2022
ANNUAL
REPORT
& ACCOUNTS
CONTENTS
STRATEGIC REPORT
Chair’s Introduction ......................................................................................................................................1
Overview .....................................................................................................................................................3
Business Model ...........................................................................................................................................5
Strategic Review ........................................................................................................................................13
KPIs ..........................................................................................................................................................21
Q&A with Nicholas Kirk, CEO .....................................................................................................................25
Culture & Engagement Framework ............................................................................................................27
Sustainability and TCFD .............................................................................................................................42
Regional Perspectives ...............................................................................................................................53
Risk Management ......................................................................................................................................55
Principal Risks and Uncertainties ...............................................................................................................57
Stakeholder Engagement ..........................................................................................................................65
Review of the Year .....................................................................................................................................71
CORPORATE GOVERNANCE
Chair’s Introduction to Corporate Governance ...........................................................................................76
Our Board of Directors ...............................................................................................................................78
The Executive Board ..................................................................................................................................83
Corporate Governance Report ..................................................................................................................85
Nomination Committee Report ..................................................................................................................91
Audit Committee Report ............................................................................................................................94
Directors’ Remuneration Report – Annual Statement .................................................................................99
Directors’ Remuneration Report ..............................................................................................................101
Directors’ Report .....................................................................................................................................127
Directors’ Statements of Responsibility ....................................................................................................130
FINANCIAL STATEMENTS
Independent Auditor’s Report ..................................................................................................................131
Consolidated Income Statement ..............................................................................................................137
Consolidated Statement of Comprehensive Income.................................................................................137
Consolidated and Parent Company Balance Sheets ...............................................................................138
Consolidated Statement of Changes in Equity .........................................................................................139
Statement of Changes in Equity – Parent Company .................................................................................140
Consolidated and Parent Company Cash Flow Statements ....................................................................141
Notes to the Financial Statements ...........................................................................................................141
ADDITIONAL INFORMATION
Shareholder information and advisers ......................................................................................................171
We are one of the world’s most respected specialist recruitment consultancies. We deliver
recruitment services to clients through a network of 138 offices across 37 countries.
Our Vision is to increase the scale and diversification of PageGroup by organically growing
existing and new teams, offices, disciplines and markets.
HIGHLIGHTS
GROSS
PROFIT
£1,076.3m
+20.2%*
2021: £877.7m
CONVERSION
RATE**
18.2%
2021: 19.2%
OPERATING
PROFIT
£196.1m
+14.3%*
2021: £168.5m
ORDINARY AND
SPECIAL DIVIDEND
42.38p
2021: 41.71p
BASIC EARNINGS
PER SHARE
43.7p
+17.5%
2021: 37.2p
% NON-UK
GROSS PROFIT
86.1%
2021: 85.4%
*in constant currency at prior year rates **Operating Profit as a percentage of Gross Profit
OUR CAPABILITIES
PEOPLE
People are at the heart of what we do and our culture puts our employees first. We have a strong
reputation as an inclusive employer as well as an ethical and professional recruiter. We have a firm
commitment to our diversity and inclusion initiatives and have made significant progress in this area
over the past few years.
DATA
We understand how data empowers our people to make better and faster decisions. This in turn
enables us to respond to market demands effectively and efficiently. Page Insights is our unique
business intelligence tool that combines internal and external data to provide meaningful insights to
our teams and our clients.
TECHNOLOGY
Over the past few years, we have invested significantly in technology and cloud-based solutions.
This includes the roll out of our global operating platform, Customer Connect. We have a strong
culture of continuous improvement, and are driven to implement market-leading technology
solutions in our business.
37 COUNTRIES
ACROSS
THE WORLD
HEADCOUNT
9,020
OFFICES
138
OUR GEOGRAPHIC MARKETS
OUR BRANDS
LARGE, HIGH POTENTIAL
Typically under developed markets, but where we have a successful track record and confidence in our ability to
scale our operations substantially.
COUNTRIES: GERMANY, GREATER CHINA, LATIN AMERICA, SOUTH EAST ASIA, THE US
LARGE, PROVEN
These are large markets where we are already proven with a strong track record and a significant presence.
COUNTRIES: UK, FRANCE, AUSTRALIA, THE NETHERLANDS, ITALY, SPAIN
SMALL AND MEDIUM, HIGH MARGIN
Markets which are, or could be, significant profit contributors with attractive conversion margins, but each are
unlikely (or not yet proven) to be able to grow to more than 300 fee earners.
COUNTRIES: JAPAN, INDIA, MIDDLE EAST, AFRICA, CANADA, TURKEY, OTHER EUROPEAN COUNTRIES
CHAIR’S INTRODUCTION
2022 PERFORMANCE
Dividend Per Share (p)
I am delighted to present my first Annual Report as the new
Chair of PageGroup. I am extremely proud to have been
appointed Chair of this incredible company and look forward to
leading the Board.
I am pleased to report that the Group delivered a record
performance in the year ended 31 December 2022. Gross
profit for the year grew 20.2% in constant currencies against
2021 to £1,076.3m, with operating profit up 14.3% to
£196.1m.
All of our regions grew against 2021, our previous record
year, with 3 of our 4 regions delivering a record year. In our
largest region EMEA, gross profit was up 26%, with particularly
strong growth in our Large, High Potential market of Germany.
Here, our Technology-focused Interim business delivered
an exceptional performance, up 46% on 2021. Asia Pacific
grew 5% against the prior year, with conditions becoming
more challenging in the second half, due to the COVID-19
lockdowns and restrictions in Greater China. Elsewhere in the
region, South East Asia, Japan and India all delivered record
years, up 22%, 10% and 39% respectively. The Americas
was our fastest-growing region in 2022, with North America
up 24% and Latin America up 30%. The UK grew 17%, with
stronger growth in Page Personnel of 57%, whilst Michael
Page grew 4%.
Our Large, High Potential markets continue to perform well,
despite the tougher conditions in Greater China. These
markets represented 39% of the Group in 2022 and collectively
grew 18%; excluding Greater China this growth was 27%. Our
High Potential disciplines demonstrated further success, with
Technology our fastest growing discipline in 2022. Technology
now represents 14% of the Group and grew 35%, whilst
Healthcare and Life Sciences grew 29%. We continue to build
our newest brand, Page Outsourcing, which has performed
ahead of plan in 2022. We will continue to invest in these areas
of strategic priority in 2023, alongside those businesses and
markets where we see the highest potential for future growth.
The roll-out of our global operating system, Customer Connect,
was completed during Q2, with successful implementations in
France and Latin America. We have further developed Page
Insights and are continuously leveraging the data and analytics
from this platform to better meet our client and candidate
needs, as well as enabling smarter and faster decision making
by our senior leadership team.
DIVIDENDS
Given the record results in 2022, combined with our high
levels of surplus cash, we paid an interim dividend of £15.6m
and a special dividend of £84.9m in October of this year. We
have now paid special dividends totalling £251.6m in the last
5 years. We generated cash from operations of £246.4m in
2022, ending the year with net cash of £131.5m.
Based on this cash position, the levels of distributable reserves
and our 2022 results, we propose a final dividend of 10.76p.
This combined with the interim dividend of 4.91p paid in
October represents a total ordinary dividend of 15.67p, an
increase of 4.5% on 2021. This ordinary dividend of 15.67p
is covered 2.8 times by earnings, with a yield of 3.4%. If the
special dividend is included, using the year end share price of
461.2p, this yield increases to 9.2%.
50
40
30
20
10
0
Special dividend
41.71
42.38
26.71
26.71
15.0
15.67
25.83
12.73
13.1
17.03
12.73
4.3
0
2018
2019
2020
2021
2022
Five-year Ordinary Dividend CAGR +4.6%
BOARD
On 30 April 2022, our previous Chairman,
David Lowden, stepped down from his role
after serving on the Board since 2012. On
behalf of the Board, I would like to thank
David for his leadership and significant
contributions to the success of the Group
during this time.
Following David’s departure, I was appointed
as the new Chair of the Group and Chair of
the Nomination Committee with effect from
1 May. On 1 April, Karen Geary was
appointed to the Board as a Non-Executive
Director, bringing a wealth of international HR
and Remuneration Committee experience
across a range of industries. Karen joined
the Audit, Nomination and Remuneration
Committees and, with effect from 1 May,
assumed my previous responsibilities as
Chair of the Remuneration Committee.
On 23 December, we announced Babak
Fouladi would join the Board with effect
from 10 April 2023. Babak brings extensive
technology experience to the Group. Patrick
De Smedt, Senior Independent Director,
does not intend to seek re-election at the
Company’s AGM in 2023.
2022 saw Chief Executive Officer Steve
Ingham leave the Group after 16 years of
leading the business. Steve has been an
inspirational leader and has transformed the
Group into the global, diversified organisation
we are today. He has also been a passionate
advocate for equality and disability rights in
the workplace. I would like to thank Steve,
on behalf of the Board, for his tremendous
contributions and wish him success and
happiness for the future.
I am also delighted to announce the
appointment of our new Chief Executive
Officer, Nicholas Kirk. Nick has a wealth of
experience from his 28 years with the Group
and has been critical to the Group’s success,
managing key markets such as the UK and
North America.
We continue to support the FTSE Women
Leaders Review and the requirement to
disclose the gender balance of senior
management. On our Executive Board,
female representation increased from 10%
previously to 30% as at 1 January 2023.
At the Director level, female representation
was 43% as at 31 December 2022. In 2021,
we signed up to the UN Global Compact
Network with a target of achieving gender
equality in senior management roles by 2030
and have set clear gender targets at all levels
of our organisation to enable us to achieve
this goal. Full details of the work undertaken
by the Board during the year are set out in
the Corporate Governance Report.
CULTURE, PURPOSE AND STAKEHOLDER
ENGAGEMENT
At PageGroup, our purpose is to change
lives, this is integral to everything we do.
We are driven to see the development and
success of our candidates, clients and
people. Our values are reflected throughout
the organisation, and this culture sets us
apart from our competitors.
In accordance with the requirements of
the UK Corporate Governance Code,
all members of the Board are effectively
engaging with employees. This is done
in several forums, including attendance
at employee meetings, virtual events and
regular employee surveys.
Our 2022 Global Employee Engagement
Survey again showed positive progress
year-on-year, with 92% of our people feeling
proud to work at PageGroup and 87%
being positively engaged. During the year,
we also invited over 400 people to focus
groups covering a variety of topics, from our
onboarding process to career progression.
The outcomes of these initiatives are
discussed by the Board during our bi-annual
culture and engagement review.
In 2021, we established the Group’s
Shadow Executive Board. This was a huge
success, bringing different perspectives
to our Executive Board on key business
topics. During 2022, the Shadow Board
made recommendations across the following
areas: Future ways of work, Culture and
DE&I, ESG, Staff attrition, Innovation and
Completely Customer. We are currently
appointing our second Shadow Board and
look forward to further progress in 2023.
We have also made significant progress on
Completely Customer, our dedicated internal
Customer programme. This is now firmly
embedded across the organisation and
employee engagement is high; 91% of our
employees consider they now have a clear
understanding of their Customers’ needs.
SUSTAINABILITY
We made strong progress against our
sustainability targets in 2022. The Group
offset its carbon impact for the third
consecutive year and we continued to
progress towards our ambition of becoming
carbon positive by 2026. Furthermore, we
increased the number of women in senior
management and placed more candidates
into roles that drive a greener and more
equitable society.
We are committed to our target of changing
one million lives in the ten years to 2030,
both via placement in employment
opportunities and through access to our
social impact programmes. In 2022, we
continued to provide targeted support for
under-represented groups of employment,
through skills sharing, volunteer projects and
charity partnerships. For example, in March
we partnered with RefuAid to share our
recruitment skills and help Ukranian refugees
find employment.
Further details of our progress on
sustainability, greenhouse gas reporting and
climate-related financial disclosures (TCFD)
are included in the Sustainability section.
LOOKING AHEAD
As we enter 2023, a high degree of macro-
economic and geo-political uncertainty
remains across the majority of our markets.
However, against this backdrop, we continue
to see high levels of candidate shortages
and vacancies, along with strong fee rates
and salary levels. Through Q4 2022, trading
conditions became more challenging, with
reduced candidate and client confidence,
which led to slower decision making and
candidates being more reluctant to accept
roles. We have proven our flexible and
adaptable business model, most recently
through the COVID-19 pandemic, and
remain confident in our ability to weather
uncertainty in 2023.
I am hugely proud of the achievements made
by the Group in delivering a record year in
2022. On behalf of the Board, I would like
to thank all of our people for their dedication
this year and I look forward to another
successful year in 2023.
Angela Seymour-Jackson
Chair
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PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT OVERVIEW
PAGE 5 BUSINESS MODEL
FINANCIAL
Highly profitable
Maintain a strong
balance sheet
STRATEGIC
PEOPLE
OPERATIONAL
Sustainable organic growth
Team-based service delivery
Strong brands
Diversification to mitigate cyclicality
by geography, brand and discipline
Talent and skills development/
retention
Effective use of technology
Highly cash generative
Focus on operational efficiency
PAGE 13 STRATEGY
FINANCIAL
STRATEGIC
PEOPLE
OPERATIONAL
To be the leading specialist
recruiter in each of the markets in
which we operate
Career development structure
Assurance of a quality service
Training
Global mobility
Effective recruitment
process
Long-term investment into core
geographic markets
• Large, High Potential
• Large, Proven
• Small and Medium, High Margin
High Potential Disciplines:
• Technology • HLS
PAGE 55 RISKS
FINANCIAL
STRATEGIC
PEOPLE
OPERATIONAL
A MESSAGE FROM NICHOLAS
I am delighted to welcome you to our 2022
Strategic Report, where I will outline our
Business Model and Group Vision. I will then
cover our Strategic Review, which highlights
some of the key strategic initiatives and
investments that have supported our
success in delivering a record year for the
Group in 2022. Following this, I will take you
through how we categorise and approach
investment in our different markets, how we
see current market dynamics, along with
our capital allocation policy.
We continue to link performance, measured
through our financial and non-financial KPIs,
as well as the associated risks, to the four
key elements of the performance criteria in
our current executive share plans.
Macro-economic exposure
Shift in business model
People development
Foreign exchange translation risk
Delivery of operational efficiencies
Attraction and retention
Technology; systems
transformation and change; data
security; brand reputation; financial
management and control; fiscal
and legal compliance
Nicholas Kirk
CEO PageGroup
PAGE 21 KPIS
FINANCIAL
STRATEGIC
PEOPLE
OPERATIONAL
Gross profit growth
Gross profit per fee earner
Employee satisfaction survey
Gross profit diversification
Fee earner headcount growth
Management experience
Perm:Temp ratio
Cash
Earnings per share
Fee earner:operational support
staff ratio
Conversion rate
Measurement performed
at a granular level
D&I review ratings
PAGE 99 REMUNERATION
FINANCIAL
STRATEGIC
PEOPLE
OPERATIONAL
EPS growth: three year cumulative
Strategic targets
PBT performance
Systems and innovation
Comparator gross profit growth
Leadership and people
development
Retention/succession
Cost and financial management
Risk management and internal
controls
IT strategic development
PAGE 18 DIVIDEND POLICY
FINANCIAL
STRATEGIC
PEOPLE
OPERATIONAL
Maintain a strong balance sheet
Maintain core ordinary dividend
Return surplus cash to
Shareholders by special dividends
and/or share buybacks
Ensure dividends are paid at
sustainable levels such that
investment in the business and
its people is maintained
First use of cash is to satisfy
operational and investment needs,
as well as to hedge liabilities under
the Group’s share plans
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PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT BUSINESS MODEL
OUR MODEL AT WORK
OUR PEOPLE
An experienced senior management
team and high-quality consultants.
Expertise in premium candidate
sourcing and advocating for client
and candidate.
OUR CULTURE
Diverse and inclusive culture with
ingrained values of how to do
business ethically. We have created
an environment where developing our
people and achieving results for the
Customer is paramount.
OUR RELATIONSHIPS
We work closely with our clients
and candidates. Our Customer-
centric ethos upholds our reputation,
maintains our competitive edge and
enables our business to thrive.
OUR BRAND AND SCALE
Global reach, with deep local
knowledge. Specialist industry and
market knowledge. High levels of
operational efficiency.
TECHNOLOGY AND
INNOVATION
Focused on how best to acquire,
engage and nurture Customers
to build long-term relationships.
The use of technology allows us to
leverage growth and improve our
conversion rate.
FINANCIAL CAPABILITY
Our business is supported by a
strong balance sheet and significant
cash flow generation.
OUR PURPOSE
CLIENTS
• Sector expertise
• Appropriate candidate shortlist
• Professional high-quality service
LEADS TO...
• Repeat business
• Greater exclusivity
• Future candidates
Our Value
Proposition Model
CONSULTANTS
• Team-based structure and compensation
• Access to jobs across entire Group
• Consistent process
LEADS TO...
• Rapid career promotion
• Career opportunities
• Reward and recognition
Delivering
our strategic
objectives
CANDIDATES
• Professional high-quality service
• Market understanding and client profiling
• Career advice
LEADS TO...
• Career-long relationships
• Peer recommendations
• Future clients
Sustainable growth
for the benefit of
our Stakeholders
ORGANIC,
HIGH-MARGIN,
DIVERSIFIED
GROWTH:
With a core focus on
organic growth, our
broad-based capabilities
enable us to capitalise
on market opportunities
around the globe,
avoiding over-reliance
on one geography or
discipline.
SCALABLE &
FLEXIBLE
CAPACITY:
Our brand and scale
enable us to build
an unrivalled skillset,
together with the ability
to respond quickly
to changing market
conditions.
TALENT AND
SKILLS
DEVELOPMENT:
The recruitment,
retention and
development of talent
is fundamental to
driving our meritocratic
growth model.
Our strategic framework is
outlined on page 7.
EMPLOYEES
Supportive, inclusive
culture where they
experience real
opportunities for
development and a long
and rewarding career.
INVESTORS
Look for investment
growth and seek
confidence their
investment is under
sound stewardship.
CUSTOMERS
Rely on us to provide
world-class specialist
recruitment services and
solutions to help drive
their business and careers
forward.
COMMUNITIES
& GOVERNMENT
Need businesses that
have a positive impact.
SUPPLIERS
Seek strong and enduring
partnerships based on fair
terms.
Stakeholder engagement is
outlined on page 65.
UNDERPINNED BY OUR VALUES
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PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT BUSINESS MODEL
STRATEGIC FRAMEWORK
PageGroup is focused on delivering against three key objectives to achieve its Strategic Vision and deliver
sustainable financial returns. These are to:
1
LOOK FOR ORGANIC, HIGH MARGIN AND DIVERSIFIED GROWTH
Our business model is centred on delivering organic and diverse growth. As recruitment is a cyclical business and impacted by the
strength of economies, diversification is an important component of our strategy, reducing our reliance on any individual market or
business and thereby increasing the strength of the Group.
Our strategy therefore is to expand and diversify the business by industry sectors, professional disciplines, geographies and brands, with
the objective of being the leading specialist recruitment consultancy in each of our chosen markets.
With less reliance on any one individual country, brand or discipline, the business is better positioned to face adverse market conditions.
Our global presence and strategic investments made in recent years have enabled us to capitalise on opportunities coming out of the
pandemic in 2021 and through 2022.
In 2007, prior to the global financial crisis, our Non-UK business represented 61% of the Group and it now represents 86%. We have
invested heavily in our Large, High Potential markets, which in 2007 had under 700 fee earners and represented 17% of Group gross
profit. We now have over 2,700 fee earners in these markets, which today represent 39% of Group gross profit. We have also successfully
diversified away from Accounting and Financial Services, with this discipline making up 54% of total Group gross profit in 2007, compared
with 32% in 2022. These changes highlight the success of our diversification strategy.
PageGroup’s historical success across major global economies has helped us to identify the markets likely to produce long-term gross
profit growth at attractive conversion rates. This enables us to offer a premium service that is valued by our clients and also attracts the
highest calibre of candidates. Our service offering includes a broad set of disciplines, within the professional and clerical recruitment
sector, including two designated as high potential in Technology and Healthcare & Life Sciences. Our Page Outsourcing brand provides
opportunities in a new area of the market and has significant growth potential.
22
POSITION THE BUSINESS TO BE SCALABLE EFFICIENTLY AND HIGHLY FLEXIBLE TO REACT
TO MARKET CONDITIONS
Our ability to respond quickly to changes in market conditions is critical to managing the business efficiently through economic
cycles. Our team-based structure and profit share business model has proven highly scalable on a global basis.
The small size of our specialist teams enables us to grow gross profit quickly with incremental fee-earner headcount. When market
conditions tighten, this headcount is reduced mostly via natural attrition, to ensure a lower cost base in a slowdown.
Having invested years in training and developing our highly capable management teams, our objective is to ensure we retain this
expertise within the Group. By following this course of action, we typically gain market share during downturns and position our
businesses for market-leading growth when economic conditions improve. These decisions have helped us to deliver a record year
in 2022 and put us in a strong position for 2023 and beyond.
Our global footprint requires high levels of operational efficiency in order to achieve this strategic objective. Our focus on shared
service centres has delivered greater economies of scale and efficiencies. It has driven consistency, increased flexibility and
improved the quality of the service provided to our operational business. Collectively, our shared service centres allow us to be
more agile, reduce our fixed costs and remove constraints on how fast we can react to market conditions.
23
NURTURE AND DEVELOP OUR PEOPLE, DRIVING OUR MERITOCRATIC GROWTH MODEL
We recognise that our employees are key to our long-term success. The recruitment, retention and development of talent is a key
priority for the Group. We recruit from a diverse set of backgrounds and value our consultants’ experiences greatly.
We have clear and defined career pathways for consultants through to senior management and Board level. This helps to ensure
that we retain the best talent and develop our people for leadership positions. We have a proven track record of internal promotion
and international career moves and the newly evolving hybrid working model will provide greater opportunities in this area.
Our highly experienced management team have the longest tenure in the industry and are passionate in developing the next
generation of Page leaders. Many of our management team have international experience and this has helped with global
knowledge sharing and best practice. It additionally allows us to capitalise on opportunities and react to market conditions
effectively. Increasingly, we are promoting within regions and many of the leaders in our Large, High Potential markets have had
long-standing careers in those markets, combined with valuable local expertise.
We introduced our continuous listening strategy in 2020 and the insights from these initiatives have allowed us to build
understanding and drive change and improvement. We are committed to diversity and inclusion and have made significant
progress in this area in recent years. Underpinned by our global diversity and inclusion framework, we have numerous internal
communities to ensure our employees have networks to connect, share and learn.
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PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT BUSINESS MODEL
OUR STRATEGY
A FOCUS ON ORGANIC GROWTH
The Group’s strategy aims to expand and diversify the business organically by professional disciplines, brands and geographies, with the objective
of being the leading specialist recruitment consultancy in each of our chosen markets.
PageGroup’s business model has proved itself both through economic cycles and as the business has expanded into a global enterprise. At
its core is a focus on organic growth.
Global management mobility
We regularly move experienced managers
and directors into markets where they can add
the most value and guide the business through
the challenges of a market cycle, while allowing
us to retain and motivate key senior talent.
Team profit-led compensation
A focus on team-based performance rather
than the individual promotes positive corporate
behaviour and consistent quality of service for both
clients and candidates.
Career development
structure
PageGroup offers its consultants a
well-defined and varied career
in recruitment. This includes a clear
development structure with significant
opportunities for the most talented.
Organic
Growth
Experienced
management pool
Experience through economic cycles and
across geographies and disciplines reduces our
learning curve, maximises scalability and is
crucial for placing resources where they will add
the most value.
Agile and responsive
Recruitment is a fast-paced and
dynamic business. Our agility gives us
the confidence to respond quickly to
opportunities and challenges as they
appear.
Productivity-led
expansion
Our operational metrics focus on
productivity, by team, discipline and
geography. This bottom-up approach
aligns expansion criteria throughout
the Group, focusing and optimising
investment on key priorities.
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PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT OUR BRANDS
With typical margins above those of Michael Page and Page Personnel, our
executive search division of PageGroup provides a range of search, selection and
talent management solutions for organisations on a permanent and interim basis.
Recognised for our powerful in-house research function, speed and flexibility of
response, and assignment completion rates, organisations worldwide use Page
Executive to secure their senior talent. The roles on which we focus typically sit
at the sub-board and Board levels.
The original PageGroup brand is normally established as the first business in
each new country that we enter. Michael Page is comprised of 25 specialisms,
each providing a service to a specialist area of the market, recruiting permanent,
temporary, contract and interim opportunities, typically at qualified professional and
management level. The businesses we work with range from SMEs to global blue-
chip organisations.
Page Personnel offers specialist recruitment services to clients requiring permanent,
temporary or contract employees. Mirroring the geographical and sector coverage
of Michael Page, it provides specialist services to organisations requiring talent at
professional clerical and support levels.
Our newest brand, Page Outsourcing, harnesses the power of the other PageGroup
brands. Our flexible recruitment outsourcing solution allows our clients to focus on
their core business. The Page Outsourcing offering includes both Recruitment Process
Outsourcing (RPO) and Managed Service Provision (MSP), together with a number of
Outsourcing Consultancy solutions. Page Outsourcing represents an opportunity for
the Group to accelerate growth across all segments of the market.
BUSINESS MODEL
OUR VISION
GROSS PROFIT
£1bn
OPERATING PROFIT
£200m-£250m
CUSTOMER RATING
90% +
Our previous Vision was to deliver Group
Gross Profit of £1bn and Operating Profit
of £200m-£250m.
We achieved the Gross Profit element
of this Vision in 2022 of £1bn and we
delivered Operating Profit of £196m. In the
12 months to 30 June 2022, we delivered
£219m of Operating Profit. Our Customer
rating in 2022 was 90%.
Our new CEO, Nicholas Kirk will be
refreshing our Group Vision in 2023, whilst
remaining true to PageGroup’s culture,
strengths and values.
WHAT WE DO
PageGroup is a
worldwide leader in
specialised recruitment.
We have 46 years of
recruitment experience
and deliver recruitment
services to clients
across 37 countries
through our network of
138 offices.
Einkauf & Supply Chain
Finanaz
Finanzas y Contabilidad
DISCIPLINE EXPERTISE
PERM AND TEMP MIX
GEOGRAPHIC REACH
We’ve developed PageGroup’s
reputation as a global recruitment
leader through our focus on specialist
areas of the market, replicated across
our international network. Within
our four broad discipline categories,
we operate across 14 specialist
discipline teams. We then specialise
further within these (e.g. Customer
services within sales) to ensure we
provide expert recruitment services to
our clients.
PageGroup is the international
market leader for permanent
recruitment in the majority of the
countries in which we operate. We
also have a substantial and growing
temporary recruitment business
in markets where temporary
placements for professionally
qualified candidates are culturally
accepted.
Our substantial and well-balanced
business reaches across all regions,
including Latin America and Asia.
Our global model allows us to
source candidates from domestic
and international markets and
provide a comprehensive service to
both local and multinational clients.
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OUR COMPETITIVE ADVANTAGE
Our true competitive advantage is the combination of the below four factors and the balance we have achieved in
the business over the past 46 years. We generate funds through fees earned for placing candidates in permanent,
temporary and contract roles.
SCALE
Our scale enables PageGroup to commit to markets through economic cycles, which, combined with our strong financial
standing, has given clients the confidence to build lasting relationships with us. Temporary staff also derive comfort from our
financial strength that their services will be paid for.
The breadth of our client base globally, even in our new markets, gives us the ability to offer diverse expertise across a wide
range of complementary specialisms and geographies, enhancing our offering to the market and the candidate pools we can
access.
Our scale has led to us having an unrivalled skillset with high levels of experience, which is available to clients of any size and
across all sectors in which we operate.
BRAND
We deliver specialised sector experience operated via four key brands:
Page Executive, Michael Page, Page Personnel and Page Outsourcing, supported by supplementary brands throughout our
international locations.
The first class reputation of our brands gives high-quality candidates assurance to place key decisions on their future in our
hands. Our superior level of expertise and the knowledge of our consultants inspires trust and assurance of service quality, for
both clients and candidates, enabling our brands to outperform other recruitment businesses.
CULTURE
PageGroup’s culture is unique and sets us apart from the competition. Our global culture delivers
a consistent approach, both internally and externally, whilst remaining accepting of each of our
market’s local characteristics.
IT INNOVATION
A diverse team brings different perspectives and insight to our business, and our promotion
of diversity and inclusion ensures we add value to the markets we recruit into on behalf of our
clients. We work closely with our clients to source and recruit from a diverse talent pool to
provide them with the best candidate.
We have ingrained values of how we do business ethically and make long-term decisions.
Our purpose and values that are the key to our success are set out on page 27.
The digital revolution has transformed the recruitment market. The impact of technology on
behaviours and expectations of both clients and candidates continues to grow at pace. Our
innovation approach is focused on how best to acquire, engage and nurture Customers to build
long-term relationships. We have a dedicated innovation team that ensures we have a good
understanding of the different recruitment trends and forms partnerships with the most advanced
technology providers who can help us create an innovative experience for our Customers.
Our internal Business Technology function focuses on designing, implementing and exploiting
scalable global systems. By improving our processes and tools, we empower consultants to be
more productive. In our operational business we are utilising technologies, such as Customer
Connect, to engage with Customers throughout their journey.
The use of technology allows us to leverage growth in the business and improve our conversion
rate.
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HOW WE CATEGORISE
OUR MARKETS
INVESTMENT APPROACH
Investment has been focused on developing
the long-term sustainability of the business
and is supported by significant balance sheet
strength and cash flow generation. This market
categorisation provides an investment framework
for the Group. Investment comes in a range of
forms including headcount, new offices and
infrastructure, marketing spends and minimum
levels of market presence through the economic
cycle.
These tables shows changes in constant
currency (at prior year rates) to show like-for-like
growth.
LARGE, HIGH POTENTIAL
LARGE, PROVEN
39% of the Group
CATEGORISATION
Substantial, high-potential markets for recruitment.
Typically under-developed markets for recruitment, but where
PageGroup has a successful track record and confidence in its
ability to scale operations successfully. Each satisfied key criteria
including:
Positive PageGroup track record;
Ability to adapt PageGroup culture to local culture;
Ability to hire and retain local consultants;
Ability to roll-out disciplines and open offices;
Attractive conversion rate potential; and
Large-scale economies.
COUNTRIES
GERMANY | GREATER CHINA
45% of the Group
CATEGORISATION
Large markets in which PageGroup is already
proven with a strong track record and a
significant presence.
COUNTRIES
UK | FRANCE | AUSTRALIA
LATIN AMERICA | SOUTH EAST ASIA
THE NETHERLANDS | ITALY | SPAIN
THE US
SMALL AND MEDIUM,
HIGH MARGIN
16% of the Group
CATEGORISATION
Have been, or could be, SIGNIFICANT PROFIT
CONTRIBUTORS for PageGroup, but each not
likely to exceed 300 fee earners.
COUNTRIES
JAPAN | INDIA | MIDDLE EAST
AFRICA | CANADA | TURKEY
OTHER EUROPEAN COUNTRIES
INVESTMENT APPROACH
INVESTMENT APPROACH
INVESTMENT APPROACH
Sustained investment through cycle – adding headcount/offices/
disciplines.
Aim for high conversion rates. Headcount investment reflects
gross profit growth and market conditions.
Respond to market conditions, focus on high margin
opportunities.
STRATEGIC VISION
Create a market- leading network of offices, management and
headcount.
Target size of 40% of Group gross profit and 20% conversion
rates.
2022 RESULTS
Gross Profit increased 18% from 2021, representing 39% of Group
gross profit (2021: 38%). Excluding Greater China, this growth was
27%.
Particularly strong growth was seen in Germany (31%), and Latin
America (30%).
Greater China, however, experienced a gross profit decline in 2022
of 16%, due to the prolonged COVID restrictions.
2023 STRATEGY
Continue investment, whilst improving conversion rates and
productivity.
React to evolving COVID restrictions in Greater China.
STRATEGIC VISION
Collectively return to peak levels of gross profit and conversion
rates.
STRATEGIC VISION
Investment responsive to market conditions. Expected to
represent c.15% of Group gross profit and 30% conversion
Target size of 45% of Group gross profit and 20% conversion
rates.
rates.
2022 RESULTS
Gross profit increased by 19% from the prior year, representing 45%
of Group gross profit (2021: 46%).
2022 RESULTS
Against 2021, gross profit grew 27%, representing 16% of Group
gross profit (2021: 16%).
Excellent gross profit growth was achieved in the Netherlands (30%)
and Spain (28%) with the UK and France delivering growth of 16%
and 17% respectively.
Standout growth was delivered by India (39%), the UAE (31%),
Portugal (50%), and Turkey (>100%).
2023 STRATEGY
2023 STRATEGY
Continue to drive future growth through existing capacity, as well as
improving productivity and therefore our conversion rates.
Continued focus on growth and ensuring we deliver high
conversion rates.
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MARKET DYNAMICS
The professional recruitment sector has always been highly sensitive to fluctuating economic conditions and is influenced strongly by client and
candidate confidence. Market liquidity can change rapidly, whether in terms of candidate confidence or availability of jobs.
It can also be localised, by geography or discipline, and differ between temporary and permanent placements in the same market.
In a number of geographic regions, such as Greater China or Latin America, our potential markets are very large, yet relatively immature. This
provides not only significant market share opportunities, but also challenges in areas such as business development. Germany and the US, in
particular, have seen some significant growth over the past year and still have great prospects of further growth. New markets can take time to
reach maturity, but the advantages of being an early mover and being able to build scale can be considerable.
As well as the influence of the general macro-economic environment on business activity, there are a number of market-based drivers that can
materially impact financial performance. These are split into elements which affect market liquidity and those which influence consultant productivity
and therefore gross profit. It is the nature of the professional recruitment market that strong market conditions will see drivers align in both elements
and this can have a dramatic impact on our overall performance.
MARKET
LIQUIDITY
GROSS
PROFIT AND
PRODUCTIVITY
T
C
A
P
M
I
CANDIDATE AVAILABILITY
Often highly discipline/geography-specific,
especially at midpoints in the cycle as client
confidence grows. This is a key driver of most
other elements, as the quality of a recruiter is
most clearly demonstrated through their ability
to source difficult-to-find candidates.
CANDIDATE CONFIDENCE
A major influence on market liquidity where
the macro-environment is sufficiently stable,
candidates will look to progress their careers,
which helps to drive job liquidity.
FEES/RATES
Group average typically moves within a c.
10% range over the cycle (19.5%-22%).
WAGE INFLATION
Reflects level of candidate shortage and
liquidity within a particular discipline or
geography, plus macro-economic
conditions.
T
C
A
P
M
I
TIME TO HIRE
As candidates become scarcer, companies
shorten the decision making process in
order not to lose preferred candidates. This
was particularly noticeable since COVID,
with video interviewing also reducing time
to hire.
T
C
A
P
M
I
I
L
A
C
N
A
N
I
F
T
C
A
P
M
I
I
L
A
C
N
A
N
I
F
Mainly visible through
improvement in gross
profit, a buoyant market
helps to drive consultant
productivity.
Notable influence on
both gross profit and
also conversion rate.
Productivity, especially in
permanent recruitment,
is significantly enhanced
as these market drivers
align positively.
CAPITAL ALLOCATION POLICY
The Group’s strategy is to operate a policy of
financing the activities and development of the
Group (including our sustainability objectives) from
our retained earnings and to maintain a strong
balance sheet position. We first use our cash to
satisfy our operational and investment requirements
and to hedge our liabilities under the Group’s share
plans.
We then review our liquidity over and above this
requirement to make returns to Shareholders,
primarily by way of ordinary dividends. Our policy
is to grow the ordinary dividend over the course
of the economic cycle, in line with our long-term
growth rate. We believe this will enable us to sustain
the level of ordinary dividend payments during a
downturn, as well as increasing it during more
prosperous times.
Cash generated in excess of these first two
priorities will be returned to Shareholders through
supplementary returns, using special dividends or
share buybacks.
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STEVE INGHAM CBE
2022 marked the final year of Steve Ingham’s tenure at PageGroup, having joined in 1987 as a consultant
in Michael Page Marketing. He was then responsible for the launch of the London marketing team
and was promoted to Operating Director in 1990. He became Managing Director in 1994. When Page
became a public company in 2001, Steve joined the Board. He took responsibility for all of the UK
business in 2005 and then in March 2006 was appointed as Chief Executive.
When Steve became CEO, he took over a Group which in 2005 had a headcount of c.2,900, made
£267m of Gross Profit and £67m of Operating Profit, with a presence in 18 countries. Since then,
despite the Global Financial Crisis in 2008 and the COVID pandemic in 2020, Steve led the Group to
deliver a record year in 2022, with Gross Profit of £1.1bn and Operating Profit of £196m. The Group
now employs over 9,000 people, and operates from 37 countries, showing the broad expansion during
Steve’s tenure.
This period has seen significant Shareholder returns throughout, with c. £495m returned through
ordinary dividends as well as over £560m in special dividends and share buybacks.
During that time, Michael Page International was re-branded as PageGroup, aligning the Michael
Page, Page Personnel and Page Executive brands under one global PageGroup brand. This created
a common link between brands, maximising opportunities for career development, where our brands
work together to change lives. We defined our Values and Purpose, which are reflected in our corporate
language throughout the organisation. The focus on DE&I has been sector leading as shown in the
awards won and progress made in areas such as gender balance.
Following a significant skiing accident in 2019, Steve has become a champion of disabled rights
awareness in the workplace, and is passionate on educating businesses and the Government on the
importance of not overlooking this hidden talent pool. He advocated for mandatory disability reporting
in the UK and co-founded a new CEO pledge asking 100 UK CEO’s to lead on workplace DE&I. More
recently he was awarded a CBE by her late Majesty the Queen, in recognition of his services to business
and people with disabilities.
Steve led the
Group to deliver
a record year in
2022, with Gross
Profit of £1.1bn
and Operating
Profit of £196m.
During his tenure,
over £1.1bn has
been returned
to Shareholders
by way of capital
returns.
2005
GROSS PROFIT
£267m
OPERATING PROFIT
£67m
HEADCOUNT
2,900
COUNTRIES
18
2022
GROSS PROFIT
£1,076m
OPERATING PROFIT
£196m
HEADCOUNT
9,020
COUNTRIES
37
The shape of the Group has also changed significantly. In 2005, our disciplines outside of Accounting and Financial Services represented 40% of the
Group, today it’s 68%, and the Group is materially bigger. We have also diversified within our brand offerings, with Page Personnel now representing
£308m of gross profit, back in 2012 it was £139m. This brand diversification has been further supplemented with Page Executive and our newest
brand, Page Outsourcing.
In 2012, we made the decision to categorise strategically our geographic markets as: Large, High-Potential; Large, Proven or Small and Medium
High Margin. For more details, please refer to page 15. This categorisation and associated investment strategy has given a framework for our
investment decisions. The strategy has paid off, with our large, high potential markets now representing 39% of the Group, compared with 29%
in 2012, but of course the Group is also much larger. They now generate gross profit of £417m compared to £152m in 2012. In 2022, we had c.
3,500 people in these markets, compared to c. 1,500 in 2012, with numerous new countries launched such as Indonesia, Peru, Thailand, Vietnam,
the Philippines and Panama.
% DISCIPLINES OUTSIDE OF
ACCOUNTING AND FINANCIAL SERVICES
LARGE,
HIGH POTENTIAL MARKETS
2005
40%
2022
68%
2012
2022
£152m
£417m
More recently, we set a
Group vision for the Group
to deliver £1bn of Gross
Profit and Operating Profit of
£200m-£250m. We achieved the
gross profit element of this vision
in FY 2022 and we delivered
Operating Profit of £219m in the
12 months to 30 June 2022.
GROSS PROFIT
£1bn
OPERATING PROFIT
£200/250m
CUSTOMER
RATING
90%+
Overall, Steve has led the Group to deliver broad expansion and growth, despite significant macro-economic events. The Group is far more diverse
in its offerings across its brands, geographies, and disciplines. There is clear definition on our purpose and values, with huge progress in the area of
DE&I. The brands have been aligned under the one PageGroup brand and there have been continued high levels of Shareholder returns.
The Board, as well as the rest of the Group express their deepest gratitude to Steve for his vision, guidance and dedication to the success of the
Group. They now wish Steve the very best, particularly in respect of his endeavours to raise the profile, and the progression, of disability rights in
the workplace.
