 46,245,345 (2020: 46,238,878).
Profit/(Loss) attributable to ordinary shareholders
£000
Profit/(Loss) for the year attributable to the shareholders
Weighted average number of ordinary shares
Number
Issued Ordinary Shares at 1 January
Weighted average number of Ordinary Shares at 31 December
Basic Earnings per share (p)
Group
2021
156
2020
(225)
Note
21
2021
2020
46,240,222
46,178,716
46,245,345
46,238,878
2021
0.3
2020
(0.5)
The Group has in place share-based payment schemes to reward employees. At 31 December 2021, there
were potentially dilutive share options under the Group’s share option schemes. The total number of options
available for these schemes included in the diluted earnings per share calculation is 1,315,881 (2020: in
line with IAS 33, as the group has a negative earnings per share, it is assumed there are no dilutive shares).
There are no other diluting items.
Diluted Earnings per share (p)
Group
2021
(0.3)
2020
(0.5)
NAHL Group Plc Annual Report and Accounts 2021
121
Financial Statements
24 Financial instruments
(a) Fair values of financial instruments
The Group’s principal financial instruments comprise interest-bearing borrowings, cash and short-term
deposits. The main purpose of these financial instruments is to raise finance for the Group’s operations.
The Group has various other financial instruments such as trade and other receivables and trade and other
payables that arise directly from its operations.
The main risks arising from the Group’s financial instruments are credit risk, liquidity risk and market risk
(specifically interest rate risk). The Board reviews and agrees policies for managing each of these risks and
they are summarised below. There have been no substantive changes in the Group’s exposure to financial
instrument risks or its objectives, policies and processes for managing and measuring those risks during the
periods in this report unless otherwise stated.
The fair values of all financial assets and financial liabilities by class, which approximate to their carrying
values, shown in the balance sheet are as follows:
Financial assets measured at amortised cost
Cash and cash equivalents
Trade and other receivables
Disbursements (note 18)
Total financial assets
Financial liabilities measured at amortised cost
Other interest-bearing loans and borrowings (note 19)
Lease liabilities (note 17)
Trade payables (note 20)
Disbursements payable (note 20)
Other payables and accruals (note 20)
Carrying
amount
2021
£000
2,458
18,863
8,307
29,628
17,910
2,195
1,452
7,222
5,864
Fair
value
2021
£000
2,458
18,863
8,307
29,628
17,910
2,195
1,452
7,222
5,864
Carrying
amount
2020
£000
3,609
21,288
6,761
31,658
19,901
2,443
3,201
6,001
5,849
Total financial liabilities measured at amortised cost
34,643
34,643
37,395
Fair
value
2020
£000
3,609
21,288
6,761
31,658
19,901
2,443
3,201
6,001
5,849
37,395
(b) Credit risk
Financial risk management
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument
fails to meet its contractual obligations, and arises principally from the Group’s receivables from customers.
A customer is considered to have defaulted on their debt if payment is not made within the agreed terms.
Debts are written-off only when there are indicators that there is no reasonable expectation of recovery.
Debts subject to enforcement activity are considered for impairment and the appropriate provisions are
applied against them until there is no reasonable expectation of recovery at which point they are written off.