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PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT KEY PERFORMANCE INDICATORS
We measure our progress against our strategic objectives using the following key performance indicators:
GROSS PROFIT GROWTH (%)*
HOW MEASURED:
FINANCIAL
CASH (£M)
2022
2021
2020
2019
2018
131.5
154.0
166.0
97.8
97.7
20.2
49.1
Gross profit growth represents revenue less cost of sales expressed as the
percentage change over the prior year. It consists principally of placement
fees for permanent candidates and the margin earned on the placement of
temporary candidates.
2022
2021
2020
-28.1
2019
5.0
2018
15.9
* Increase in gross profit in constant currency over the prior year
GROSS PROFIT DIVERSIFICATION (%)
EX-UK
EX-ACCOUNTING AND
FINANCIAL SERVICES
86.1%
68.1%
Ex-UK
Ex-Finance
2022
2021
2020
2019
2018
86.1
85.4
86.7
84.2
83.0
68.1
67.9
65.2
65.1
65.2
BASIC EARNINGS PER SHARE (P)
2022
2021
-1.8
2020
2019
2018
43.7
xx
37.2
32.2
32.5
WHY IT’S IMPORTANT:
This metric indicates the degree of income growth in the business. It can be
impacted significantly by foreign exchange movements in our international
markets. Consequently, we look at both reported and constant currency
metrics.
HOW WE PERFORMED IN 2022:
Gross profit increased +20.2% in constant currencies and +22.6% in reported
rates, resulting in a record year for the Group and for 27 individual countries.
This was driven by strong trading conditions and the success of our strategic
investments made over recent years.
RELEVANT STRATEGIC OBJECTIVE:
Organic growth.
HOW MEASURED:
Total gross profit from: a) geographic regions outside the UK; and b) disciplines
outside of Accounting & Financial Services, each expressed as a percentage of
total gross profit.
WHY IT’S IMPORTANT:
These percentages give an indication of how the business has diversified its
revenue streams away from its historic concentrations in the UK and from the
Accounting & Financial Services disciplines.
HOW WE PERFORMED IN 2022:
Geographies: The percentage increased from 85.4% in 2021 to 86.1% in
2022, largely as a result of the strong performance by our regions outside of the
UK, with all 3 of our other regions achieving a record year.
Disciplines: The percentage increased to 68.1% from 67.9% in 2021, as the
Group saw significant growth in 2022 in disciplines such as Technology.
RELEVANT STRATEGIC OBJECTIVE:
Diversification.
HOW MEASURED:
Profit for the year attributable to the Group’s equity Shareholders, divided by the
weighted average number of shares in issue during the year.
WHY IT’S IMPORTANT:
This measures the underlying profitability of the Group and the progress made
against the prior year.
HOW WE PERFORMED IN 2022:
The Group saw a 17.5% increase in Basic EPS to 43.7p, due to the strong
operating results for the year.
RELEVANT STRATEGIC OBJECTIVE:
Sustainable growth.
HOW MEASURED:
Cash and short-term deposits.
WHY IT’S IMPORTANT:
The level of cash reflects our cash generation and conversion capabilities and our
success in managing our working capital. It determines our ability to reinvest in
the business, to return cash to Shareholders and to ensure we remain financially
robust through cycles.
HOW WE PERFORMED IN 2022:
Cash decreased to £131.5m (2021: £154.0m). The Group generated strong cash
in 2022, offset by total dividends paid, totalling £133.2m.
RELEVANT STRATEGIC OBJECTIVE:
Sustainable growth.
HOW MEASURED:
Gross profit from each type of placement expressed as a percentage of total
gross profit.
WHY IT’S IMPORTANT:
This ratio reflects both the current stage of the economic cycle and our
geographic spread, as a number of countries culturally have minimal temporary
placements. It gives a guide as to the operational gearing potential in the
business, which is significantly greater for permanent recruitment.
HOW WE PERFORMED IN 2022:
The ratio remained consistent with 2021 at 77:23. Growth was stronger in
permanent recruitment during H1, when trading conditions were particularly
strong. In H2, growth in temporary recruitment was stronger, driven by the
uncertain market conditions, with temporary recruitment giving clients more
flexibility.
RELEVANT STRATEGIC OBJECTIVE:
Diversification.
RATIO OF PERMANENT VS
TEMPORARY PLACEMENTS
Gross profit
Permanent
Temporary
2022
2021
2020
2019
2018
77
77
72
75
76
23
23
28
25
24
STRATEGIC
FEE EARNER HEADCOUNT
GROWTH (%)
2022
2021
2020
2019
2018
-14.6
-1.5
14.2
18.2
11.3
HOW MEASURED:
Number of fee earners and directors involved in revenue-generating activities at
the end of the year, expressed as the percentage change compared to the prior
year.
WHY IT’S IMPORTANT:
Growth in fee earners is a guide to our confidence in the business and macro-
economic outlook, as it reflects our expectations as to the level of future demand
for our services above the existing capacity within the business.
HOW WE PERFORMED IN 2022:
Net fee earner headcount increased by 861, or +14.2% in the year, resulting in
6,943 fee earners at the end of the year. We have continued to invest, particularly
in certain areas of the Group such as Technology, Contracting, Healthcare and
Life Sciences, as well as in those markets where we saw the highest growth
potential.
RELEVANT STRATEGIC OBJECTIVE:
Sustainable growth.
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PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT KEY PERFORMANCE INDICATORS
STRATEGIC
GROSS PROFIT PER FEE EARNER (£’000)
2022
2021
2020
2019
2018
159.4
157.2
113.3
140.4
138.3
HOW MEASURED:
Gross profit divided by the average number of fee-generating staff,
calculated on a rolling monthly average basis.
WHY IT’S IMPORTANT:
This is our indicator of productivity, which is affected by levels of activity in
the market, capacity within the business and the number of recently hired
fee earners who are not yet at full productivity. Currency movements can
also impact this figure.
HOW WE PERFORMED IN 2022:
Productivity decreased -0.6% in constant currencies, but increased +1.4%
in reported rates to £159.4k (2021: £157.2k). Excluding Greater China,
which was impacted significantly by COVID restrictions, productivity
increased by +1.0% in constant currencies.
RELEVANT STRATEGIC OBJECTIVE:
Organic growth.
HOW MEASURED:
The percentage of fee earners compared to operational support staff at the
year end, expressed as a ratio.
WHY IT’S IMPORTANT:
This reflects the operational efficiency in the business in terms of our ability
to grow the revenue-generating platform at a faster rate than the staff
needed to support this growth.
HOW WE PERFORMED IN 2022:
The ratio decreased to 77:23 from 78:22 in 2021. This was driven by
operational support headcount additions of 321 (18.2%), to support
the fee earner headcount growth of 861 (+14.2%), as well as to build
capabilities in our newest brand, Page Outsourcing.
EMPLOYEE INDEX
Positive engagement score
87%
MANAGEMENT EXPERIENCE
2022
2021
2020
2019
2018
12.3 years
13.0 years
12.3 years
12.5 years
12.0 years
TO BECOME OPERATIONALLY
CARBON NET ZERO BY 2026
TOTAL GHG EMISSIONS – CO2E TONNES
RELEVANT STRATEGIC OBJECTIVE:
Sustainable growth.
+23%
HOW MEASURED:
Operating profit (EBIT) expressed as a percentage of gross profit.
18.2
19.2
WHY IT’S IMPORTANT:
This reflects the level of fee-earner productivity and the Group’s
effectiveness at controlling costs in the business, together with the degree
of investment being made for future growth.
17.1
16.6
HOW WE PERFORMED IN 2022:
The Group’s conversion rate for the year decreased to 18.2% (2021:
19.2%). The conversion rate was higher in H1 at 21.4%, compared with
H2, at 15.0%, due to the more challenging trading conditions, particularly
in Q4.
RELEVANT STRATEGIC OBJECTIVE:
Sustainable growth.
INTENSITY VALUES OF GHG
EMISSIONS
TONNES OF CO2E PER EMPLOYEE
+1%
PEOPLE
HOW MEASURED:
A key output of the employee surveys undertaken periodically within the business.
WHY IT’S IMPORTANT:
A positive working environment and motivated team helps productivity and encourages
retention of key talent within the business.
HOW WE PERFORMED IN 2022:
We recorded an 87% positive score for employee engagement in the latest Employee
Engagement Survey in 2022. This compares with 82% in the last equivalent survey
performed in 2021. The 2022 survey was a combination of questions, including: how valued
our people felt; how proud they were to work for PageGroup; and how they can see their
work relates to PageGroup’s purpose of changing lives.
RELEVANT STRATEGIC OBJECTIVE: Sustainable growth.
HOW MEASURED:
Average tenure of front-office management measured as years of service for directors and
above.
WHY IT’S IMPORTANT:
Experience through the economic cycle and across both geographies and disciplines is
critical for an organic cyclical business operating across the globe. Our organic business
model relies on an experienced management pool to enable flexibility in resourcing and
senior management succession planning.
HOW WE PERFORMED IN 2022:
The average tenure of the Group’s management decreased slightly to 12.3 years (2021: 13.0
years). This was due to a significant number of promotions to director in the year.
RELEVANT STRATEGIC OBJECTIVE: Talent and skills development.
GHG EMISSIONS
HOW MEASURED:
Direct and Indirect GHG emissions calculated in line with the GHG Protocol.
WHY IT’S IMPORTANT:
The emissions calculations look at the CO2e impact of our operations in absolute terms.
HOW WE PERFORMED IN 2022:
Total GHG emissions (Scope 1, 2 and 3) increased by 23% to 65,311 tCO2e. Increases are
due to Scope 3 increases driven by headcount growth, as well as increases in procurement
activity and business travel. Operational emissions (Scope 1 and 2 emissions) reduced
by 30% to 2,982 CO2e due to the continued transition of our offices to renewable energy,
showing continued progress against our operational net zero target.
RELEVANT STRATEGIC OBJECTIVE: Sustainable growth.
HOW MEASURED:
Intensity values for GHG emissions are based on property and vehicle emissions per 1,000
headcount. Headcount is viewed as being the most representative metric for PageGroup’s
activity levels and is unaffected by issues such as business mix or foreign exchange
variations.
WHY IT’S IMPORTANT:
Intensity values help to normalise the GHG metrics and place them in the context of the
Group’s changing business profile, particularly in terms of increases in headcount. It helps to
identify where progress has been made on emissions reduction.
HOW WE PERFORMED IN 2022:
Tonnes of CO2e per employee increased by 1% to 7.2 Tonnes of CO2e per employee, as our
absolute GHG emissions have increased broadly in line with headcount.
RELEVANT STRATEGIC OBJECTIVE: Sustainable growth.
FEE EARNER:OPERATIONAL
SUPPORT STAFF RATIO
Fee earner Support
2022
2020
2019
2018
2017
77
78
77
78
79
23
22
23
22
21
CONVERSION RATE (%)
2022
2021
2020
2.8
2019
2018
23
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PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT Q&A WITH NICHOLAS KIRK, CEO
INTRODUCTION
Nicholas Kirk joined the Group in 1995 as
a Michael Page Sales consultant based in
Leeds. As the office network expanded, he
relocated to London, the Home Counties
and then Birmingham, working in start-up
businesses.
Nick became a Director in 2002 and then
the Managing Director of Michael Page Sales
in 2007. In 2009, he transferred across to
Page Personnel with a brief to transform
the operating model. He spent the next
four years expanding into new disciplines
and growing rapidly the Page Personnel
business. Nick was promoted to Regional
Managing Director in 2013 and took on the
additional responsibility of Michael Page
Finance in the UK.
In early 2018, he was part of the UK
restructure and in doing so launched a more
Customer-centric operating model. Later
that year, he was promoted to UK Managing
Director, which included responsibility for
non-operational functions. At the beginning
of 2021 he extended his remit to run
operations in the UK, Canada and the USA.
Following the announcement in April 2022
that the Company had commenced a
process to identify Steve Ingham’s successor,
Nick was appointed as the Group’s new CEO
from 1 January 2023.
After nearly 28 years
with PageGroup, it is an
incredible honour to be
appointed as the next CEO.
CONGRATULATIONS ON YOUR
APPOINTMENT, WHAT ARE YOUR
THOUGHTS ON BECOMING CEO?
After nearly 28 years with PageGroup, it
is an incredible honour to be appointed
as the next CEO. I am proud to have the
opportunity to lead this great Company and
look forward to working with the Board,
the Executive Team and our highly talented
workforce to drive the Group further forward.
I would like to thank Steve for his support
and mentorship over the years, it has been
invaluable. I know that he’ll bring the same
drive and focus to his work championing the
rights of people with disabilities, particularly
in the workplace.
WHAT ARE YOUR THOUGHTS ON THE
BUSINESS YOU HAVE INHERITED AS CEO?
I have inherited a Group that is in great
shape. We are more diverse across
geographies, disciplines, and brands than
ever before, with operations in 37 countries,
across 14 disciplines and our 4 specialist
brands. We are clear market leader in many
of the countries in which we operate and
have great breadth and diversity, globally. We
have just delivered two successive record
years, with gross profit of over £1bn and
operating profit of £196m in 2022.
We have a purpose-driven and employee-
centric culture, which I consider to be unique
in recruitment, setting us apart from the
competition. We have made great progress
in the areas of ESG and DE&I, and this
will remain at the heart of the Group going
forward. We have a highly experienced
management team; our Executive Board
is well established with over 180 collective
years’ experience at PageGroup. We have
further added to the Executive Board for
2023 with the appointments of Rebecca
Grattan, our new Group CPO, and Kaye
Maguire, General Counsel and Company
Secretary.
WHAT IS YOUR OUTLOOK FOR 2023?
Looking forward, there remains a high level
of global macro-economic and political
uncertainty in the majority of our markets.
However, against this backdrop, we continue
to see candidate shortages and good levels
of vacancies.
Given our highly diversified and adaptable
business model, with a cost base that can
be adjusted rapidly and a strong balance
sheet, we believe we are well-positioned
to weather the uncertainty and continue to
make strong Shareholder returns.
YOU HAVE PAID OVER £100M IN
DIVIDENDS IN EACH OF THE LAST TWO
YEARS, WILL THIS CONTINUE?
We operate a highly cash generative
business model, with high levels of cash
conversion. We have a clear capital
allocation strategy, with three defined uses
of cash. We first use our cash to satisfy our
operational and investment requirements,
and to hedge our liabilities under the Group’s
share plans. We then review our liquidity over
and above this requirement to make returns
to Shareholders, firstly by way of ordinary
dividend.
Our policy is to grow this ordinary dividend
over the course of the economic cycle, in
line with our long-term growth rate. We
believe this enables us to sustain the level
of ordinary dividend payments during a
downturn, as well as increasing it during
more prosperous times. The nature of our
business is that should we experience
sustained tough market conditions, our
working capital position unwinds over a
number of years, allowing us to sustain
dividend payments. This policy was
suspended during the COVID-19 pandemic
in 2020 as we sought to protect liquidity.
As we recovered strongly from the
pandemic, the policy was reinstated
during 2021.
We believe we are well-
positioned to weather the
uncertainty and continue
to make strong
Shareholder returns.
Cash generated in excess of these first two
priorities will be returned to Shareholders
through supplementary returns, using special
dividends or share buybacks. Since flotation
in 2001, we have returned almost £1.2bn to
Shareholders, over half of which has come
via supplementary returns. We have paid
special dividends every year since 2015
apart from 2020 due to the pandemic. In
both 2021 and 2022 we returned c. £85m
per annum via special dividends.
Clearly there is a heightened degree of
macro-economic uncertainty in the majority
of the markets in which we operate, but we
will continue to monitor our liquidity in 2023
and will make returns to Shareholders in line
with the above policy.
WHAT PROGRESS HAVE YOU MADE IN THE
AREA OF ESG?
The Sustainability@Page programme is
now two years old. In 2021, we put the
foundations in place to deliver against
our ambitious targets by establishing
a sustainability function, gathering
sustainability-related data, and delivering our
first sustainability report. 2022 was a year to
build on these solid foundations and drive
activity to increase our impact in our key
focus areas of social impact, climate change
and recruitment into ESG positions and
green jobs.
This year we changed over 135,000 lives,
putting us on track to deliver our ambition to
change 1 million lives by 2030. We continued
to deliver annual reductions in our Scope 1 &
2 emissions, despite business growth. This
was down to an increasing uptake in electric
company cars and a continued transition to
renewable energy in our offices.
We continue to make progress towards our
gender diversity target of 50:50 by 2030 and
are ahead of plan to achieve this. We are
continuing to establish a meaningful global
sustainability business and are on track to be
carbon positive by 2026.
The progress we are making is down to
the hard work of employees across our
organisation. From facilities, procurement,
finance, and operations – every employee
is building sustainability considerations into
their day-to-day. Whether that be through
volunteering time towards one of our social
impact programmes, recruiting candidates
into ESG positions or making conscious
decisions around business travel.
WHAT BENEFITS ARE YOU GETTING
FROM CUSTOMER CONNECT AND
PAGE INSIGHTS?
We completed the roll-out of Customer
Connect, our new global operating system
in the first half of 2022, going live in the
final markets of France and Latin America.
Customer Connect is a single instance,
cloud-based front office technology platform
that ensures we are best placed to drive
growth and support innovation. The data-
driven platform delivers a modern user
experience, making it easy to engage with
our Customers at every opportunity to drive
productivity. It is based on the Salesforce
platform, allowing us to fully integrate our
CRM, digital and Customer engagement
programmes.
It gives our consultants full visibility
of marketing activity and gives our
management the detail on how this is being
followed up. For our Customers, we are
improving their experience by managing
their engagement across all touch points,
which delivers personalised and relevant
interactions. It delivers improved, more
sophisticated search functionality, enabling
our people to identify the best candidates
quickly. Automated alerts support our
people in what they do best, allowing them
to focus on the right activities and be more
responsive to the needs of our Customers.
Page Insights is our unique business
intelligence tool that combines our internal
data with relevant external data to provide
meaningful insights to our teams. As an
example, it identifies sectors and clients
where our people should focus their efforts,
or the latest market pressures on key roles.
These insights into the market enable our
people to have relevant conversations with
our clients and build the most appropriate
and effective action plans, thereby
supporting our clients in planning their talent
requirements.
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Everything we do at PageGroup reflects our culture, it is quite simply, the heart of our business. We want our people to feel that they truly belong.
It is not enough for us to say our culture is inclusive, we want our people to experience and feel an environment where their ideas and hard work
can make a real difference, we want them to know that they can change lives. Our Purpose is in fact that, to change lives, and we do this through
demonstrating consistently our values in the way we treat our colleagues and Customers.
This section of the report shines a spotlight on the voice of our people and gives insight into what our culture means to us and also how we make
sure we are staying on the right track. Our Culture and Engagement Framework, set out on page 28, gives us a guide to follow and helps us explain
how we view and measure our culture.
OUR
PURPOSE
WHY WE DO WHAT WE DO
Our Purpose clearly states why we do what we do – the reason we’re in business. We are a
people business and our Purpose is relevant not just to our own people, but to our Customers,
the communities in which we live and work, and society as a whole.
”
”
At Page, our Purpose is to change lives and we never lose sight of that. We are
proud to play a part in such important and often life changing moments – for the
candidates we place, for the clients we help reach their objectives and goals, and
for our people who we see grow and develop along the way.
Our culture is built around our people and it evolves constantly based on the
feedback they give us every year in our ‘Have Your Say’ survey. Their ideas
and suggestions drive positive change, which ultimately makes this a great place
to work.
We are an inclusive employer and are committed to all aspects of diversity.
Our commitment extends to the work we carry out for our clients, we help them
progress their DE&I goals through implementing best-in-class processes, policies
and behaviours.
”
When I joined in 2017, I knew the Board was committed to embedding an inclusive
and forward-thinking culture.
At that time, we were at the early stages of our journey. When I look at PageGroup
now, I am truly impressed by the current initiatives. As I reflect on the programmes
we have in place, I think what makes the difference are the grassroot initiatives.
Of course, whilst many programmes are and have to be driven in a classic top-
down way, the engagement and enthusiasm that is lived across the organisation,
at all levels, in all markets is really unique.
The reverse mentoring programmes, the Shadow Boards and the senior female
networks are certainly initiatives that stand out for me. You can absolutely tell the
commitment to PageGroup’s culture across the organisation.
”
Nicholas Kirk
CEO
Angela Seymour-Jackson
Chair
OUR VALUES
THE WAY WE DO WHAT WE DO
Our values are reflected in everything we
do, every day, all over the world. They’re an
integral part of our business and help set
us apart from our competitors. They form
a platform for our methods, approach to
business and motivation of our people. More
than just words, we believe our values are at
the heart of our PageGroup culture.
WE MAKE A DIFFERENCE
WE ARE PASSIONATE
WE VALUE DETERMINATION
WE WORK AS A TEAM
WE ENJOY WHAT WE DO
OUR
PURPOSE
WHY WE DO WHAT
WE DO
OUR
VALUES
THE WAY WE DO
WHAT WE DO
OUR
PEOPLE
AN INCLUSIVE WORKPLACE
WHERE EVERYONE CAN THRIVE
OUR
CUSTOMERS
STAYING AHEAD –
LEADING OUR INDUSTRY
Reflected in everything
we do, setting us apart
from our competition
PageGroup is all about people
Creating opportunities to engage
with people through key life
moments; having valuable
conversations – more frequently and
with more relevant dialogue
CAREER PROGRESSION
Clear and challenging career
paths to support you to reach
your potential
TALENT DEVELOPMENT
Industry-leading training
DIVERSITY, EQUITY & INCLUSION
A culture of inclusion
GIVING BACK TO OTHERS
Changing lives in the communities
where we live and work
REWARDS & WELLBEING
Celebrating success; fostering a high-
trust, high-performance culture
Customers at the centre of
our business
Aiming to be the most Customer-centric
recruiter and setting us apart from the
competition by delivering an excellent
experience for our Customers. Staying
ahead – leading our industry to best
support our Customers.
Improving processes and tools
to support consultant productivity.
LEVERAGING TECHNOLOGY
Improving our Customer experience
INNOVATIVE APPROACHES
Providing a more effective service
BUILDING RELATIONSHIPS
Going further to build lasting
relationships with our clients, candidates
and consultants
Through a personal, professional service
creating the opportunity for candidates
and clients to reach their potential
OUR MEASURES Keeping us on track, focused on continuous improvement
OUR PEOPLE
Employee voice
Retention
Career progression
& mobility
OUR CUSTOMERS
EXTERNAL RECOGNITION
Talent Development
Diversity, Equity & Inclusion
Rewards & Recognition
Health & Wellbeing
Engaging our Customers –
NPS, Customer satisfaction
Retaining our Customers –
repeat business, Preferred
Supplier Agreements
Innovation
Public commitments
Awards
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OUR
PEOPLE
Inclusion is a guiding principle for us. Some of the ways we foster inclusion is through our internal networks, global
campaigns, continuous listening strategy or Customer initiatives. In 2022, 85% of those responding to our annual
survey gave favourable responses when asked if our culture was inclusive, open and trusting.
Our culture puts people and teamwork first and we love to see our
values being more than just words on a wall – they are embedded in
the way our people work every single day, across the globe.
As a recruiter, we have such an important role to play. We are in a
position of influence and can truly shape the future of work. This starts
within our organisation, and I am pleased to see our commitment
to diversity, equity and inclusion having such an impact within
PageGroup and with our Customers.
Sarah Kirk
Global Diversity, Equity & Inclusion Director
OUR CULTURE OF INCLUSION
Inclusion is at the heart of Page and our culture puts our people first.
We have worked hard over the years to create an inclusive culture of trust and compassion and a working environment where all our people
feel valued, have a voice, are heard, belong, feel comfortable being themselves and can thrive.
When it comes to developing and retaining talent, we are committed to promoting equal opportunities and inclusion in the workplace. The three
pillars that are the foundation of our diversity, equity and inclusion strategy are set out below.
Setting An Example
(How we want to be)
Pushing Boundaries
(Helping our Customers)
As we change lives for our
Customers (clients and
candidates) and our own people,
we all benefit from different
mindsets, experiences and ways
of thinking.
Our diverse and inclusive culture
creates an environment where
everyone can thrive and brings
creativity and problem solving
skills which drive the success
and sustainability of PageGroup.
We’re committed to creating
equal opportunities when
recruiting for our clients.
The widest, most diverse talent
pool increases the opportunity
for our clients to find the best
competency fit, and helps every
candidate reach their potential.
That’s why our commitment to
fair and equitable recruitment
standards is non-negotiable.
Shaping the Future
(Aiming to be at the forefront
of our industry)
Every organisation has a role to
play in creating greater equity and
inclusion.
Alongside our Customers, we
want to impact society positively
for the long term and strive
towards a more equal world.
We believe diversity, equity &
inclusion is not only the right thing
to do, but also a strong driver of
growth and innovation.
86%
84%
GLOBAL EMPLOYEE
ENGAGEMENT
SURVEY APRIL 2022
I can see how the work I am doing is making
a positive difference at PageGroup
I can see how my work relates to our Purpose of changing
lives through creating opportunity to reach potential
+4% v 2021
+4% v 2021
84%
92%
89%
87%
PageGroup cares about
my health and wellbeing
I am proud to work
at PageGroup
At PageGroup I can be
my authentic self at work
Our leaders demonstrate inclusive
behaviour at PageGroup
+10% v 2021
+3% v 2021
+3% v 2021
+5% v 2021
The introduction of the Women@Page
mentoring programme has been a great
addition to my work life. To have a dedicated
senior female director to speak to about my
challenges and wins/successes has been of
great value.
It has only been a few months into the
programme but I have seen the value it has
brought to me specifically and I look
forward to one day becoming a mentor to
someone else.
Mabatho Takalo
Executive Manager, Africa
GLOBAL MENTORING
PROGRAMME
OUR
PEOPLE
Driving equality and fair opportunities
for success regardless of gender
In 2022 we continued to develop our Senior
Female Leaders Network. Members had
opportunities to interact with each other,
discuss challenges, share insights and
foster connections. Members also engaged
with external speakers on topics such as
“Psychological Safety” and “Why self-
compassionate leaders beat self-confident
ones”.
We launched the Talent Forum in Asia-
Pacific and Lean In Circles in Latin America
to accelerate the progression of women into
senior leadership roles. Our North American
business set up our Future Foundations
programme, a sponsorship programme
designed to share ideas and insights, seek
opinions, and hear advice from experienced
dedicated sponsors.
We also continued to leverage and grow
our global mentoring programme, with 299
mentees partnering with senior mentors
across the world. This not only broadens
networks, but fosters an environment where
our female colleagues can hear, see and
believe our commitment to greater diversity.
Sharmini Wainwright
Senior Managing Director, Australia
We need to continue to be
intentional in our pursuit of equity
– and the bar externally lifts every
year. We have taken a number of
steps this year to deliver change
and progress in our frameworks
and systems to deliver more
optimal outcomes for our female
population. We want to create an
environment where the females in
our business choose to progress
through to leadership roles and
thrive whilst doing so.
Our goal is to have 50:50 gender balance in
senior management by 2030. In 2022 43% of
our senior management (Associate Directors
and above) were female, an increase of 5%
compared to 2021. We have seen a slight
improvement on our female representation at
the senior level as defined by the Corporate
Governance Code, where 30.8% are
women (30.3% in 2021). However, since
1 January 2023, there has been a significant
improvement in terms of our gender balance of
our Executive Board, the Company’s Executive
Committee. 30% of our Executive Board is
female, an increase of 20 percentage points
from 2021. We are focussed on continuing our
progress in terms of women being represented
at the most senior levels of our organisation.
Further details on the actions we are taking
can be found on pages 91 to 93.
BOARD DIRECTORS
MALE
4 (50%)
FEMALE
4 (50%)
5 (62.5%)
3 (37.5%)
2022
2021
SENIOR MANAGEMENT
MALE
FEMALE
2022
2021
574 (57%)
431 (43%)
448 (62%)
271 (38%)
OTHER EMPLOYEES
MALE
FEMALE
2022
2021
3,315 (40%)
4,939 (60%)
3,212 (42%)
4,441 (58%)
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OUR CULTURE
OUR
PEOPLE
Where a multicultural
workforce thrives
Unity@Page is our platform to raise
awareness and provide resources to make
everyone feel included and learn from
one another’s experience celebrating all
ethnicities, origins, and races.
We celebrated Black History Month and ran
Inclusive Behaviours Training focussing on
privilege, micro-behaviours, unconscious
bias and the little changes that help to build
team cultures. We worked with schools and
charities focussing on ethnic diversity and
provided regular safe space meetings for our
culturally diverse employees.
OUR
PEOPLE
REVERSE MENTORING PROGRAMME
In 2022 we continued to develop our Unity@Page reverse mentoring programme where
senior leaders are mentored by culturally and ethnically diverse colleagues. We want our senior
team to learn from first hand experiences, ask questions and take their learning back to their
roles and make any changes necessary.
Where everyone can be their true self regardless
of sexual orientation or gender identity
PageGroup has been a long time supporter of the LGBTQ+ community. During Pride
month in June, we held global webinars and celebrated locally in our different offices
allowing allies and members of the community to share stories and continue to solidify
our workplace as a safe space for all our employees.
To be honest, I had no idea what to expect and
it’s been fantastic – we’re just getting going
really! Thank you for organising.
Diego Duque
Manager, Mexico
Oliver Watson
COO, PageGroup (Mentee)
During the webinar, I felt very comfortable with the audience, the support of my local
team and the other members of the event. I was pleased and surprised for so many
people that reached out to me after the event sharing their support. What I really
loved about this event was that a couple of people in my organisation identified with
the topics and were inspired to join the DE&I committee.
I have been fortunate to have the opportunity to be a
part of the NAM DE&I Committee and involved in the
planning for Black History Month in 2022 and 2023. The
consecutive efforts to engage in multiple opportunities
throughout the month for shared learning, understanding,
and engagement coupled with the actionable ways to be
advocates for DE&I are vastly important.
The dialogue shared during the events and the
conversations these campaigns inspire in our offices
are evidence of the positive impact these moments
have on our PageGroup community, both personally
and professionally. It speaks volumes that PageGroup
puts our values into action with a commitment to hold
considerable space for diversity, equity, and inclusion
during Black History Month, and every month.
Arielle Tyus
Senior Recruitment
Consultant, Chicago
Catherine Osaigbovo(cid:31)
Partner, HR and Diversity,
Equity & Inclusion,
Page Executive (Mentor), UK
So proud to
have been part
of this brilliant
programme.
WHERE A MU LT IC ULT UR A L WO RK FO R CE THRI VES
Reverse Mentoring Programme
B E P A R T O F T H E E V O L U T I O N
WHERE O UR JUN IOR CU LTURALLY D IVE RS E C O LLEAGUES
MENTOR OUR S EN IO R LEAD ERS
Agnieszka Kulikowska
Senior Partner, Page Executive, Poland & Global
DE&I Ambassadors Lead
It is empowering to see how engaged we are
at Page in Pride topics! 2022 was especially
abundant in events. Together with the DE&I
teams we organized 2 global panels on what it’s
like to be LGBTQ+ in the workplace and the role
of allies. I had a chance to lead 2 global get-
together events for our LGBTQ+ employees. We
ran numerous local and regional events across
the globe, both in Page and externally. I hope our
internal Pride Network will grow and that we can
do even more in the years to come so everyone
feels welcome, engaged, updated on LGBTQ+
topics, safe and part of a larger community.
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OUR
PEOPLE
A flexible and welcoming workplace
for parents and carers
Families come in all shapes and
sizes and we provide resources,
policies and support that allow our
people to put their family first.
We have refreshed our global
Families at Page community where
our employees can benefit from
each other’s experience and advice.
We know and see the positive
impact of our flexibility policy on our
people – whether it is fathers feeling
empowered or carers being able to
work with flexible schedules.
Becoming a first-time father and working full
time has been a balancing act. It is a great relief
knowing that the new paternity package offered at
PageGroup allows me to take further leave above
my holiday allowance to spend quality time with my
daughter as she reaches key milestones.
Eamonn Richardson
Business Manager,
Page Personnel Finance,
UK
Alyssa Rybicki
HR Director, North America
This year we have improved significantly our
parental polices across our North American
operations and partnered with Bright Horizons
and Kids & Company to enhance our emergency
childcare benefits.
As a new mother, returning to the business, I have
had first-hand experience of how these policies
have enabled me and my family to transition back
into work seamlessly.
Yang Chen
Global Technical Support
Senior Manager, Singapore
Page’s supportive culture has
definitely made everything easier,
especially through our flexible
working arrangements. This has
given me the opportunity to adjust
my working hours and location
to best suit my needs (or I should
say my daughter’s) and my team’s
needs – having an understanding
manager and a group of supportive
peers is invaluable.
OUR
PEOPLE
Creating barrier-free opportunities for
everyone to reach their potential
We know the value of providing a truly inclusive culture which addresses
and removes barriers in the workplace for our employees with disabilities.
We want to create an environment where everyone can thrive. We have
first-hand experience of disability in the workplace, Steve Ingham, our
previous CEO, is a wheelchair user and passionate about disability rights
in the workplace. We know if we can provide a culture that empowers and
enables regardless of perceived limitations, then the talent we unleash for our
business can be remarkable.
As part of unlocking hidden talent, we recently partnered with cloud-
based web accessibility expert Recite Me. The Recite Me toolbar is a
website extension designed to offer users with visual impairments, learning
disabilities, or who are neurodiverse, a truly inclusive online experience with a
range of customisation options to ensure accessibility.
Each year, we raise awareness around International Day of People with
Disabilities. In 2022, over 1,200 people attended our global webinars,
during which a panel of our employees shared their disability. They let our
organisation into their world, opened up about their challenges and shared
what kind of resources make a difference for them.
INTERNSHIP PROGRAMMES AT PAGE
We understand the benefit of supporting initiatives that can change the shape of the business and its outlook and we have expanded our intern
programmes, partnering with Ambitious about Autism and #10000 Black Interns.
I recently had the pleasure of working within the Creative Services team for three months.
As an autistic person, I was welcomed into the team from day one and treated with equal
respect.
I worked on many varied tasks, with some of them out of my remit, but they challenged me
accordingly and helped me learn new skills. I thoroughly enjoyed my time and cannot thank
them enough.
Sid Stolvod
Intern Summer 2022
Before joining PageGroup, I struggled to find a job that would actively help me
accommodate my needs, as I have autism, dyslexia and dyspraxia. Since joining as an
intern, my manager and co-workers have been incredibly understanding, knowledgeable
and active in setting up support systems for me. Things like having meetings every day,
technical accessibility meetings, and having someone to check my work for me have
made a world of difference to me and given me the confidence and tools to thrive within
the workplace. I am now in a full-time position with PageGroup, after my internship
ended, and I couldn’t be more excited!
Saira Ali-Khan
Associate Consultant
I am incredibly grateful to have had the chance to work with incredible people
and learn about how a global FTSE 250 Company operates and I hope to
work at a firm like Page when I graduate.
Tafadzwa Machengo
Intern Summer 2022
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OUR
PEOPLE
HEALTH & WELLBEING
Being an advocate for mental health and wellbeing is a priority for our
business. Our global webinars – ‘World Mental Health Day – Real People,
Real Stories’ – were attended by over 1,600 people. These webinars were
part of our global campaign to celebrate World Mental Health Day;
and included resources, testimonials, guides and learning pieces. This
gave us a platform to raise awareness, inform, support and empower our
people while they were learning from their peers.
We are constantly keeping an eye on the future
particularly as it relates to enhancing our ‘employee
experience’. From the role that workplace flexibility
plays in our business, to engaging technology solutions
to enhance productivity, to supporting employee Health
& Wellbeing through meaningful actions. We’ve made
great strides in ensuring that we deliver an experience
that is both enriching and supportive of our people,
their families, and the broader interests that we
support. The future of working at PageGroup has never
been more exciting!
Greg Tadman
Regional Human
Resources Director,
Asia Pacific
PageGroup supports balancing work and personal life
83%
Favourable
11% 6%
Neutral
Unfavourable
HAVE YOUR
SAY SURVEY
APRIL 2022
PageGroup cares about my health and wellbeing
84%
Favourable
12% 4%
Neutral
Unfavourable
The work culture at PageGroup is positive and motivating
87%
Favourable
10% 3%
Neutral
Unfavourable
OUR
PEOPLE
NURTURING TALENT
Clear career paths are a crucial element of our culture.
These structures and frameworks help our people take
ownership of their career journey, so they can plan their next
steps and reach their potential.
As we mostly promote from within, we strive to provide
our people with the needed tools, skills, and development
resources to help them perform at their best every single
day. Learning opportunities and talent development
programmes play an important part in this.
Our people are crucial to the success of our business, so it is vital that we
invest continuously in their development and support them throughout their
career with us. Our strong focus on talent ensures our people have the
right skills and capabilities to meet business challenges at the right time.
As a result, our people are engaged, motivated, and supported to reach
their potential.
Andrea Corrodus
Global Talent Director
Throughout their career at PageGroup, our employees benefit from a blended learning experience – spanning from the onboarding process to
Senior Leadership development.
We’ve recently updated our global onboarding programmes to provide our new employees with
a consistent and efficient induction. Our digital learning platform is constantly enriched with new
content, giving our employees the opportunity to further develop their skills and knowledge.
We’ve also renewed our leadership development programmes to support our people to
become more effective leaders. The programmes have a greater focus on creating a coaching
culture across the organisation. Our development offerings help our leaders improve their own
coaching skills as well as provide more opportunities for our people to be coached.
Through our annual talent review process, high potential employees
are identified for accelerated development to reach their career goals
and align to our leadership succession plans to ensure the ongoing
success of our business.
Stephen Tan
Regional Talent Development
Director, APAC
The combination of these programmes ensures our people are in
possession of the right knowledge and skills to be successful and
can navigate a world that faces constant change.
Our Purpose states that ‘PageGroup
changes lives’. That’s true for our own
people as much as it is for our candidates
and clients. That’s why we have a clear and
transparent career path with international
opportunities, supported by structured
training and development. We’re proud of
our organic growth and mainly promote
from within – most of our senior leaders
started their life with Page as consultants.
Zoe Glennen
Senior Operating Director, UK
Nearly 1 in 6 workers in the UK are
affected by mental health problems
each year, yet there is still a stigma
around mental health. In 2016,
we launched our Mental Health
Champions programme and I was
really keen to get involved after
suffering from depression myself
that year. The journey we’ve been
on in the last 5 years has been
incredible and so many people
have shared their stories, which has
helped to normalise mental health.
I found that sharing my own
personal experience, in my role
as a Senior Director, has helped
to create a much more open and
supportive environment within my
teams. I have used everything I
have learnt to help others, allowing
them to be themselves at work and
perform at their best.
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OUR CULTURE
OUR
PEOPLE
REWARDS & RECOGNITION
Recognition is the cornerstone of our culture and rewarding
our people goes beyond financial benefits. We take time
to recognise the contributions that our employees make to
our business and Customers. Our reward schemes include
a wide range of benefits, for example, the option to take
extra holidays, access to retail, leisure, health and wellbeing
discounts.
Recognising our people’s performance, promotions, hard work,
and value that they bring to their roles is critical to retaining
them and developing their careers. We proudly celebrate
achievements, milestones and the people behind them, no
matter where they are based. This year we celebrated work
anniversaries, team performance and promotions by hosting
team celebrations and virtual events. Our internal online
communication tool, Yammer, allows every single employee
to celebrate and recognise the achievements of their team
members and colleagues around the world.
In 2022, with the rate of inflation increasing in many countries,
we recognised that financial wellbeing was a concern for
many of our employees. The Board felt it was important that
we navigate the cost-of-living crisis together. We were aware
that it was our junior employees who were most impacted by
everyday rising living costs. In order to relieve this, a cost-of-
living payment was awarded to those employees in markets
where this needed to be addressed.
HAVE YOUR SAY SURVEY
APRIL 2022
I am rewarded fairly for my contribution to PageGroup
Barbara – celebrating 35 years
with PageGroup
Global Leadership Conference – October 2022
67% 20% 13%
Favourable
Neutral
Unfavourable
The benefits provided by PageGroup are competitive
Celebrating in Manchester-the
Q4 High Flyers
Veronica – celebrating
5 years with PageGroup
64%
Favourable
20% 16%
Neutral
Unfavourable
When I do an excellent job, my accomplishments
are recognised.
86%
10% 4%
Favourable
Neutral
Unfavourable
10th Anniversary of our Taiwan office
OUR
PEOPLE
LISTENING
Listening and acting on feedback
from our people is in our DNA,
which is why we have expanded
our Shadow Board programme.