Exposure to credit risk
The maximum exposure to credit risk at the balance sheet date by class of financial instrument was:
Trade receivables
Accrued income
2021
£000
7,895
10,946
18,841
2020
£000
8,292
12,981
21,273
Management consider the credit risk to be mitigated as a result of a) the holding of deposits for all
significant panel law firm customers and b) only offering significant deferred terms to those panel law firms
with whom we hold strategic partnerships and after satisfactory credit checks have been obtained. As at
31 December 2021 these deposits reflect 5.8% (2020: 8.5%) of the balance of trade receivables. At each
balance sheet date, the amount of deposit held was:
Customer deposits
2021
£000
457
2020
£000
705
122
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
24 Financial instruments continued
Credit quality of financial assets and impairment losses
The aging of trade receivables at the balance sheet date was:
Gross:
Gross:
Standard Deferred
Not past due
Past due (1 – 30 days)
Past due (30 – 120 days)
Past due (Over 120 days)
Terms
2021
£000
2,273
945
1,025
2,183
Terms Impairment
2021
£000
2021
£000
Gross:
Standard
Terms
2020
£000
Total
2021
£000
Gross:
Deferred
Terms
2020
£000
Impairment
2020
£000
Total
2020
£000
1,752
32
62
223
(120) 3,905
939
(38)
1,047
(40)
(402) 2,004
2,441
986
926
2,431
1,683
43
45
222
(100) 4,024
1,003
945
(333) 2,320
(26)
(26)
6,426 2,069
(600)
7,895
6,784
1,993
(485) 8,292
The Group offers standard credit terms of between 30–60 days to the majority of its customers. Deferred
terms of between 12–24 months are offered to those panel law firms or customers with whom we hold strategic
partnerships. The impairment for trade receivables is calculated based on a lifetime expected credit loss.
34.0% of standard terms trade receivables are 120 days or more past due (2020: 36.2%). These receivables
arise primarily in Critical Care and Your Law where our standard credit terms are 30 days. Increasing cost
pressures on solicitors mean they often do not settle these balances until interim funds are available or a
case has settled. This is often within 12 months and, therefore, formal deferred terms are not utilised. We
monitor these debts closely through regular contact with these solicitors and do not consider there to be any
significant risks regarding recoverability.
Accrued income balances of £10,946,000 (2020: £12,981,000) represent amounts contractually due from
customers that have not yet been invoiced but where there is a contractual obligation to settle funds once
they become due. All accrued income of this nature is granted on extended credit terms of up to 36 months
and none is yet due for payment.
The movement in the allowance for impairment in respect of trade receivables and accrued income during
the year was as follows:
Balance at 1 January
Allowance released
Allowance utilised
Balance at 31 December
2021
£000
673
67
–
740
2020
£000
554
119
–
673
The allowance account for trade receivables is used to record impairment losses unless the Group
is satisfied that no recovery of the amount owing is possible; at that point the amounts considered
irrecoverable are written off against the trade receivables directly.
The determination of the expected credit losses is detailed in the accounting policies under Critical
accounting judgements and key sources of estimation uncertainty.
The Group determines whether its assets have a high level of credit risk or low level of credit risk on initial
recognition by considering the past history of that customer (if known) or where assets relate to a new
customer, credit checks are performed and the risk assessed based on the outcome of these reports. The
Group determines whether the credit risk of its financial assets has increased since initial recognition by
considering a) historical factors such as adherence to payment terms and length of time to settle payments
and b) forward looking factors such as the anticipated condition of the market in which its customers
operate. The Group has not identified any significant increases to the credit risk of any of its financial assets
in 2021. This assessment applies to both trade receivables and accrued income.
NAHL Group Plc Annual Report and Accounts 2021
123
Financial Statements
24 Financial instruments continued
(c) Liquidity risk
Financial risk management
Liquidity risk arises from the Group’s management of working capital and the finance charges on its debt
instruments and repayments of principal. It is the risk that the Group will encounter difficulty in meeting
its financial obligations as they fall due. The Group’s objective is to maintain a balance between continuity
of funding and flexibility through the use of its revolving credit facility to ensure that it will always have
sufficient cash to allow it to meet its liabilities when they become due.
The following are the contractual maturities of financial liabilities, including estimated interest payments and
excluding the effects of netting agreements:
2021
Carrying amount
Contractual cash flows:
1 year or less
1 to 2 years
2 to 5 years
5 years or more
2020
Carrying amount
Contractual cash flows:
1 year or less
1 to 2 years
2 to 5 years
5 years or more
Secured
bank loans
£000
Lease
liabilities
£000
Trade and
other
payables
£000
Total
£000
(18,000)
(2,195)
(15,754)
(35,949)
(468)
(468)
(18,468)
–
(295)
(277)
(858)
(1,015)
(8,532)
(7,222)
–
–
(9,295)
(7,967)
(19,326)
(1,015)
(19,404)
(2,445)
(15,754)
(37,603)
Secured
bank loans
£000
Lease
liabilities
£000
Trade and
other
payables
£000
Total
£000
(20,000)
(2,443)
(16,843)
(39,286)
(400)
(20,400)
–
–
(20,800)
(287)
(295)
(853)
(1,306)
(2,741)
(10,842)
(6,001)
–
–
(11,529)
(26,696)
(853)
(1,306)
(16,843)
(40,384)
(d) Market risk
Financial risk management
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and
equity prices will affect the Group’s income or the value of its holdings of financial instruments.
Market risk – foreign currency risk
The Group has no foreign currency risk as all transactions are in Sterling.
Market risk – interest rate risk
Profile
The Group is exposed to interest rate risk from its use of interest-bearing financial instruments. This is a
market risk that the future cash flows of a financial instrument will fluctuate because of changes in interest
rates.
124
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
24 Financial instruments continued
At the balance sheet dates, the only interest-bearing financial asset is cash. Cash is held to meet liabilities as
they fall due and is not held for investment purposes, therefore there is not considered to be an interest rate
risk associated with cash.
Variable rate instruments
Financial liabilities
Total interest-bearing financial instruments
2021
£000
2020
£000
18,000
18,000
20,000
20,000
The Group manages the interest rate risk arising from its financial liabilities by monitoring its interest rates
and the general market and consulting with its bankers to find the best way to mitigate any movements if it
anticipates any significant changes to interest rates.
Sensitivity analysis
A change of 0.5% in interest rates at the balance sheet date would increase/(decrease) profit or loss in
the following year by the amounts shown below. This calculation assumes that the change occurred at the
balance sheet date and had been applied to risk exposures existing at that date.
This analysis assumes that all other variables remain constant and considers the effect of financial
instruments with variable interest rates. The analysis is performed on the same basis for the comparative
periods.
Profit for the year
Increase
Decrease
2021
£000
90
(90)
2020
£000
100
(100)
Market risk – equity price risk
The Group does not have an exposure to equity price risk as it holds no investment in equity securities which
are classified as fair value through profit or loss or other comprehensive income.
(e) Capital management
Group
The Group’s objectives when maintaining capital are to safeguard the entity’s ability to continue as a going
concern and to provide an adequate return to shareholders. Capital comprises the Group’s equity, i.e. share
capital including preference shares, share premium, own shares and retained earnings, as well as bank
loans. The Group’s debt/equity ratio as at 31 December 2021 is 0.3:1.0 (2020: 0.3:1.0). The balance of the
Group’s capital as at 31 December 2021 was £74,619,000 comprising equity of £56,619,000 and bank loans
of £18,000,000. The Group is subject to quarterly covenant testing against its bank loans. These covenants
include minimum EBITDA and minimum free cash flow. The Group adhered to both these covenants in 2021
and is forecasting compliance for the foreseeable future.
25 Commitments
Capital commitments
At 31 December 2021 the Group had capital commitments of £nil (2020: £nil).
NAHL Group Plc Annual Report and Accounts 2021
125
Financial Statements
26 Transactions with owners, recorded directly in equity
Exercise of share options
During the year 85,000 (2020: 61,506) share options were exercised which resulted in the issue of 85,000
(2020: 61,506) new Ordinary Shares with a par value of £0.0025. The exercising of these options raised
funds of £213 (2020: £154) for the Group.
27 Dividends
No dividends were paid in 2021 or 2020.
28 Related parties
Transactions with key management personnel
Key management personnel in situ at the 31 December 2021 and their immediate relatives control 0.3%
(2020: 0.3%) of the voting shares of the Company.
Key management personnel are considered to be the Directors of the Company as well as those of National
Accident Law Limited, Homeward Legal Limited, Bush & Company Rehabilitation Limited and any other
management serving as part of the executive team. Detailed below is the total value of transactions with
these individuals
Short-term employment benefits
Termination benefits
29 Net debt
2021
£000
1,918
129
2,047
2020
£000
1,897
179
2,076
Net debt includes cash and cash equivalents and other interest-bearing loans and borrowings.