We now have 13 Shadow Boards
globally and launched our first
Executive Shadow Board. Country
shadow boards feed back ideas
and initiatives to local market
management and the Executive
Shadow Board tackles strategic
themes for the business, such as
sustainability, flexibility, inclusion,
innovation and Customers,
and ways of working with their
Executive Board colleagues to
make Page better for everyone.
SHADOW BOARD
The overall experience was great. I loved getting an insight into
our global business and how different regions tackle issues
like DE&I, ESG and retention. Having the opportunity to work
on a Culture and DE&I project topic for the Executive Board,
presenting to them, and having our recommendations accepted
was rewarding and encouraging.
The Shadow Board demonstrated to me the exceptional
diversity of thought and talent that works for PageGroup
globally. The opportunity to engage with a number of board
members, directors, various functions and issues was a
fantastic experience which expanded my perspective and has
allowed me to take several ideas back to the Perth office.
Joanna McCrae
Executive Shadow
Board Member
Kyle Burnett
Executive Shadow
Board Member
Ravinder Shergill
Group Support Services HR Director,
Co-sponsor of the Executive
Shadow Board
I am thrilled to see the
impact the Executive
Shadow Board has made.
It has been a real pleasure
to watch the members
challenge the Executive
Board and grow in their
own personal development.
Their ideas, support and
input across a range of
issues has been really
refreshing. I would like to
thank each of the members
for their hard work and
contribution to building
something really special.
Increases
engagement
Supports
and develops
shared
leadership
skills
Gives people a
platform to have
a voice, share
their ideas and
perspectives
An opportunity to
build a network of
peers and connect
with Stakeholders
BENEFITS OF
A SHADOW
BOARD TO THE
MEMBERS
Aspirational
programme
More visibility
and access which
Shadow Boards
can deliver
Demonstrates
that individuals
are valued
An
opportunity
to challenge
the status quo,
make a
difference, have
a real impact and
be brave and bold
with suggestions
37
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OUR CULTURE
OUR
CUSTOMERS
Our continued focus on Customer excellence means we stay true to our
Purpose of changing lives.
The strength of Customer relationships, built through our people and
technology, helps us stand out in the market.
RESULTS FROM OUR CUSTOMER SATISFACTION SURVEY 2022
83% Satisfied Candidates 90% Satisfied Clients
Eamon Collins
Chief Customer Officer
Our Customers’ experience and their feedback
is a direct reflection of our culture and we
always look for ways to improve our services
and meet client and candidate needs. We work
hard to add value to our clients’ businesses and
candidates’ careers. We listen through regular
survey check-ins, we provide insights to help
their decision-making, and we aim to offer the
best service, so they don’t ever have to look
elsewhere.
We are proud to work with every client –
whether they are a large and recognisable
brand or a small or medium-sized enterprise.
The service and expertise we provide aims
to help them reach their potential, grow their
business and maximise the efficiency of their
teams. We also understand the needs of our
clients in DE&I, which is why we offer our
expertise to help attract a diverse candidate
pool.
Understanding our Customers is critical to our
success and our Customer fluency continues
to increase across all regions. Consistent levels
of communications have been seen in global
and regional Yammer groups, highlighting
to all our people key facts and figures of
Customers, recognising significant efforts
at driving Customer service and embedding
data and insights to empower more relevant
conversations with contacts.
Our Page Insights suite of products continued
to mature, with Customer and Market Insights
helping our Customers make better decisions.
We use a measurement methodology as part of
our Completely Customer programme to ensure
we keep accelerating and elevating Customer
relationships. Indicators such as repeat
business, specialism engagement, referrals and
satisfaction scores for both candidates and
clients are aggregated, resulting in a Customer
score for each of our markets. These metrics
are regularly reported upon and shared with our
senior leaders who, in turn, can address areas
of improvement.
CULTURE AND THE BOARD
The Board is responsible collectively for
the Group’s culture. Twice a year the
Board holds dedicated sessions to review
and monitor the status of the Group’s
Culture and Engagement Framework
and to identify any relevant gaps or
areas it wishes to focus upon. The Board
considers these sessions highly effective
in spotting trends and to assess progress
being made on culture and engagement
initiatives running across the Group.
This enables the Board to shape and
decide future actions. For example, in
2022 the initial Culture and Engagement
Framework review session prompted the
Board to request a Gender Tracker tool
to be built to enable monitoring of gender
balance across the global workforce in
real time and this was implemented by
year-end.
The format of the sessions enables
the Global Diversity, Equity & Inclusion
Director to share and discuss with the
Board data and insights on the Group’s
Culture and Engagement Framework.
Key items that were considered in the
2022 sessions are set out in the table
opposite.
The Board is committed to leading a culture that
is aligned to the Group’s values and offers an
inclusive and diverse environment that attracts and
retains talented people. Through our active culture
framework, reporting tools and direct engagement
with our people, the Board ensures that collectively
PageGroup is positioned to deliver on its Purpose of
changing lives.
Anouska Perera
Deputy General
Counsel
Survey data: annual ‘Have Your Say’,
Pulse, Onboarding and Exit Surveys
Implementation and review
of Global Gender Tracker
Shadow
Boards
Intern and Reverse
Mentoring Programmes
Resources for global
DE&I Teams
Retention and maternity
return figures
Career Progression
and Mobility
Spotlight on
Ethnic Diversity
Health and
Wellbeing initiatives
Rewards and
Recognition
EMPLOYEE & CUSTOMER VOICE
Employee Voice is heard in the Boardroom
through a wide range of activities. Each and
every member of the Board is responsible
for engaging with the workforce. The Board
considers this to be the most effective
engagement approach for the Group as
the various engagement activities provide
meaningful dialogue with multiple points of
contact with different members of the Board.
This ensures that the Board is genuinely
close to the issues that matter most to our
people. For 2022, the Board considers
that there has been strong and effective
engagement with the workforce throughout
the year.
Employee Voice is embedded into the
work of all our Main Board Directors. The
Board has a standing agenda item for
Board members to share and discuss
the Employee Voice activity that each has
undertaken since the previous meeting.
There are a range of qualitative and
quantitative measures to understand the
voice of employees. In terms of quantitative
data points, the Board reviews in-depth the
survey data outputs form the annual Have
Your Say survey and life-cycle surveys to
help it understand employee sentiment.
All Board members also review reports to the
Group’s Speak-Up helpline to ensure they
have visibility of any issues that may exist.
The Group’s Executive Shadow Board is
now well-established and is a qualitative
measure of employee voice. Executive
Shadow members were invited to attend
and discuss their experiences with Board
Directors. Additionally, high potential talent
were provided with regular access to
Board members in 2022. This access was
supplemented with a programme of office
visits, made more possible in 2022 as the
threat posed by the pandemic receded.
For example, a number of Non-Executive
Directors were able to attend the Company’s
senior leadership conference in Barcelona
and the Chair spent additional time in a
number of our office locations and attended
Company-run webinars.
Executive Directors also present Global Live
Events inviting the entire workforce to join
these regular business updates involving
presentations from Directors who then
answer questions which can be asked ‘live’
by attendees. Board members also have
access to Yammer, our widely adopted
internal social networking tool, which means
they can keep pace with events across the
organisation as they happen.
Understanding the experiences and
views of our Customers is of the upmost
importance to the Board. In order for the
Group to succeed it must continue to meet
and understand Customer expectations.
Understanding our Customers is a key
pillar of our culture. Accordingly, the culture
sessions mentioned above dedicate time
to understanding key Customer metrics
and the progress of the Group’s Completely
Customer programme, reviewing areas
such as repeat business, NPS scores
and specialism engagement. This is
complemented with a report from the Chief
Customer Officer on Customer initiatives
throughout the year. The Board, Executive
Board and Chief Customer Officer review
these Customer measures to ensure
the Group’s strategy and investment
decisions match our Customer needs and
expectations.
For further details of the Board’s
understanding of the Company’s
Stakeholders, including employees and
Customers and their engagement with them,
please see pages 65 to 70.
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BEST-IN-CLASS
EMPLOYER AWARDS
EUROPE
APAC
LATAM
NAM
UK
41
SUSTAINABILITY
INTRODUCTION FROM JOANNA BONNETT,
HEAD OF SUSTAINABILITY
The Sustainability agenda at PageGroup continues to move at pace. In
2022, our focus was to accelerate action against the ambitious targets
we set at the start of the decade. This requires sustainability to be truly
embedded across our business and from the top to the bottom. To drive
this change, sustainability metrics now form a component of the CEO and
CFO’s Employee Single Incentive Plan (ESIP) remuneration (pages 102
and 114). In 2022, we also expanded internal reporting and launched a
sustainability training programme across our Managing Director population.
Environmental – PageGroup has a commitment to become Net Zero
operationally with the ambition of becoming carbon positive by 2026.
In 2022, Scope 1 and 2 emissions decreased by 30% compared to
2021 and 55% compared to our 2019 baseline year. This is due to the
continued success of our energy transition to renewables as well as
changes to the way we estimate any gaps in our data. It was achieved
despite our business growing with our headcount increasing by more
than a third, and in part due to updates in our reporting processes. In
2022, 58% of our offices were powered by renewable energy. Our Scope
3 emissions have increased this year, driven by an increase in headcount
and return to pre-covid business activities. We recognise the need to
reduce our Scope 3 emissions and are working on setting science-based
targets. We are committed to extensive and transparent GHG emissions
disclosures and have received assurance for Scope 1, 2 and 3 emissions.
Social – PageGroup has a commitment to positively change one million
lives and to be gender 50/50 in Senior Management, both by 2030. We
changed more lives in 2022 than the previous two years, a testament
to both the number of placements we have made as well as record
participation in our social impact programmes. We remain on track to meet
our gender target, with 43% of Senior Management now women.
Governance – Over the coming pages, you will find a comprehensive
summary of our greenhouse gas reporting and Task Force on Climate-
related Financial Disclosures (TCFD), as well as a few highlights from
our social impact programmes. During 2022, PageGroup continued to
engage externally on ESG related topics. For example, we produced our
first ‘Communication on Progress’ report against the ten principles of the
UN Global Compact. And, in the same period, we were delighted to have
improved our scores across ESG ratings, including our ISS “Environmental”
score from a 6 to a 4 and our CDP score from a C to B rating.
For further details, please see PageGroup’s 2022 Sustainability
Report.
ACCREDITATIONS
FRANCE
SPAIN
SWITZERLAND
WE SUPPORT
Since 2021, PageGroup has been
committed to the UN Global
Compact corporate responsibility
initiative and its principles in the
areas of human rights, labor,
environment, and anti-corruption.
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TASK FORCE ON CLIMATE-RELATED FINANCIAL
DISCLOSURES (TCFD)
PageGroup is reporting in accordance with the recommendations of the Task Force for Climate-related Financial Disclosures (TCFD).
TCFD consistent disclosures are designed to allow Stakeholders to assess the possible impact of climate change on the business as well as
understand the steps we are taking to manage these risks. PageGroup’s climate-related disclosures consistent with the 11 recommended
disclosures under the four TCFD pillars can be found on the following pages.
GOVERNANCE
GOVERNANCE A): DESCRIBE THE BOARD’S OVERSIGHT OF CLIMATE-RELATED RISKS AND
OPPORTUNITIES.
GOVERNANCE
to the Committee. Gary James retired at the end of 2022 and is replaced by Rebecca Grattan, who will take his place
on the Sustainability Committee in 2023. The Sustainability Committee reports to the plc Board and the Executive
Board on a bi-annual basis.
The Head of Sustainability is responsible for the identification of climate-related risks, as well as driving carbon reduction
and risk mitigation strategies through the business. The Head of Sustainability also provides internal sustainability
reports – including performance on key metrics that drive climate impact, such as business travel, to country Managing
Directors on a bi-annual basis. Climate-related issues are raised by the business to the Sustainability Committee via
the Head of Sustainability. The Head of Sustainability has bi-annual meetings with regional Managing Directors, Finance
Directors and HR Directors, as well as working groups for climate-related topics such as recruitment into ESG roles and
green jobs. Sustainability and climate change was also on the agenda at the global 2022 Managing Director conference
with members of the Sustainability Committee in the session.
STRATEGY
STRATEGY A): DESCRIBE THE CLIMATE-RELATED RISKS AND OPPORTUNITIES THE ORGANISATION
HAS IDENTIFIED OVER THE SHORT, MEDIUM, AND LONG TERM.
The plc Board provides ultimate oversight and governance over PageGroup, including the Sustainability programme.
During 2022, Sustainability formed part of the Board’s agenda, with a focused session held with the Head of
Sustainability. The session consisted of an in-depth presentation and Q&A on climate, environmental, social and
governance-related matters. The Board reviewed and discussed PageGroup’s progress against strategy, ability to
meet current and future regulation including science-based targets, the wider ESG governance and Stakeholder
ecosystem. In addition, the Board reviewed progress against any action it considers required. Throughout the year,
dedicated updates and all minutes of the Sustainability Committee were made available to the Board.
The Audit Committee balances the risk of climate change and of the broader definition of sustainability against the
wider risks posed to the Group as set out on pages 55 to 63. As part of the ongoing internal audit of risks and
controls, sustainability was included within the Audit Committee’s review. There were no material risks arising*.
In 2020, the Sustainability Committee was formed as a formal sub-committee of the Board. This is described in
more detail below. In 2022, the Remuneration Committee incorporated sustainability metrics to the CEO and CFO’s
ESIP remuneration as set out on page 114.
The plc Board and Board committees mentioned above consider climate-related issues in guiding PageGroup’s
overall strategy, risk management, business plans and budgets. For example, the Board ensures the business
balances risks and opportunities across the entire spectrum of sustainability, including climate change, as part of
PageGroup’s risk management process. Also in 2022, sustainability was added as one of the business’ key vision
statements. Costs for climate-related activities, such as the investment in carbon removals to offset PageGroup’s
GHG emissions, are included in annual global budgets.
The plc Board receives an annual update on progress against the goals and targets for addressing climate-related
issues as set out on page 48 from the Sustainability Committee allowing it to provide feedback on current status.
GOVERNANCE B): DESCRIBE MANAGEMENT’S ROLE IN ASSESSING AND MANAGING CLIMATE-
RELATED RISKS AND OPPORTUNITIES.
The Executive Board (see pages 83 to 84) has day-to-day management of PageGroup, including the sustainability
programme. The Executive Board ensures focus on sustainability at a local and regional level. Five percent of the
CEO and CFO’s ESIP remuneration is linked to achieving the Group’s four sustainability targets including progress to
combat the efforts of climate change, as detailed in section Metrics and Targets c).
PageGroup’s principal body for identifying, managing, and addressing climate-related issues is the Sustainability
Committee, which was established in 2020. The Sustainability Committee meets quarterly to discuss sustainability at
PageGroup, including climate-related risks and opportunities and the associated climate-related goals and targets.
The Sustainability Committee monitors progress against climate goals and targets, supports country management
and Group functions on sustainability and climate matters, and discusses recommendations to be taken to the
Board. In 2022, this included discussions around Stakeholder expectations and communication – including how to
engage and inspire our employees to support our climate vision and training, accountability, and incentives for our
Managing Director population. The committee also reviewed PageGroup’s carbon offsetting approach including an
assessment of future costs and it conducted a ‘deep dive’ assessment of corporate business travel and implications
for PageGroup’s carbon footprint.
The Sustainability Committee is chaired by Kelvin Stagg, Chief Financial Officer. By sitting on the plc Board, the
Executive Board and on the Sustainability Committee, the CFO can drive tangible change across the organisation.
Other members of the Sustainability Committee in 2022 were Joanna Bonnett (Head of Sustainability), Eamon
Collins (Chief Customer Officer), Patrick Hollard (Regional Managing Director LATAM), Gary James (Chief People
Officer), and Olly Watson (Chief Operating Officer). May Wah Chan (Director, Malaysia) and Samira Touam (Head of
Internal Communications) are also members of the Sustainability Committee to bring wider employee perspectives
* As per page 47, for the purpose of TCFD reporting, material risks are considered as those with a potential impact of more than ten percent
of gross profit.
At PageGroup, we define short term as 0-1 year, medium term as 1-5 years, and longer term as 5+ years, as these
are aligned to the business’ strategy and planning time horizons. A brief description of the identified risks and
opportunities is included below. Sections Strategy b) and c) then outline the impact of the risks, our risk mitigation
strategies and the strategic implications. We believe the overall impact of climate-related risks to be low or negligible
and we consider that we have strong processes and strategies in place to mitigate these risks and take advantage of
the opportunities. The risks outlined below have been identified in accordance with the processes described in Risk
Management section a).
Physical risks:
• Acute physical: Reduced revenue due to workforce disruption during extreme weather events. Extreme weather
events such as floods, cold extremes, and heatwaves, have the potential to impact our direct operations by
restricting our employee’s ability to get to work, or communicate with candidates and clients. This risk is already
being felt in some countries such as Indonesia and could be exacerbated in the medium to long term.
• Chronic physical: Increased costs or reduced revenues from disruption to operations in “high risk” locations.
Like all other businesses, chronic changes to weather conditions may have an impact on our physical office
locations, or the locations of our employees in the medium to long term.
Transition risks:
1. Regulation: Failure to comply with current and emerging GHG regulation. In the short-term, PageGroup is
already subject to current GHG emissions & climate risk reporting requirements and regulation. Going forward,
regulation is likely to become more stringent in many regions where PageGroup operates. We will continue to
monitor, anticipate, and keep pace with changes to regulation to ensure compliance in the medium to long-term.
2. Market (energy): Increased costs because of higher energy prices. PageGroup is reliant on several elements
to achieve its carbon reduction plan, including the procurement of renewable energy. We also voluntarily use
credible carbon offsets to neutralize residual emissions. There is a risk in the medium term that the availability of
renewable electricity may become limited, or that the cost will increase. Also, the cost and availability of quality
carbon offsets is uncertain, and costs could increase over time.
3. Market (client disruption): Reduced revenue from decreased demand for services from clients in ‘high risk’
sectors. Given the nature of our business, the impact of climate change can come through our client base.
Market risks and opportunities will arise from client disruption in sectors and regions which are likely to be most
impacted by climate risk, potentially leading to reduced demand for recruitment services. For example, this would
include clients in heavy carbon emitting sectors. As demand for services in certain sectors shifts, this may also
require PageGroup recruitment consultants to develop new or evolved specialisms for example in the field of
green jobs. This risk could be felt in the medium to long term.
4. Reputation: Reduced revenue from decreased demand for services and negative workforce impacts,
if PageGroup were to fail to meet client, Shareholder, and employee expectations around decarbonisation.
PageGroup has observed an increasing interest and focus on its climate performance from Stakeholders. Failure
to act sufficiently may result in loss of clients and/or higher employee attrition in the medium to long-term. Equally,
demonstrating leadership and taking action creates an opportunity to increase revenues with stronger climate
credentials leading to increased demand for PageGroup services from new and existing clients.
Transition opportunities:
5. Products & services: Increased revenue from increased demand for low carbon services. There will be
opportunities in emerging clients, sectors and roles that are likely to grow quickly during a transition to a low
carbon economy. We believe climate change and the required business upheaval will create an opportunity for
PageGroup in the medium to long term in the form of the transition creating new and changing employment
opportunities. This will also provide an opportunity for our Recruitment Consultants to expand their careers and
specialisms to focus on those sectors and roles most profitable under a low carbon economy, for example in the
field of green jobs.
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STRATEGY
The table below details the impact and resilience of the business against each risk and opportunity.
STRATEGY
6. Resource efficiency: Reduced operating costs through energy efficiency gains and limiting business travel
spend. PageGroup is reliant on several elements to achieve its carbon reduction plan, including improving
energy efficiency in buildings and reviewing business travel. These activities have dual benefits of reducing GHG
emissions and reducing cost in the short and medium term.
PHYSICAL
Risk
Likelihood &
Gross Impact
Resilience and management response
STRATEGY B): DESCRIBE THE IMPACT OF CLIMATE-RELATED RISKS AND OPPORTUNITIES ON THE
ORGANISATION’S BUSINESSES, STRATEGY AND FINANCIAL PLANNING.
The risks and opportunities have been assessed to consider their impact on our businesses, strategy and financial
planning. This size of the impact is described in the table overleaf.
Impact of climate risks and opportunities on PageGroup strategy:
The PageGroup Vision is to increase the scale and diversification of PageGroup by growing organically existing and
new teams, offices, disciplines, and markets.
Acute physical: Reduced revenue
due to workforce disruption during
extreme weather events.
Likely
Low impact
PageGroup is well mitigated against this risk under all scenarios that have been
assessed. We have virtual working in place globally, and our employees can work
and communicate with clients and candidates from either the office or home.
Chronic physical: Increased costs
or reduced revenues from disruption
to operations in “high risk” locations.
Likely
Low impact
The majority of PageGroup’s offices are located in countries where, generally,
vulnerability to climate change is relatively low and readiness to improve resilience
in the context of climate change is relatively high. PageGroup is also well mitigated
against this risk as we operate 3-10 year leases, offering lots of flexibility for shifting
office locations. This risk is managed by local Managing Directors and those making
office decisions.
Of all climate-related risks & opportunities, those with the largest impact on our business come through our client
portfolio; the risk of losing revenues from clients in geographies and sectors that are going to be most disrupted
by climate change or the transition to the low carbon economy, and the opportunity to grow revenues from clients
aligned to a low carbon economy.
TRANSITION
Risk
PageGroup’s three key objectives to achieve its strategic vision (pages 7 to 8) are well positioned to capitalise on
these opportunities and mitigate risks.
1. Look for organic, high-margin and diversified growth. Our strategy to expand and diversify the business
by industry sectors, professional disciplines, geography and brands means PageGroup is not highly exposed
to high carbon emitting industries. And it enables PageGroup to move into new markets and new professional
disciplines alongside the transition to a low carbon economy.
2. Position the business to be scalable efficiently and highly flexible to react to market conditions. The
ability to respond quickly to changes in market conditions is critical to managing the business through economic
cycles. The PageGroup strategy therefore allows us to adapt rapidly to any shock from climate-related risks or
quickly capitalise on opportunities.
3. Nurture and develop our people, driving our meritocratic growth model. PageGroup has limited
physical/capital assets. However, our employees are key to our long-term success. We will ensure that our own
employees are supported through any climate-related disruption to their specialist recruitment areas, including
through training and development focused on green sectors and green jobs.
We assessed the strategy above against the physical and transitional climate-related issues described in the table
overleaf and concluded the existing overall business strategy is well positioned to mitigate any risks faced by
PageGroup and maximise the opportunities.
Regulation: Failure to comply
with current and emerging GHG
regulation.
Likelihood &
Gross Impact
About as likely
as not
Low impact
Market (energy): Increased costs
because of higher energy prices.
About as likely
as not
Low impact
More likely than
not
Low impact
Reputation: Reduced revenue
from decreased demand for
services and negative workforce
impacts, if PageGroup were to fail
to meet client, Shareholder and
employee expectations around
decarbonisation.
PageGroup’s sustainability strategy has also been developed to mitigate against climate risks and take advantage
of the opportunities. Notably our target to become Net Zero operationally and to establish a meaningful global
sustainability business. These targets were established in 2020, in recognition of the unique role that PageGroup,
as a recruitment Company, can play in the transition to a low carbon economy.
Market (client disruption):
Reduced revenue from decreased
demand for services from client’s in
‘high risk’ sectors.
About as likely
as not
Low impact
Impact of climate risks and opportunities on financial planning:
Climate risks and opportunities are embedded into financial planning. The PageGroup global sustainability team
budget is approved by the Sustainability Committee annually, to include costs to deliver our climate strategy. The
allocation of budget for sustainability and climate-related issues is made on the basis of project-specific business
cases and the overall plan for the sustainability function. Costs for business travel, office leasing, and employee
benefits, such as Company car offerings are managed via local budgets, which are reviewed and approved annually.
PageGroup’s only committed debt facility is also linked to sustainability targets, including a reduction in Scope 1 & 2
emissions intensity.
STRATEGY C): DESCRIBE THE RESILIENCE OF THE ORGANISATION’S STRATEGY, TAKING INTO
CONSIDERATION DIFFERENT CLIMATE-RELATED SCENARIOS, INCLUDING A 2°C OR LOWER
SCENARIO.
PageGroup is resilient to the impact of climate-change under different climate-related scenarios, including a 1.5°C,
a 2°C and a 8.5°C scenario. An assessment of the risks & opportunities found most to be negligible or low risk.
PageGroup’s GHG emissions reductions targets and sustainability function are in place and established to mitigate
against regulatory and reputational risks. PageGroup’s business strategy means revenues are diversified across
industries, geographies and disciplines, allowing PageGroup to respond to climate-related disruption and capitalise
on opportunities, under any climate scenario.
OPPORTUNITY
Risk
Products & services: Increased
revenue from increased demand for
low carbon services.
Resource efficiency: Reduced
operating costs through energy
efficiency gains, limited business
travel spend.
Likelihood &
Gross Impact
More likely than
not
Low to medium
impact
More likely than
not
Low impact
Resilience and management response
PageGroup has a sustainability team and legal team that monitor emerging regulatory
obligations. PageGroup is currently in compliance with all mandatory regulation and
is reviewing emerging regulation such as updates to EU Corporate Sustainability
Reporting Directive (CSRD). Management for this risk sits with the Head of
Sustainability & the Sustainability Committee.
PageGroup has a target to be Net Zero operationally by 2026. A key element of
this is to reduce energy consumption and reduce GHG emissions, thus reducing
PageGroup’s reliance and exposure to energy price fluctuations and the cost of
carbon offsets.
PageGroup has a target to be Net Zero operationally by 2026 and has
comprehensive GHG emissions disclosures. PageGroup is making strong progress
in reducing Scope 1 & 2 emissions. Whilst we acknowledge there is an underlying
risk attached to our reputation, we believe our response to date as well as our future
plans will effectively mitigate the risk. The Sustainability Committee and the Head of
Sustainability have overall responsibility to review carbon targets and GHG reduction
plans, and performance to ensure PageGroup is meeting Stakeholder expectations.
The Group’s strategy is to expand and diversify its client-base by industry sectors,
professional disciplines, geography, and brands. Therefore, PageGroup is not
exposed heavily to any one sector, geography or individual markets or businesses.
There is also an opportunity for increased demand in recruitment services – and
therefore greater revenues - from clients that will grow and have strong business
performance during the transition to a low carbon economy, for example those in the
renewable energy sector.
Resilience and management response
PageGroup has a target to establish a meaningful sustainability business by 2026
and has made strong progress in growing it year on year. The Head of Sustainability
along with a working group of senior leaders across operations is tasked with
monitoring progress and growing the new business discipline of ‘sustainability’.
PageGroup has a target to be Net Zero operationally by 2026, and part of this is
already driving energy efficiency across offices. PageGroup’s existing decarbonisation
activities will drive some cost savings (e.g. business travel). Therefore, PageGroup is
already taking advantage of this opportunity. The Sustainability Committee and the
Head of Sustainability have overall responsibility to review carbon targets and GHG
reduction plans.
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STRATEGY
Key
Low
Medium
For the purposes of TCFD reporting, impact thresholds are defined as below.
<5% of annual gross profit
5-10% of annual gross profit
RISK
MANAGEMENT
RISK
MANAGEMENT
High (material)
>10% of annual gross profit
METHODOLOGY
Physical: The Physical risk assessment was undertaken by the third-party supplier Ecometrica and covered a
range of scenarios covering a baseline data set (1981 – 2010), 1.5°C and 2°C Paris Aligned Scenarios and a
‘worst case’ scenario using 8.5°C. The analysis looked at nine risk indicators, covering changes in frequency and/
or duration of floods, drought, heatwaves, and exposure to risk from sea level rises across 2030, 2040, 2050 and
2090 timeframes. PageGroup’s offices were assessed for contextual country-based vulnerability to climate change in
terms of six key themes (food, water, health, ecosystem service, human habitat, and infrastructure) and readiness to
improve resilience. This took into consideration economic, governance and social readiness, using the Notre Dame
Global Adaptation Initiative (ND-GAIN) indicator.
Transition: The Transition risk assessment leveraged the 2021 Climate Biennial Exploratory Scenario (CBES) to
review risks and opportunities. It used both the Early Action and Late Action scenarios where global warming is
limited to 1.8 °C by 2050. Under the Early Action scenario climate policy is ambitious from the beginning whereas
under the Late Action policies are assumed to be delayed and are therefore more sudden and disorderly. Our
high-level analysis combined internal Company data such as GHG emissions and revenues by sector with variables
from the CBES such as industry-level real gross value projections to estimate revenue exposure to climate-sensitive
sectors across 2030, 2040 and 2050 timeframes.
RISK MANAGEMENT A): DESCRIBE THE ORGANISATION’S PROCESSES FOR IDENTIFYING AND
ASSESSING CLIMATE-RELATED RISKS.
Climate-related risks are integrated into a multi-disciplinary Company-wide risk management process (see Risk
Management section c) as well as in a specific climate related risk management process. In 2021, the Head of
Sustainability commissioned Ecometrica, a climate risk assessment expert, to carry out a climate change risk
assessment to provide climate risk resilience solutions for the Group’s 140 sites across the globe. The risks identified
through the Ecometrica analysis (outlined in Physical risks, see above table) were discussed and actioned by the
Sustainability Committee. In 2022, further analysis was undertaken to review the transition risks, particularly focused
on PageGroup’s market exposure to client revenues from high carbon emitting sectors.
RISK MANAGEMENT B): DESCRIBE THE ORGANISATION’S PROCESSES FOR MANAGING CLIMATE-
RELATED RISKS.
The Sustainability Committee is tasked by the Board with leading on the assessment and management of climate-
related risks and opportunities. Plans to mitigate, transfer, accept or control top and emerging risks identified are
discussed and monitored and adjusted as required by the Group Head of Sustainability who sits in a Sustainability
Committee chaired by CFO. The response strategy and management for specific climate risks is outlined in the table
above. A description of prioritisation and materiality is covered in Risk Management section c).
RISK MANAGEMENT C): DESCRIBE HOW PROCESSES FOR IDENTIFYING, ASSESSING, AND
MANAGING CLIMATE-RELATED RISKS ARE INTEGRATED INTO THE ORGANISATION’S OVERALL RISK
MANAGEMENT.
Climate related risks are assessed within the annual cycle of enterprise risk assessment. Risk is the responsibility
of the Head of Internal Audit and risks are owned by functional units across the organisation. Risk surrounding
climate sits with the Group Head of Sustainability. The status of risk and controls are reported formally twice annually
– and include an assessment of climate and sustainability-related risks, controls and mitigating actions – which
is conducted by the Sustainability team using insights and knowledge from the local teams in country. Climate-
related risks are categorised based on PageGroup’s existing risk impact and likelihood thresholds and categories
(financial, strategic, people, operational). With the scenario analysis described in Strategy section c) enabling the
broad assessment of financial impact. Categorising risks in this way allows for relative comparison and prioritisation
of climate-related risks, as well as comparison and prioritising against broader emerging and principal business risks
as part of the annual cycle of enterprise risk assessment. Existing and emerging regulatory requirements relating to
climate change – such as mandatory disclosures on GHG emissions and carbon transition plans – are included as
part of PageGroup’s risk assessment.
The Sustainability Committee is responsible for monitoring progress against sustainability targets, as well as
implementing the Group’s strategy and contribution to the environment and social impact. The Committee meets
quarterly to discuss sustainability strategy and any substantive climate-related risks, controls and mitigating actions.
The Committee is accountable for reporting to the Board on the progress of the Group’s sustainability agenda twice
annually, including material climate-related risks. The Board received results of the full review in August and a written
follow-up in December. Our December review fed into our statements on risk in the Annual Report and Accounts.
This risk statement integrates an oversight of climate-related issues throughout our governance structure. PageGroup
provides a breakdown of its climate related risks, TCFD reporting and current environmental footprint and associated
carbon emissions annually in its Annual Report and Accounts, and its Sustainability Report.
METRICS AND
TARGETS
METRICS AND TARGETS A): DISCLOSE THE METRICS USED BY THE ORGANISATION TO
ASSESS CLIMATE-RELATED RISKS AND OPPORTUNITIES IN LINE WITH ITS STRATEGY AND RISK
MANAGEMENT PROCESS.
PageGroup uses a range of metrics to assess and manage climate-related risks & opportunities including Scope 1, 2
and 3 GHG emissions – including emissions from its supply chain, employee homeworking & commuting. Current and
historic performance against these metrics can be found on page 50.
PageGroup monitors revenues from its ESG/sustainability recruitment business to assess its alignment with the
opportunity to provide a low carbon service offering. In 2022, net fees from the sustainability business increased by
120% compared to 2021. Performance on this KPI can be found on page 11 of the Sustainability Report.
Internally, PageGroup tracks and reports these metrics at a country level to ensure activity at a local level.
An internal price on carbon is not currently applied.
METRICS AND TARGETS B): DISCLOSE SCOPE 1, SCOPE 2 AND, IF APPROPRIATE, SCOPE 3
GREENHOUSE GAS (GHG) EMISSIONS AND THE RELATED RISKS.
Scope 1, 2 and 3 GHG emissions are disclosed on page 50.
METRICS AND TARGETS C): DESCRIBE THE TARGETS USED BY THE ORGANISATION TO MANAGE
CLIMATE-RELATED RISKS AND OPPORTUNITIES AND PERFORMANCE AGAINST TARGETS.
PageGroup has four global sustainability goals. Two of these goals – listed in the table below – have been developed
to ensure PageGroup is appropriately mitigating against the risks that climate change presents, as well as taking
advantage of the opportunities. Five percent of the CEO and CFO’s ESIP remuneration is linked to the achievement of
PageGroup’s four sustainability goals, including the two climate-related targets. Further details of overall performance
against the sustainability goals can be found in the PageGroup’s 2022 Sustainability Report.
Target
Base year End year Key performance
Methodology
indicators
2019
2026
Absolute Scope 1 & 2
GHG emissions
GHG emissions are calculated
in line with GHG protocol.
Net Zero operationally by
2026. This means reducing
our Scope 1 and 2 emissions
to as close to zero as possible
and using carbon offsets for
emissions we cannot reduce.
Establish a meaningful
sustainability business
2020
2026
Percentage of net
fees generated from
sustainability roles
Sustainability roles are defined
as those with responsibility for
improving the sustainability
or ESG performance of an
organisation e.g. ESG Analyst,
Sustainability Manager.
As a Company that is headquartered in the UK and is listed in the FTSE 250, PageGroup has considered the UK’s
Net Zero commitment under the Climate Change Act 2008 (as amended in 2019). Our operational commitment is well
ahead of the UK government timeframe, representing PageGroup’s commitment to tackle climate change. We are
working on setting a science-based target that will include Scope 3 GHG emissions.
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GHG EMISSIONS
In accordance with the Large and Medium-sized Companies and Group (Accounts
and Reports) Regulations 2008 as amended by the Companies (Directors’ Report)
and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018,
and the Streamlined Energy and Carbon reporting requirements, PageGroup
reports on all Scope 1 – direct greenhouse gas (GHG) emissions (relating to the
combustion of fuel and the operation of any facility); Scope 2 – energy indirect GHG
emissions (through the purchase of electricity, heat, steam or cooling); and Scope
3 – other indirection emissions. In 2022, PageGroup conducted a thorough Scope
3 screening and it now reports on all relevant and material Scope 3 categories. This
has resulted in the expansion of Scope 3 reporting in 2022 to include purchased
goods and services and employee commuting. 2021 emissions for these categories
have also been retrospectively calculated and reported.
Data for our sustainability reporting covers the period 1st October 2021 –
30th September 2022. All emissions have been calculated in line with the GHG
Protocol Corporate Reporting Standard using our Sustainability Platform from
Ecometrica, an external SaaS provider, which automatically selects the most
geographically and temporally appropriate emission factors and non-standard
conversions (e.g. fuel efficiency, heat content) for each emission source. Each of
the emission factors and non-standard conversions are associated with a level
of uncertainty, assigned by the platform based on its associated level of scientific
certainty. All factors and assumptions come from recognised and reliable sources
including, but not limited to, the UN, BEIS, EPA, and IPCC.
We continue to make improvements to our data collection and quality. Scope
1 and 2 emissions are calculated using invoiced energy data and company car
mileage reports from our lease providers. Waste and water emissions are estimated
using average intensity metrics per FTE, with working from home figures applied.
Homeworking emissions are calculated using Ecometrica’s geographically specific
homeworking model combined with headcount and working from home figures.
Commuting emissions are based on a survey of our employees commuting habits,
and purchased goods and services emissions combine actual data from our largest
suppliers with sector-based intensity averages applied to our spend profile. 2022
GHG emissions have been assured by ERM CVS, who were engaged to provide
limited assurance of total Scope 1, Scope 2 and Scope 3 (Category 1, 3, 5, 6 and
7) emissions, resulting in the assurance statement provided. See PageGroup’s
2022 Sustainability Report for further details of our GHG emissions calculation
methodology and assumptions. Emissions have been calculated as per the Basis of
Reporting available in our Sustainability Report.
Overall, Scope 1 & 2 emissions have decreased by 30% in 2022 due to the
continued success of our energy transition to renewables, as well as changes to
the way we estimate any gaps in our data. Scope 3 emissions in 2022 are higher
than emissions in 2021. This is partly due to headcount growth which has led to an
increase in emissions relating to commuting, homeworking, waste, and water, as
emissions relating to these categories increase as our headcount grows.
Emissions from business travel have increased since 2021. It is important to
note this increase is from a very low baseline as 2021 business travel was
significantly limited by COVID-19 and travel restrictions. 2022 GHG emissions
from business travel remain 47% lower when compared to our 2019 pre-covid
baseline (3,315 tCO2e).
Upstream supply chain emissions comprise a significant portion of our total GHG
emissions. This is common for many businesses and particularly those in the
professional services industry where direct emissions are typically low. Emissions
in 2022 were higher than those in 2021 due to a higher amount of procurement
activity, driven by business growth and large technology programmes such as the
global laptop roll-out. Where possible, legacy assets were re-purposed and recycled
to minimise e-waste.
PageGroup’s total emissions from Scope 1, 2 and 3 are summarised in the table
opposite.
ABSOLUTE SCOPE 1, 2 AND 3 GHG EMISSIONS
Emissions Source (tCO2e)
2021
2022
UK and
offshore
Global
(excluding
UK and
offshore)
Global
(including
UK and
offshore)
UK and
offshore
Global
(excluding
UK and
offshore)
Global
(including
UK and
offshore)
Scope 1 (total)1
Natural gas2
Company owned vehicles3
Scope 2 (total)
Purchased electricity (market based)4
Company owned electric vehicles3
Scope 3 (total)
Category 1: Purchased Goods & Services5,6
246
196
50
358
358
-
8,358
6,727
Category 3: T&D losses and upstream emissions
220
Category 5: Waste/water7
Category 6: Business travel8,9
78
13
Category 7: Homeworking10 & Commuting11
1,320
918
361
557
2,736
2,729
7
40,511
32,946
1,049
1,259
332
4,925
1,164
557
607
3,094
3,087
7
48,869
39,673
1,269
1,337
345
6,245
141
86
55
792
170
622
167.7
1,881.3
167
0.7
10,031
7,695
194
170
411
1,561
1,877
4.3
52,297
41,754
1,038
1,948
1,347
6,210
933
256
677
2,049
2,044
5
62,328
49,449
1,232
2,118
1,758
7,771
% change
in total
emissions
(vs previous
year)
-20%
-54%
11%
-34%
-34%
-29%
28%
25%
-3%
58%
409%
24%
Total tonnes of CO2e
2,235
50,894
53,129
2,644
62,667
65,311
23%
GHG EMISSIONS INTENSITY
Number of employees12
Tonnes of CO2e per employee
ENERGY CONSUMPTION
Scope 1 energy consumption (MWh)13,14
Scope 2 energy consumption (MWh)15
Scope 3 energy consumption (MWh)16
Total energy consumption (MWh)
1,268
1.8
1,243
2,472
2,606
6,320
6,210
8.2
7,478
7.1
3,852
12,171
8,252
24,276
5,094
14,643
10,858
30,596
1,404
1.8
701
2,266
3,576
6,543
7,616
8.2
9,020
7.2
3,247
8,690
11,831
23,768
3,948
10,957
15,407
30,311
21%
1%
-22%
-25%
42%
-1%
1
2021 figures for Scope 1 & 2 are restated (following increased visibility of natural gas, electricity and Company car data and the expansion of reporting to include emissions from
Company owned electric vehicles).