Cash and cash equivalents
Other interest-bearing loans and borrowings
Net debt
Lease liabilities
2021
£000
2,458
(17,910)
(15,452)
2020
£000
3,609
(19,901)
(16,292)
(2,195)
(2,443)
126
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
29 Net debt continued
Set out below is a reconciliation of movements in net debt during the period.
Net (decrease)/increase in cash and cash equivalents
Net inflow from decrease in debt and debt financing
Movement in net borrowings resulting from cash flows
Non-cash movements – net release of prepaid loan arrangement fees
Net debt at beginning of period
Net debt at end of period
2021
£000
(1,151)
2,000
849
(9)
(16,292)
(15,452)
Set out below is a reconciliation of movements in lease liabilities arising from financing activities:
Net outflow from decrease in lease liabilities
Movement in lease liabilities resulting from cash flows
Non-cash movements arising from initial recognition of new
lease liabilities, revisions and interest charges
Lease liabilities at beginning of period
Lease liabilities at end of period
2021
£000
166
166
82
(2,443)
(2,195)
2020
£000
1,045
3,750
4,795
(57)
(21,030)
(16,292)
2020
£000
558
558
(2,754)
(247)
(2,443)
NAHL Group Plc Annual Report and Accounts 2021
127
Financial Statements
COMPANY STATEMENT OF FINANCIAL POSITION
at 31 December 2021
Non-current assets
Investments
Current assets
Trade and other receivables
Net assets
Equity
Share capital
Share option reserve
Share premium
Retained earnings at end of year
Shareholders’ funds
Note
2021
£000
2020
£000
2
3
5
52,700
52,700
32,334
31,933
85,034
84,633
116
4,312
14,595
66,011
115
3,912
14,595
66,011
85,034
84,633
The Company profit for the year was £nil (2020: £nil).
The notes on pages 130–135 form part of these financial statements.
These financial statements were approved by the Board of Directors on 28 March 2022 and were signed on
its behalf by:
J D Saralis
Director
Company registered number: 08996352
128
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
COMPANY STATEMENT OF CHANGES IN EQUITY
for the year ended 31 December 2021
Share
capital
£000
Note
Share
option
reserve
£000
Share
premium
£000
Merger
reserve
£000
Retained
earnings
£000
Total
equity
£000
Balance at 1 January 2020
115
3,389
14,595
–
66,011 84,110
Total comprehensive income for the year
Profit for the year
Total comprehensive income
–
–
–
–
Transactions with owners, recorded
directly in equity
Share based payments
6
–
523
–
–
–
Balance at 31 December 2020
115
3,912
14,595
Total comprehensive income for the year
Profit for the year
Total comprehensive income
Transactions with owners, recorded
directly in equity
Share based payments
Issue of share capital
6
5
–
–
–
–
1
–
–
–
400
–
–
–
–
–
–
Balance at 31 December 2021
116
4,312
14,595
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
523
66,011 84,633
–
–
–
–
–
–
–
–
400
1
66,011 85,034
COMPANY CASH FLOW STATEMENT
for the year ended 31 December 2021
Cash flows from operating activities
Profit for the year
Adjustments for:
Share based payments
Increase in trade and other receivables
Net cash generated from operating activities
Cash flows from financing activities
New share issue
Dividends paid
Net cash used in financing activities
Net increase in cash and cash equivalents
Cash and cash equivalents at 1 January
Cash and cash equivalents at 31 December
2021
£000
–
400
400
(401)
(1)
1
–
1
–
–
–
2020
£000
–
523
523
(523)
–
–
–
–
–
–
–
NAHL Group Plc Annual Report and Accounts 2021
129
Financial Statements
NOTES TO THE COMPANY FINANCIAL STATEMENTS
1 Accounting policies
Basis of preparation
Financial Statements
The Financial Statements for the year ended
31 December 2021 have been prepared in
accordance with International Accounting
Standards in conformity with the requirements of
the Companies Act 2006.