2 2021 figures for natural gas were overestimated due to high level assumptions used in 2021, leading to a reduction in 2022.
3 Emissions relating to Company cars assume that 75% of Company car mileage is due to personal use and is not included.
4 In 2022, gaps in electricity data have been estimated based on historic consumption data, rather than based on floorspace. This has partly led to the reduction in emissions
compared to 2021.
5 Purchased goods and services has been included in 2022 for the first time. 2021 emissions figures were retrospectively calculated.
6
Purchased goods and services emissions are calculated using global aggregated figures for procurement spend. Figures for the UK have been estimated by apportioning global
emissions to the UK, based on UK FTE as a percentage of global FTE.
7 Emissions associated with landfilled waste and water have been estimated using average intensity metrics per FTE, with working from home figures applied.
8 2021 figures for business travel have been restated due to improved data visibility.
9 PageGroup reported global emissions associated with air travel, rail, taxi, bus, accommodation, car rentals and expensed fuel for business travel.
10 Homeworker emissions have been calculated based on Ecometrica’s homeworking model as per above.
11 2021 figures for commuting and homeworking are restated as commuting emissions has been included in 2022 for the first time. 2021 commuting figures were retrospectively
calculated.
12 2021 FTE is the total headcount for PageGroup as per September 2021, 2022 FTE is the total headcount for PageGroup as per September 2022.
13 Energy 1 MWh = 1,000 kWh.
14 Energy consumption from Scope 1 relates to energy from fuel for Company vehicles and natural gas use in offices.
15 Energy consumption from Scope 2 relates to electricity use in offices.
16 Energy consumption from Scope 3 relates to energy from fuel associated with business travel (cars and taxis) and fuel associated with commuting (employee-owned vehicles).
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SOCIAL IMPACT AND GIVING BACK
Social impact work ranges from giving our skills back as a recruiter, all the way through to fundraising and nurturing our charity partnerships. Such
work continues to be central to our culture and is within our DNA. At the start of the decade we set an ambitious target to change over one million
lives by 2030. In the first three years we have made excellent progress towards this goal. In 2022 alone, PageGroup changed almost 135,000 lives
through our job placements, candidate and client support events, and through our social impact initiatives.
Our social impact initiatives are focused on giving back our skills as a recruiter to support talented individuals from under-represented categories
of employment to find and secure meaningful work. For example, around the world, people with a disability face higher barriers to finding and
maintaining employment than those without. We believe the disabled community is a hidden pool of talent that employers too often overlook.
We have established charity partnerships to help overcome this challenge, such as Ambitious about Autism, a UK charity that offers supported
internships for autistic young people, helping them to gain vital work experience that is essential when navigating the job market.
Creating resilient, connected communities where we live and work is also important to PageGroup and our people. We are continuously inspired
by individual stories of action, where our people and teams have come together to uplift their communities through spearheading fundraising and
volunteering events for the causes they care about.
CASE STUDIES
JUNE 2022
DECEMBER 2022
CASE STUDIES
JULY 2022
DECEMBER 2022
In partnership with
Hair for Hope, 8
of our employees
in Singapore
volunteered to shave
their hair in support
of Children’s Cancer
Foundation. In 2022,
we raised a total of
28,631 SGD.
Michael Page Thailand hosted a
‘Market place’ activity to sell their
unwanted items to other staff
members. 40 employees were
involved and 34,000 THB was
donated to a local charity farm
which teaches people how to grow
their own food.
FEBRUARY 2022
APRIL 2022
The team in South Africa headed
down to the local animal shelter
(SPCA) in support of Earth Day and
spent the afternoon sorting out
donation items from one fully loaded
shipping container for SPCA to be
able to sell it and collect donations.
PageGroup Singapore sponsored 15 children
aged 14-18 from disadvantaged backgrounds
to take part in a 5-day Mission Discovery
Camp held at Stamford American School
Campus in Singapore.
PageGroup’s Milan office organised a charity clothes
sale event. 5,640 EUR was fundraised for Dress
For Success, an NGO that supports women from
disadvantaged backgrounds in their independence and
professional fulfilment.
The Buenos Aires office
in Argentina, collected
38,800 ARS and donated
school kits (bags,
notebooks, pencils, pens,
scissors, etc) to help 40
children start their school
classes.
NOVEMBER/DECEMBER 2022
In November and December, offices in
PageGroup Spain organised their annual
Clean Up Day. More than 75kg of waste was
collected from the beaches.
JUNE 2022
OCTOBER 2022
OCTOBER 2022
In honour of World Blood
Donor Day, celebrated
on June 14, employees
from our Dubai office
participated in a blood
donation drive in
collaboration with Dubai
Blood Donation Centre.
For each interview
arranged across
Michael Page
Canada, we
donated $2.50
to the Honouring
Indigenous Peoples
Charity.
JUNE 2022
On World Ocean Day, PageGroup’s Barcelona
office fundraised to clean the world’s oceans from
microplastic pollution.
Ahead of Arbor Day,
our team in the US
volunteered to help clean
up the Tacony-Frankford
Watershed and Tacony
Creek Park.
For further information including a detailed report on our social
impact work, please refer to our 2022 Sustainability Report.
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EMEA
WHAT ARE THE PRIORITIES FOR 2023?
In 2023, we will continue to focus on productivity and sharpen our efforts on
operating profit conversion, with the increased inflationary pressures across EMEA.
We are planning for continued growth in the German Interim business and the
expansion of this business where there is high growth potential for subcontracting.
We also plan to further leverage the efficiencies made in recent years by our Shared
Service Centres.
HOW DID YOU DELIVER AGAINST THE 2022 PRIORITIES?
EMEA delivered a record year in 2022 and overall gross profit increased by 25.5%
from £432.0m in 2021 to £538.5m in 2022. France, our largest market in the
region, returned to growth of 17%, with strong growth across both the Michael
Page and Page Personnel businesses, of 18% and 16% respectively.
Germany achieved record gross profit, up 31% on 2021, with standout results in
the Technology focused Interim business, which grew 46%. Southern Europe also
delivered a record year and grew 30%. Benelux returned to growth of 31% and the
Middle East and Africa, grew 22%.
Headcount for the region increased by 637 (18.5%) in 2022, reflecting the strong
trading conditions.
Operating profit increased 32.0% in constant currencies, from £93.4m in 2021 to
£122.1m. This improvement was due to the continued focus on conversion across
the region and represented a conversion rate of 22.7% (2021: 21.6%).
GROSS PROFIT £m
2022
2021
2020
£538.5m
£432.0m
£319.4m
PERMANENT TO TEMPORARY RATIO
30%
PERMANENT
TEMPORARY
70%
HEADCOUNT
2022
2021
2020
4,085
3,447
2,979
AMERICAS
WHAT ARE THE PRIORITIES FOR 2023?
In North America, we will continue to focus on the Technology and Construction
disciplines in 2023, as well as the expansion of the Page Executive and Page
Outsourcing brands.
In Latin America, our conversion rate will be a key focus, given the high inflationary
pressures across this region. We will look to further grow the Page Outsourcing
brand, as well as looking to invest strategically in headcount in high growth business
areas.
HOW DID YOU DELIVER AGAINST THE 2022 PRIORITIES?
The Americas was our fastest growing region in 2022, with gross profit up 26.7%
against 2021. This resulted in a record year for both North America and Latin
America. Our newest brand, Page Outsourcing, had a successful year, with strong
potential for future growth, particularly in the US, Mexico and Brazil.
In the US, one of our Large, High Potential markets, the improved trading conditions
we saw in 2021 continued into 2022. Gross profit was up 23%, with particularly
strong results in Construction and Technology. Latin America, another of our Large,
High Potential markets, grew 30%. Brazil was up 17%, Mexico was up 25% and the
other five countries grew 45%, collectively.
Headcount across the region increased by 309 (22.4%), with the main increases
in our largest markets of the US and Mexico. Operating profit was down 26.3% to
£17.9m (2021: £19.2m) in constant currencies, a conversion rate of 9.2% (2021:
13.8%). This was due to the headcount investment, as well as more challenging
conditions in the second half of the year.
ASIA PACIFIC
GROSS PROFIT £m
UK
WHAT ARE THE PRIORITIES FOR 2023?
In 2023, our focus areas include Technology and Contracting, following the success
of these businesses in 2022. Productivity will be a strategic priority and we will
continue to monitor conditions in Greater China following the easing of COVID
lockdowns and restrictions.
We will invest selectively in headcount into particularly high growth markets, including
India and South East Asia, both of which delivered a record year
in 2022.
HOW DID YOU DELIVER AGAINST THE 2022 PRIORITIES?
We delivered record gross profit in Asia Pacific in 2022, with growth of 4.7% against
2021. This was achieved despite the adverse impact of the COVID restrictions in the
second half of the year on Greater China. Overall Greater China declined 16%, with
Mainland China down 23% and Hong Kong down 8%.
Elsewhere in the region, our other Large, High Potential market of South East Asia
grew by 22%, delivering a record year. India also grew significantly, up 39%, with
double-digit growth across all offices and disciplines. In Japan, gross profit grew 10%.
Australia continued it’s post pandemic recovery and grew 12% against 2021. Across
Asia Pacific, growth in our High Potential businesses of Technology and Healthcare &
Life Sciences was strong, up 17% and 11% respectively.
Headcount across the region was up 133 (7.8%), with the biggest increases in those
markets with the strongest growth, particularly India and South East Asia.
Operating profit declined by 12.1% to £35.2m (2021: £39.0m), at a conversion rate
of 18.0% (2021: 21.8%). This was driven by the decline in productivity of 11% in the
year, primarily due to the challenging conditions in Greater China.
2022
2021
2020
£195.3m
£179.3m
£121.1m
PERMANENT TO TEMPORARY RATIO
13%
87%
PERMANENT
TEMPORARY
HEADCOUNT
2022
2021
2020
1,842
1,709
1,385
WHAT ARE THE PRIORITIES FOR 2023?
In 2023, we will continue to focus on further recovery in our temporary recruitment
business. We will also look to improve productivity in Page Personnel, following the
recovery of this brand in 2022 and the significant headcount investment made.
Our High Potential disciplines of Technology and Healthcare & Life Sciences
remain a key priority and we have ambitious growth plans in place for these two
areas in 2023.
HOW DID YOU DELIVER AGAINST THE 2022 PRIORITIES?
2022 was a year of continued recovery and growth in the UK, with gross profit
up 16.6% against 2021. This growth was achieved at record productivity levels,
up 4% on the prior year. Both key brands performed well, with Michael Page up
4% and Page Personnel up 57%, following the tougher trading conditions seen in
Page Personnel through 2021.
Our temporary business rebounded significantly with growth of 21%, compared
with a decline of 23% in 2021 (against 2019).
Technology and Healthcare & Life Sciences delivered exceptional growth, up 39%
and in excess of 100% respectively.
Our UK headcount increased by 103 (7.9%). This increase includes fewer
experienced hires compared with the 2021, as the availability of these hires has
become increasingly limited.
Operating profit increased 23.4% to £20.9m (2021: £16.9m), at a conversion rate
of 14.0% (2021: 13.2%). This was due to the improved productivity achieved, up
4% on 2021.
GROSS PROFIT £m
2022
2021
2020
£193.4m
£138.5m
£88.8m
PERMANENT TO TEMPORARY RATIO
11%
89%
PERMANENT
TEMPORARY
HEADCOUNT
2022
2021
2020
1,690
1,381
1,155
GROSS PROFIT £m
2022
2021
2020
£149.1m
£127.9m
£80.9m
PERMANENT TO TEMPORARY RATIO
26%
PERMANENT
TEMPORARY
74%
HEADCOUNT
2022
2021
2020
1,403
1,301
1,175
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PROCESS
The Group recognises that the effective
management of risk is key to achieving our
objectives. Risk management is therefore
considered to be an integral part of our
process of business management forming
part of our strategy review, our business
plans and the delivery of our daily activity.
To support our management in this process,
we have a Group-wide risk review process
that identifies and assesses the principal
risks that could impact our business and
determines the mitigating actions required to
ensure that these risks are controlled to an
acceptable level.
Within this process we assess all risks that
could have a significant impact on the ability
of the business to deliver its short-term plans
and medium and long-term strategy. This
includes reviewing for any emerging risks.
Our agreed level of risk appetite, approved
by the Board, guides the level of acceptable
risk.
The process is supported by risk registers
that are maintained locally at country and
process level and consolidated twice a year.
We combine these with a top-down review
of risks conducted with senior management
that is summarised and formally reviewed
by the Executive Board and the Audit
Committee on behalf of the Board.
In the intervening periods, the risks
associated with changes in either the
external environment or internal operations
are discussed as part of our ongoing
business reviews and are responded to
accordingly.
In key risk areas we have also established
compliance teams whose role it is to
ensure we comply with processes on an
ongoing basis. These are in IT security, data
regulation compliance, revenue recognition,
project management and regional legal
teams.
Our risk management process categorises
our principal risks into Strategic, Financial,
People and Operational.
The Board focuses on Strategic, People and
Financial risks. For these, we report KPIs
which we use to monitor the risk impact,
and the rewards and incentives we apply to
ensure effective management.
See strategic framework on page 7.
Our Operational risks are those that the
Board have agreed can be handled by
management on a day-to-day basis.
These are included within our risk registers
and are reviewed by the Board on an
exceptions basis.
The risks around cyber security and
compliance with data protection legislation
are such exceptions which are currently
reviewed at Board level on an ongoing basis.
Our Internal Audit programme is aligned
to provide assurance on the controls that
mitigate the principal risks identified from this
process.
OUR RISK APPETITE AND
NET RISK LEVELS
Recruitment is inherently sensitive to the
economic environment and thus financially
dependent on the economic cycle.
PageGroup operates in this environment
with a low risk appetite, seeking to mitigate
its strategic risks, maintain a strong financial
position and only taking the operational
risks it has the experience and capability to
manage.
Our growth model is organic, rolling out
the proven disciplines for our brands to a
wide geographic spread. We drive this by
ensuring consistency of model and business
culture across the Group.
We continue to focus on the services we
provide to our Customers, clients and
candidates, ensuring quality engagements
in a manner that meets both their needs
and expectations as well as our targets for
process efficiency.
We maintain a strong sales-driven,
meritocratic culture with a commitment
to operating in an ethical, legal and
sustainable manner.
We will always operate a conservative
financial position with a strong balance
sheet, reflecting the degree of operational
gearing inherent in the business.
We monitor our net risk position against our
risk appetite and ensure, where possible,
that management action is focused on risks
which we can appropriately further mitigate.
This measured approach to taking risk
ensures we are best placed for success
globally.
RISK CATEGORIES
STRATEGIC
Shift in business model
Transformation and change
Customer and brands
Global event
PEOPLE
People attraction,
development and
retention
OPERATIONAL
Information systems
Cyber security
Fiscal and legal compliance
Financial management
and control
Data protection regulations
FINANCIAL
Macro economic exposure
Foreign exchange –
translation risk
OUR RISK AND CONTROL FRAMEWORK
NET RISK MOVEMENT
RISK LEVEL
LOW
MEDIUM
HIGH
CONTROLS
FUNCTIONS
REVIEW
BUSINESS
REVIEWS/INTERNAL
CONTROL CHECKLISTS
MANAGEMENT
POLICIES AND PROCEDURES
COMPLIANCE CHECKS
RISK REGISTERS
GROUP FINANCE
COMPLIANCE TEAMS
RISK MANAGEMENT
GROUP FINANCIAL CONTROL
AUDIT REPORTS
QUARTERLY UPDATES
INTERNAL AUDIT
1. Shift in business model
2021
/22
2. Transformation and change
2022
2021
3. Customer and brands
2021
/22
4. Global event
5. People
6. Information systems
7. Cyber security
2021
/22
2021
/22
2022
2021
2021
/22
EXECUTIVE
BOARD
BOARD/
AUDIT COMMITTEE
8. Fiscal and legal compliance
9. Financial management and control
2017
/18
2021/
22
2021
/22
10. Data protection regulations
2021
2022
11. Macro economic exposure
2021
2022
12. Foreign exchange translation
2021
/22
LOW
MEDIUM
HIGH
PageGroup Risk Appetite
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The Board’s view of direction of travel of gross risk:
Similar to prior year
Lower than prior year
Increased since prior year
Global economies in 2022 continued to feel the impact of the COVID pandemic. The war in the Ukraine has however had the largest impact during
the year, negatively impacting growth forecasts in most economies. The recruitment market, however, remained strong in all regions with the exception
of China where the zero tolerance approach to the pandemic had an impact. In regions of strong growth we have seen continued client demand,
particularly in technology and healthcare & life sciences and our focus has been to find appropriately skilled candidates. Through our diversified offer of
perm and temp, geographical operations and the range of disciplines in which we operate, we are well positioned to respond to economic changes,
however a prolonged global economic downturn would start to affect levels of recruitment activity.
EMERGING RISKS
In addition to our principal risks we also identify any emerging risks that could have a significant impact on the Group’s activities. In our 2022 review
we continue to recognise Environmental, Social and Governance risks, in particular climate change and diversity and inclusion, as such risks.
Having reassessed the potential impact we incorporate specific elements of these risks within our current principal risks. We will continue to monitor
this position and to determine current appropriate mitigating actions. Climate change is currently reflected in macro-economic exposure. People,
fiscal and legal compliance, Customer and brands, and Global event risks. Diversity and Inclusion in people, legal, Customer and brand.
PRINCIPAL RISKS
1 SHIFT IN BUSINESS MODEL
Nature of risk
• We fail to take advantage of technology
opportunities to support our drive on
productivity, and Customer and candidate
experience.
• The emergence of new technology platforms
and providers offering HR solutions
and consulting may lead to increased
competition and pressure on margins which
may adversely affect the Group’s results if we
are unable to respond effectively.
Significant influencing factors
• COVID accelerated the use of digital
technology in recruitment, changing the way
clients and candidates engage.
• Electronic platforms have become
an established feature of lower level
recruitment.
• Further acceleration of digital, automation
and artificial intelligence will create
opportunities to use technology in new ways
to improve our productivity and address our
Customers needs.
STRATEGIC
Mitigating actions
overall cost that they cannot match.
NET RISK LEVEL STABLE
• Our Global IT capability is based around
standard applications and processes, and
an outsourced service model with leading
edge providers that enables us to respond
effectively to required changes.
• Investment in data and BI processes will
support internal decision making and
provide an opportunity to deliver information
services to our Customers.
• Page’s competitive environment consists not
only of similar recruitment businesses but,
we also compete with in-house recruiters for
both talent and roles; and with technology
platforms for candidates and clients; and we
do both against an evolving sense of what
work can be, how it can be conducted, and
how it can be monetised.
• Our Global Salesforce platform, including
Customer Connect will enable us to
accelerate innovation and change
opportunity.
• We partner with large media providers such
as LinkedIn and Facebook to ensure that
we use media effectively to enhance our
value to clients. All consultants are trained in
utilising the benefits of social media in their
day-to-day activity.
• Through our focused Competitive Edge
programme, we train our consultants in the
use of the new technologies to enable them
to resource candidates for our clients at an
2 TRANSFORMATION AND CHANGE
Nature of risk
• Evolving capabilities and business
environment mean that we need to
continuously improve the services we
deliver and how we deliver them. In some
cases, this requires a step change in
capability.
• Poor management of our Global
programmes to achieve this could lead to
excessive costs or poor delivery impacting
service levels and anticipated benefits.
Significant influencing factors
• Customer Connect has now been
successfully rolled out to all our
consultants, and is operating as our
business as usual front end system.
• The business has commenced a
review of our systems and processes
to more effectively support our Page
Outsourcing business. In addition we
are also developing processes to more
effectively manage our temp placements
and consulting services. The activities
to support these areas are still evolving
in line with growth requirements and
opportunities to be more effective. We are
not currently treating these as a Global
programme. This may change in the
coming year.
Mitigating actions
Customer Connect
• We have established ongoing support
resources for both the ongoing
maintenance and development of our
NET RISK LEVEL DECREASED
front end systems, but also dedicated
resources to ensure our people utilise the
system effectively.
For all new Global programmes
• We have in place a governance process
that includes a dedicated steering team
which reports to Executive management.
• We have dedicated programme personnel
drafted from our business technology
functions that manage and support teams
locally.
• We have a well-established programme
management process that is periodically
audited by our internal audit team.
• Regular updates are provided to the
Executive on the status of programme
activity.
3 CUSTOMER AND BRANDS
Nature of risk
• As the way clients and candidates source
information changes, PageGroup’s ability to
own a share of the voice will continue to be
challenging.
• The relevance of the client and candidate
engagement we offer could impact our
success in acquiring, engaging and nurturing
new clients and candidates.
• The quality of the services we provide to
both clients and candidates could have
a significant impact on how our brand is
viewed.
• We continue to see the reputational impact
one-off events can quickly have with the
adoption of social media. Any event that
could cause reputational damage is a risk
to the Group, such as a failure to comply
with regulations, or loss or theft of
confidential data anywhere in our operating
environment.
• If leading indicators come to fruition the level
of focus between candidates and clients
may need to switch. This could be regional.
Significant influencing factors
• The Digital Shift that was brought in due to
the COVID pandemic has now become the
norm in the recruitment process.
• Activity levels across disciplines and industry
sectors has shifted particularly towards
technology and healthcare.
• The upturn of economic activity led to a
shortage of suitably qualified candidates
across the majority of our market. What has
been a candidate-led market is however
starting to shift.
• Expectations of business in relation to
Environmental, Social and Governance has
accelerated, in all three areas.
4 GLOBAL EVENT
Nature of risk
• An external event occurs that significantly
disrupts business and world economies
requiring a response in excess of ‘normal’
contingency planning.
Significant influencing factors
• Over the past two decades we have
experienced the global financial crisis and
the COVID-19 global pandemic, followed by
the war in the Ukraine, major unpredictable
incidents that have had immediate and
severe long-lasting impacts.
• The geopolitical environment continues to
be sensitive to tensions between the West
and Russia, US, Japan and China and the
activities of North Korea.
• The internet has created a global
dependency on technology for the effective
operation of business.
Mitigating actions
• We have created an Executive Role of
Chief Customer Officer to reflect the
importance PageGroup places on serving
current Customer needs and to facilitate
the development and delivery of capabilities
required to continue to meet their evolving
needs.
• We have recruited a Senior Managing
Director to focus on our Global Customers
and aligned the Group’s marketing, digital
and systems capabilities under the COO to
further support the effective delivery of new
and evolving Customer services.
• Pilot review with enterprise Customers, the
services we provide and the way we provide
them against their business needs.
• Our vision has been enhanced with the
addition of a Customer metric with a
target to achieve, and the addition of
5 ‘ambitions’, one of which relates to
Customer, one of inclusion and one of
sustainability which will drive our focus
on brands and Customers.
• We have in place a Global Completely
Customer framework. Within this, all MD’s
have objectives to drive performance
with defined Key Performance Measures.
We have supported this with an internal
programme of activities to drive Customer
fluency.
• With the Completely Customer programme
we have a Global standard measure on
client and candidate satisfaction and net
promoter scores for each region supported
with the development of action plans
to drive improvements, where required.
Additionally we continue to focus on our
visible reputation score on Google review
and Glassdoor.
Mitigating actions
• We have a Group-led Crisis Management
policy and process which covers the Group
in the event of unpredictable events. This
lays out the processes to be followed in
developing appropriate responses. The Crisis
Management process has been cascaded
to all Group and regional business leaders.
Our Crisis Management processes have
been further reinforced by learning from the
COVID-19 response.
• We maintain a strong ethical culture
which ensures that whatever situation the
business faces, the focus is to protect our
employees, clients and candidates, as well
as ensuring that we fulfil our broader social
responsibilities.
• A conservative financial strategy, which
maintains a strong balance sheet and
healthy cash balances and facilities.
NET RISK LEVEL STABLE
• We continue to work with our Global
strategic partnerships (LinkedIn, Seek,
WeChat): to engage with potential significant
new entrants (e.g. Google for jobs); and
monitor developments in technology in other
business segments.
• Diversification of media programmes using
data for targeting on ‘traditional’ digital
channels (Google, Facebook, Yahoo, Bing,
Baidu) in conjunction with establishing
a team to review our approach to data
management. We work with the global
media agency Merkel and use a single
global ad-tech platform which supports both
effectiveness and efficiency, and enables
innovation in seeking out candidates.
• The use of Salesforce Marketing Suite
and tools such as Thunderhead to enable
segmentation and personalised activity
programmes are fully integrated in to our
Salesforce-based Customer Connect
programme as it is rolled out across the
Group.
• An innovations pipeline process that enables
ongoing development of our proposition
from idea generation and piloting,
to industrialisation has become more
effective at filtering innovations earlier
allowing focus on higher quality ideas.
• Policies and training on the most appropriate
uses of social media both in recruitment
processes and in general use to meet
regulatory requirements and to adhere to
good common practices.
• Tried and tested crisis management response
processes at Group and Regional level. These
include experienced senior personnel from
all functions who can respond quickly and
appropriately, incorporating current media
and working with specialist third parties as
required. The availability and use of Teams
has further enhanced the process.
NET RISK LEVEL STABLE
• Experienced and agile management team
and structure, regionally based and in a
good position to liaise with Group and local
management.
• A systems capability that means we are not
tied to facilities either for our people or the
services that we deliver.
• A flexible workforce that can be deployed
to focus on any areas of opportunity and be
appropriately scaled.
• Critical suppliers are chosen for their
resilience capabilities and regular checks
are conducted to ensure these are being
maintained.
• Within any event there are opportunities.
Our people are trained to identify these and
to develop offerings in support of business.
In doing so we ensure that we behave in an
ethical manner.
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5 PEOPLE
Nature of risk
Attraction
• Operations – unable to recruit people with
the right potential in a competitive market
for talent.
• A lack of DE&I limits our recruitment pool
and employer attractiveness.
• Limited numbers of people to recruit with
the right levels of experience.
• Ability to offer the flexibility or working
practices new employees demand.
Retention
• Ability to retain our high performers due to
pressures on remuneration coupled with
change in work life balance.
• We do not provide an environment,
working practices and processes that suit
our people.
• A lack of diversity impacts on our ability to
retain talent.
• A lack of opportunity impacts our ability to
retain talent.
Development
• Operations – we do not maximise the
potential of our people.
• Operational Support – we fail to provide
development opportunities.
Attrition
• We do not manage leavers efficiently.
• Leavers have a detrimental impact on our
reputation.
Significant influencing factors
• The upswing in economic activity
experienced in FY21 and FY22 has
increased the demand for good people
and put pressure on remuneration.
Forecasts of a greater proportion of
people looking to move will be more of an
influencing factor in the future.
• Remuneration pressure has been further
aggravated in some regions by high and
sustained inflation, principally UK, Europe
and the US.
• Sectors of industry and disciplines
have been impacted by the pandemic
in different ways resulting in movement
towards specific industries and disciplines.
PEOPLE
6
INFORMATION SYSTEMS
NET RISK LEVEL STABLE
Nature of risk
Change
• PageGroup has continued to perform
well to date resulting in strong operations
remuneration and tactical responses by
region for support staff.
• Employee wellbeing will continue to be a
key element of our people agenda which
will be developed as part of our ESG
strategy.
• We continue to promote the Group
Purpose around ‘changing lives’ which we
also cascade through our Page employee
value proposition.
• Our performance management process
via Talent Toolbox drives clarity and
focus on objectives and behaviours.
We take a global Talent, Succession
and Development approach to ensure a
strong talent pipeline and address any
gaps at MD and above. We continue
to invest in leadership development
programmes: Page leadership excellence,
Global Director Academy and Executive
leadership development.
• We are expanding our capabilities via
our new Page Learning digital platform.
New blended learning programmes came
onstream last year to target, amongst
other things, improving on-boarding and
speed to success and will be further
enhanced to support all employees
through each stage of their development
life cycle.
• As part of our continuous listening
strategy, we conducted the ‘Have your
say’ survey again this year and continue
to gain feedback from our people in
structured programs for our new starts
and surveying our leavers. Actions are
in place to improve areas on which we
could do better. The results of our survey
show strong progress and high levels of
engagement.
• We continue to evolve our PageGroup
alumni programme and website to stay in
touch with our past employees.
• We are in the process of developing our
HR reporting capabilities for actionable
data. This will extract data from our Global
EDM system.
• The next generation of employees demand
ever greater business involvement and
support on current social issues.
Mitigating actions
• We continue to monitor and manage
the impact of COVID on our people,
particularly in China.
• We have developed and applied a
principles based approach to flexible
working, supporting management in
implementation at a local level.
• Our onboarding programme is focused on
making people successful quicker.
• We use Yammer for ongoing
communication and provide training via
our digital learning platform to support this
new way of working. This will ensure we
effectively continue to manage our people,
provide them with the support they need
and retain our PageGroup culture.
• Where possible we continue to strengthen
our teams with the appointment of
individuals with previous recruitment
experience to support us in those areas of
growth opportunity.
• We have further enhanced development
of our diversity and inclusion programmes
globally to ensure we can recruit and
retain from all groups of society as our
workplace is attractive and inclusive to all.
We have continued to develop our focus
on ESG through our work on Culture and
Engagement. Shadow Boards have been
set up at Executive Board, regional and
country levels to gain input on how the
business develops from as wide a range
of backgrounds as possible. Our MDs
are being measured against specific DE&I
Targets around diversity of talent.
• We have reviewed our benefits offering
to ensure they are competitive and in line
with markets. A salary review has been
commissioned with external experts in
light of wage inflation market by market
and local counter measures put in place.
We have in place maternity leave policies
designed to support our people in
each region.
• The business does not appropriately
control programme and project delivery.
• Strategic BusTech-led programmes do not
deliver the stated business objective.
• Poorly controlled changes are made or
changes are poorly executed, which
impacts on service levels.
Services
• A disruption of service due to a failure
of our internal processes or procedures
or due to a failure of or at our third-party
service providers.
• Business Continuity and Disaster
Recovery is not sufficient to allow business
Operations to continue.
Data
• Systems are implemented without the
necessary data protection controls.
Significant influencing factors
• PageGroup has established global
standard processes where possible,
using a blend of internal expertise and
7 CYBER SECURITY
Nature of risk
Loss of data or systems due to the actions of:
• Malicious Outsiders – targeted attack of
PageGroup systems.
• Malicious Insiders – assisted or generated
attack by a disgruntled employee or
contractor.
• Accidental Outsiders – errors caused by
our suppliers.
• Accidental Insiders – successful Phishing,
Social Engineering, Business Email
Compromise.
Significant influencing factors
• The move to using public cloud services
for business-critical activities, our
significant email use, and extensive use of
social media have increased the Group’s
exposure to external threats, as reflected
in a high Gross risk rating.
• Cyber-attacks continue to increase globally
and we have the potential to be impacted
directly or indirectly via our supply chain.
• We have seen an increase in frequency of
impersonation attacks, using consultant
profiles, that target potential candidates.
These attacks link to the creation of false
Michael Page Websites to ‘validate’ the
scam.
OPERATIONAL
experienced, recognised outsourced
partners. Systems are more mature, and
built on a global platform where possible –
for example, Customer Connect.
• COVID has permanently changed the
way business users operate requiring a
capability to support complete flexibility of
location. This is now in place.
Mitigating actions
Change
• New requests for programmes and
projects are approved and prioritised
through a global demand process before
commencement.
• Strategic programmes objectives are
agreed with and reported on to the
Executive Board.
• A global PMO process sets out controls
for the delivery of programmes and
projects.
• Technical changes to critical systems
managed in line with defined process to
protect the integrity and stability of these
systems.
• The most common route into an
organisation’s network is via phishing
emails (Over 90%). As Page relies heavily
on the use of email, and it is normal to
receive emails from unknown senders, our
exposure to phishing remains high.
• Business Email Compromise (BEC),
whereby an executive’s email is
compromised and used to authorise
payments or extract confidential
information have also increased since
the pandemic.
• Patching of our global systems to ensure
we are securing our systems from
vulnerabilities remains a challenge.
Mitigating actions
• Our dedicated Information Security Team
continues to mature and identify areas
for continued improvement. Our Security
Improvement Plan has remained on track.
We have launched several additional
defences that continue to reduce the
opportunity of a cyber-attack. They include:
NET RISK LEVEL DECREASED
Services
• Single Points of Failure for critical systems
are reviewed on a regular basis and
mitigating actions put in place.
• Appropriate support agreements and
service levels are in place with vendors.
• For issues that occur, incident
management will follow a defined process
to minimise disruption to business users.
• We have defined our third-party
management policies and processes with
dedicated service managers supported
by the Senior leadership team and a
dedicated IT procurement function.
• Recovery time and recovery point (RTO,
RPO) objectives for critical systems are
agreed with the business and tested.
Data
• Bus Tech processes are compliant with
data regulation requirements.
• New systems are designed in compliance
with data regulation legislation.
NET RISK LEVEL STABLE
the PageGroup Brand or where a website
is actively mimicking ourselves to falsely
attract clients and candidates away from
our business. The process now in place
allows us have them taken down.
• Updated and enhanced our Multi Factor
Authentication methodologies to continue
to ensure secure access to our systems
(Similar to Banking applications).
• Password Quality Enhancements,
ensuring users select very highly secured
passwords.
• Implementation of a new security and
privacy management tool to identify and
manage risks more cohesively across our
global business.
• Better governed vulnerability and patch
management process including new
reporting dashboards.
• Fine-tuning, and automating SOC Alerts
in recognition of our current changes in
working practices.
• Our new Cyber Insurance Policy.
• Ongoing Audit remediation activities.
• Warning Banners on all emails to identify
potential phishing attacks, for all users.
• An ‘anti-impersonation’ tool that prevents
email compromise attacks.
• Active Web Monitoring identifies malicious
website registrations attempting to use
• Implementation of ISO27001 Certification
– a globally recognised and externally
assessed InfoSec Framework.
• Accreditation to Cyber Essentials Plus –
UK Government Cyber Standard.
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10 DATA PROTECTION REGULATIONS
NET RISK LEVEL INCREASED
8 FISCAL AND LEGAL COMPLIANCE
Nature of risk
• The Group operates in a large number
of jurisdictions that have varying
legal, regulatory, tax and compliance
requirements.
• The Group’s focus on Page Outsourcing,
increased “Flex” recruitment models, as
well as evolving Customer service within
shared service centres means that we are
likely to enter more complex contractual
services.
• Global accounts are looking to pilot
hybrid-delivery models for key clients that
would involve utilising the shared service
centres.
• Any breach of the above requirements
could have a significant adverse effect on
the reputation of the Group’s brands or
financial results.
Significant influencing factors
• Commercial drive from Group in non-perm
business and Page Outsourcing’s MSP
offering present both new and country
specific legal requirements, in particular,
licencing requirements, recruitment
specific legislation, employment law
regulations, data protection requirements,
anti-competition laws and cross-border
tax requirements.
• New and evolving legislation will continue
to impact how we operate in areas such
as ESG and fiscal changes.
• With global accounts there is a greater
need to ensure clients can pay for services
and ensuring tax and invoicing structures
are compliant.
Mitigating actions
• The Group’s Fiscal requirements are
managed by Group and Regional finance
management to regulatory and legislation
NET RISK LEVEL STABLE
policies, supported by external advisors in
each country.
• On material legal challenges Group
management support regional legal
teams in ensuring risks are appropriately
mitigated.
• As part of the development of our Page
outsourcing model our legal team for
this brand leads in establishing policy
and guidelines and setting the support
processes to enable adherence to
requirements.
• Group Treasury through a Global Treasury
Policy, direct and support regional
management in addressing banking,
funding and the requirements of economic
sanctions.
• Group Tax co-ordinate with regional
management and tax advisors on the
Group’s tax matters.
9 FINANCIAL MANAGEMENT CONTROL
NET RISK LEVEL STABLE
Nature of risk
Failure to maintain adequate financial
and management processes and controls
could lead to
• poor quality management decisions,
resulting in the Group not achieving its
financial targets.
• errors in the Group’s financial reporting
leading to reputational damage, penalties,
fines or legal action.
• loss or misappropriation of company
assets .
Failure to standardise systems and
processes could lead to
• excessive costs within the finance
function.
• a lack of ability to adapt to changes in
business requirements.
Significant influencing factors
• High profile business failures,
recent governance reviews and the
recommendations from BEIS will further
impact required processes and reporting
for risk and control.
• The efficiency of finance processes,
introduced in our global Netsuite roll-out,
to effectively handle changing volumes of
activity would have a significant impact on
PageGroup’s profitability.
Mitigating actions
• We maintain strong financial policies and
procedures with clear lines of authority.
Group, regional and local finance teams
ensure these policies as well as local
statutory requirements are adhered to. The
Group Finance function reviews monthly
management account submissions.
• Shared Service Centres, under a global
reporting structure, have increased
resilience and introduced greater levels
of process standardisation and improved
controls. Global process owners oversee
the maintenance of our finance processes.
• We have an established global finance
system enabling standardisation on best
practice and global visibility of finance
transactions. Access is managed centrally
with predefined rights and regular review
of segregation of duties conflicts.
• There are compliance teams located in
each region that support local, Regional
and Group management in ensuring
revenues are appropriately recognised
as well as a global transactional process
risk and controls team who support
management to ensure appropriate
controls are in place.
• The SSCs have improved opportunities
for career paths for finance professionals
allowing hiring and retention of higher
calibre personnel.
• We have Risk and Controls Registers
which are owned and embedded
within the businesses. Risk reporting is
aggregated globally and reviewed every
6 months by the Executive, Audit
Committee and the Board.
• We have strengthened our local finance
business partnering capability to work with
management in support of commercially
sound decisions. This has been supported
by the establishment of a global FP&A
function and a standard BI reporting
capability.
Nature of risk
• Personal data breaches are committed
by our employees and/or third-party
vendors. (Cyber security risks are picked
up separately).
• Data requests cannot be fulfilled within
deadlines imposed by regulators.
• Regulator guidance on regulatory action
against companies including imposition
of fines for data protection breaches is
evolving and may result in more severe
penalties. In the event of an incident,
where our processes and documentation
are deemed insufficient the scale of any
fine may be increased.
• Our interpretation of data protection
laws may prove to be incorrect following
clarification by the courts and/or data
protection regulators.
• The use of international delivery centres
means there are transfers of data.
Significant influencing factors
• Data Protection regulations in the UK
and Europe are now well established.
European data protection regulators
(including the UK regulator) are actively
following up on complaints of breaches of
the GDPR.
• Stricter Data protection regulations are
being introduced in other regions including
LATAM, the US, and China.
• Increased demand of utilising the shared
services centres, heightens our data
protection responsibilities and increases
our risk profile.
• As more of our systems support has
been outsourced, together with Page
Outsourcing’s reliance on using third
parties to service their business models,
our reliance on third parties to have
processes in place to effectively manage
our data has increased.
Mitigating actions
• We maintain a regional approach to
ensuring legal requirements are met
effectively with specialist resources used to
support internal management.
• We have an ongoing employee data
protection training programme, (including
ePrivacy) delivered via our global training
platform. Data management training is
compulsory.
FINANCE
• We have regional teams, including legal
support, in place where required who
respond to data requests and data related
queries including from regulators.
• We have in place an external DPO that
regulates our reporting requirements and
provides us with an external view.
• Our contracts with third parties ensure that
responsibilities around data management
are clear and understood and our third-
party management processes have been
appropriately aligned.
• We also have a Crisis Management
policy to address external data breaches,
including informing authorities and
Customers.
• Information Security conduct onsite visits
to our SSC, to confirm that they are
comfortable with the internal controls
in place.
• See Cyber Security risk for mitigating
activities regarding data protection loss
due to system attacks.
11 MACRO ECONOMIC EXPOSURE
NET RISK LEVEL INCREASED
Nature of risk
• Recruitment activity is driven largely by
economic factors and levels of business
confidence. Businesses are less likely to
need permanent new hires and employees
are less likely to move jobs when they
do not have confidence in the economy,
leading to reduced recruitment activity.
• Whilst a shallow or short-term reduction
in activity may see a transfer between
Perm and Temp placements, a severe or
prolonged economic decline is likely to
impact both permanent and temporary
recruitment activity adversely.
• During periods of rapid economic
expansion increasing demand for
candidates puts pressure on processes
and resource levels and our ability to fill
vacancies. While with reduced economic
activity this risk is likely to abate, we may
see continued issues in ‘pockets’ of the
global economy that represent opportunity
for growth.