The financial information has been prepared on a
going concern basis and under the historical cost
convention. The company has taken advantage
of the exemption allowed under Section 408 of
the Companies Act 2006 and has not presented
its own income statement in these financial
statements. The Group profit includes a profit after
tax for the parent company of £nil (2020: £nil).
Critical accounting judgements and key
sources of estimation
The preparation of financial statements in
conformity with IFRSs requires management to
make judgements and estimates that affect the
application of accounting policies and the reported
amounts of assets, liabilities, income and expenses.
Estimates are based on past experience and other
reasonable assessment criteria. Actual results
may differ from these estimates. Estimates and
underlying assumptions are reviewed on an ongoing
basis and revisions to accounting estimates are
recognised in the year in which the estimates are
revised and in any future years affected.
In accordance with IAS 1 the Group is required to
disclose critical accounting judgements and key
sources of estimation uncertainty.
Judgements
In applying the Company’s accounting policies,
management have not made any judgements
that have a significant impact on the amounts
recognised in the financial statements.
Estimates
Calculation of value in use to support recoverable
amount of investment in subsidiary undertaking
The Board has reviewed its 5-year forecasts based on
current market trends and has factored in a slower
market recovery than that used in previous years.
Because of the inherent unknown speed of market
recovery as the country recovers from COVID-19 in
the coming years, the estimation of value in use may
differ should the market recover at a differing speed
than expected. This could lead to either a higher
value in use if the market recovers quicker than
anticipated or lower if there is a prolonged period of
cautious consumer behaviour. A lower value in use
may result in a potential impairment.
The Board considers that the assumptions adopted
in the calculation of valuation in use are supportable,
reasonable and based on the best evidence
available at present. The key determination for the
calculation is the number of enquiries generated
by the Personal Injury business and growth in
Critical Care. The Board has adopted a conservative
approach to both of these assumptions and has
assumed a cautious and gradual recovery to pre-
COVID levels over the short-term.
New standards and amendments adopted by
the Company
The Company has not adopted any new standards
or amendments.
New standards, interpretations and
amendments not yet effective
There are no new standards, interpretations and
amendments that are not yet effective and that
would be expected to have a material impact on the
Company in the current or future reporting periods
and on foreseeable future transactions.
Going concern
The Company had net assets of
£85,034,000 (2020: £84,633,000) and
net current assets of £32,334,000 (2020:
£31,933,000) as at each year end.
Details of the Directors’ going concern
assessment for the Group and Company can
be found under ‘Going Concern’ in note 1 to
the Group financial statements on page 94.
Employee share schemes
The share option plans allow employees of the Group
to acquire shares of the Company. The fair value
of options granted is recognised as an employee
expense with a corresponding increase in equity.
The fair value is measured at grant date and spread
over the period during which the employees become
unconditionally entitled to the options. The fair value
of the options granted is measured using an option
pricing model, taking into account the terms and
conditions upon which the options were granted.
The amount recognised as an expense is adjusted to
reflect the actual number of share options that vest
except where forfeiture is only due to share prices
not achieving the threshold for vesting. The share-
based payment charge represents the charge in
respect of the employees of the Group.
130
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
1 Accounting policies continued
Impairment
The carrying amounts of the Company’s non-
financial assets are reviewed at each reporting date
to determine whether there is any indication of
impairment. If any such indication exists then the
asset’s recoverable amount is estimated.
An impairment loss is recognised if the carrying
amount of an asset exceeds its estimated re-
coverable amount. Impairment losses are recognised
in the income statement. Impairment losses
recognised in prior periods are assessed at each
reporting date for any indications that the loss has
decreased or no longer exists. An impairment loss is
reversed if there has been a change in the estimates
used to de-termine the recoverable amount. An
impairment loss is reversed only to the extent that
the asset’s carrying amount does not exceed the
carrying amount that would have been determined,
net of depreciation or amortisation, if no impairment
loss had been recognised.
NAHL Group Plc Annual Report and Accounts 2021
131
Financial Statements
2 Investments
The Company has the following investments in subsidiaries:
Country of
incorporation
and principal place
of business
Class of
shares held
Principal activity
Ownership
2021
2020
United Kingdom Ordinary Holding company
100%
100%
United Kingdom Ordinary
United Kingdom Ordinary
United Kingdom Ordinary Holding company
United Kingdom Ordinary Holding company
Critical care services
Agency services for solicitors
100%
100%
100%
100%
100%
100%
100%
100%
Name of subsidiary
Consumer Champion
Group Limited2
Bush & Company
Rehabilitation Limited2
Homeward Legal Limited2
NAH Holdings Limited2
NAH Group Ltd2
NAHL Support Services
Limited2
United Kingdom Ordinary
Provision of shared services
to the Group
Dormant
Dormant
Dormant
Dormant
United Kingdom Ordinary
United Kingdom Ordinary
United Kingdom Ordinary
United Kingdom Ordinary
Lawyers Agency Services
Limited
Accident Helpline Limited
NAH Support Services
Limited
Tiger Claims Limited
National Accident Helpline
United Kingdom Ordinary
Limited
NAH Legal Services Limited United Kingdom Ordinary
Searches UK Limited2
United Kingdom Ordinary
United Kingdom Ordinary
Inside Eye Limited
Project Jupiter Limited2
United Kingdom Ordinary Holding company
Your Law LLP1
United Kingdom n/a
National Accident
Law Limited2
Law Together LLP1
National Conveyancing
Partners Ltd2
United Kingdom Ordinary
United Kingdom n/a
United Kingdom Ordinary Outsourcing of staff
Personal Injury lawyers
Personal Injury lawyers
Personal Injury lawyers
Dormant
Dormant
Agency services for solicitors
Dormant
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
75%
100%
100%
100%
100%
100%
75%
100%
50%
100%
50%
100%
100%
1. Your Law LLP and Law Together LLP are Limited Liability Partnerships. The Group, through its 100% owned subsidiary Project Jupiter Limited,
is entitled to appoint 60% of the members to the Management Board of each LLP. Profit and net assets are shared between members based on
the provisions of the partnership agreements.
2. The above 100% subsidiaries have taken the exemption from audit under section 479a of the Companies Act 2006.
The registered office of all of the above 100% subsidiaries is Bevan House, Kettering Parkway, Kettering,
Northamptonshire, NN15 6XR.
The registered office of Your Law LLP is Helmont House, Churchill Way, Cardiff, CF10 2HE.
The registered office of Law Together LLP is Castlefield House, Liverpool Road, Manchester, M3 4SB.
132
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
2 Investments continued
At 31 December 2021 the value of the investment in Consumer Champion Group Limited, its only directly
owned subsidiary, was as follows:
Valuation
At 1 January 2021 and 31 December 2021
Total
£000
52,700
The Directors have determined that due to the net assets of NAHL Group plc being in excess of the market
capitalisation of the Group headed by NAHL Group plc as at 31 December 2021 then an indication of
impairment exists.
The recoverable amount of the investment has been assessed on a value in use basis using the below
assumptions behind each valuation technique. A value in use valuation is considered to be appropriate as
the investment is being held for its long-term profit potential.
Value in use
On a value in use basis the future cash flows from the investment have been assessed. The future cash flows
are considered to be the future dividends that could be generated by each CGU (i.e. future retained earnings
generated by each of the trading subsidiaries) using the latest budget data for the coming year extrapolated
at an annual growth rate for four years and no growth in perpetuity, discounted at a pre-tax WACC of 8.4%.
The key assumptions under this basis are the WACC and operating profits of each subsidiary. More details
on how these have been calculated are given in note 13, Goodwill, to the consolidated financial statements.
Under this basis the carrying value of assets is below the recoverable amount valued on a value in use basis
and therefore there would be no impairment required.
Sensitivity analysis has been performed that indicates the value in use is most sensitive to changes in
assumptions concerning the forecasts. See Critical accounting judgements and key sources of estimation
uncertainty in note 1 for further details.