Significant Influencing factors
• Geo-political factors are the dominant
economic determinant in 2022. Russia’s
invasion of the Ukraine and subsequent
sanctions continue to impact economies
globally. China’s claim over Taiwan also
remains as a potential hotspot.
• COVID-19 continues to impact China
• Continue to develop our brands of Page
which has been deploying a containment
rather than a vaccination strategy. This is
resulting in localised lockdowns which is
impacting local and consequently global
economic activity.
• Recovery in economic activity in late 2021
created pressure on supply chains and
labour, in both quantity and skills. Coupled
with significant increases in energy prices,
this is pushing up inflation in most parts of
the world. Governments’ fiscal response
to inflationary pressures, specifically
raising interest rates is likely to suppress
economic growth further.
• There are however some industry sectors
that have been more resilient or have
benefited from the impact of the COVID
pandemic. Examples are online retailers,
cloud service providers, food retailers,
healthcare, and the tech sector. Some of
these areas, particularly the tech sector,
are likely to remain strong for longer.
Mitigating Actions
• We use our geographical spread to invest
in countries and regions where growth
is highest and manage resource levels in
areas that are not growing.
Executive, Michael Page, Page Personnel
and Page Outsourcing targeted to the
needs of geographies.
• Further develop our disciplines to take
opportunities in growing sectors and
those that recover the quickest. We are
continuing to focus on and drive our
technology across the globe.
• In those markets built on international
business we continue our drive to shift our
client base further to domestic.
• We have maintained and continue to
increase the proportion of our cost
structure that is variable so that we can
respond quickly, both during periods
of contraction and rapid growth, for
example supporting our consultants with
technology, our moves to Shared Service
Centres and IT to a global service-based
model.
• We continue to balance permanent and
temporary/contracting recruitment mix in
line with business levels in each market.
The temporary business tends to be more
resilient in times of economic downturn.
• We protect key resources in the short-
term so that we can capitalise when the
economies recover.
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12 FOREIGN EXCHANGE
Nature of risk
• Material changes in the strength of Sterling
against the Group’s main functional
currencies significantly affects the Group’s
reported Sterling profits in the financial
statements.
• The main functional currencies in addition
to Sterling are the Euro, US and Australian
Dollars.
Significant influencing factors
• Uncertainty in the global environment
continues with the ongoing impact of
COVID and the war in Ukraine.
GOING CONCERN
The Board has undertaken a review of the
Group’s forecasts and associated risks and
sensitivities, in the period from the date
of approval of the financial statements to
31 March 2024 (review period).
The Group had £131.5m of cash as at
31 December 2022, with no debt except
for IFRS 16 lease liabilities of £109.8m.
Debt facilities relevant to the review period
comprise a committed £80m RCF maturing
• The US Dollar as a safe haven currency
has strengthened leaving Sterling at a
relatively low value. The performance of
the UK economy relative to Europe has
more of an effect now that we have left
the Eurozone.
• As we continue to expand our overseas
operations successfully, our translation
exposure to Sterling increases.
Mitigating actions
• Our Group Treasury function reviews our
global cash position on a daily basis.
NET RISK LEVEL STABLE
• Repatriation of funds and conversion back
to Sterling protects against any significant
Sterling recovery.
• We do not hedge the translation of our
profits.
• Our communications focus on ensuring
the market correctly adjusts for any
impact.
• We have little cross-border trading activity,
so the impact on transactions is limited to
intercompany items.
December 2027, an uncommitted UK
trade debtor discounting facility (up to
£50m depending on debtor levels) and
an uncommitted £20m UK bank overdraft
facility.
Despite the macroeconomic and political
uncertainty that currently exists, and its
inherent risk and impact on the business,
based on the analysis performed there are
no plausible downside scenarios that the
Board believes would cause a liquidity issue.
As a result, given the strength of
performance in 2022, the level of
cash in the business and the Group’s
borrowing facilities, the geographical and
discipline diversification, limited Customer
concentration risk, as well as the ability
to manage the cost base, the Board has
concluded that the Group has adequate
resources to continue in operational
existence for the period through to
31 March 2024.
ASSESSING THE PROSPECTS OF THE
COMPANY
Our strategy and the key risks we face are
described on pages 13 to 18. A business
forecasting process is performed on a
quarterly basis, with a budget for the
following year created during October and
November, and being presented to the
Board in December. Reforecasts are then
prepared quarterly. The Board reviews
the Group’s strategy and approves an
annual Group budget. Performance is then
monitored by the Board through the review
of monthly reports showing comparisons of
results against budget, quarterly forecasts
and the prior year, with explanations
provided for significant variances. Discussion
around strategy is undertaken by the Board
in its normal course of business, as well as
at an annual dedicated strategy day.
We also prepare longer term projections that
drive our strategic plan. These are typically
three years. Our strategic plan provides a
clear vision for the Group, aligns the Group
to one clear culture, provides clarity on
investment priorities, branding, belief in
achievable goals, and clarity on the goals for
our financial vision.
THE PERIOD OVER WHICH WE
CONFIRM LONGER TERM VIABILITY
Within the context of the above, in
accordance with provision 31 of the UK
Corporate Governance Code, the Board has
assessed the viability of the Group.
Given the inherent uncertainty involved, the
period over which the Directors consider it
possible to form a reasonable expectation
as to the Group’s longer term viability is the
three-year period to 31 December 2025.
This period has been selected as it is short
enough to present the Board and, therefore,
users of the Annual Report with a reasonable
degree of confidence, whilst still providing an
Description
Business Model
VIABILITY STATEMENT
appropriate longer term outlook. Whilst the
Board has no reason to believe the Group
will not be viable over a longer period, the
Board has taken into account the short-term
visibility inherent in a recruitment business
with a permanent recruitment bias.
STRESS TESTING
The forecasting and budgeting process is
also supported by scenarios that encompass
a broad range of potential outcomes.
These scenarios are designed to explore
the resilience of the Group to the potential
impact of the significant risks as set out on
pages 55 to 64, or a combination of those
risks. A range of scenarios were considered,
including cyber incidents, disintermediation
by way of innovation, changes in technology,
movements in foreign exchange rates,
and a global downturn. For each individual
scenario, we modelled a 15% decline in
gross profit, recovering to be flat in Year 3.
We also modelled a worst-case scenario,
where the combination of factors led to a
decline in gross profit in line with the 2008-
2009 Global Financial Crisis for the first two
years, and then flat in year 3, compounded
by further additional factors as well as a 10%
strengthening of Sterling. We have assumed
that, as in the past, as downside risks
materialise our headcount will flex through
natural attrition in line with the drop in gross
profit, such that the impact on operating
profit is partially mitigated.
As seen in the global financial crisis in 2009,
as well as during the pandemic, working
capital from both permanent and temporary
recruitment unwinds, providing the Group
with a sizeable cash buffer.
The scenarios were designed to be severe,
but plausible and were modelled individually
and in combination. In each case, the Group
remained viable throughout. However, it
is considered extremely unlikely that this
combination of events would ever occur.
Controls are also in place, where possible, to
mitigate the impact of these scenarios and
these are described on pages 55 to 64.
Various events may also alert the Main and
Executive Boards to a potential threat to
viability, for example, macro-events drive
the recruitment industry; a drop in GDP in a
particular country may lead to a reduction in
gross profit growth rates.
We consider that this stress-testing-based
assessment of the Group’s prospects is
reasonable in the circumstances given the
inherent uncertainty involved.
CONFIRMATION OF LONGER TERM
VIABILITY
The Directors confirm that their assessment
of the principal risks and uncertainties
facing the Group was robust. Based upon
the robust assessment of the principal
risks and uncertainties facing the Company
and the stress-testing based assessment
of the Company’s prospects, all of which
are described above, the Directors have a
reasonable expectation that the Company
will be able to continue in operation and
meet its liabilities as they fall due over the
period to 31 December 2025. However, we
operate in an environment of limited visibility,
dependent upon confidence in the global
marketplace. Further weakness in the macro
economic outlook may cause us to adapt
our strategy during the three-year period
in response, leading to a re-evaluation of
additional risks involved which might impact
the business model.
COMPLIANCE WITH SECTION 414 OF THE
COMPANIES ACT 2006
We have complied with the requirements
under the provisions of the Companies Act
2006 contained in Sections 414CA and
414CB of the Companies Act 2006. The
relevant references can be found below.
Non-financial Key Performance Indicators
Description and management of principal risk and impact of business activity
Employees
Social and community
Respect for human rights
Anti-corruption and anti-bribery
Environmental matters
Page
5
24
57
27-41
27-41 and 51-52
27-41 and 51-52
89 and 98
28 and 43-50
63
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PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT STAKEHOLDER ENGAGEMENT
WHO ARE OUR STAKEHOLDERS?
This section of the Strategic Report and the pages to which it refers, comprises the Company’s section 172(1) statement together with statements
set out earlier in this report as to how the Directors have engaged with employees, and had regard to their interests and how the Directors have had
regard to the Company’s business relationships with its Customers, suppliers and other external Stakeholders.
The Board is responsible for the long-term success of the Group and understands that by providing global recruitment services it can change many
lives. The Board’s understanding of Stakeholders’ interest is at the heart of its responsibilities and Stakeholder engagement takes place in a variety
of ways and through various channels.
The Board uses Stakeholder feedback to help shape its decision making and future strategy.
The various considerations surrounding our key Stakeholders including engagement methods, decision making, their importance to our operating
model together with the Board’s oversight, are summarised in this section of the Strategic Report.
The Board, together with the Directors consider any current risks or emerging risks with regard to each Stakeholder group as part of the overall
principal risk assessment which is contained on pages 55 to 63.
ENGAGEMENT PERFORMANCE
KEY HIGHLIGHTS
EMPLOYEES
Strong employee engagement in 2022:
84% “PageGroup cares about my health & wellbeing.”
92% “I am proud to work at Page.”
87% “Our leaders demonstrate inclusive behaviour at PageGroup.”
INVESTORS
Four conferences, two roadshows and 30 meetings plus
remuneration policy consultation exercise.
Seamless succession and appointment of an internal new CEO.
Interim dividend of 4.91p per ordinary share and a special
dividend of 26.71p per share paid in October 2022.
Final dividend for the year of 10.76p per ordinary share.
CUSTOMERS
Dedicated team established to lead strategic insights and
programmes for our Global Enterprise Clients.
Completely Customer programme embedded worldwide.
COMMUNITIES & GOVERNMENT
Participation in a business consortium working with RefuAid to
assist Ukrainian refugees in accessing employment.
30%
Decrease in operational GHG
emissions intensity (absolute
Scope 1 & 2 emissions).
135,000
Lives changed through
job placements and social
impact programmes.
HOW THE BOARD FULFILS
ITS SECTION 172 DUTIES
OUR DIRECTORS
Our Directors hold a wealth of diverse industry expertise,
experience and knowledge that enables them to assist the
Board with its decision making.
All of our Directors engage with our people at both an
operational and regional level, ensuring that they are well
equipped to understand the business.
Engagement activities are undertaken by all Directors,
whether they are Executive or Non-Executive, with the
Board taking collective responsibility for understanding,
balancing and acting in accordance with Stakeholder
interests.
ESTABLISHING OUR CULTURE, VALUES AND
STRATEGY
The Board is responsible for the long-term success of
the Company, through setting, overseeing and driving the
Company’s culture, values and strategy.
By discharging the above responsibilities effectively, all our
Stakeholder groups are all impacted positively, whether it be
by providing an environment where our people thrive, or by
requiring the highest standards of service and partnership
to our Customers and suppliers, or by managing the
business effectively to generate returns to investors, and
the communities we are part of.
INFORMATION TO THE BOARD
The Board receives information on how we engage with our
Stakeholders, which they review regularly throughout the
year, and the Board engages directly with a cross section
of our Stakeholders who are invited to participate in internal
and external Stakeholder initiatives.
SUPPLIERS
MONITORING
Engagement with our strategic suppliers to understand their ESG
maturity and performance.
Global review and benchmarking exercise of our internal standards
with our payroll vendors.
Monitoring progress is part of the Board’s DNA. A key part
of the Board’s ongoing assessment is to review diligently
and evaluate Stakeholder feedback, to ensure that through
their decision making they are safeguarding the future
success of the Company.
EMPLOYEES
Want to work in a supportive,
inclusive culture where they
experience real opportunities
for development and a long and
rewarding career.
SUPPLIERS
Seek strong
and enduring
partnerships based
on fair terms.
OUR
STAKEHOLDERS
INVESTORS
Look for investment growth
and seek confidence their
investment is under sound
stewardship.
COMMUNITIES
& GOVERNMENT
Require businesses that have
a positive impact on society.
CUSTOMERS
Rely on us to provide world-class specialist
recruitment services and solutions to help
drive their business and careers forward.
WHY ARE OUR STAKEHOLDERS IMPORTANT TO OUR BUSINESS MODEL?
EMPLOYEES
INVESTORS
CUSTOMERS
Our people are
central to everything
we do. They are our
greatest asset, and
our engagement
initiatives are critical
business priorities.
We strive to be a
global employer of
choice that attracts
high-performing talent
with the passion
and skills to drive us
to change peoples’
lives.
Attracting long-
term investment
and new investors
is the foundation
of a successful
company’s long-term
sustainability. Investors
will only be attracted
to us, and stay with
us, if we approach
Stakeholder groups
thoughtfully and
ethically.
Our clients rely on us
to find the best talent
and to service their
short and long-term
recruitment needs
in an ever-changing
market. Candidates
we place choose
us to help them find
organisations that
match their values
and where they can
develop and grow
their careers.
COMMUNITIES &
GOVERNMENT
Preserving our
reputation as a
responsible and
sustainable business
is paramount to
the Board. We
are committed to
changing lives in the
communities where
we live and work and
acting as governments
expect and require.
Anything less is
contrary to our culture
and values.
SUPPLIERS
We are a recruitment
specialist, but to be
the best we need to
partner with businesses
with similar standards
and ambitions in
areas outside our core
expertise. The Board
continues to recognise
the importance of these
relationships and how
these partnerships
support mutual and
sustainable growth,
which enables us to
maintain a competitive
edge.
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EMPLOYEES
ENGAGEMENT
Annual global virtual townhall.
Regional in person townhalls and Director led office visits.
Local and Executive Shadow Boards, including Shadow Executive Board attendance at Plc Board.
Reverse mentoring programmes.
Group-wide communications through our networking tool, Yammer.
PERFORMANCE
INFORMATION
PROVIDED TO
DIRECTORS
Group-wide “Have Your Say Survey” and pulse surveys.
Biannual Culture & Engagement sessions, including KPI measures and DE&I review.
“Speak-Up” helpline review.
Gender pay gap reporting and monitoring of gender targets.
WHO ENGAGES?
The townhalls provide material updates on business performance and employee initiatives and are led by
Executive Directors.
A number of our Non-Executive Directors attended our Global Leadership Conference in Barcelona.
During the year Executive and Non-Executive Directors visited several offices both in and outside the UK and
attended Company webinar events.
ENGAGEMENT AND OUTCOME
FEEDBACK
DECISION
LINK TO STRATEGY
During 2022, it was clear that many
of our employees were feeling the
pressure of the rising cost-of-living.
A one-off cost-of-living payment was
awarded to more junior employees in
markets where inflation was unusually high.
The Board’s response to the cost-of-
living pressures reflects its ongoing
commitment to the retention and
wellbeing of our people.
FEEDBACK
DECISION
LINK TO STRATEGY
To retain and progress more
women into senior leadership roles
by identifying and removing any
barriers preventing progression.
The Board requested more frequent and
more detailed reporting on the progress
of women across all regions and areas to
enable real time monitoring of progress.
Our strategic goals can only be
achieved through retaining a diverse
and talented workforce reflective of
society at large.
FEEDBACK
Through our engagement surveys,
it was evident that our employees
value a continued focus on their
wellbeing.
DECISION
LINK TO STRATEGY
In the UK leave was offered to all employees
to allow them to take time as part of their
wellness regime. Investment was made
in focused manager training on wellbeing
which was rolled out during the year.
Allowing our employees to be open
about their needs and articulate
where we can support them
enables us to maintain an engaged
and connected workforce.
FEEDBACK
DECISION
LINK TO STRATEGY
Our employees are keen to
preserve the flexibility offered by
home working and value the hybrid
working model supported post
pandemic.
As offices come up for renewal we have
sought to modernise and amalgamate
our workspace to provide environments
encouraging collaboration and teamwork,
including refits in large offices such as
Barcelona and the decision to move to one
location in London.
Having a connected workforce that
works together is intrinsic to our
productivity and culture.
INVESTORS
ENGAGEMENT
Investor Roadshows.
Investor Conferences.
Individual investor meetings.
Engagement calls with proxy agencies.
AGM.
Investor Relations Reports including roadshow feedback.
Proxy ratings and reports (ISS, Glass Lewis, IVIS and PIRC).
Reports on Remuneration Policy Review meetings and engagement.
This continues to be a shared responsibility for all Directors of the Board. Our experience is that investors often
request individual sessions with our executive management, Chair, and the Chairs of our Committees. For
example, in 2022, Karen Geary as Chair of the Remuneration Committee undertook a Shareholder consultation
exercise on the Group’s Remuneration Policy.
PERFORMANCE
INFORMATION
PROVIDED TO
DIRECTORS
WHO ENGAGES?
ENGAGEMENT AND OUTCOME
FEEDBACK
FEEDBACK
DECISION
DECISION
LINK TO STRATEGY
LINK TO STRATEGY
The Board strives to ensure that
its capital returns policy meets its
responsibilities to Shareholders and
their expectations. In 2022, Shareholder
consultation took place to understand
Shareholder views on the most
appropriate capital returns policy.
The Board reviewed engagement
feedback and determined that
predominately Shareholders preferred
capital returns by way of dividends,
as opposed to a share buy back
programme. Please see the below
case study for further details.
Listening and responding to our
investors helps us retain our long-term
investors and attract new investment,
which in turn sets us up for sustainable
growth.
FEEDBACK
DECISION
LINK TO STRATEGY
Following the announcement that a
process had commenced to identify a
successor to Steve Ingham, investors
indicated that they wished to see
a smooth transition to a new CEO,
with some Shareholders indicating a
preference for an internal appointment.
Following an extensive search process,
the Board appointed Nicholas Kirk
as CEO. Nick truly understands the
business. He has served the Group for
28 years and prior to being CEO, led the
UK and North American businesses.
The CEO is pivotal in developing and
leading the execution of the Group’s
strategic goals and is therefore
significant to delivering long-term value
for all our Stakeholders.
CASE STUDY
There was engagement with a cross-section of investors to assess the suitability and
attractiveness of the Company’s capital returns policy. The outcome was that on the
whole investors wished for the Company to continue its policy of making supplementary
returns using special dividends to its Shareholders, as opposed to a share-buy back
programme.
In determining the dividends to be declared, the Board was provided with information
on market expectations including consensus for dividends per share and competitors’
return rates, together with details of the Group’s cash position. Accordingly, a final
dividend for 2021 of 10.30p per ordinary share was paid on 17 June 2022; an interim
dividend for 2022 of 4.91p per ordinary share was paid on 14 October 2022; and a
special dividend of 26.71p per share was also paid on 14 October 2022.
The Directors also recommend the payment of a final dividend for the year ended
31 December 2022 of 10.76p per ordinary share on 19 June 2023 to Shareholders
on the register of members on 19 May 2023.
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STAKEHOLDER ENGAGEMENT
COMMUNITIES & GOVERNMENT
CUSTOMERS
ENGAGEMENT
Client performance review meetings, deep-dive strategy sessions, webinars and thought-leadership articles.
Frequent dialogue with our candidates, providing them access to webinars, research and guidance on their
careers.
PERFORMANCE
INFORMATION
PROVIDED TO
DIRECTORS
Net Promoter Scores (“NPS”).
Google review surveys – clients and candidates.
Quarterly Board reports on Information Security and Data Protection.
Update on Completely Customer Programme.
WHO ENGAGES?
Engagement takes place at various levels including with the Executive Directors and senior management.
Non-Executive Directors, together with our Chief Customer Officer, review feedback from our Customers.
Directors attend strategy sessions in markets where Customers are a key component of the discussion.
Data and information security is a key responsibility of the Group and therefore a shared Board matter, key metrics
regarding performance, are discussed quarterly at Board meetings.
ENGAGEMENT AND OUTCOME
FEEDBACK
DECISION
LINK TO STRATEGY
A theme of feedback from larger
clients is the value of a truly global
service where their hiring needs extend
internationally and understanding the
feedback we receive from candidates in
their recruitment process.
To continue to invest in our enterprise
account management and our global
accounts service. To engage with our
candidates during the recruitment cycle
and sharing NPS outputs with clients.
Leveraging our size, specialist
knowledge of markets and geographical
footprint makes us attractive in a highly
competitive environment.
FEEDBACK
DECISION
LINK TO STRATEGY
Increased interest in services which
outsource or partially outsource
recruitment and services from dedicated
hubs to help drive efficiencies in the talent
acquisition process.
Continued and increased investment
in Page Outsourcing, our resourcing
centres, Page Insights and our Customer
Connect system.
To remain at the forefront of the sector,
it is essential that we offer a variety
of recruitment services and operating
models.
FEEDBACK
DECISION
LINK TO STRATEGY
To ensure true Customer centricity,
Consultants want a common
understanding on the key areas
of delivery required across all our
Customers.
As part of the Completely Customer
programme launched last year, a
Customer fluency communication
campaign was adopted focusing on
Customer feedback, and client spotlights
to enable consultants to learn more about
their clients’ needs.
Understanding our Customers needs
and anticipating future resourcing
requirements is what wins us repeat
business.
ENGAGING TO
CHANGE LIVES
ENGAGEMENT
Engagement with Shareholders, ratings agencies, Customers and suppliers on ESG matters.
Involvement in ESG activities such as voluntary work and the development of social impact programmes with
charity partners.
Attendance and participation at key events, including CEO and Head of Sustainability’s attendance at Anthropy
2022.
PERFORMANCE
INFORMATION
PROVIDED TO
DIRECTORS
Sustainability report and metrics including feedback from the Sustainability Committee.
Annual consideration of tax strategy.
Directors are advised of all material litigation and/or significant regulatory engagement via reporting from the
General Counsel & Company Secretary.
WHO ENGAGES?
Engagement, on the whole, is delegated to Executive Directors and senior management.
The Board having oversight responsibilities discharged via reporting provided on the engagement activities.
ENGAGEMENT AND OUTCOME
FEEDBACK
To build effectively
upon the ESG work
undertaken in 2021,
Sustainability to be
spearheaded and co-
ordinated by a Group
Sustainability team.
DECISION
The Board continued to oversee the embedding and expansion of our
ESG programme across the business and recognised the importance and
benefits of a Group approach. Additional resource was added across all
levels to the Group Sustainability team including a Senior Sustainability
Manager, Sustainability Manager, Social Impact Manager, and an ESG
Analyst strengthening the Group’s ESG initiatives and strategy.
LINK TO STRATEGY
On-going focus and
progress on our
Sustainability capabilities
is of fundamental
importance to the
Group’s long-term
success.
GENDER EQUALITY | DECENT WORK AND ECONOMIC GROWTH
REDUCED INEQUALITIES | CLIMATE ACTION
SUPPLIERS
ENGAGEMENT
Supplier selection and onboarding process.
Regular review meetings with incumbent suppliers.
PERFORMANCE
INFORMATION
PROVIDED TO
DIRECTORS
Reviews of performance metrics and assurance activities.
Provision of modern slavery KPIs to the Board.
WHO ENGAGES?
Group Procurement, Vendor Management, together with the business Stakeholders.
The Board reviews the output, in particular on information security, modern slavery risks, and any commercial
partnership concerns. The Board then determine any actions required.
ENGAGEMENT AND OUTCOME
FEEDBACK
DECISION
Where we use third-party payroll in
our temp business, it is important
we know and understand our
suppliers’ and have the strongest
of partnerships.
Where we utilise third-party payroll providers, a global
operational and legal review was undertaken in 2022 to
ensure that each supplier we work with continues to meet
our required standards. The outcome of the review is
monitored and reported to the Board through the Group’s
Audit Committee.
LINK TO STRATEGY
Timely and secure payment
is of critical importance to
ensure our clients and temp
workers have full trust in our
services.
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Financial summary
2022
2021
Change
Revenue
Gross profit
Operating profit
Profit before tax
Basic earnings per share
Diluted earnings per share
Total dividend per share (excl. special dividend)
Total dividend per share (incl. special dividend)
£1,990.3m
£1,643.7m
£1,076.3m
£196.1m
£194.4m
43.7p
43.5p
15.67p
42.38p
£877.7m
£168.5m
£166.6m
37.2p
37.0p
15.00p
41.71p
+21.1%
+22.6%
+16.4%
+16.6%
+17.5%
+17.6%
*At constant currency – all growth rates in constant currency at prior year rates unless otherwise stated
Change
CC*
+19.3%
+20.2%
+14.3%
At constant exchange rates, Group revenue
increased 19.3% to £1,990.3m (2021:
£1,643.7m) and gross profit increased
20.2% to £1,076.3m (2021: £877.7m) for
the year ended 31 December 2022. Gross
profit per fee earner decreased by 0.6% in
constant currencies, but was up 1.4% in
reported rates, to £159.4k, (2021: £157.2k).
The Group’s revenue and gross profit
mix between permanent and temporary
placements were unchanged at 42:58 (2021:
42:58) and 77:23 (2021: 77:23) respectively.
Growth in permanent recruitment was
stronger in the first half of the year, whilst
temporary growth improved in the second
half, as trading conditions became more
challenging. Revenue from temporary
placements comprises the salaries of those
placed, together with the margin charged.
This margin on temporary placements
REGIONAL REVIEWS
increased to 21.6% in 2022 (2021: 21.0%)
and we also saw an improvement in our
permanent margin. Overall, pricing improved,
as we continued to see candidate shortages
and high levels of vacancies in the majority of
our markets.
In our Large, High Potential markets
category, which now represents 39%
of the Group (2021: 38%), gross profit
increased 18% in constant currencies to
£417.3m. Excluding Greater China, which
was impacted heavily by COVID restrictions
through H2, this growth rate was 27%.
Total Group headcount increased by 1,182
in the year to 9,020. This comprised a net
increase of 861 fee earners (+14.2%) and
an increase of 321 operational support
staff (+18.2%). This additional headcount
was primarily into our areas of strategic
investment, as well as those markets with
the strongest trading conditions. Compared
with 2020 and 2021, a lower proportion of
these fee earner headcount additions were
experienced hires, as the availability of these
hires has become more limited. Our support
staff headcount additions were made to
support this fee earner growth, as well as
build capabilities in our newest brand, Page
Outsourcing. As a result, our fee earner to
operational support staff ratio decreased
marginally to 77:23 (2021: 78:22).
In total, administrative expenses increased
24.1% to £880.2m (2021: £709.2m).
The Group’s operating profit from trading
activities totalled £196.1m (2021: £168.5m),
an increase of 14.3% in constant currencies
and 16.4% in reported rates.
Gross profit
Year-on-year
EMEA
Asia Pacific
Americas
UK
Total
Permanent
Temporary
71
% of Group
2022 (£m)
2021 (£m)
%
Reported
CC
%
50%
18%
18%
14%
538.5
195.3
193.4
149.1
100%
1,076.3
77%
23%
826.3
250.0
432.0
179.3
138.5
127.9
877.7
676.1
201.6
+24.7%
+25.5%
+8.9%
+4.7%
+39.6%
+26.7%
+16.6%
+16.6%
+22.6%
+20.2%
+22.2%
+19.2%
+24.0%
+23.3%
EUROPE, MIDDLE EAST AND AFRICA (EMEA)
EMEA
(£m)
Growth rates
2022
538.5
122.1
22.7%
2021
432.0
93.4
21.6%
Reported
CC
+24.7%
+30.7%
+25.5%
+32.0%
(50% of Group in 2022)
Gross profit
Operating profit
Conversion rate (%)
MARKET PRESENCE
EMEA is the Group’s largest region,
contributing 50% of the Group’s gross profit
in the year. With operations in 17 countries,
PageGroup has a strong presence in the
majority of EMEA markets and is the clear
leader in specialist permanent recruitment
in the two largest, France and Germany,
and many of the others. Across the region,
permanent placements accounted for 70%
and temporary placements 30% of gross
profit.
The region includes four of our Large,
Proven markets, France, Spain, Italy and the
Netherlands, across which there is a broad
range of competition. EMEA also includes
Germany, one of the Group’s Large, High
Potential markets, which has low penetration
rates (markets where less than 30% of
recruitment is outsourced) and significant
growth potential, particularly in temporary
recruitment. In addition, there are markets
such as Poland, Turkey and Africa, which
are less developed, with limited competition,
but are increasingly looking for professional
recruitment services.
PERFORMANCE
In constant currencies, revenue grew
23.7% to £1,069.3m (2021: £869.6m)
and gross profit grew 25.5% to £538.5m
(2021: £432.0m).
2022 represented a record year for EMEA,
with strong performances delivered
throughout the region. France, the Group’s
second largest market, grew 17%, with good
growth across both Michael Page and Page
Personnel, up 18% and 16%, respectively.
Germany, our third largest market, grew 31%
for the year against a tough comparator
in 2021, with the standout performance in
our Technology-focused Interim business,
up 46%. In our other European markets,
Benelux grew 31% and Southern Europe
was up 30%, with record results in all four
markets of Italy, Spain, Portugal and Turkey.
The Middle East and Africa grew 22%.
2022 operating profit increased 32.0% in
constant currencies to £122.1m (2021:
£93.4m), with a conversion rate of 22.7%
(2021: 21.6%). The region had the highest
conversion rate in the Group, despite the
tougher macro-economic conditions in the
second half of the year. Headcount across
the region increased by 637 (+18.5%)
during the year, to 4,085 at the end of
2022 (2021: 3,447).
ASIA PACIFIC
Asia Pacific
(£m)
Growth rates
(18% of Group in 2022)
Gross profit
Operating profit
Conversion rate (%)
2022
195.3
35.2
18.0%
2021
179.3
39.0
21.8%
Reported
+8.9%
-9.6%
CC
+4.7%
-12.1%
MARKET PRESENCE
Asia Pacific represented 18% of the
Group’s gross profit in 2022, with 79% of
the region being Asia and 21% Australia.
Other than in the financial centres of Hong
Kong, Singapore and Tokyo, the Asian
market is generally highly under-developed
and offers attractive opportunities in both
international and domestic markets at good
conversion rates. Two of our Large, High
Potential markets, Greater China and South
East Asia, are in this region. With a highly
experienced management team, more than
1,500 staff and limited competition, the
size of the opportunity in Asia is significant.
Across Asia, driven by cultural attitudes
towards white collar temporary recruitment,
permanent placements accounted for 87%
and temporary placements only 13% of gross
profit, well below the Group average of 23%.
Australia, one of our Large, Proven markets,
is a mature, well-developed and highly
competitive recruitment market. PageGroup
has a meaningful presence in permanent
recruitment in the majority of the professional
disciplines and major cities in Australia.
Page Personnel has a growing presence
and significant potential to expand and grow
market share.
PERFORMANCE
In Asia Pacific, in constant currencies,
revenue grew 8.8% to £318.4m (2021:
£282.0m) and gross profit grew 4.7% to
£195.3m (2021: £179.3m).
We delivered record gross profit in Asia
Pacific, up 4.7% against 2021. This was
achieved despite the adverse impact of
COVID restrictions on Greater China.
Greater China declined 16% with Mainland
China down 23% and Hong Kong down
8%. This was due initially to the COVID
lockdowns, with the subsequent relaxation
of restrictions and resulting high infection
rate also impacting activity levels. South East
Asia delivered a record year, up 22%, with
Singapore up 10%. India and Japan also
achieved record results, up 39% and
10%, respectively. Australia continued its
post-pandemic recovery and grew 12%
versus 2021.
Operating profit declined 12.2% in constant
currencies to £35.2m (2021: £39.0m), with
the conversion rate decreasing to 18.0%
(2021: 21.8%). This was driven by the
decline in productivity of 11% in the year,
due primarily to the challenging trading
conditions in Greater China. Headcount
across the region increased 133 (7.8%)
in the year, ending the year at 1,842
(2021: 1,709).
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THE AMERICAS
Americas
(£m)
Growth rates
(18% of Group in 2022)
Gross profit
Operating profit
Conversion rate (%)
2022
193.4
17.9
9.2%
2021
138.5
19.2
13.8%
Reported
CC
+39.6%
-6.7%
+26.7%
-26.3%
MARKET PRESENCE
The Americas accounted for 18% of the
Group’s gross profit in 2022, with North
America representing 62% of the region
and Latin America, 38%. The US and Latin
America are two of our Large, High Potential
markets. The US, where we have 8 offices,
has a well-developed recruitment industry,
but in many disciplines, especially technical,
there is limited national competition of any
scale. PageGroup’s breadth of professional
specialisms and geographic reach is
uncommon and provides a real competitive
advantage.
Latin America is a highly under-developed
region, where PageGroup enjoys the
market leading position with over 1,000
employees in seven countries. There are
few international competitors and none
with regional scale. Across the Americas,
permanent placements accounted for
89% of gross profit and temporary
placements 11%.
PERFORMANCE
In constant currencies revenue increased
17.6% to £282.9m (2021: £220.7m) while
gross profit was up 26.7% to £193.4m
(2021: £138.5m), making the Americas our
fastest growing region in 2022.
In North America, gross profit increased
24%, with record years delivered by both our
US and Canada markets. The US grew 23%
due to strong trading conditions and the
continued growth of our newer disciplines,
including Technology. We also saw good
growth in Construction, our largest discipline
in the US, although we saw a slowing in
residential builds and reduced funding for
commercial projects through H2.
Latin America also delivered a record year,
with gross profit up 30%. Brazil was up
17%, Mexico up 25% and the other five
countries increased 45%, collectively. Our
newest brand Page Outsourcing performed
ahead of plan in Latin America, with potential
for strong future growth.
Despite the strong growth in 2022, operating
profit decreased to £17.9m (2021: £19.2m),
with a conversion rate of 9.2% (2021:
13.8%). The conversion rate in H1 increased,
from 14.3% in H1 2021 to 14.7%. However,
more challenging trading conditions in H2,
combined with the ongoing headcount
investment in the 2 Large, High Potential
geographic markets in the region, resulted in
a lower overall conversion rate. Headcount
across the region increased by 309 (+22.4%)
in 2022 to 1,690 (2021: 1,381).
UNITED KINGDOM
UK
(14% of Group in 2022)
Gross profit
Operating profit
Conversion rate (%)
(£m)
Growth rate
2022
149.1
20.9
14.0%
2021
127.9
16.9
13.2%
+16.6%
+23.4%
MARKET PRESENCE
The UK represented 14% of the Group’s
gross profit in 2022, operating from 26
offices covering all major cities. It is a mature,
highly competitive and sophisticated market
with the majority of vacant positions being
outsourced to recruitment firms. PageGroup
has a market leading presence in permanent
recruitment across the UK and a growing
presence in temporary recruitment. In the
UK, permanent placements accounted for
74% and temporary placements 26% of
gross profit.
The UK business operates under all four
of our brands, with representation in 13
specialist disciplines via the Michael Page
brand. There remain opportunities to
increase the size and breadth of our reach
under the higher salary-level Page Executive
brand.
PERFORMANCE
In the UK, revenue increased 17.7% on
2021 to £319.6m (2021: £271.5m), whilst
gross profit increased 16.6% from £127.9m
in 2021 to £149.1m. Michael Page grew 4%
and Page Personnel 57%. Trading conditions
continued to improve in Page Personnel,
which operates at lower salary levels and
had been slower to recover post-pandemic.
Operating profit for the year increased to
£20.9m (2021: £16.9m), with the conversion
rate improving to 14.0% (2021: 13.2%).
This was due to the improved productivity
achieved in the year, although the conversion
rate was lower in the second half as trading
conditions slowed. Headcount increased
103 (+7.9%) in the year to 1,404 at the end
of December 2022 (2021: 1,301).
OPERATING PROFIT AND
CONVERSION RATES
The Group’s organic growth model and
profit-based team bonus ensures cost
control remains tight. Approximately
three-quarters of costs were employee
related, including wages, bonuses, share-
based long-term incentives, and training
& relocation costs. Depreciation and
amortisation for the year totalled £60.6m
(2021: £53.7m).
The Group’s conversion rate for the year
decreased from 19.2% in 2021 to 18.2%.
The conversion rate was higher in H1 at
21.4%, compared with H2 at 15.0%. This
was due to the more challenging trading
conditions experienced through the second
half in the majority of our markets, together
with the impact of COVID restrictions in
Greater China.
EMEA was the Group’s most profitable
region in 2022, with a conversion rate
of 22.7%, up from 21.6% in 2021. This
improvement is due to the continued focus
on conversion across the region and despite
macro-economic conditions becoming more
challenging in the second half of the year.
Conversion in Asia Pacific fell to 18.0%
(2021: 21.8%) due primarily to the tough
conditions in Greater China. The Americas’
conversion rate reduced to 9.2% from
13.8% in 2021, as a result of the continued
investments in these Large, High Potential
Markets, as well as the slowdown seen
in the second half. In the UK, conversion
increased to 14.0% (13.2%) driven by
improved productivity.
A net interest charge of £1.7m (2021:
£1.9m) was primarily due to an IFRS 16
interest charge of £1.6m.
EARNINGS PER SHARE AND DIVIDENDS
In 2022, basic and diluted earnings per
share increased to 43.7p and 43.5p
respectively (2021: 37.2p basic and 37.0p
diluted), as a result of the increase in profit
from the record results.
The Group’s strategy is to operate a policy
of financing the activities and development
of the Group from our retained earnings and
to maintain a strong balance sheet position.
The first use of our cash is to satisfy our
operational and investment requirements
and to hedge our liabilities under the Group’s
share plans. We then review our liquidity
over and above these requirements to make
returns to Shareholders, firstly by way of an
ordinary dividend.
Our policy is to grow this ordinary dividend
over the course of the economic cycle, in
line with our long-term growth rate. We
believe this will enable us to sustain the
level of ordinary dividend payments during
a downturn as well as to increase it during
more prosperous times.
A proportion of the cash generated in excess
of these first two priorities will be returned
to Shareholders through supplementary
returns, using special dividends or share
buybacks.
Given the strong results in 2022, combined
with high levels of surplus cash, we paid an
interim dividend of 4.91 pence per share,
an increase of 4.5% over the 2021 interim
dividend. In addition, in line with our policy
of returning surplus capital to Shareholders,
we also paid a special dividend of 26.71
pence per share. Taking both dividends
together, this amounted to a cash return
to Shareholders of £100.5m, paid out in
October 2022.
The Board has proposed a final dividend of
10.76p (2021: 10.30p) per ordinary share,
up 4.5% on the 2021 final dividend. When
taken together with the interim dividend
of 4.91p (2021: 4.70p) per ordinary share,
this is an increase in the total dividend
for the year of 4.5%. The proposed final
dividend, which amounts to £34.2m, will be
paid on 19 June 2023 to Shareholders on
the register as at 19 May 2023, subject to
Shareholder approval at the Annual General
Meeting on 1 June 2023.
We will continue to monitor our cash
position in 2023 and will make returns to
Shareholders in line with the above policy.
CASH FLOW AND BALANCE SHEET
Cash flow in the year was strong, with
£246.4m (2021: £186.3m) generated from
operations. The closing cash balance was
£131.5m at 31 December 2022 (2021:
£154.0m). The decrease on 2021, despite
the stronger results, is due primarily to the
cash returned to Shareholders through the
payment of dividends in the year, totalling
£133.2m.
On 9 December 2022, PageGroup entered
into a five year £80m committed multi-
currency revolving credit facility agreement
with HSBC and BBVA. In addition,
PageGroup maintains an uncommitted
Confidential Invoice Facility with HSBC
whereby the Group has the option to
discount receivables in order to advance
cash. The invoice Facility is for up to £50m
depending on debtor levels. Neither of these
facilities were drawn as at 31 December
2022. These facilities are used on an ad hoc
basis to fund any major Group GBP cash
outflows.
Income tax paid in the year was £61.6m
(2021: £37.0m) and net capital expenditure
was £29.6m (2021: £25.7m).
Total dividends of £133.2m were paid in
2022 (2021: £100.2m). The lower share
price in 2022 meant that there was a
decrease in cash receipts from share option
exercises, with £0.4m in 2022, compared
to £16.4m in 2021. In 2022, £14.8m (2021:
£10.4m) was also spent on the purchase
of shares by the Employee Benefit Trust to
satisfy future committed obligations under
our employee share plans.
The most significant item in our balance
sheet was trade receivables, which
amounted to £307.8m at 31 December
2022 (2021: £254.6m), comprising
permanent fees invoiced and salaries and
fees invoiced in the temporary placement
business, but not yet paid. Day’s sales in
debtors marginally increased due to the
significant increase in the debtor book as a
result of the strong trading conditions in a
large part of the year.
FOREIGN EXCHANGE
Foreign exchange had a favourable
impact on the Group’s results for the year,
increasing revenue by c. £29m, gross profit
by c. £22m and operating profit by c. £3m.
TAXATION
The tax charge for the year was £55.4m
(2021: £48.3m). This represented an
effective tax rate of 28.5% (2021: 29.0%).
The rate is higher than the effective UK rate
for the calendar year of 19% (2021: 19%)
principally due to the impact of higher tax
rates in overseas countries and to a lesser
extent, disallowable expenditure. There are
some countries in which the tax rate is lower
than the UK, but the impact is small either
because the countries are not significant
contributors to Group profit, or the tax rate
difference is not significant.
In 2022, the tax rate was impacted primarily
by higher tax in overseas countries (6.7%),
derecognition of losses and other tax
attributes of (2.4%), prior year adjustments
of (-0.3%), and other permanent differences
(0.9%), principally employee related
expenditure and entertainment expenses.
The tax charge for the year reflects the
Group’s tax strategy, which is aligned to
business goals. It is PageGroup’s policy to
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pay its fair share of taxes in the countries
in which it operates and deal with its tax
affairs in a straightforward, open and honest
manner. The Group’s tax strategy is set
out in detail on our website in the Investor
section under “Responsibilities”.
SHARE OPTIONS AND SHARE
REPURCHASES
At the beginning of 2022 the Group had
CASH FLOW WATERFALL 2022
7.9m share options outstanding, of which
3.8m had vested, but had not been
exercised. During the year, options were
granted over 2.2m shares under the Group’s
share option plans. Options were exercised
over 0.1m shares, generating £0.4m in cash,
and options lapsed over 0.1m shares. At the
end of 2022, options remained outstanding
over 9.8m shares, of which 5.7m had
vested, but had not been exercised. During
2022, 2.9m shares were purchased for
the Group’s Employee Benefit Trust, and
no shares were cancelled (2021: 2.2m
shares were purchased and no shares were
cancelled).
Approved by the Board on 8 March 2023
and signed on its behalf by:
Kelvin Stagg
Chief Financial Officer
430
390
320
350
310
270
£m
230
190
150
110
20.7
267.1
61.7
29.6
35.9
14.8
(40.1)
133.2
154.0
0.4
5.9
Dec 2021
EBITDA
Working
Capital
Tax and net
interest
Net
Capex
Lease
payment
EBT share
purchases
Dividends
Share options
exercised
Exchange
131.5
Dec 2022
Cash
Increase
Decrease
CHAIR’S INTRODUCTION
TO CORPORATE GOVERNANCE
BOARD COMPOSITION
I succeeded David Lowden, as Chair on
1 May 2022. I would like to thank David for
his strong stewardship of the Group over
the last nine years. The Group also had a
change in CEO at the beginning of 2023.
Steve Ingham leaves the business with our
most heartfelt thanks and best wishes. His
achievements and courage, both in business
and outside, have been truly inspirational.
The Board, through the Nomination
Committee, spent considerable time
identifying Steve’s successor and ensuring a
timely and rigorous recruitment process was
undertaken. As a Board, we were delighted
to be able to appoint an internal successor
to Steve Ingham, with Nicholas Kirk taking
over as CEO on 1 January 2023. Further
details on Nick’s appointment can be found
on pages 25 and 78.
Given my new role as Chair, I stepped down
as Chair of the Remuneration Committee
on 1 May 2022, and was succeeded by
Karen Geary. Karen joined the Board as
an Independent Non-Executive Director
and a member of the Audit, Nomination
and Remuneration Committees on
1 April 2022. The Board is delighted to
have secured such an able successor to
Chair the Remuneration Committee. Her
strong background in Human Resources
and extensive Remuneration Committee
experience across a range of sectors
makes her an asset to the Board and its
Committees.
BOARD ACTIVITIES
In respect of key Board activities undertaken
throughout the year, the Board stayed close
to the Group’s financial results. The Board
also considered and sought to build on
the work undertaken last year in respect of
the Group’s ESG commitments and were
pleased to see that progress was made to
embed the sustainability programme across
the business in order to drive action at all
levels. Further details can be found on pages
42 to 44 and page 70.
Driving inclusion and diversity at the Board
and throughout the Company is a key area
of focus for us as an organisation. I was
delighted that the Board appointed Babak
Fouladi as Non-Executive Director. Babak
will join the Board with effect from April
2023. Babak has extensive technology
experience which will be valuable for the
Board to draw upon in its future decision-
making.
The Board recognises the importance
of engaging with all the Company’s
Stakeholders and full details of how the
Board took account of Stakeholder interests
throughout the year, including how it
responded to cost of living pressures, are set
out on pages 65 to 70.
I hope you find the Corporate Governance
Report informative. The Board will be
available at the Annual General Meeting to
respond to any questions you may have on
this Report.
Angela Seymour-Jackson
Chair
8 March 2023
Angela Seymour-Jackson
Chair
Dear Shareholder
On behalf of the Board, I am pleased
to present the Company’s Corporate
Governance Report for the financial year
ended 31 December 2022, my first as Chair
of the Group.
In 2022, our business continued to
experience a strong recovery from the
pandemic, but, like many organisations, it
was not immune to global macro-economic
and geo-political factors such as increasing
inflation and market uncertainty, as well
as severe COVID lockdowns in China.
Throughout, however, the Group remained
resilient, benefitting from our diversified and
agile business model. We also targeted
our investment in headcount in markets
and disciplines where we anticipated the
strongest growth. I am delighted to be able
to report that through the focused hard work
of colleagues, and strong partnerships with
our Customers, the Group has delivered
record trading results for 2022.
As we look forward, although we may well
face tougher trading conditions in a number
of our markets, I am confident that through
our investments to date, our strategic
choices and the talent of our people, we
are well positioned to take advantage of
opportunities as they arise.
CORPORATE GOVERNANCE
This Corporate Governance Report sets out
how the Company has complied with the
UK Corporate Governance Code 2018 (the
“Code”). It also aims to explain the work
and activities of the Board, and the work
of its Committees and details the annual
evaluation process for the year under review.
The Group’s Main Board and Committee
structure is outlined on page 77. This
framework supports the Board’s ability to
play an active role in the overall strategic
direction of the Group. It underpins its core
values, policies and procedures, which in
turn, creates a culture in which our business
and employees can act effectively and with
integrity.
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FRAMEWORK
THE BOARD
The Board’s role is to provide strategic leadership of the Group within a framework of prudent
and effective controls which enable risk to be assessed and managed. It has a formal schedule of
matters reserved for its decision. More details on pages 85 to 90.
NOMINATION
COMMITTEE
AUDIT
COMMITTEE
Responsible for ensuring
that the Company has
the executive and non-
executive leadership it
requires and a diverse
talent pipeline.
Details on pages
91 to 93.
Responsible for the integrity
of the Company’s financial
statements and performance,
ensuring the necessary
internal controls and risk
management systems are in
place and effective.
Details on pages
94 to 98.
REMUNERATION
COMMITTEE
Responsible for the review,
recommendation and
implementation of the
Group’s remuneration
strategy, its framework and
cost.
Details on pages
99 to 126.
CHIEF FINANCIAL
OFFICER (CFO)
Responsible for managing the financial
risks, reporting and planning of the Group.
CHIEF EXECUTIVE
OFFICER (CEO)
Key responsibility is to develop and deliver
the Group’s strategy within the policies and
values established by the Board.
SUSTAINABILITY
COMMITTEE
Responsible for monitoring progress
against sustainability targets, as well as
implementing the Group’s strategy and
contribution to the environment and social
impact.
EXECUTIVE
BOARD
The Executive Board is chaired by the CEO
and includes the CFO. The Executive Board
is responsible for overseeing operations in
our regions and for overseeing business
functions Group-wide.
Details on pages 42 to 52.
Details on pages 83 to 84.
OUR BOARD OF DIRECTORS
ANGELA SEYMOUR-JACKSON
CHAIR OF THE BOARD
DATE OF APPOINTMENT: Director, October 2017, Chair, May 2022
PAST ROLES: Angela has previously held Executive roles with Aegon UK, RAC Motoring Services Limited and Aviva UK
Limited, and was Senior Advisor to Lloyds Banking Group (insurance). Prior to that Angela held senior marketing roles
with Bluecycle.com Limited, CGU Insurance plc, General Accident plc and the Norwich Union Insurance Group. Angela
has also served as a Non-Executive Director of esure plc and Rentokil Initial plc. She was Deputy Chairman, Senior
Independent Director and Chair of the Remuneration Committee of GoCompare.com Group until February 2021 when
GoCompare.com Group was acquired by Future plc.
OTHER CURRENT APPOINTMENTS: Non-Executive Director of Future plc and Janus Henderson Group plc. Non-
Executive Director and Senior Independent Director of Trustpilot Group plc. Angela is also the Deputy Chair of Pikl, a
start-up insurance business.
BOARD COMMITTEES: Nomination (Chair)
SKILLS AND EXPERIENCE:
• Wealth of experience in service focused organisations
•
Experienced executive and non-executive in several sectors
• Strong marketing and commercial skills
• Strong strategic understanding
•
Extensive experience of the complexities of businesses with a large geographical footprint
CONTRIBUTION: Angela Seymour-Jackson was appointed Chair, succeeding David Lowden, on 1 May 2022. She is
well positioned to lead the Board given her extensive experience of non-executive and senior executive positions within a
number of industries. Her deep understanding of the Group’s business enables her to ensure the needs of the business
are met across the range of strategic and governance matters affecting the Company.
NICHOLAS KIRK
CHIEF EXECUTIVE OFFICER, EXECUTIVE DIRECTOR
DATE OF APPOINTMENT: January 2023
PAST ROLES: Nick joined as a consultant in 1995 in the newly created Michael Page Sales business and was
promoted to Managing Director in 2007. In 2009, he transferred across to Page Personnel with a brief to transform the
operating model. He spent the next 4 years expanding into new disciplines and growing rapidly the Page Personnel
business. Nick was promoted to Regional Managing Director in 2013 and took on the additional responsibility of
Michael Page Finance in the UK. In early 2018, he helped restructure the UK business and in doing so launched a
more Customer-centric operating model. Later that year, he was promoted to UK Managing Director which included
responsibility for non-operational functions. At the beginning of 2021 he extended his remit to run operations in the UK,
Canada and the USA. Nick succeeded Steve Ingham as Chief Executive Officer on the 1st January 2023.
OTHER CURRENT APPOINTMENTS: None
BOARD COMMITTEES: None
SKILLS AND EXPERIENCE:
•
28 years’ service with the Group and recruitment industry
• Significant experience of leading business operations in key markets
• Strong track record of delivering growth
•
•
Extensive understanding of the Group’s culture, purpose and values
Excellent leadership, entrepreneurial and strategic skills
GENERAL COUNSEL & COMPANY SECRETARY
Responsible for ensuring the Board complies with all legal, regulatory and governance requirements.
CONTRIBUTION: With a proven track record of leading the business in key markets such as the UK and North
America, Nick’s contribution has been critical to the success of the Group to date. Nick has an extensive understanding
of the Company and the skills and experience to ensure the Company continues to deliver on its strategy to
Shareholders and its wider stakeholders.
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KELVIN STAGG
CHIEF FINANCIAL OFFICER, EXECUTIVE DIRECTOR
DATE OF APPOINTMENT: June 2014
PAST ROLES: Kelvin joined PageGroup plc in July 2006 as Group Financial Controller and Company Secretary. He was
appointed Acting Chief Financial Officer in October 2013. He held the title of Company Secretary until December 2013.
In June 2014, Kelvin was appointed Chief Financial Officer. Prior to joining the Group, Kelvin spent six years at Allied
Domecq and four years at Unilever in a variety of finance functions. He has significant international experience and has
high levels of compliance, change management, large teams and systems experience, across almost every finance
discipline. He is a Chartered Management Accountant.
OTHER CURRENT APPOINTMENTS: None
BOARD COMMITTEES: Sustainability (Chair)
SKILLS AND EXPERIENCE:
•
•
•
•
More than 16 years in the Group with a detailed knowledge of the Group’s operations
Extensive experience in finance, audit and risk management
Significant international experience including roles in the UK, Continental Europe and Asia
High levels of compliance, change management, large teams and systems experience, across almost
every finance discipline
• Strong network of finance professionals
CONTRIBUTION:
Kelvin Stagg is integral to the Company’s long-term success as he manages the financial risks, reporting and planning of
the business, contributes to the Company’s strategy and oversees global delivery of all support services to the business
including implementation of all large-scale projects. He has extensive experience of managing multi-discipline areas and
having been employed for over 16 years at the Company, he understands the operation of the business at all levels.
SYLVIA METAYER
INDEPENDENT NON-EXECUTIVE DIRECTOR
DATE OF APPOINTMENT: September 2017
PAST ROLES: Sylvia was previously the Chief Growth Officer of Sodexo SA leading strategy, digital, marketing and sales
and member of the Sodexo Group Executive Committee. She has also held a variety of finance and general management
roles in companies operating in a number of sectors, including Danone SA, Mattel Inc, Vivendi Universal Publishing SA,
and Houghton Mifflin Harcourt & Co.
OTHER CURRENT APPOINTMENTS: Member of the Supervisory Board and Chair of the Audit & Compliance Committee
of Keolis SAS, the International Advisory Board of HEC Business School, Paris, the “French Tech” Advisory Board to the
French Government, Non-Executive Director and Chair of the Audit and Risk Committee of Animalcare Group plc, Non-
Executive Director and Chair of the Nomination/Remuneration Committee of Groupe AdP SA.
BOARD COMMITTEES: Audit, Nomination, Remuneration
SKILLS AND EXPERIENCE:
•
Extensive experience and understanding of international markets, including North America, Europe, China, India,
Latin America and South East Asia
Extensive experience in business development, financial management, and general management
•
Extensive experience in designing and delivering diversity programmes
•
•
Leading and delivering change
• Developing high-performance teams
• Strong understanding of Finance, HR, IT, Digital, Sales, and Marketing functions
• Proven ability for delivering Shareholder value
• Strong strategic understanding
CONTRIBUTION: Sylvia Metayer has significant experience working for international organisations in finance and general
management leadership positions. Her guidance and observations on the demands and challenges in the various
international markets in which the Company operates supports strongly the Company’s expansion and its ongoing
success. Further, her financial acumen adds additional strength and depth to the Company’s strategic decision-making.
PATRICK DE SMEDT
SENIOR INDEPENDENT DIRECTOR
DATE OF APPOINTMENT: August 2015
PAST ROLES: Patrick spent 23 years at Microsoft during which time he founded the Benelux subsidiaries, led the
development of its Western European business and served as Chairman of Microsoft for Europe, Middle East and
Africa. Since leaving Microsoft in 2006, Patrick has served on the boards of a number of European public and private
companies. His previous appointments include: Non-Executive Director and Chairman of the Remuneration Committee
of Victrex plc, Senior Independent Director and Chairman of the Remuneration Committee of Morgan Sindall plc
and Anite plc, Chairman (Interim) KCOM Group plc and Non-Executive Director of Kodak Alaris Holdings Ltd. He has
deep knowledge of international markets and information technology, and experience as a non-executive in diverse
industry sectors.
OTHER CURRENT APPOINTMENTS: Chairman of the Board and the Nomination Committee of EMIS Group plc.
Non-Executive Chairman of Nasstar Managed Services Group Limited and Chairman of the Board and the Nomination
Committee of Bytes Technology Group plc.
BOARD COMMITTEES: Audit, Nomination, Remuneration
SKILLS AND EXPERIENCE:
Extensive experience of technology and Customer services
Experienced non-executive in several sectors
Extensive experience in general management
Many years of operating within international businesses with cultural diversity
•
•
•
•
• Proven ability for delivering Shareholder value
•
Leading and delivering change
CONTRIBUTION: Patrick De Smedt brings extensive understanding of technology to the Board, a key consideration for
any company’s long-term success. His experience at Microsoft and involvement with a range of technological industries
in international markets is invaluable in the Board’s decision making. He understands large-scale transformation projects
and can assist the Board in determining the benefits and threats posed by technologies in the sector.
As previously announced, Patrick De Smedt will not stand for re-election at the Company’s 2023 Annual General Meeting
(“AGM”). Ben Stevens has been appointed to succeed Patrick De Smedt as the Group’s Senior Independent Director
from the date of the 2023 AGM.
KAREN GEARY
INDEPENDENT NON-EXECUTIVE DIRECTOR
DATE OF APPOINTMENT: April 2022
PAST ROLES: Between 1998 and 2013, Karen was the Group HR Director at The Sage Group plc. Subsequent to this
Karen held Group HR executive positions with Wandisco, Inc based in the US and with Micro Focus International, the
FTSE 100 software company, as Chief Human Resources Officer, having initially joined the business as a Non-Executive
Director and Chair of the Remuneration Committee in 2016. Karen was Non-Executive Director and Chair of the
Remuneration Committee at ASOS plc until December 2022.
OTHER CURRENT APPOINTMENTS: Karen is currently Non-Executive Director and Chair of the Remuneration
Committee of National Express Group plc and a Non-Executive Director of Sabre Insurance Group plc.
BOARD COMMITTEES: Audit, Nomination and Remuneration (Chair)
SKILLS AND EXPERIENCE:
• Over 20 years of international Human Resources experience in the technology industry, particularly in Europe
and the US
•
Extensive experience of designing, building and leading HR and Reward functions across a range of listed
international businesses
• Deep understanding of business strategy and operating models coupled with experience in how to support
and maximise organisations’ potential as they develop and grow
•
Experienced in leading and delivering change management initiatives
CONTRIBUTION: Karen Geary brings a range of skills to the Board and the Remuneration Committee. She has a deep
understanding of business strategy and its interaction with people strategy. With more than 20 years experience in
executive and non-executive roles, she has extensive knowledge of HR and reward within listed international companies,
making her well equipped to be an effective Chair of the Remuneration Committee.
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BEN STEVENS
INDEPENDENT NON-EXECUTIVE DIRECTOR
SENIOR INDEPENDENT DIRECTOR (DESIGNATE)
DATE OF APPOINTMENT: January 2021
PAST ROLES: Ben was previously the Group Finance Director and member of the Board of British American Tobacco
(“BAT”) plc, having spent 29 years with the company in a variety of finance and operational roles in the UK and overseas.
Prior to that, he held commercial and finance roles at both Thorn EMI plc and BET plc. He has also held non-executive
director roles with Trifast plc in the UK and with ITC Ltd in India. He holds a Bachelor’s degree in Economics from
University of Manchester and MBA from Manchester Business School, University of Manchester.
KAYE MAGUIRE
GENERAL COUNSEL & COMPANY SECRETARY
DATE OF APPOINTMENT: October 2018
PAST ROLES:
Kaye started her career in private practice, working for international law firms including, Hogan Lovells, Allen &
Overy and Jones Day. She then spent over 9 years at Legal & General where she held a variety of senior positions
including Head of Legal at Legal & General Group plc and Chief Resourcing & Legal Officer at Legal & General
Investment Management Limited. She joined PageGroup in 2018, and was appointed to the Executive Board in
January 2023.
OTHER CURRENT APPOINTMENTS: Non-Executive Director and Chair of the Audit Committee and Transaction
Committee of ISS A/S.
SKILLS AND EXPERIENCE:
BOARD COMMITTEES: Audit (Chair), Nomination, Remuneration
SKILLS AND EXPERIENCE:
• CFO of a FTSE 100 public company for over ten years
•
Extensive line management experience having been Director, Europe for BAT and Managing Director of BAT’s
operations in Pakistan and in Russia.
•
Extensive experience in financial, audit and risk management
• Significant international experience through roles in the UK and overseas
CONTRIBUTION: Ben Stevens brings a range of skills to the Board and the Audit Committee. He has extensive
international executive leadership experience, having led the finance function of a FTSE 100 business for a number of
years. He has also worked internationally and managed international businesses throughout his career. This experience
makes him well placed to understand a wide range of business issues. He has a deep understanding and proven track
record regarding the role and responsibilities of the Audit Committee in a large listed Group, given his current non-
executive position as Audit Committee Chair at ISS A/S.
MICHELLE HEALY
INDEPENDENT NON-EXECUTIVE DIRECTOR
DATE OF APPOINTMENT: October 2016
PAST ROLES: Before joining Kerry Group plc, Michelle was Group People & Culture Officer for ISS World Services A/S.
Prior to this she has held a number of senior executive roles including Director, Group Integrated Change Programme
at SABMiller plc and General Manager UK & Ireland for British American Tobacco plc, having previously undertaken a
number of senior HR roles within the Group. Michelle’s executive career spans four global listed companies and she has
lived and worked in nine countries across Europe and Asia.
OTHER CURRENT APPOINTMENTS: Chief Human Resources Officer, Kerry Group plc
BOARD COMMITTEES: Audit, Nomination, Remuneration
SKILLS AND EXPERIENCE:
•
•
Extensive experience in global human resources leadership
Extensive experience in leading and delivering organisational change and transformation
•
•
•
20 years’ experience in legal and company secretarial matters for public companies
Extensive listed company, compliance, litigation and corporate governance experience
Experience of building, developing and leading high-performing legal and company secretarial functions
within international businesses
•
International experience working for FTSE businesses across various sectors and jurisdictions
CONTRIBUTION:
Kaye brings extensive technical and strategic experience to the Group. She has deep experience of advising
boards on a range of contentious and non-contentious legal issues including governance and regulatory matters,
international and multi-jurisdiction contracts, transactions and large-scale litigation.
Attending Board and Board Committee meetings, her experience serves the Board well in terms of ensuring legal
and governance matters are anticipated, considered and addressed.
BABAK FOULADI
INDEPENDENT NON-EXECUTIVE DIRECTOR (DESIGNATE)
APPOINTMENT EFFECTIVE DATE: 10 APRIL 2023
PAST ROLES:
Babak will be appointed as a Non-executive Director on 10 April 2023. He is currently Chief Technology & Digital
Officer and Member of the Board of Management at Koninklijke KPN NV, the telecommunications company based in
the Netherlands. Prior to this he has held a number of senior technology positions in the telecoms sector including
Chief Technology Officer at MTN Group plc and Chief Technology Officer (Romania and then Spain) at Vodafone
Group plc.
SKILLS AND EXPERIENCE:
•
•
Expert in the implementation of highly complex, large-scale international technology projects
Extensive experience of leading infrastructure projects, including digital transformation, data management,
systems development and network deployment across a range of different markets.
• Breadth and depth of leadership experience in global listed businesses in service, consumer and business
• Wide experience of operations and general commercial management
to business
• Strong strategic understanding
•
Extensive experience in general management
CONTRIBUTION: The Company’s long-term success is highly influenced by ensuring it has a well thought through
human capital strategy. It recognises its people are at the heart of everything it does, particularly as an organically grown
business. Michelle Healy offers the Board deep insight into its approach in this respect. She has held a number of senior
HR leadership roles while also having run businesses at an operational level.
• Strong strategic understanding of risk management particularly in respect of transformation and change
CONTRIBUTION:
Babak’s extensive technology experience will ensure the Board is well equipped to make informed decisions
on all aspects of its technology and innovation programmes. His international experience in large multi-national
organisations means he will add value to the strategic issues facing PageGroup in the various markets in which it
operates around the world.
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NICHOLAS KIRK
CHIEF EXECUTIVE OFFICER,
EXECUTIVE DIRECTOR
See biography on page 78.
KELVIN STAGG
CHIEF FINANCIAL OFFICER,
EXECUTIVE DIRECTOR
See biography on page 79.
KAYE MAGUIRE
GENERAL COUNSEL
& COMPANY SECRETARY
See biography on page 82.
ISABELLE BASTIDE
REGIONAL MANAGING DIRECTOR – FRANCE, SPAIN AND PORTUGAL
Isabelle started her career in the banking sector, then quickly moved to a recruitment agency where she managed
a portfolio of large national accounts. She joined Page Personnel France in 1999 as a consultant in Finance and
was quickly promoted to Director. In the 2000s she grew a number of disciplines resulting in a very strong market
position for our French business. She was appointed as Managing Director of Page Personnel France in 2007 and in
2014, she launched Page Outsourcing in France. Since 2015, Isabelle has managed and been responsible for all of
the PageGroup brands: Page Executive, Michael Page, Page Personnel and Page Outsourcing in France. Appointed
to the Executive Board in January 2021, Isabelle is now responsible for the Group’s operations in France, Spain and
Portugal. Isabelle is also the executive sponsor for diversity and inclusion for Europe.
NICOLAS BÉCHU
REGIONAL MANAGING DIRECTOR – NORTHERN & CENTRAL EUROPE, ITALY AND
TURKEY
Nicolas joined Michael Page in France (Paris) as a Consultant in the Finance practice in 1995 and was promoted to
Director in 2000. In 2002, he launched the newly established business in Belgium and was promoted to Managing
Director in 2003. In 2007, he moved to Milan to manage the PageGroup operations in Italy. In 2010, he transferred
to the Netherlands and became responsible for Northern Europe. In 2014, he also became responsible for Germany.
In 2021, his remit was extended and Nicolas is now responsible for Northern and Central Europe, Italy and Turkey.
REBECCA GRATTAN
CHIEF PEOPLE OFFICER
Rebecca joined Page Group in January 2023 as Chief People Officer, she is responsible for our global Human
Resources Team and our strategies for Diversity, Equity and Inclusion, and Social Impact.
Her previous role was as Chief Operating Officer at Avast plc, following a two year tenure as Chief People and
Culture Officer where she was responsible for Human Resources, Culture and Communications and Social
Responsibility. Prior to that she was Chief People Officer at Equiniti. Following a lengthy career in HR and
Transformation Consultancy. She joined PageGroup with significant global leadership experience. Rebecca is
committed to creating an inclusive workplace and acts as mentor through the European Women on Boards initiative.
She will contribute to the governance of the Company through involvement in the Remuneration, Nomination and
Sustainability Committees alongside her membership of the Executive Board.
PATRICK HOLLARD
REGIONAL MANAGING DIRECTOR – LATIN AMERICA, MIDDLE EAST AND AFRICA
Patrick started his career with Peat Marwick/KPMG in Europe. Patrick joined Michael Page, France, in 1996. He
was promoted to Director and founded operations in Brazil in 2000, Mexico in 2005, Argentina in 2007, Chile in
2010, Colombia in 2012, Peru in 2014 and Panama in 2018. He is now responsible for PageGroup’s operations in
Latin America, Middle East and Africa. Patrick was appointed to the Executive Board in 2010 and is a member of
the Sustainability Committee. He leads Healthcare and Life Sciences for the Group. He is a member of the Group of
Counselors of Foreign Trade of France, Administrator of the French Lycée in São Paulo and an active member of the
Young Presidents Organisation.
ANTHONY THOMPSON
REGIONAL MANAGING DIRECTOR – ASIA PACIFIC
Originating from South Australia, Anthony commenced his Michael Page career in Hong Kong in 2001. He led and
established multiple businesses and brands across Hong Kong and Mainland China and was promoted to Managing
Director in 2006. In 2012, he was promoted to Regional Managing Director, Greater China with multiple offices across
Mainland China, Hong Kong and Taiwan. In 2015, Anthony moved to Singapore with additional responsibility for our 6
countries in South-East Asia and subsequently India, Japan and Australia. He was appointed to the Executive Board
in 2018.
EAMON COLLINS
OLIVER WATSON
CHIEF CUSTOMER OFFICER
Eamon joined the Group in 2007 as UK Marketing Director and previous to this he held senior marketing and
communication roles at Samsung and Hitachi. Eamon became the Group Marketing Director in 2012 and was
responsible for the Group’s global brand, communications and digital channels. During his time in this role, he
oversaw significant changes both to the platforms that PageGroup uses in reaching Customers and to the marketing
teams worldwide that work on them. In January 2021, Eamon was appointed as the Chief Customer Officer to
PageGroup and became responsible for ensuring the voice of the Customer is heard and enhancing understanding
of our Customer base to drive consistent Customer experiences and relationships. He has retained responsibility
for marketing as this forms a critical part of building Customer-focused programmes. Eamon is a member of the
Sustainability Committee.
CHIEF OPERATING OFFICER
Oliver joined Michael Page in 1995. He was appointed Director of Michael Page UK Sales in 1997 and then Managing
Director in 2002. In 2006, he was appointed Regional Managing Director for Michael Page UK Sales, Marketing
and Retail. In 2007 he launched Michael Page Middle East and in 2009, he became Regional Managing Director for
Michael Page UK Finance, Marketing and Sales, Middle East, Scotland and Ireland. In recent years he led and grew
PageGroup’s operations in the USA and Canada. In 2018 Oliver was appointed COO with responsibility for increasing
productivity through innovation, technology and people. He is responsible for the Group’s technology functions,
shared service centres and ensuring the adoption of new initiatives. He has been key in ensuring the successful roll-
out of the Group’s operating system, Customer Connect. Oliver is a member of the Sustainability Committee.
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THE BOARD AND ITS OPERATION
The Board of PageGroup plc is the body
responsible for the overall management
and conduct of the Group’s business, and
approving and overseeing implementation of
its strategy. It has the powers and duties set
out in relevant laws of England and Wales
and in its Articles of Association.
The Board’s role is to provide strategic
leadership to the Group within a framework
of prudent and effective controls which
enables risk to be anticipated, assessed
and managed. The Board is responsible
collectively to the Company’s Shareholders
for the long-term success of the Company
and for ensuring the Company contributes to
all its Stakeholders.
COMPOSITION OF THE BOARD
As at 31 December 2022 the Board
comprised the Chair, the Chief Executive
Officer, the Chief Financial Officer and five
independent Non-Executive Directors.
Angela Seymour-Jackson succeeded David
Lowden as Chair and was appointed Chair
of the Nomination Committee on 1 May
2022. Karen Geary joined the Board as a
Non-Executive Director on 1 April 2022, and
was appointed Chair of the Remuneration
Committee on 1 May 2022.
Steve Ingham ceased to be Chief Executive
Officer on 31 December 2022, and has
been succeeded by Nicholas Kirk effective
1 January 2023.
Babak Fouladi will join the Board with effect
from 10 April 2023.
Further details regarding Board succession
including the search processes and reasons
for each new member’s appointment can be
found in the Nomination Committee report,
pages 91 to 93. The biographies of each of
the Directors and their contribution to the
Board can be found on pages 78 to 82.
The composition of the Board is kept under
regular review to ensure it has the necessary
skills and experience to lead the Group.
The Board also monitors the independence
of the Directors. It considers all current
Non-Executive Directors to be independent.
Angela Seymour-Jackson was independent
at the time of her appointment as Chair of
the Board.
There is a separation of role and
responsibilities between the Chair and that of
the Chief Executive Officer. While the Board
is responsible collectively for the success of
the Company, the Chair manages the Board
to ensure that the Company has appropriate
objectives and an effective strategy. The
Chair of the Board ensures that the Chief
Executive Officer has a team to implement
the approved strategy and that there are
procedures in place to inform the Board of
performance against objectives. The Chair
also ensures that the Company operates
in accordance with the principles of good
corporate governance. The Chair’s other
significant commitments are set out on page
78. The Board considers that these are
not a constraint on the Chair’s agreed time
commitment to the Company.
Patrick De Smedt, as Senior Independent
Director, acts as an alternative channel of
communication for Shareholders. He is also
a sounding board for the Chair and serves as
an intermediary for other Directors. Having
served for 7 years, Patrick De Smedt will not
stand for re-election at the Company’s next
AGM in 2023. Ben Stevens will succeed
Patrick De Smedt as Senior Independent
Director with effect from 1 June 2023.
The Chief Executive Officer has the overall
responsibility for the day-to-day management
of the Group’s operations, develops the
vision and strategy for the Board’s review,
implements the Board’s strategy and Chairs
the Executive Committee (known within
the Group as the “Executive Board”). The
Executive Board executes the delivery
of the annual operating plans. The Chief
Executive Officer also leads the programme
of communication with Shareholders.
Executive and Non-Executive Directors
are equal members of the Board and have
collective responsibility for Board decisions.
The Non-Executive Directors bring a diverse
wealth of skills and experience to the Board
and its Committees.
The Board has a formal schedule of matters
reserved which include:
• Group strategy and corporate
objectives;
•
•
•
•
•
•
determining the nature and extent of
the Board’s risk appetite;
determining major changes to the
nature, scope or scale of the business
of the Group;
corporate governance matters;
approval of Nomination Committee
recommendations on the appointment
and removal of Directors and
succession planning;
changes to the Group’s capital structure
and approval of any business plan prior
to a new entity being established in a
new territory;
significant changes to the Group’s
corporate structure and management
control structure;
•
financial reporting, audit and tax
matters;
• material contracts and transactions not
in the ordinary course of business;
• material capital expenditure projects;
•
•
•
approval of the annual budget;
obtaining major finance; and
communications with Stakeholders and
complying with regulatory requirements.
The schedule of matters are reviewed
annually by the Board.
INDUCTION, TRAINING AND INFORMATION
A suite of relevant training, advice and
information is provided to Directors to
enable the Board to function effectively and
efficiently. This is achieved through a variety
of means such as internal and external
presentations from senior executives within
the business, advisors and tailored guidance
briefings circulated to Board members. As
and when new Directors join the Board,
the Chair of the Board, assisted by the
General Counsel & Company Secretary
are responsible for their induction. On
appointment to the Board, each Director
discusses with the Chair and the General
Counsel & Company Secretary the extent
of the training required. The programme
typically consists of individual meetings with
senior executives, office visits, attending
senior management meetings and work
shadowing to understand the day-to-day
activities of the business.
Following the appointment of Karen Geary
as a Non-Executive Director in April 2022,
she was provided with a full induction that
covered the Company’s services, Group
structure, Board arrangements, the Culture
and Engagement framework, financial and
environmental processes and policies, social
and governance information, detailed market
presentations, and significant and emerging
risks. Karen also met with key advisers and
conducted an on-site visit to understand the
services offered by our consultants.
On appointment as Chair, Angela Seymour-
Jackson undertook a Chair induction
programme including training from the
Company’s corporate legal advisers. Having
served on the Board since 2017, Angela
was well versed in the Group’s business
on her appointment as Chair and familiar
with the Company’s Shareholders and
senior management. However, to build
upon this knowledge she met with several
Shareholders and wrote personally to a
number of others. She attended the Group’s
Senior Leadership Conference and visited a
number of office locations during the year
including Weybridge, London, Manchester,
Paris and Brussels.
Directors update and refresh their knowledge
and familiarity with the Group through
participation at meetings with, and receiving
presentations from, senior management, this
enables them to stay close to the challenges
and opportunities arising within the business.
All Directors have access to the advice and
services of the General Counsel & Company
Secretary. The General Counsel & Company
Secretary is present at all Board meetings
and is responsible to the Board for ensuring
that Board procedures are complied with
as well as advising the Board on all legal
matters, including forthcoming legislation
and corporate governance matters. Board
BOARD ACTIVITIES
Committees and Directors are also able to
access independent professional advice at
the Group’s expense if the Directors deem it
necessary in order for them to carry out their
duties and responsibilities.
The Board operates an annual cycle of
matters for its consideration, supplemented
with strategic topics and governance
matters. The frequency of meetings and the
Board agendas are also kept under regular
review to ensure any matter that requires
discussion at, or escalation to, the Board
can be accommodated. For each Board and
Committee meeting Directors receive a pack
of relevant papers and information on the
matters to be discussed. The Board uses
a third party board platform to distribute
information quickly and securely. At Board
meetings, the Chief Executive Officer
presents a comprehensive update on the
business issues across the Group and the
Chief Financial Officer presents a detailed
analysis of the financial performance. The
Board also receives at each Board Meeting
an Investor Relations Report, including
any feedback from investors and Investor
Roadshows. Regional Managing Directors
and other senior managers may also attend
relevant parts of Board meetings and
the Board Strategy Day in order to make
presentations on their areas of responsibility.
All of the above gives a comprehensive
view on the issues facing the business and
enables robust review of the current and
future performance of the Group.
During the year, the Board held eight meetings, together with a separate dedicated strategy day. The Board monitored closely the financial
performance of the Group. The Board’s strategy sessions centred around the Board overseeing and advising on investment in key regions,
and increasing the Group’s footprint in areas that would make the most difference to our Customers in an evolving recruitment market. A non-
exhaustive list of the of key activities considered, reviewed and monitored are set out below.
• Group’s financial results
throughout the year
•
•
Key metrics on the Group’s
cash position, headcount,
productivity and costs
The annual budget and
quarterly forecasts
• Capital returns policy
FINANCIAL
PERFORMANCE
STRATEGY
COMPLIANCE
AND REGULATION
CULTURE AND
ENGAGEMENT
• Corporate Governance updates,
forthcoming legislation and emerging risks
•
Schedule of matters reserved and delegation
of authorities
•
Board and Committee evaluation
• Modern slavery update and KPIs
•
Information Security and Data Protection reporting
•
Progress on high potential
disciplines
• Update on temporary and
flexible recruitment models
• Deep-dive sessions in key
markets and business
divisions
•
Sustainability strategy and
ESG commitments
• Culture Framework
measures and data. Please
see page 40 for further
details
•
Shadow Executive Board
updates
• Diversity & Inclusion
initiatives update
EMPLOYEES
INVESTORS
CUSTOMERS
COMMUNITIES & GOVERNMENT
SUPPLIERS
Pages 65 to 70 provide full details of how the Board has taken into account Stakeholder interests in accordance with section 172 of the Companies
Act. The key above provides an additional snapshot of where Stakeholder groups have been considered as part of the Board’s work and
decision-making.
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PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT Constal Limited (“Constal”), a specialist,
independent third party Board effectiveness
advisor with no connection to the Company
or individual Directors. Constal was chosen
following a detailed tender process.
Constal’s experience and deep-dive
interview approach was considered the most
appropriate evaluation process for the Board
and its Committees at this time.
Last year we reported that the key priorities
which emerged from the Board and
Committee evaluation included ensuring a
smooth and effective handover to a new
Chair of the Board, encouraging further
progress on the Group’s diversity initiatives
and monitoring progress of the strategic
areas and high-potential markets. Below sets
out details of the Board’s work in each of
these areas.
Chair transition: The Board is pleased
to report that the Chair transition has
been smooth and straightforward. Since
assuming responsibility for the position,
Angela Seymour-Jackson has prioritised
engagement with Shareholders and other
Stakeholders. The 2022 Board evaluation
indicated that Directors considered the Chair
to be highly effective in her role and the
Board is well run.
Diversity initiatives: Throughout the year,
the Board has dedicated significant time to
reviewing progress across the Company’s
DE&I programmes. Progress is being made
with 43% of senior management being
female. From 1 January 2023, 30% of the
Group’s Executive Committee is female.
Babak Fouladi has been appointed to the
Board with effect from April 2023, increasing
the diversity on the Group’s Board.
Strategic markets/disciplines: The
Board reviewed with executive management
progress on strategic markets and disciplines
and it was provided with regular KPIs and
financial information on these markets and
disciplines. This focus achieved results with
disciplines such as Technology now being
the second largest discipline in the Group.
As mentioned above, in 2022 the Board and
Committee evaluation was conducted by
Constal. Bernice Dunsmuir of Constal led
the review. Bernice is independent to the
Company, with no connection to the Group.
She has over 25 years’ legal experience
specialising in Corporate Governance.
The objective and scope of the annual
evaluation was to assess all aspects of
the Board and Committees’ effectiveness.
The review took the format of individual
interviews between all Directors and the
General Counsel & Company Secretary,
and detailed reporting of the findings on an
anonymous basis. The Senior Independent
Director also conducted a review of the
Chair.
The areas evaluated included:
•
•
•
•
•
•
the Board’s performance over the last
year;
Board composition, Boardroom
dynamics and use of Board time;
any lessons learned from previous
decisions the Board had to make in the
year;
readiness for the future (strategy,
succession planning and risk
management);
Shareholder and Stakeholder
engagement;
how the Chair and Directors have
performed over the year; and
•
the performance of the Committees.