3 Trade and other receivables
Amounts due from Group undertakings
2021
£000
32,334
2020
£000
31,933
Amounts due from Group undertakings are interest free and repayable upon demand.
NAHL Group Plc Annual Report and Accounts 2021
133
Financial Statements
4 Financial instruments
a) Amounts due from Group undertakings
The fair value of amounts owed by Group undertakings are estimated as the present value of future cash
flows, discounted at the market rate of interest at the balance sheet date if the effect is material.
Management believes there are no risks arising from these financial instruments on the grounds that
management have undertaken a review of recoverability as part of their annual impairment assessment
and have concluded that the subsidiaries are expected to be able to generate sufficient future cash flows to
repay the balances in full. There have been no substantive changes in the Company’s exposure to financial
instrument risks or its objectives, policies and processes for managing and measuring those risks during the
periods in this report unless otherwise stated.
Carrying
amount
2021
£000
Fair
value
2021
£000
Carrying
amount
2020
£000
Fair
value
2020
£000
Amounts due from Group undertakings
32,334
32,334
31,933
31,933
Total financial assets
32,334
32,334
31,933
31,933
b) Capital management
The Company’s objectives when maintaining capital are to safeguard the entity’s ability to continue as a
going concern and to provide an adequate return to shareholders. Capital comprises the Company’s equity,
i.e. share capital including preference shares, share premium, own shares and retained earnings. The
balance of the Company’s capital as at 31 December 2021 was £85,034,000.
5 Share capital
Number of shares
Opening: ‘A’ Ordinary Shares of £0.0025 each
Issued during the year
Closing: ‘A’ Ordinary Shares of £0.0025 each
2021
2020
46,240,222
85,000
46,178,716
61,506
46,325,222
46,240,222
£000
£000
Allotted, called up and fully paid
Opening: 46,240,222 (2020: 46,178,716) ‘A’
Ordinary Shares of £0.0025 each
Issued during the year: 85,000 (2020: 61,506) ‘A’ Ordinary shares of £0.0025 each
Closing: 46,325,222 (2020: 46,240,222) ‘A’ Ordinary Shares of £0.0025 each
Shares classified in equity
Opening shares classified in equity
Issued during the year
Closing balance
115
1
116
115
1
116
115
–
115
115
–
115
The holders of ’A’ Ordinary shares are entitled to one vote per share at the meetings of the Company and to
dividends as declared in proportion to the amounts paid up on the ordinary shares.
134
NAHL Group Plc Annual Report and Accounts 2021
Financial Statements
6 Share based payments
The Company operates three employee share plans.
Details of these can be found in note 22 to the Group
accounts.
7 Staff costs and numbers
During the year the Company employed no members
of staff and incurred no staff costs.
8 Related parties
Details of transactions with key management
personnel can be found in note 28 to the Group
accounts.
NAHL Group Plc Annual Report and Accounts 2021
135
Advisors
Company registration number
08996352
Auditors
Mazars
The Pinnacle
160 Midsummer Boulevard
Milton Keynes
MK9 1FF
Solicitors to the Company
Addleshaw Goddard LLP
Milton Gate
60 Chiswell Street
London
EC1Y 4AG
Bankers
Yorkshire Bank plc
Birmingham Financial Solutions Centre
Temple Point
No.1 Temple Row
Birmingham
B2 5YB
Nominated advisor and broker
Allenby Capital Limited
5 St. Helen’s Place
London
EC3A 6AB
Company Registrars
Link Asset Services
34 Beckenham Road
Beckenham
Kent
BR3 4TU
Financial PR
FTI Consulting
200 Aldersgate
Aldersgate Street
London
EC1A 4HD
Design and production:
Navig8
www.navig8.co.uk
136
NAHL Group Plc Annual Report and Accounts 2021
NAHL Group Plc
Bevan House, Kettering Parkway,
Kettering, Northamptonshire, NN15 6XR
Tel: +44 (0) 1536 527 500
Email: investors@nahl.co.uk
Web: www.nahlgroupplc.co.uk
Annual
Report
2021