A comprehensive report on the evaluation
was prepared for, and discussed at, the
Board on two occasions. Initially, to consider
the report and a follow-up session to agree
actions arising out of the review. Reflecting
the importance that the Board places on
assessing its performance, Constal will
undertake a further review of the Board
and its Committees in 2023 to assess
performance. This was deemed particularly
useful given the changes in Board
composition since the beginning of the year.
The 2022 evaluation found that the Board
and its Committees were working well and
add value to the Group. Key highlights
include that the CEO succession process
was considered rigorous and transparent.
The Board was also considered to have
strong working relationships, focused on
relevant topics, and meetings were reported
to be productive.
Priorities for 2023 which arose out of the
review and were adopted by the Board,
include ensuring the Board sufficiently
supports the new CEO to manage an orderly
transition process and maintains a close
working relationship with the Executive
Board, while continuing to monitor progress
on areas of investment and of critical
strategic importance. The evaluation also
considered the Board’s composition, all of
which were considered as appropriate with
no significant gaps raised.
Constal agrees with the reporting contained
within this report regarding the performance
evaluation.
RE-ELECTION OF DIRECTORS
The Code requires all Directors to stand
for election or re-election at each Annual
General Meeting. All Directors except Patrick
De Smedt will submit themselves for election
or re-election at the forthcoming Annual
General Meeting on 1 June 2023.
CORPORATE GOVERNANCE REPORT
COMMITTEES
The key Board Committees are the Audit
Committee, Nomination Committee and
Remuneration Committee. The Sustainability
Committee which is chaired by the Chief
Financial Officer and reports to the Board,
leads on the Company’s ESG strategy (see
pages 42 to 52).
The Audit and Remuneration Committees
are comprised solely of independent
Non-Executive Directors. The Nomination
Committee is comprised of Non-Executive
Directors and is chaired by the Chair of
the Board, who was independent on
appointment. Details of the composition and
activities of the Committees can be found
in the Audit Committee Report on pages 94
to 98; the Nomination Committee Report
on pages 91 to 93; and the Directors’
Remuneration Report on pages 101 to
126. Their terms of reference are reviewed
annually, copies of which can be found on
the Company’s website at www.page.com
Each Committee also reviews its
effectiveness and makes recommendations
to the Board about any appropriate
changes as and when required. The Chair
of the Board and the Chairs of each of its
Committees will be available to answer
Shareholders’ questions at the Company’s
forthcoming Annual General Meeting on
1 June 2023.
The General Counsel & Company Secretary
acts as secretary to each of these
Committees and minutes of meetings are
circulated to all Committee members and to
all members of the Board unless it would be
inappropriate to do so.
The Group also has an Executive
Committee, known as the Executive
Board, which is chaired by the Chief
Executive Officer. Biographies for Executive
Board members can be found on pages 83
to 84.
The Executive Board meets regularly
and is responsible for assisting the Chief
Executive Officer in the performance of
his duties. These include the development
and implementation of strategy, operational
plans, policies, procedures and budgets.
These activities are performed at a regional
level by regional management teams for
each of the UK, North America, Continental
Europe, Asia Pacific, Latin America, and
Middle East and Africa. These regional
boards are known as “Regional Boards”.
COMPLIANCE WITH THE UK CORPORATE
GOVERNANCE CODE
During the year ended 31 December 2022
and to the date of this document, the
Company has applied the principles and
complied with all of the provisions of the
Code. The Code is publicly available on the
FRC website (www.frc.org.uk). Please see
below for details regarding the application of
the principles of the Code.
PRINCIPLES
Board leadership and Company
Purpose (A-E)
(Risk – pages 55 to 56, Culture and
Engagement – pages 27 to 41 and
Stakeholder Engagement – pages 65
to 70)
Division of responsibilities (F-I)
Pages 76 to 77 and 85 to 90 (Corporate
Governance Report)
Composition, succession and
evaluation (J-L)
Pages 78 to 82 and 91 to 93 (Nomination
Committee Report and Directors’
Biographies)
Audit, risk and internal control (M-O)
Pages 55 to 64, 85 to 90 and 94 to 98
(Corporate Governance Report, Audit
Committee Report, Principal Risks, Going
Concern and Viability Statement)
Remuneration (P-R)
Pages 101 to 126 (Directors’ Remuneration
Report)
BOARD AND COMMITTEE ATTENDANCE
The table below sets out the number of
meetings of the Board held during the year
and individual attendance by the Directors at
these meetings, demonstrating commitment
to their role as Directors of the Company.
Attendance by the relevant members of
each Committee can be found on page 94
(Audit Committee), page 92 (Nomination
Committee) and page 110 (Remuneration
Committee). The Board met eight times
during the year. During the year under review
the Non-Executive Directors met on several
occasions without the Executive Directors
being present. The Senior Independent
Director reviewed the performance of the
Chair and Directors had the opportunity to
meet without the Chair present.
DIRECTOR
No. of meetings
attended
Angela Seymour-
Jackson
8 out of 8
Patrick De Smedt
8 out of 8
Karen Geary1
5 out of 6
Michelle Healy
8 out of 8
Steve Ingham
8 out of 8
David Lowden2
3 out of 3
Sylvia Metayer
8 out of 8
Kelvin Stagg
Ben Stevens
8 out of 8
8 out of 8
1. Karen Geary could not attend a meeting due to a
prior third party Board commitment agreed before her
appointment as a Director of the Company.
2. David Lowden attended all meetings that he was
eligible to attend before his retirement as Chairman.
SUCCESSION PLANNING
Senior management development and
succession planning discussions are
held annually. These discussions focus
on the development and succession of
the Executive Directors, Executive Board
members and other senior managers in
the Group over the short, medium and
longer term. The aim of these sessions is
to ensure that senior executives are being
developed and that there is a diverse
pipeline of talented senior individuals
within the business. Development and
succession planning is a critical part of
the Chief Executive Officer’s performance
objectives for annual bonus and long-
term remuneration. The Group operates
Talent, Succession & Development
programmes across the business which
assess development needs and nurture
high-potential employees throughout the
various stages of their careers. Diversity
considerations are a fundamental element of
the programmes.
In addition, the Nomination Committee
also considers the breadth and depth of
experience of the Non-Executive Directors
and considers on a regular basis succession
planning for the Board as a whole. Further
details on which, and the Board’s policy on
diversity, both at Board level and the Group,
can be found in the Nomination Committee
Report on page 91 and the Strategic Report
on pages 27 to 41.
PERFORMANCE EVALUATION
In accordance with the Code, an evaluation
of the Board, its Committees and individual
Directors is carried out annually. In 2022
the evaluation was externally facilitated by
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PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT CORPORATE GOVERNANCE REPORT
Risk Management – The Board has
established a framework for identifying
current and emerging risks, and processes
and controls for managing risk, both at
a strategic and operational level. As a
minimum, this is reviewed on an annual
basis. In 2022 this was conducted at the half
year and full year.
Internal Audit – The Group’s Internal Audit
function examines business process controls
throughout the Group on a risk basis and
reports the findings to the Executive Board
and Audit Committee. Agreed actions
are monitored and reported to the Audit
Committee, who in turn report to the Board.
Confirmations from Executive
Management – The Managing Director
and Finance Director of our operations in
each country formally certify twice a year
whether the business has adhered to the
system of internal control during the period,
including compliance with Group policies.
The statement also requires the reporting
of any significant control issues that have
emerged, including suspected or reported,
so that areas of concern can be identified
and investigated as required. These
confirmations and supporting controls self-
assessment questionnaires are reviewed by
the Internal Audit function and a summary of
findings is provided to the Audit Committee
for review.
In accordance with the requirements of
the Code and the recommendations of the
FRC’s Guidance on Risk Management and
Related Financial and Business Reporting,
the Board has reviewed and agreed its
approach to risk and its risk appetite when
considering its strategy and the management
of its risks. It has also considered its longer
term viability. Details on the Board’s risk
appetite and its assessment of its longer
term viability can be found in the Strategic
Report on pages 57 to 64. The Board, with
the assistance of the Audit Committee, has
carried out a review of the effectiveness of
the Group’s risk management and internal
control systems. including a review of the
Internal Audit activities and the financial,
operational and compliance controls for the
period from 1 January 2022 to the date of
this Annual Report.
This review covered strategic, operational
and principal risks and the effectiveness of
the control environment applied to those
principal risks across the business. The
Board discuss and formally confirms its
understanding of the key risks affecting
the Group and risk appetite. This follows
deep dive risk review sessions at the Audit
Committee. These reviews are guided by
an annual audit plan, and adjusted during
the year.
No significant failings or weaknesses
were identified. A confirmation of any
necessary actions is, therefore, not provided.
However, had there been any such failings
or weaknesses the Board confirms that
necessary actions would have been taken
to remedy them.
CULTURE
The Board is committed to the oversight and
monitoring of the Company’s culture. Full
details of the Board’s approach to its duties
regarding the Group’s Culture can be found
on page 40.
INTERNAL CONTROL AND RISK
MANAGEMENT
The Board retains responsibility for the
Group’s overall risk appetite and for the
effectiveness of its risk management and
internal control systems. The procedures
established by the Board have been
designed to meet the requirements of the
Group and the risks to which it is exposed
and these are reviewed on a regular basis.
These procedures also provide an ongoing
process for identifying, evaluating and
managing principal and emerging risks. The
system of internal control includes financial,
compliance and operational controls, which
are designed to meet the Group’s needs.
These controls aim to safeguard Group
assets, ensure that proper accounting
records are maintained, and that financial
information used within the business and
for publication is reliable and supports the
successful delivery of the Group’s strategy.
Any system of internal control can only
provide reasonable, but not absolute,
assurance against material misstatement
or loss. In practice the Board delegates the
implementation of the Board’s policy on
risks and control to executive management
and this is monitored by the Group’s Internal
Audit function which reports back to the
Board through the Audit Committee.
The key elements of our system of internal
control are as follows:
Group Organisation – The Board of
Directors meets at least eight times a
year and holds extra meetings where
this is considered necessary. The Board
meetings focus both on strategic issues
and operational and financial performance.
There is also a defined policy on matters
reserved strictly for the Board which is
reviewed on an annual basis. The Regional
Managing Director, supported by a Regional
Finance Director, of each of our regions is
accountable for establishing and monitoring
internal controls within our respective regions.
Annual Business Plan – The Board
reviews the Group’s strategy and business
plan. Performance is then monitored by the
Board through the review of monthly reports
showing comparisons of results against
budget or modelling, and the prior year,
with explanations provided for significant
variances.
Policies and Procedures – Policies and
procedures are documented over both
financial controls and non-quantifiable areas
such as the Group’s whistleblowing policy
and its policy relating to anti-bribery and
corruption and gifts and hospitality.
The Board understands that a well run
and trusted whistleblowing policy and
helpline is a key tool for strong and effective
corporate governance, compliance and
risk management. The Company operates
an external global confidential ‘Speak-Up’
helpline supported by a Speak-Up policy
available on each country’s website and
translated into all local languages. The Board
reviews all reports to the helpline including
the Company’s response. In 2022, eight
instances to the Speak-Up helpline were
recorded. All reports related to local HR
matters. All instances raised via the Speak-
Up helpline were discussed at the Board
and it was satisfied with the Company’s
approach to each report.
DIRECTORS’ CONFIRMATION
The Directors are responsible for preparing
the Annual Report in accordance with
applicable law and regulations. Having
taken advice from the Audit Committee,
the Board considers the Annual Report
and Accounts, taken as a whole, as fair,
balanced and understandable and that
it provides the information necessary for
Shareholders to assess the Company’s
position, performance, business model
and strategy. Neither the Company nor the
Directors accept any liability to any person in
relation to the Annual Report except to the
extent that such liability could arise under
English law.
RELATIONS WITH SHAREHOLDERS
Understanding the views of Shareholders
and active engagement with our
Shareholders is always considered a key
priority for the Board. The Chief Executive
Officer and the Chief Financial Officer
supported by the Investor Relations team
make themselves available, wherever
possible, to meet with Shareholders
and analysts at their request. In 2022,
two investor roadshows were held and
four investor relations conferences were
attended. There were also 30 individual
meetings, telephone or video calls. The
meetings were held either in person or
virtually. This regular engagement was
supplemented with presentations to
analysts after our quarterly, interim and full
year results.
The Group’s Chair and the Chairs of the
Committees also make themselves available
for individual investor and proxy agency
engagement. In 2022 the Chair of the
Board wrote to, and met with, a number
of investors. Karen Geary, the Chair of the
Remuneration Committee, also undertook
an extensive consultation exercise with
Shareholders and their advisers regarding
the Remuneration Policy Review.
This engagement included the top 20
Shareholders and key proxy advisers. The
Annual Report and Accounts are available
to all Shareholders either in hard copy or via
the Company’s website www.page.com.
The website contains up-to-date information
on the Group’s activities, published financial
results and the presentations used for
briefings and investor meetings held during
the year. These are available to download.
The Annual General Meeting is an additional
opportunity for Board members to meet
with Shareholders and investors and give
them the opportunity to ask questions.
Final voting results are published through a
Regulatory Information Service and on the
Company’s website following the meeting.
The Board looks forward to the Annual
General Meeting in 2023 and engaging with
Shareholders.
CONFLICT OF INTEREST
The Company has implemented robust
procedures in line with the Companies Act
2006, requiring Directors to seek appropriate
authorisation from the Board prior to entering
into any outside business interests which
have, or could have, a direct or indirect
interest that conflicts, or may conflict, with
the Group’s interests. These procedures
have operated effectively throughout the year
under review. The Nomination Committee is
responsible for reviewing possible conflicts
of interest. It makes recommendations to
the Board as to whether a conflict should
be authorised and the terms and conditions
on which any such authorisation should
be given by the Board. Please see page
91 of the Nomination Committee report
which provides further details about how
the Board considered conflicts in respect
of Directors’ additional appointments.
Only Directors without an interest in the
matter being considered will be involved in
any decision involving a potential conflict
and each Director must act in a way they
consider, in good faith, will promote the
success of the Group. All Directors are
aware of their continuing obligation to report
any new interests, or changes in existing
interests, that might amount to a possible
conflict of interest in order that these may
be considered by the Board and appropriate
authorisation given.
Angela Seymour-Jackson
Chair
8 March 2023
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Board’s membership under review. During
the year it was satisfied that the Board and
its Committees included the appropriate
mix of skills, experience and knowledge.
However, as highlighted in last year’s report,
we were acutely aware that the Board
should be more diverse. Accordingly, I am
pleased to report with effect from April
2023, Babak Fouladi has been appointed as
Board Director and Committee member.
In 2022, the Committee also recommended
to the Board that the appointment of
Michelle Healy be extended for a further
three-year term. Michelle’s appointment
was renewed as she is a valued member
of the Committee and Board who displays
comprehensive understanding of people
strategy and commercial operations.
As previously announced, Patrick De
Smedt will not stand for re-election at the
Company’s forthcoming AGM and will retire
from the Board at the end of the AGM. We
thank Patrick for his invaluable contribution
and counsel to the Board over the last
seven years. As previously announced
Patrick De Smedt will be succeeded by Ben
Stevens as Senior Independent Director
with effect from the Company’s 2023 AGM.
PURPOSE
The Committee is an important component
of the Company’s governance framework
and the Group’s strategy. The Nomination
Committee is responsible for ensuring
that the Company has the executive and
Non-Executive Board leadership it requires,
both now and for the future. It reviews,
and challenges where it identifies gaps in
succession plans for all key senior roles
to ensure the organisation’s long-term
stability. It also seeks to ensure that talented
individuals are provided with opportunities
to develop.
The Committee’s work extends beyond
the composition of the main Board and the
Committee was involved in the selection
and appointment process for the Group’s
new Chief People Officer, Rebecca Grattan.
Rebecca joined in January this year and is
a member of the Group’s Executive Board.
Her biography is set out on page 84. The
Committee looks forward to working with
her during 2023.
MEMBERSHIP
During the year under review the members
of the Committee were myself, as Chair
of the Committee, David Lowden who
chaired the Committee until 30 April 2022,
Patrick De Smedt, Michelle Healy, Sylvia
Metayer and Ben Stevens. Board and
Committee appointments are for three-year
periods. As mentioned above, Michelle
Healy’s appointment was extended for a
further three-year period (see page 81 for
further details) and Karen Geary joined
the Board and Committee with effect
from 1 April 2022. No Director is entitled
to vote in respect of their own continuing
appointment. The Chief Executive Officer
and General Counsel & Company Secretary
are regularly invited to attend meetings
and other individuals such as the Chief
People Officer and external advisers may
attend meetings by invitation only, when
this is considered appropriate and valuable.
Members view this arrangement as
fostering appropriate challenge, questioning
and debate regarding the recommendations
made by the Committee to the Board.
ADDITIONAL COMMITMENTS
Details of my and all Committee members’
other significant commitments can be found
on pages 78 to 82. During the year the
Committee considered the appointment
of Sylvia Metayer to Animal Care plc and
Groupe AdP and determined that these
appointments would not interfere with her
duties to the Company. Sylvia stepped
down from her executive role with Sodexo
on 31 May 2022.
I was considered as independent in line with
the Corporate Governance Code at the time
of appointment as Chair of the Board.
RESPONSIBILITIES
The key responsibilities of the Committee
are to:
• assess and nominate members to the
Board in accordance with the process and
diversity considerations;
• maintain the right mix of character, skills
and experience on the Board and its
Committees;
• make recommendations to the Board on
development and succession plans for
members of the Board and
senior management;
• approve job descriptions and written
terms of appointment for Directors;
• review the independence of Non-
Executive Directors, taking into account
their other directorships; and
• consider diversity and inclusion objectives
in terms of the Group’s talent pipeline and
new senior appointments.
SUCCESSION PLANNING
The Committee monitors length of tenure
for the Board and Committee members
to ensure ongoing independence and
considers succession plans both in the
Angela Seymour-Jackson
Committee Chair
Dear Shareholder,
The summary below sets out the
Nomination Committee report for the year
ended 31 December 2022. Since taking
over from David Lowden as Chair of the
Committee in May 2022, there have been
a number of significant changes that the
Committee presided over. I would like to
extend my thanks to David for his valuable
contribution to the work of the Committee.
I have no doubt that due to the foundations
laid in respect of succession planning, the
Committee was in a strong position to make
informed decisions about the Company’s
future leadership.
In 2022 a key focus for the Committee was
the appointment of a new CEO following
the Company’s announcement in April
that a process had commenced to identify
Steve Ingham’s successor. I am delighted
that Nicholas Kirk accepted the position of
CEO and commenced his new role at the
beginning of 2023. Nick’s experience in
the business over the last 28 years and his
proven track record of delivering results for
the Group has enabled a smooth transition
in respect of the CEO role. I would also
like to highlight that Steve’s unwaivering
commitment and support to the succession
process made the handover seamless.
Please see the case study on page 92
for full details of the Committee’s work in
respect of CEO succession.
During the year, the Company also
welcomed Karen Geary to the Board. Karen
took over responsibility as Remuneration
Committee Chair from 1 May 2022, at the
same time as I became the Group Chair.
Karen has considerable Remuneration
Chair experience and deep understanding
of reward, which she fully demonstrated
when undertaking the Group’s triennial
remuneration policy consultation and review
in 2022. Karen’s full biography can be found
on page 80.
The Committee has a diverse range of skills
and backgrounds and it keeps its and the
short and long-term, especially for key roles
on the Board and those that require specific
skills or experience, such as the Chairs of
the Audit and Remuneration Committees.
In addition, executive development and
succession planning discussions are held
annually.
When the Committee considers an
appointment it follows a formal and
transparent procedure. It is assisted in its
search for new Non-Executive Directors by
an independent executive search company.
With each new search the Committee
selects the executive search company
which it considers the most appropriate
and relevant for the assignment. With each
assignment a detailed candidate profile is
compiled and discussed by the Committee,
taking into consideration the balance of
skills and experience of existing Board
members and the requirements of the
Company and its future strategy.
If approved, a search and selection
process based on the agreed profile is
undertaken. The recruitment process
places importance on diversity
considerations. Candidates are identified
and selected against objective criteria
including their skills and experience while
having due regard to the benefits of diversity
on the Board. Shortlisted candidates are
assessed and interviewed by members of
the Committee and the Board. Thereafter a
recommendation of appointment is made to
the Board.
In respect of the succession for the
Remuneration Chair and the search for
an additional Non-Executive Director
the above process was followed. The
Committee appointed Russell Reynolds
Associates in both instances to advise in
the search. Russell Reynolds Associates
were considered best placed to undertake
the search given their industry leading
experience and previous knowledge of our
business and culture. Russell Reynolds
Associates has no connection with the
Company or individual Directors other
than the provision of search services.
Karen Geary was appointed given her
considerable experience both as a Non-
Executive Director and her Remuneration
Committee Chair experience. Babak
Fouladi was appointed due to his extensive
technology experience.
Details of the process around my
appointment as Chair of the Company
were set out in last year’s Annual Report
and Accounts.
ATTENDANCE DURING THE YEAR
During 2022 the Committee met on
seven occasions. Details of the members’
attendance at meetings of the Committee
are set out in the following table.
CEO SUCCESSION – CASE STUDY
From the announcement of Steve Ingham’s departure until mid-October last year, the
Committee undertook an intensive process to identify Steve’s successor. The Committee
agreed a profile of success for the new CEO, prioritising areas such as vision and strategic
thinking, a proven track record of execution, industry understanding and inspirational
leadership skills.
With a strong internal talent pipeline, the Committee was able to identify early on any
potentially suitable internal candidates and utilised external advisers as appropriate
to assist in the search process. For example, Russell Reynolds Associates were
commissioned to carry out an external benchmarking exercise. YSC, the leadership
consultancy, undertook a series of independent assessments of internal candidates,
coaching and development activities. The Committee spent considerable time with
potential candidates in a variety of settings. The culmination of this work provided a rich
set of data for the Committee on which to base its recommendation of Nicholas Kirk as
the Group’s next CEO. Nick was chosen as he closely matched the key attributes and
experience that the Committee considered the Group required.
Director
No. of meetings
attended
David Lowden
Karen Geary1
2 out of 2
4 out of 5
Patrick De Smedt
7 out of 7
Michelle Healy
Sylvia Metayer
Angela Seymour-
Jackson
7 out of 7
7 out of 7
7 out of 7
Ben Stevens
7 out of 7
1. Karen Geary could not attend a meeting due to a
prior third party Board commitment agreed before her
appointment as a Director of the Company.
COMMITTEE’S FOCUS DURING 2022
In addition to the Board succession matters
described above, the Committee continued
its work in overseeing Talent, Succession
and Development (“TS&D”) to ensure that
activities were fit for purpose and were
achieving the objectives of developing talent
across the business. Programmes and
promotions are reported upon to ensure
gender and other diversity characteristics
are adequately represented, including that
the Company remains on course to meet
its target of 50:50 gender balance in senior
management positions by 2030.
The Committee reviewed succession plans
for all key roles. It spent time understanding
the range of talent development
programmes available to employees and it
retained external advisers, YSC, to support
the development of our most senior people.
Development of a coaching culture across
the business has continued throughout
2022, it being a cornerstone of the Group’s
talent development strategy.
COMMITTEE EVALUATION
In 2022, the performance of the Committee
was evaluated as part of an externally
facilitated performance review. Constal
Limited was engaged to evaluate the
work of the Board and Committees. The
evaluation process involved interviews
with Committee members and reporting
on an anonymised basis covering how
the Committee performed and how the
Committee could improve its effectiveness.
The findings of the Constal review and
report were that the Committee was
working well and there were no significant
issues raised about the Committee’s
performance. Members also reported
that the Board succession processes
throughout the year had been handled very
effectively.
DIVERSITY
As a recruitment company we are
passionately committed to promoting
diversity, equity and inclusion in the
workplace both internally and externally.
Our Company Purpose is to change
lives and diversity, equity and inclusion is
therefore inextricably linked to our strategy.
We reported that last year’s evaluation
raised the need to accelerate the addition of
a non-executive director from an ethnically
diverse background. As mentioned above
Babak Fouladi has been appointed to the
Board and the Committee with effect from
April 2023.
Other actions being taken to improve
ethnic minority representation across the
business include continuing our successful
reverse mentoring programme where senior
executives are mentored by colleagues from
a different ethnic background to their own,
ensuring our Shadow Boards comprise
diverse talent across our global operations
and running campaigns to promote key
events such as Black History Month and our
Unity@Page network.
The Board and its Committees’ diversity
and inclusion policy is reviewed annually
and is available on the Company’s website
at www.page.com. In 2022, the policy
was updated to ensure it reflects the FTSE
Women Leaders recommendations and the
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PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT OBJECTIVE
Maintain Board and Committee
membership to be at least 40% female.
STATUS
Board and each Board Committee
currently has over 50% female
representation which exceeds the 40%
objective.
MET
OBJECTIVE
Meet the Parker Review
recommendation of one Director from
a minority ethnic background by 2024.
STATUS
MET
Babak Fouladi will be a Director from April
2023. Babak was appointed due to his
extensive technology experience.
OBJECTIVE
Ensure at least one of the senior Board
positions (Chair, Chief Executive Officer,
Senior Independent Director or Chief
Financial Officer) is a woman.
MET
STATUS
Following David Lowden’s retirement,
Angela Seymour-Jackson took over
as Chair of the Company due to her
exceptional Non-Executive and executive
experience and deep understanding of
the sector and PageGroup’s business and
culture.
OBJECTIVE
Female representation of at least
40% within senior management and
their direct reports as defined by the
Corporate Governance Code (the
“Code”).
STATUS
ONGOING
As at 31 December 2022, 30.8% of senior
management as defined by the Code and
their direct reports were female.
OBJECTIVE
50:50 gender split for management
grades across the global organisation
STATUS
ONGOING
As at 31 December 2022 there were 43%
female and 57% male holding positions
of Associate Director (and equivalent) and
above.
FCA Listing Rule targets and requirements
on Diversity and Inclusion on company
boards and executive management.
continue to recognise that there is more to do
in increasing female representation at senior
levels.
AUDIT COMMITTEE REPORT
The Nomination Committee implements
the policy and a summary of key objectives
regarding diversity and inclusion are set
out in this report:
• to ensure Board and Committee
membership is diverse in age, gender,
ethnicity, sexual orientation, disability
or educational and socio-economic
background;
• requirement for diverse shortlists for non-
executive positions; and
• maintain Board and Committee membership
to be at least 40% female.
Since January 2023 female representation
on the Executive Board has increased, being
30% female and 70% male. However, we
A summary of the actions which we have
implemented to change this are below:
• a mentoring programme is in place for
senior women throughout the organisation;
• there is ongoing and continued support
for the women@page global network
aimed at engagement, enablement
and empowerment of women across
the organisation;
• we have introduced quarterly tracking
reports charting progress against
gender targets; and
• managing Directors and above have
diversity objectives linked directly to
their remuneration.
GENDER REPRESENTATION IN SENIOR MANAGEMENT AND DIRECT REPORTS -
31 DECEMBER 2022
Men
69.2%
Women
30.8%
As determined in accordance with the definition contained in the Corporate Governance Code
GENDER REPRESENTATION IN BOARD AND SENIOR MANAGEMENT - 31 DECEMBER 2022
Number
of Board
members
Percentage
of the
Board
Number of senior
positions on the
Board (CEO, CFO,
SID and Chair)
Number in
executive
management
Percentage
of executive
management
Men
Women
4
4
50%
50%
3
1
9
2
81.8%
18.2%
As determined in accordance with the definition contained in the FCA’s Listing Rules
ETHNICITY REPRESENTATION IN BOARD AND SENIOR MANAGEMENT - 31 DECEMBER 2022
Number
of Board
members
Percentage
of the
Board
Number of senior
positions on the
Board (CEO, CFO,
SID and Chair)
Number in
executive
management
Percentage
of executive
management
8
100%
4
11
100%
White
British or
other White
(including
minority-
white
groups)
As determined in accordance with the definition contained in the FCA’s Listing Rules. Babak Fouladi’s appointment
will commence in April 2023.
For additional information, as at 31
December 2022 gender composition of
the Audit and Remuneration Committees
is 40% male: 60% female. The Nomination
Committee is 33.3% male: 66.7% female.
PLAN FOR 2023
Following the recent appointments to the
Board and Committees described above, the
Committee is confident it has the appropriate
skills and experience for the future. People
are at the heart of our business and the
Committee will continue to prioritise
development of the Company’s Talent,
Succession & Development offering and look
to implement any further improvements that
can be made. The Committee will also seek
to drive forward further progress towards our
diversity goals.
Angela Seymour-Jackson,
Nomination Committee Chair
8 March 2023
relevant legislative or regulatory changes or
areas of interest.
Only members of the Committee are entitled
to attend meetings. Other individuals,
such as the Chair of the Board, the Chief
Executive Officer, the Chief Financial Officer,
the General Counsel & Company Secretary,
the Director of Internal Audit and the external
Audit Partner are regularly invited to attend
meetings as necessary. The Committee can
invite others to attend as appropriate.
The Board assesses the competence of
those sitting on the Committee annually. In
2022 it was satisfied that I had recent and
relevant financial experience as required
by the Corporate Governance Code (the
“Code”) and competence in accounting as
required by the Financial Conduct Authority’s
Disclosure Guidance and Transparency
Rules. Sylvia Metayer also has relevant
financial and accounting experience and
other members of the Committee have
a sufficiently wide range of business
experience and expertise such that the
Committee has competence relevant to the
sector in which the Company operates.
The relevant qualifications and experience of
the Committee members are shown in their
biographies on pages 78 to 82. In 2022,
the performance and effectiveness of the
Committee was independently and externally
reviewed by Constal Limited. Full details can
be found on pages 87 to 88 and page 111.
The Committee met with the Director of
Internal Audit and the External Auditor
during the year without the presence
of management in order to provide an
opportunity for confidential discussion.
The Director of Internal Audit and the
External Auditor also met with, and have
direct access on an ongoing basis to, the
Chair of the Committee. Additionally, the
Committee held private sessions with the
Chief Financial Officer and the General
Counsel & Company Secretary.
PRINCIPAL AREAS OF FOCUS
The Committee is committed to maintaining
and monitoring the quality and integrity of
financial reporting, as well as assessing
the Company’s risk management systems
and internal control environment. The
Committee concentrated on ensuring
continued accuracy of financial reporting and
trading updates and monitoring potential
risks associated with the business. The
Committee also had deep-dive sessions
on talent, capabilities and organisational
structure in Finance, and assessed the
review of temporary payroll vendors.
Set out in the table on page 94 is a summary
of the main activities of the Committee
during 2022.
In line with previous years, the tax strategy
and treasury policy were reviewed by the
Committee and recommended for approval
by the Board. The Committee also monitored
preparedness for the introduction of the
Government’s Corporate and Audit reforms.
The Committee met on seven occasions.
Committee meetings are set to coincide
with key dates of the financial reporting
calender and the audit cycle. The Committee
is provided with sufficient resources to
undertake its duties.
Details of the members’ attendance at the
meetings of the Committee are as follows:
Director
No. of meetings
attended
Sylvia Metayer
7 out of 7
Angela Seymour-
Jackson1
3 out of 3
Patrick De Smedt
7 out of 7
Michelle Healy
7 out of 7
Ben Stevens
7 out of 7
Karen Geary2
4 out of 5
1. Angela Seymour-Jackson attended all meetings
that she was eligible to attend before her appointment
as Chair of the Group.
2. Karen Geary could not attend a meeting due to
a third party Board commitment agreed prior to her
appointment as a member of the Committee.
FINANCIAL REPORTING
In its financial reporting to Shareholders
and other Stakeholders, the Board seeks
to ensure that it presents a fair, balanced
and understandable assessment of the
Group’s position and long-term sustainability,
providing necessary information for
Shareholders to assess the Company’s
business model, strategy and performance.
The Company has an established process
for reviewing the Annual Report and
Accounts to ensure that it is fair, balanced
and understandable. This process was
followed this year. It included: ensuring
compliance with the regulatory requirements
for the Annual Report and Accounts; a
thorough review of going concern analysis;
a process to determine the accuracy,
consistency and clarity of the data and
language; and a detailed review by all
appropriate parties including external
advisers. A checklist of all the elements of
the process was completed to document
the process and cascaded. Sign-off
Ben Stevens
Committee Chair
Dear Shareholder,
I am delighted to present the 2022 Audit
Committee Report. The Company produced
strong financial results for the year ended
2022. The Committee’s focus was to
ensure financial reporting was accurate and
informative, providing insight into how the
Company was performing, and ensuring
that the Company’s internal controls kept
pace with the organisation’s growth and
development.
PURPOSE
The Audit Committee is a fundamental
part of the Group’s governance framework
as the guardian of the integrity of the
Company’s financial statements and external
reporting of performance. It must ensure
that the necessary internal controls and
risk management systems are in place and
effective.
MEMBERSHIP
I am the Chair of the Committee. Patrick De
Smedt, Michelle Healy, Sylvia Metayer, Karen
Geary and Angela Seymour-Jackson all
served as Committee members throughout
the year. Angela Seymour-Jackson ceased
being a Committee member on appointment
as Chair of the Board on 1 May 2022.
Karen Geary joined the Committee on
1 April 2022. Karen is a valuable addition
to the Committee. She fully understands
the Committee’s responsibilities given
her extensive senior executive and non-
executive multi-sector and international
experience.
The Committee’s membership contains
members with recent and relevant financial
and corporate governance experience
derived from a range of sectors, providing
the members with the skill set to perform the
work of the Committee. The quality of the
Committee’s work is further enhanced by
training, which takes place on an ongoing
basis through updates provided by the
Company’s External Auditor or internal
finance team, on developments in corporate
reporting. The General Counsel & Company
Secretary also advises the Committee on
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AUDIT COMMITTEE REPORT
was implemented through the Group’s
management structure to provide assurance
to the Committee that the appropriate
procedures had been undertaken by all
Group companies.
The Committee has reviewed the Company’s
2022 Annual Report and Accounts.
It provided comments that were incorporated
into the Annual Report and Accounts and
has advised the Board that, in its opinion,
the Annual Report and Accounts taken as a
whole is fair, balanced and understandable
and provides the information necessary
to assess the Company’s performance,
business model and strategy.
MAIN ACTIVITIES OF THE AUDIT COMMITTEE DURING 2022
The Committee has an agreed rolling programme of agenda items which the Committee Chair and General Counsel & Company Secretary keep
under regular review to ensure that all key financial reporting and risk matters are properly considered. The list below summarises the key items
considered by the Committee during the year.
JANUARY
Review of Financial Statements
• Q4 Results and Full Year Trading
Update
APRIL
OCTOBER
Review of Financial Statements
Review of Financial Statements
• Quarter 1 trading update
• Quarter 3 trading update
MARCH
Review of Financial Statements
•
•
•
Judgemental and Accounting
issues
External auditor’s year-end report
Fair, balanced and
understandable review
• Going concern analysis
•
Viability statement
• Confirmation of external auditor’s
independence
• Draft preliminary results
announcement and 2021 Annual
Report and Accounts
• Management letter of
representation
Risk and Internal Control
•
Internal Audit Report
Compliance
• Review of litigation register
• Meeting between External Auditor
without Executive Directors
• Meeting between Head of Internal
Audit without Executive Directors
• Update on BEIS Audit Reform
External Auditor
•
External Auditor effectiveness and
rigour survey
JULY
Review of Financial Statements
• Quarter 2 trading update
AUGUST
Review of Financial Statements
• Draft interim results
announcement
•
Judgemental and accounting
Issues
• Going concern analysis
Risk and Internal Control
•
Internal audit update
• Risk review and confirmation of
principal and emerging risks
• Review of Group insurance
renewal
External Auditor
•
•
External Auditor’s Interim Review
Interim review of management
letter of representation
• Scope of the full year audit
• Non-audit fees review
Compliance
• Review of litigation register
• Meeting between Head of Internal
Audit and External Auditors
without Executive Directors
Compliance
•
Talent, capabilities and
organisational structure in Finance
• Review of payroll vendors
DECEMBER
Review of Financial Statements
• Review of 2022 Annual Report
and Accounts process
Risk and Internal Control
•
Internal Audit update
• Approval of Internal Audit plan
for 2023
• Risk review and confirmation of
principal and emerging risks
• Annual review of anti-bribery
compliance
External Auditor
• Audit progress update report
• Review of Audit Fee
Compliance
•
Year-end legislative and
procedural matters
•
Terms of reference review
• Annual Committee evaluation
Tax and Treasury
• Review of Tax strategy
• Review of Treasury matters and
Treasury policy
Compliance
• UK Corporate Governance Code
compliance
SIGNIFICANT ACCOUNTING ISSUES AND AREAS OF JUDGEMENT
The Committee focuses in particular on key accounting policies and practices adopted by the Group and any significant areas of judgement
that may impact materially reported results as well as the clarity of disclosures, compliance with financial reporting standards and the relevant
requirements around financial and governance reporting. Details on accounting policies can be found on pages 141 to 146.
The significant issues and areas of judgement considered by the Committee during the year and how these were addressed were
as follows:
Significant issue
How the Committee addressed the issue
Revenue
Recognition
Context: Revenue recognition for permanent and temporary placements, with particular focus on period end cut off
and appropriate accounting treatment in accordance with IFRS and Group accounting policies.
Revenue from permanent placements is derived from both retained assignments (income recognised on completion
of defined stages of work) and non-retained assignments (income recognised at the date an offer is accepted by a
candidate and where a start date has been determined). There is a risk that a candidate reverses their decision to take
up a placement before the start date and as such the revenue recognised would be reversed. A provision is made
by management, based on past historical experience, for the proportion of those placements where this is expected
to occur. Revenue from temporary placements, which represents amounts billed for the services of temporary staff,
including the salary cost of these staff, is recognised when the service has been provided.
Actions taken: As in previous years, the Committee assessed the Group's revenue recognition policies relative to
IFRS and the sector to ensure that they are appropriate, and challenged management on the internal control and
compliance processes over revenue recognition, taking into account the views of Internal Audit and the External
Auditor. The External Auditor explained to the Committee the procedures they performed and the areas of challenge
addressed to management in respect of revenue recognition in particular, period end cut-off. On the basis of their audit
work, the External Auditor concluded that the revenue recognised in 2022 is materially in accordance with the Group’s
revenue recognition policy and IFRS, and the provision for expected revenue reversals is materially appropriate.
Conclusions and rationale: The Committee concluded that the approach to revenue recognition was consistent
with the policies and the judgements made were appropriate.
EXTERNAL AUDITOR’S INDEPENDENCE
AND EFFECTIVENESS
The Committee monitors the objectivity,
independence and effectiveness of the
External Auditor, Ernst & Young LLP (“EY”).
The Company is mindful of the provisions
of the Code, best practice, the Competition
and Market Authority Audit Order 2014 and
audit legislation in particular as regards audit
firm rotation and the provision of non-audit
services. EY was first appointed as the
Company’s External Auditor in 2011. The
Company last held a competitive tender of
external audit services in 2020 and following
a rigorous process, EY was successful.
In accordance with applicable law and
regulation, the Company will re-tender the
external audit at least every ten years and
will change the External Auditor at least
every 20 years.
In accordance with the FRC’s revised Ethical
Standard 2019, the Committee reviewed
all non-audit services to ensure the non-
audit services are closely linked to the audit
itself or required by law or regulation. The
total non-audit fees in respect of non-audit
services for the year amounted to £7k.
These non-audit fees related to certifying
revenue in the Netherlands for local filing
requirements and factual reporting on
revenue and payroll expenses required for
the French business and were services
typically undertaken by the statutory auditor.
EY also performed interim review procedures
in respect of the half-year results which
amounted to £58k. EY’s audit fee for the
year was £1.52m.
•
The Committee reviews regularly the
objectivity and independence of the
External Auditor and has concluded this is
safeguarded by:
•
obtaining assurances, subject to
safeguards, from the External Auditor
that adequate policies and procedures
exist within its firm to ensure that the firm
and staff are independent of the Group
by reason of family, finance, employment,
investment and business relationship
(other than in the normal course of
business);
The quality, performance and
effectiveness of the External Auditor is
reviewed annually by the Committee.
This covers the quality of robust
challenge provided by the audit team
in the centre and of key components of
the audit and the level of expertise and
resources applied to the audit. It also
provides assurance that there are no
issues which could adversely affect the
auditor’s independence and objectivity.
The Committee reviews the:
•
robustness of the External Auditor’s plan
and its identification of key risks;
• Approach to and execution of the
• meeting with the External Auditor without
agreed plan;
management being present;
•
enforcing a policy of reviewing all cases
where it is proposed that a former
employee of the External Auditor be
employed by the Group in a senior
management position or at Board level;
• monitoring the External Auditor’s
•
•
compliance with applicable UK ethical
guidance on the rotation of audit
partners; and
approving non-audit services
undertaken by the External Auditor.
The rotation of the lead Audit Partner
after five years. Joe Yglesia is currently
the lead Audit Partner, having taken on
that role following the completion of the
2020 Audit.
•
•
•
•
robustness (including the audit team's
ability to challenge management) and
perceptiveness of the External Auditor
in handling key accounting and audit
judgements including demonstrating
professional scepticism and
independence;
quality and content of reports provided
to the Committee by the External
Auditor including reporting on internal
control;
feedback from management which
is ascertained from staff surveys
completed by staff involved in the audit
process; and
communications in and outside of
meetings between the External Auditor
and the Committee.
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of a significant or material nature were
reported.
ANTI-BRIBERY AND CORRUPTION AND
BUSINESS ETHICS
The Company has a Code of Conduct
which can be found on its website
www.page.com. This sets out the
standards of behaviour by which all
employees of the Group are bound and is
based on the Company’s commitment to
acting professionally, fairly and with integrity.
The Group maintains a zero tolerance
approach against corruption. It has an
established anti-bribery and corruption
policy, which includes guidance on the
giving and receiving of gifts and hospitality.
This policy applies throughout the Group
and is complemented by anti-bribery and
corruption training. In order to capture
any concerns that employees or external
parties may have in relation to bribery and
corruption, the policy highlights internal
contacts who can assist in any queries
surrounding gifts and hospitality or concerns
around bribery and corruption. The gifts and
entertainment register is reviewed by the
Committee to ensure transparency. A review
of compliance with the policy is undertaken
annually and reported to the Committee. The
review undertaken in 2022 showed there
was a good understanding of the issues and
no breaches were reported. Additionally, the
Company operates a global “Speak-Up”
helpline and actively promotes its use for any
ethical matters.
All matters raised on the helpline were
investigated and dealt with through the
relevant HR teams.
COMPLIANCE WITH STATUTORY AUDIT
SERVICES ORDER
The Company confirms that it has complied
with the provisions of the CMA‘s Statutory
Audit Services for Large Companies Market
Investigation (Mandatory Use of Competitive
Tender Processes and Audit Committee
Responsibilities) Order 2014 for the financial
year under review.
Ben Stevens
Audit Committee Chair
8 March 2023
AUDIT COMMITTEE REPORT
The Committee considers the planned scope
of assurance provided across the Group
on an annual basis to consider whether
changes are required to continue to obtain
the necessary level of assurance.
INTERNAL CONTROL AND RISK
MANAGEMENT
The Board’s responsibilities for, and their
report on, risk management and the systems
of internal control and their effectiveness are
set out in the Corporate Governance Report
on page 89.
On behalf of the Board, the Audit Committee
undertakes a robust assessment of principal
and emerging risks. This involves reviewing
the Group’s risk assessment procedures
and risk registers and its longer term viability.
The risk assessment takes account of all
top down and aggregate risk and presents
the effectiveness of the controls to mitigate
the principal risks of the business, including
environmental, social and governance
matters, inherent in the strategy of the
business and its plan. The risk assessments
consider the level of gross risk to the
business, the effectiveness of controls in
mitigating those risks and the resulting net
risk level. If the net risk level is above the
Group’s risk appetite, management develop
further remedial action plans.
There are processes across the Group
to consider emerging risks. Within our
Group operational risk assessment and
reporting process cycle, twice per annum
management are formally required to
consider and disclose any emerging risks.
These are reviewed at a Group level together
with a top down perspective gained from
discussion with senior management. In
addition, our internal audit programme
reviews the basis of risk submissions
with local management for principal risks,
including any emerging risks. The principal
risk reports are independently reviewed with
the External Auditor to identify the potential
risks that the Group should be considering
and anticipating.
The risk review identified that as we ended
2022 global economic growth forecasts had
slowed and consequently global economic
trading conditions had worsened since
reporting in 2021. The Group’s experience
of cyclical markets, and diversification aims
to mitigate this risk, to the extent currently
possible.
Conversely, transformation and change is
an area where there has been a reduction
in risk for the Group due to the successful
roll-out of Customer Connect, the Group’s
main operating system, now having been
completed. However, should the Group
launch a global programme in the future this
risk will become more relevant.
The Committee remain vigilant as regards
data protection and cyber security risks,
cognisant that this is an area that requires
an on-going programme of investment,
monitoring and improvements in order to
stay up to date and keep systems and data
secure and compliant. Full and further details
of the Group’s principal and emerging risks
and the areas of mitigation can be found on
pages 57 to 64.
The Company’s risk review procedures
include, at a minimum, half-year and full-year
reports to the Committee from the Director
of Internal Audit on the performance of
the system of internal controls and on its
effectiveness in managing material and
emerging risks and identifying any control
failings or weaknesses.
The Committee reviews the Group’s risk
management process annually, with the
outcome being reported to the Board.
This, together with regular updates to the
Board on material risks, allows the Board
to make the assessment on the system of
internal controls and the residual risks for
the purpose of making its public statement.
The risk process, together with the key risks
and their indicators, have been identified
and mitigating actions are described in the
Strategic Report on pages 55 to 56. Key
performance indicators are highlighted for
the main financial, strategic and people risks
in the Strategic Report on pages 21 to 24.
Where weaknesses have been identified
in the system of internal controls for the
mitigation of risks to an acceptable level,
plans to strengthen the control system are
put in place. Action plans in this respect
are regularly monitored until complete.
During the period under review there were
no control failings or weaknesses that
resulted in material losses.
INTERNAL AUDIT ACTIVITIES
The Group’s Internal Audit function
comprises a Director of Internal Audit and
a team of internal auditors and we have a
co-source agreement in place with a third
party internal audit provider. The Director of
Internal Audit reports to the Audit Committee
and works with the CFO and CEO to
determine priorities. He also has direct
access to the Committee and the Board.
This ensures there is opportunity for frank
and open dialogue. The Director of Internal
Audit’s remuneration is determined by the
Chair of the Committee in consultation with
the Group Chief Financial Officer to ensure
independence.
The scope of work for the Internal Audit
function is agreed with the Committee
annually with the findings from internal
audits being reported to the Executive
Board and the Audit Committee. Businesses
are audited on a rotational risk-based
approach to assess the effectiveness of
controls to mitigate risks to an acceptable
level. All major risks are addressed in this
process, including Group functions and
change programmes as are those around
governance, environmental and social
related matters. Actions to maintain and
improve the effectiveness of the control
environment are agreed with the Executive
Board and are monitored and reported to the
Committee. Risks are also regularly reviewed
and required changes are made to the risk
profile and, where necessary, to the activity
of Internal Audit. All changes to the Internal
Audit plan are agreed with the Chair of the
Committee and reported to the Executive
Board and the Committee.
COMMITTEE EVALUATION
The activities of the Committee were
reviewed as part of the Board and
Committee evaluation process. In line with
the Corporate Governance Code, the annual
review of the Committee was facilitated
externally, by the appointment of Constal
Limited. The review covered the Committee’s
remit and overall performance, including
assessing the Committee’s performance in
identifying, monitoring and managing risks.
The overall performance of the Committee
was rated highly and the Committee was
considered to be working well.
In 2023, the Committee’s focus will remain
on its primary responsibilities of ensuring
the integrity of financial statements and
trading statements and it will continue to
review the Group’s internal control and risk
management systems for any possible
improvements.
Further details of the process and outcome
of the Board and Committee evaluation
process can be found in the Corporate
Governance Report on pages 87 to 88.
FRAUD
The Committee reviews the procedures for
the prevention and detection of fraud in the
Group. Suspected cases of fraud must be
reported to the Chief Financial Officer and
the Director of Internal Audit and investigated
by operational management and Internal
Audit. The outcome of any investigation is
reported to the Committee. A register of
all suspected fraudulent activity and the
outcome of any investigation is kept and
is circulated to the Committee on a regular
97
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While the structure is less common in
the FTSE, the operation of the ESIP over
the past 6 years has demonstrated the
alignment of pay and performance through
highly volatile economic conditions. The
ESIP is trusted by participants, and we
heard through consultation that there is a
high level of confidence in the structure from
Shareholders and Shareholder bodies alike.
This confidence has grown through the
ESIP’s operation since being first introduced,
with the Plan having been tested in the most
volatile of market conditions throughout
the pandemic. The structure is designed to
take a long-term approach to reward, using
realised performance over a 3-year period
to make awards (partly in cash and mostly
in shares) and for these shares to be subject
to continued holding periods. The structure
can mean a time period of up to 8 years
between the start of business performance
assessment and access to shares by an
individual: 3 years of business performance,
followed by up to 3 years for vesting to
occur and then a further 2-year mandatory
holding period if the individual is below the
shareholding requirement in place.
Our conclusion, having assimilated all the
feedback we heard through consultation,
was that the ESIP remains the right incentive
scheme for the business and the cyclical
sector in which we operate.
ENSURING EFFECTIVE CEO SUCCESSION
AND LEADERSHIP STABILITY
Our priority for the year has been ensuring
that the implementation of the current Policy
and development of our new Policy supports
a robust transition of CEO leadership and
provides stability.
OUTGOING CEO ARRANGEMENTS
Steve Ingham stepped down as CEO on
31 December 2022 after 36 years with the
business, the last 17 in the role of CEO.
During this period the business tripled its
headcount and gross profit, with operations
now in 37 countries. Full details of his reward
arrangements are included within this report
and align fully to our agreed Remuneration
Policy, and our previous communications to
Shareholders.
Awards under the ESIP for 2022 have been
determined, and will be delivered partly in
cash in March 2023, with the remainder in
PageGroup shares that will vest equally on
the 2nd and 3rd anniversary of award.
As previously confirmed, Steve will be
treated as a good leaver under ESIP. This will
mean that historic awards will vest at their
scheduled vesting date with no acceleration.
The ESIP makes awards of shares once the
respective performance period has been
completed (in contrast to a traditional PSP
arrangement) and awards will vest with
no proration – in line with the expected
treatment under our Policy – and recognise
that Steve will have been in service for the
full duration of the period against which
performance was assessed when making
the award.
Under our agreed Policy he will be subject
to our post-cessation shareholding policy
requiring him to hold 2x his final salary in
company shares for the 12 months after
cessation, reducing to 1x salary for the
following 12 months, meaning material
ongoing levels of alignment with Company
performance.
Appointment of incoming CEO
We announced in November that Nicholas
Kirk would become CEO of the business
effective 1 January 2023. We are delighted
with this appointment and the fact that the
business was able to appoint an internally
developed candidate with a long-standing
track record of delivery and extensive
knowledge of the business.
Nick has been appointed at a salary of
£600k, which was determined following a
wider market review. This is a level nearly
c.9% below the base salary for Steve
Ingham, and we were comfortable that this
was an appropriate reflection of his extensive
skills and leadership within the industry, but
fully acknowledged this was a first-time
CEO appointment.
He will participate in the ESIP beginning
1 January 2023, with the first awards
expected to be made in March 2024. Full
details of his reward package and structure
for 2023 is provided later in the report.
MARKET COMPETITIVE REWARD LEVELS
FOR THE CFO
We used the transition from Steve to Nick
Kirk to further review the salary and wider
reward structure in place for Kelvin Stagg,
and his remuneration was a key focus
for us through Shareholder consultation
conversations. Our review noted that the
package of the CFO continues to fall behind
the market at a time when stability and
retention is paramount for the business
during CEO transition. We discussed with
Shareholders whether a competitiveness
gap should be addressed through salary
amendment, incentive opportunity change or
a combination of the two.
Karen Geary, Committee Chair
SECTION 1
Dear Shareholder
I am pleased to introduce the Directors’
Remuneration Report for 2022, my first as a
Director of PageGroup and as Chair of our
Remuneration Committee.
APPROACHING OUR POLICY REVIEW
I joined PageGroup in the final year of
operation of our current Remuneration
Policy. As a result, I took time to understand
the current structure in place, the extent
the Policy aligns with its stated goals since
it was introduced in 2017, and whether
reward outcomes have been reflective of the
progress of the underlying business strategy
and performance achieved.
As part of considering possible changes,
we discussed the Committee’s views on the
effectiveness of the Remuneration Policy,
with input from participants, Shareholders
and wider Shareholder bodies. I would like
to thank everyone who provided feedback
to the consultation process, and their
constructive responses and insight to our
discussions.
STRUCTURE OF ESIP AND ALIGNMENT TO
BUSINESS STRATEGY
The ESIP was designed with a number of
very specific purposes. These include:
• driving alignment of pay with company
performance;
• enabling recognition of the highly
cyclical nature of the industry in which
PageGroup operates;
• reducing undue volatility to drive
performance and retention of Executives
through all stages of the economic cycle;
and
• ensuring Executives build up a meaningful
shareholding in the business to align with
the wider Shareholder experience.
Shareholders showed broad consensus
that the existing reward arrangements
for Kelvin were on the lower side of
market practice, and that there had been
strengthening of CFO pay over the past
few years. In particular several references
were made to entry level salaries for new
CFO appointments in the recruitment
sector and outside which were often above
the existing salary level for Kelvin. There
was understandable concern over the
multiplicative nature of a salary and incentive
change, and of a salary change that may
be above the level of the wider workforce
in the UK.
We considered this insight carefully when
determining our desired approach for future
reward for Kelvin. Our conclusion was to
move base salary for Kelvin to £414k from
1 January 2023 (previously £383k), and,
subject to Shareholder approval of our new
Policy, align future incentive opportunities
for both Executives at 375% of salary. Our
factors behind the decision were:
• To ensure that reward was competitive for
Kelvin and recognise the fact that were
we to need to recruit a new CFO, it was
highly likely that existing reward levels
and variable opportunity levels would be
a barrier to securing a candidate with
similar skills and knowledge.
• That it was important to look to retain
the skills and experience of a highly
experienced CFO, especially through
transition from one CEO to another.
• Through policy implementation to reflect
the experience in role and market
competitiveness of the salaries of the
CEO and CFO. In combination we
expect to spend less on reward than
before, but with reward structures for
each incumbent that are appropriately
competitive against the market.
• Increasing evidence of incentive
opportunity levels for Executives aligning
(driven off differing salary levels), and that
the current differential between CEO and
CFO (of 50% of salary) was not standard
practice.
This base salary change is ahead of the
wider UK workforce change for the year
(expected to be around an average of 5.1%
but with some variation between individuals
linked to performance and to address
specific competitiveness). This 5.1% value
excludes a series of cost-of-living payments
that were made to our more junior level
employees. As a Committee we recognise
fully the scrutiny being placed on executive
pay at this time and the wider economic
conditions being experienced by many
employees. However, we did feel that it
was right that we should consider reward
for both Executive Directors through our
process and take actions to address the
findings of CFO reward in the context of the
detailed review of reward provision for each
Executive Director.
REWARD OUTCOMES FOR 2022
We saw delivery of a record profit
performance during 2022, with final
outcomes of PBT in constant currencies of
£191m being midway along the performance
scale we set at the start of 2022 for operation
of the ESIP. The final outcomes for the
CEO and CFO were 60.1% and 59.6% of
maximum respectively, with nil awards against
the EPS element of the Plan. This continued
to reflect the EPS performance in 2020, when
the business was impacted significantly by
the pandemic. We have seen strong progress
against the strategic targets set, and our
continued focus on ESG and alignment
towards our stated goals and metrics within
our Sustainability Report.
Overall, the Committee was comfortable
that the formulaic outcome under the ESIP
represented an award level consistent with
Company performance achieved over the
full performance period. It did not exercise
any discretion (either up or down) to this
formulaic outcome.
TARGET SETTING AND IMPLEMENTATION
OF REWARD FOR 2023
We have set EPS targets for the period
2023-2025 as we are required to do and
disclose for future operation of the ESIP.
Setting targets at the current time is difficult,
as we face a very changeable global
economy with different markets close to or
now in a recessionary state and the outlook
remains uncertain.
We wanted to set targets that reflected
stretch performance for the business,
and which were also motivational for
participants. Following a record year in
2022, 2023 is expected to be a tougher
environment, as reflected through current
analysts’ consensus forecasts. We have set
an EPS growth range for the period 2023
to 2025 of 3% to 12% per annum from
the 2022 baseline. Our discussions noted
this equated to delivery of current analysts’
consensus performance in 2023 followed
by 2 year growth ( i.e. in 2024 and 2025)
of 22% per annum at threshold through
to 41% per annum at stretch. Whilst the
range is lower, we consider the targets to
remain stretching in light of 2023 trading
conditions.
In line with our stated commitment
to Shareholders, the level of pension
allowances paid to Executive Directors will
align to the wider UK workforce rate from
1 January 2023 – currently 7% of base.
WIDER WORKFORCE
As a Committee we have focused
additionally on the wider experience of
reward across the business, particularly
at a time where many employees were
experiencing cost-of-living pressures that
were having differing levels of impact
across our global locations. We received
insight from our internal employee surveys
on reward, showing that overall satisfaction
with reward continues to increase, as
does specific feedback on benefits and
wellbeing. We reviewed the detailed
interventions around cost of living payments
that were made in many geographies
around the globe, targeting support to
those who were likely to be experiencing
the biggest impact of inflation against their
regular expenditure.
CONCLUSION
I hope this report gives you insight into the
activity of the Committee over the past
year and the way that we have focused on
alignment between business performance
and reward outcomes. At this time we hope
you will see the proposed change to the
Policy as a driver of sustainable long-term
performance and growth, underpinned by
the stability of leadership and experience
in the business as we transition to new
leadership under Nick Kirk.
Shareholders strongly supported the ESIP
structure and our wider Remuneration
Policy in 2020 and our ongoing
implementation of this Policy. Through the
constructive conversations we have had
with Shareholders, we hope you will have
continued confidence in our approach to
remuneration and alignment of reward with
business outcomes.
I look forward to continued discussions with
shareholders over the coming year and for
your support for our Committee activities at
the AGM.
Karen Geary
Remuneration Committee Chair
8 March 2023
99
100
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT Salary
£658,400
Benefits
£181,699
Salary
£383,000
Benefits
£98,342
ASSESSMENT/WEIGHTING
0%
50%
100%
DIRECTORS’ REMUNERATION REPORT
SECTION 2: AT A GLANCE
WHAT EXECUTIVES WERE PAID IN 2022 – SINGLE FIGURE
BASE SALARY & BENEFITS
STEVE INGHAM
OUTGOING CEO
KELVIN STAGG
CFO
• Salaries were effective from
1 January 2022
• Benefits include a pension
allowance (fixed in value from
2019 to the end of 2022) originally
based on 25% of base for
outgoing CEO and 20% for CFO
ESIP
• Final award 60.1% of maximum
for outgoing CEO and 59.6% of
maximum for CFO
• 40% payable in cash, remainder
delivered in deferred shares vesting
on 2nd and 3rd anniversary of award
TOTAL
Total
£2,322,901
ESIP
£1,482,802
Base pay
and benefits
£840,100
2022 SINGLE FIGURE
£2,322,901
2021 SINGLE FIGURE
£2,605,588
CHANGE (2021 TO 2022)
(11%)
ESIP
£1,482,802
Maximum
£2,469,000
ESIP
£741,333
Maximum
£1,244,750
Indicates Maximum Potential
Total
£1,222,675
ESIP
£741,333
Base pay
and benefits
£481,342
£1,222,675
£1,367,342
(11%)
ESIP – 2022 AND 2023
ESIP 2022 OUTTURN
• Overall award 60.1% of maximum for outgoing CEO and 59.6% of maximum for CFO
ACHIEVEMENT FOR CEO/CFO (% MAX)
PBT 2022
(30%)
Strategic 2022
(10%)
ESG 2022
(5%)
57.3% / 57.3%
60% / 60%
EPS (2020 to 2022)
(25%)
0% / 0%
Relative Gross Profit
(2020 to 2022
(30%)
98.75% / 93.75%
100% / 100%
• Opportunity level of 375% of salary and 325% of salary for outgoing CEO and CFO respectively results in award of £1,482,802 and
£741,333 respectively.
• 40% of award delivered in cash, remainder in deferred shares released on 2nd and 3rd anniversary of award.
ESIP 2023 STRUCTURE
• Alignment of overall opportunity for both Executive Directors at 375% of salary (subject to approval of new Policy at 2023 AGM)
• Applies for Nicholas Kirk (CEO effective 1 Jan 2023) and Kelvin Stagg (CFO)
PBT 2023
(30%)
Strategic (10%)
ESG (5%)
EPS (2021 to 2023)
(25%)
Relative Gross Profit (2021 to 2023)
(30%)
KEY POINTS
• Overall weightings between metrics unchanged from
2021 and 2022
• See diagram on page 117 for full operation of the ESIP
for 2023
101
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PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT • Actual holding of 524% of salary for outgoing CEO and 633% of salary for CFO against requirement of 200% of salary at year end. Steve
OUR ESIP STRUCTURE
DIRECTORS’ REMUNERATION REPORT
KEY METRICS
SHAREHOLDING BY EXECUTIVES
Ingham will be covered by our post-cessation shareholding requirement, requiring at least 2x salary on departure to be held for one year after
termination, reducing to 1x for the following 12 months.
• Nick Kirk will be covered by the 2x holding requirement, which is expected to be achieved within five years from appointment. Details of his
shareholding in PageGroup and any outstanding awards will be disclosed in the Annual Report for 2023.
SHAREHOLDING AS PERCENTAGE OF SALARY – EXECUTIVE DIRECTORS (AS AT 31 DECEMBER 2022)
CFO 2022
Outgoing
CEO 2022
504%
130%
633%
374%
150%
524%
Shareholding
Requirement
= 200% of salary
0
100%
200%
300%
400%
500%
600%
700%
800%
Total %
ESIP shares (net)
GENDER PAY
Our latest disclosures on Gender Pay can be accessed
through the Company’s website www.page.com.
CEO PAY RATIO
See pages 125 to 126 for more details
Gender Pay Gap
Median
Mean
CEO Pay Ratio
25th percentile Median
75th percentile
As at 5 April 2021
As at 5 April 2020
As at 5 April 2019
As at 5 April 2018
24%
19%
14%
16%
24%
19%
19%
21%
2022
2021
2020
2019
75:1
88:1
43:1
49:1
57:1
27:1
160:1
105:1
31:1
37:1
17:1
64:1
SHARE PRICE PERFORMANCE (P)
PROFIT DELIVERY (PBT £M)
700
600
500
523
633.5
447.4
461.2
31 Dec 2019
31 Dec 2020
31 Dec 2021
31 Dec 2022
400
300
200
100
0
103
200
180
160
140
120
100
80
60
40
20
0
194
167
144.2
2019
15
2020
2021
2022
SECTION 3: OUR REMUNERATION POLICY
We are seeking approval from Shareholders
at our 2023 AGM for a new Directors’
Remuneration Policy. In line with prevailing
legislation, this would be expected to apply
for three years from the date approved by
Shareholders.
We have spent a considerable amount of
time reviewing the operation of the current
Policy, and specifically the use of the
Executive Single Incentive Plan (‘ESIP’) that
was introduced in 2017 and approved by
over 90% of Shareholders in 2020. We have
now had further opportunity to review the
effectiveness of the ESIP against the goals
when introduced, and across a highly volatile
period in economic conditions and ultimate
business performance.
By carrying out a full review, and then
undertaking a comprehensive consultation
exercise with Shareholders and Shareholder
bodies, we have been able to outline in
more detail the rationale behind the Plan
and receive constructive feedback from
Shareholders on their views.
The ESIP was introduced to align with the
PageGroup business model. It provides a
structure that:
• aligns pay firmly with performance;
• recognises the cyclical nature of the
industry;
• reduces undue volatility to drive
performance and retention of Executives
throughout all stages of the economic
cycle; and
• ensures that Executives build up
meaningful shareholdings to align with
Shareholders.
The ESIP structure rewards Executives
for the appropriate delivery of our strategy
and value to Shareholders. The Committee
believes this model is an appropriate fit
for PageGroup’s business – ultimately our
key responsibility in considering reward.
The ESIP recognises the cyclical nature
of the recruitment sector and, as a way
of motivating leaders, drives superior
business outcomes and acts as a retention
mechanism through the economic cycle.
The ESIP is motivational, trusted by our
Executives and its key features have
subsequently been cascaded to lower
levels of leaders within the business to drive
alignment and consistency in the way we
operate reward.
It allows us to implement a pay for
performance philosophy without undue
volatility, drives higher levels of shareholding
in the business and ensures alignment
of Executives with the experience of
Shareholders. The phased nature of share
vesting further supports alignment and
management of reward volatility.
We heard strong support for the ESIP
structure from our Shareholders through the
consultation process. They cited that they
were comfortable with the structure and saw
it as an effective way of aligning performance
and reward.
ROLE OF COMMITTEE AND ENSURING
INDEPENDENCE
The Remuneration Committee sets the
Policy for remuneration for the Directors
and members of the Executive Board of
PageGroup. Additionally, it has oversight
of the way reward is operated across the
whole organisation, as reflected within
the Committee Terms of Reference. The
Committee is comfortable that the balance
of metrics used in determining reward
(and in particular within variable incentives)
encourages pursuit of opportunities
aligned to business strategy without undue
emphasis placed on short-term value.
No Director participates in discussions
pertaining to their own remuneration
to ensure that conflicts of interests are
managed. The Committee reviews the
performance of external advisers and the
quality and nature of inputs provided on
a regular basis to ensure that advice is
independent in nature and enables the
Committee to fulfil the stated duties.
ENGAGEMENT WITH SHAREHOLDERS AND
SHAREHOLDER FEEDBACK
We engaged with our top 20 Shareholders
and several proxy agencies to discuss our
Policy and the changes we were considering.
While we remained comfortable with the
overall structure of the ESIP, we focussed
on the quantum available under the existing
Policy for the CFO role, which was 325%
of salary. Since the ESIP was introduced,
we have seen some increases in incentive
opportunity typically available for CFO’s within
the UK, and the assessment was that the
opportunity available under the Plan was less
competitive, particularly at a point where we
were looking for stability of leadership through
a CEO transition. Therefore the key change
we proposed was an alignment of opportunity
for each executive at 375% of salary. We
discussed this topic with Shareholders as
part of wider consultation, with the range of
responses from Shareholders summarised in
the table below.
Topic
CFO Reward
Example Shareholder comment
raised
Company consideration and conclusion
Has the Committee considered the
cumulative impact that could occur
through an incentive opportunity and
base pay change for the CFO?
We are very aware of the current economic environment and the scrutiny placed on
executive pay. Following the announcement of the planned departure of Steve Ingham we
focussed on a search for a successor and for providing stability of leadership through CEO
transition.
Use of ESG
metrics within
ESIP
Shareholders were pleased with the
Committee decision to introduce ESG
metrics into assessment of the ESIP
(beginning from 2022).
Questions around the number of metrics
used and the quantum available under
this metric.
It was evident through data that the existing reward arrangements for the CFO had fallen
behind the market, and that there had been a strengthening of CFO pay in recent years
(which was acknowledged in many discussions with Shareholders). In the event that future
recruitment were required, it was clear that this would likely result in a reward package
ahead of where Kelvin was placed to secure a candidate with similar skills and knowledge.
We took the decision to adjust base pay from 1 January, and to build a change in the
revised Policy to align the incentive opportunity for all Executive Directors at 375% of salary.
We believe these combined changes drive market competitive levels of reward for the CFO
role and have been considered against a base pay level for the new CEO (Nick Kirk) that is
c9% lower than the outgoing CEO.
We wanted to ensure Executives were fully aligned with the four stated targets within our
Sustainability Remuneration Report, which are fully aligned to our strategy.
We also noted that the current weighting of 5% (of the total ESIP opportunity) is similar
to levels often seen in many other organisations where a higher percentage level may
be expressed but that being just part of the annual bonus or PSP award rather than the
combined incentive opportunity available.
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EXECUTIVE DIRECTORS’ POLICY TABLE
Base Salary
Benefits
Pension
Incentives
It was evident that Shareholders were comfortable with the existing structure and operation of the Plan, and the alignment of performance with
reward outcomes. It was also the case that we saw some divergence in views across our Shareholder base on specific topics, such as the way
ESG metrics have been included within our reward assessment and structure. It is impossible to address every single point raised (of which some
were diametrically opposed in nature), but we discussed and reflected on the full range of responses in determining the proposed changes to the
Policy we are now tabling.
Operation
Our conclusion following consultation was to:
• propose an increase in opportunity level for the CFO from 2023 onwards to align at the 375% level; and
• through Policy implementation, ensure that salaries and overall reward opportunity for each Executive Director were competitive and reflective of
their respective experience in role.
Our Remuneration Policy aligns with Provision 40 of the UK Corporate Governance Code 2018 as explained below:
Clarity
Simplicity
Alignment to culture
We engage actively with
Shareholders and demonstrate
how their views and
perspectives are considered in
the development of our Policy.
We look to describe the structure of reward clearly to both
participants and Shareholders through effective disclosures.
Target documents are issued to Executives each year to ensure
clear understanding of the way reward will be delivered and
assessed.
The Policy aligns to our business
model and reflects alignment
to our strategy. Measures used
to determine awards link to our
strategic priorities.
Predictability
Proportionality
Risk
Examples of the range of
outcomes under the Policy
are shown within the scenario
graphs.
This demonstrates the way that
different performance levels
change reward outcomes for
individuals and the associated
impact of changes in the
Company’s share price.
A significant proportion of the total reward opportunity is
performance driven, with clear linkage between business metrics
and variable reward outcomes.
Metrics for variable awards are key KPI measures for the business
and align to delivery of strategy and performance against goals
set.
A significant proportion of variable awards are delivered in shares
and Executives are required to develop and maintain a material
shareholding in the business to fully align to the Shareholder
experience.
The Committee retains ultimate
discretion to vary outcomes from
formulaic results if they do not
judge this to reflect accurately
underlying business performance.
Malus and Clawback provisions
apply to all awards and we operate
post-cessation shareholding
requirements.
EXECUTIVE DIRECTORS’ POLICY TABLE
Base Salary
Benefits
Pension
Incentives
Shareholding
Purpose
Attract, retain and
reward high calibre
Executive Directors.
Attract, retain and
reward high calibre
Executive Directors.
Rewards both short and
long-term performance.
Aligns interests of Executive
Directors with Shareholders.
Attract,
retain and
fairly reward
high calibre
Executive
Directors.
To align Executives to
Company performance
through meaningful
levels of mandatory
shareholding.
Post-cessation Policy
to align executives
beyond termination of
employment.
Salary levels (and subsequent
increases) are set after
reviewing various factors
including individual and
Company performance, role
and responsibility, internal
relativities such as the
increases awarded to other
employees and prevailing
market levels for Executive
Directors at companies
of comparable status and
market value, considering the
total remuneration package.
Salaries are normally reviewed
annually. Salary is paid
monthly, and increases are
generally effective from 1
January.
Maximum There is no set maximum but
changes are typically in line
with the wider workforce.
Modest increases in excess
of this may be awarded in
the case of new Executive
Directors where it is
appropriate to offer a below
market salary initially on
appointment and a series of
staged increases, subject to
performance and experience
in role, to bring to a market
competitive salary.
Shareholding
Shareholding
requirements
are operated to
align Executive
Directors’
interests
with those of
Shareholders.
The current
requirement is
200% of base
salary. This will be
achieved through
the application of
2-year post-vest
holding periods
(net of tax), and
is expected to be
reached within
5 years from
appointment.
A post-cessation
shareholding
policy will require
leavers to hold
2x salary for the
first 12 months
post-cessation
and 1x salary for
the subsequent
12 months.
Awards are paid in cash (40%)
and deferred shares (60%) vesting
at defined future dates subject to
continued employment.
The plan consists of metrics linked to
annual performance only, and other
metrics that consider performance
over a 3-year period. At least 50% of
any award will depend on assessment
against longer-term metrics.
Performance will be measured against
a balanced scorecard, to support the
Company’s strategy. Performance
targets will be a mix of financial and
strategic targets which may comprise,
but are not limited to, the following:
PBT; key strategic projects; ESG
metrics; people development; cost
management; relative Gross Profit
vs a comparator group; and EPS. A
maximum of 25% vesting will apply for
threshold performance. A minimum
of 80% of the possible award will
normally be linked to financial metrics.
A post-vesting holding period applies.
Directors who have not reached the
shareholding requirement of 200%
of base salary will be required to hold
vested shares from each tranche
of the ESIP for a further two years
post-vesting, except for sales for the
purposes of meeting tax liabilities on
vesting and exercise.
Dividend equivalents accrue during
the vesting period but are only
released to the extent awards vest.
Malus and clawback provisions will
apply to the total award, including
cash and deferred portions, for
misstatement of performance,
substantial failure of risk control, and
gross misconduct.
Maximum awards for participants –
375% of salary.
Competitive
benefits
including car
allowance
or company
car (including
running costs),
private medical
insurance for
the individual
and family,
permanent
health insurance
and four times
salary life
assurance.
Provision of
relocation
assistance and
any associated
costs or
benefits
(including but
not limited
to housing
benefits,
personal
tax advice
and school
fees) upon
appointment
if/when
applicable. The
Company may
also provide
tax equalisation
arrangements.
Competitive
benefits in line
with market
practice.
Executive
Directors may
receive a defined
contribution
pension benefit or
cash supplement.
New appointments
at the Executive
Director level will
receive a cash
allowance in line
with the wider UK
workforce.
Pension
contribution levels
for incumbent
Executive Directors
will align to the
prevailing rate
of the wider UK
workforce.
105
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Base Salary
Benefits
Pension
Incentives
None.
None.
Proposed
changes
(compared
to Policy
approved
in 2020)
Amendment to align maximum incentive
opportunity available for all participants at
a maximum of 375% of salary. Previous
policy distinguished between CEO and
CFO roles (375% and 325% respectively).
None. As previously
communicated to
Shareholders, from
1 January 2023 all
current participants
(and any new future
appointees) will have
contribution rates
aligned to the UK
workforce rate.
Shareholding
None.
CHOICE OF PERFORMANCE CONDITIONS
AND TARGET SETTING FOR VARIABLE
COMPENSATION
Information on performance measures
and targets for each annual award are
disclosed in detail in the Directors’ Annual
Remuneration Report. When choosing
performance measures and setting targets
the Committee is guided by the following
principles:
• performance measures should drive and
reward the achievement of key short- and
long-term financial and strategic goals;
• performance measures should provide
alignment between the interests of
management and those of Shareholders;
financial performance; and
• PBT and EPS are used currently because
they are key measures of business
performance and profitability.
Strategic measures focus Executives on
key drivers that underpin long-term financial
performance. The Committee is mindful that:
• targets for financial and strategic
measures should be stretching yet
achievable, and set with reference to
internal plans and external expectations;
and
• targets should not incentivise excessive
risk taking.
OUR APPROACH TO RECRUITMENT
• a significant proportion of any incentive
scheme should be linked to Group
Remuneration will be subject to the
maximum levels as set out in the Directors’
Remuneration Policy in force at the time of
appointment. As a result, the maximum level
of variable remuneration would be 375%
of base salary under the ESIP (excluding
any “buy out” payments). Individuals would
participate in the ESIP up to the normal
annual limit subject to:
• award levels in the year of appointment
being pro-rated to reflect the proportion
of the financial year worked; and
• performance measures and/or
measurement periods may be adjusted
for newly appointed Executive Directors,
taking account of the timing of
appointment and the individual’s role.
The table below sets out our approach to the
treatment of outstanding awards of variable
remuneration when recruiting externally or
internally:
Element of remuneration External recruits
Treatment of outstanding
awards of variable
remuneration.
May offer additional cash and/or share-based elements when considered to be in the
best interest of the Company and, therefore Shareholders, in order to ‘buy out’ forfeited
remuneration.
Any ‘buy-out’ payments would be based solely on remuneration lost when leaving the
former employer and would be on terms that are no more favourable than the delivery
mechanism (i.e. cash, shares, options) and time horizons. Where forfeited remuneration is
performance related, any ‘buy-out’ payment would be subject to performance conditions
determined by the Committee, or set based on the expected payout of the forfeited
award.
The Committee may need to avail itself of the current Listing Rule 9.4.2 R to make such
awards where doing so is necessary to facilitate, in exceptional circumstances, the
recruitment of the relevant individual.
Internal recruits
Any variable pay
element awarded in
respect of the prior
role may be allowed
to pay out according
to its terms on grant.
In addition, the structure of remuneration
for a new Executive Director may differ
temporarily from that in effect for other
Executive Directors. The circumstances in
which this may occur are as follows:
• when it is appropriate to offer a below
market salary initially, a series of salary
increases may be given over the
following few years subject to individual
performance and experience in role which
bring the incumbent to the determined
salary level, reflective of the Policy to pay
market competitive salaries;
• the Committee may agree that the
Company will meet certain costs
associated with the recruitment (for
example legal fees); and
• where the Committee may adjust the
respective performance period for
performance metrics such that Company
performance already determined on
appointment is not included within
calculation of ESIP awards.
POLICY ON PAYMENT FOR LOSS OF OFFICE
On termination, any compensation payments
due to an Executive Director are calculated
in accordance with normal legal principles,
including mitigation, as appropriate.
Should notice be served by either party, an
Executive Director can continue to receive
basic salary, benefits and pension for the
duration of his notice period during which
time the Company may require the individual
to continue to fulfil his current duties or may
place the individual on garden leave. The
Company can make a payment in lieu of
notice (PILON) as a lump sum equivalent
to the amount of base salary, benefits and
pension that would have been payable to
the Executive. This payment may be phased
over the remainder of the notice period
and be subject to reduction if there are
alternative earnings. A payment may be
made in respect of accrued but untaken
holiday.
An Executive Director who resigns or is
dismissed for cause will not be eligible for
an ESIP award and will forfeit any deferred
awards.
In respect of the ESIP, an Executive Director
may be deemed a ‘good leaver’, for
example due to:
• redundancy, retirement, injury, disability, ill
health or death in service;
• a transfer of employment in connection
with the disposal of a business or
undertaking;
• the company with which the Executive
Director holds office or employment
ceasing to be a member of the Group; or
• other appropriate circumstances at the
discretion of the Committee.
ESIP award for their last year of employment
pro-rated for the portion of the year worked
and subject to performance. Unvested
deferred ESIP awards may be retained by
the Executive Director and will normally
vest at the established vesting dates and
will continue to be subject to malus and
clawback. They may also be subject to time
pro-ration at the Remuneration Committee’s
discretion.
The extent to which any awards made under
legacy share plans prior to the effective date
of this policy would vest upon cessation
of employment (if applicable) would be
determined in accordance with their terms
and the plan rules.
In considering the exercise of discretion as
set out above, the Committee will consider
all relevant circumstances. Factors that the
Committee may (but shall not be obliged to)
consider will include, but not be limited to,
the following:
As a ‘good leaver’ they will be eligible for an
• the best interests of the Company;
• the contribution of the Executive Director
to the success of the Company during
their tenure;
• the need to ensure continuity;
• the need to compromise any claims that
the Executive Director may have;
• whether the Executive Director received
a PILON payment;
• whether a greater proportion of the
outstanding award may have vested had
the Executive Director served out his
notice;
• whether the Executive Director has
presided over an orderly handover; and
• adjustment of performance outcomes to
ensure that pay-out is fair and reasonable
in the context of the Company’s overall
performance.
The Committee may agree that the
Company will meet certain costs associated
with the departure of an Executive from the
business (for example connected legal fees).
PERFORMANCE SCENARIOS
The chart below gives an indication of the total remuneration which could be received by the Chief Executive Officer and Chief Financial Officer
under the Policy. This also includes an additional scenario to show the impact of 50% share price growth on deferred shares as required under the
regulations. The impact of any dividends paid is not shown in the table below.
0
0
0
,
£
L
4000
3500
3000
2500
2000
1500
1000
500
0
£2,917
£3,592
56%
£1,792
46%
38%
25%
£667
31%
25%
100%
37%
23%
19%
£2,486
£2,020
£1,244
46%
56%
37%
25%
38%
£468
100%
31%
25%
23%
19%
Fixed
Target
Maximum Maximum
Fixed
Target
Maximum Maximum
CEO (£k)
+50% share
price growth
CFO (£k)
+50% share
price growth
Fixed pay
Incentives (Cash)
Incentives (Shares)
ASSUMPTIONS
Fixed – Shows the value of fixed pay using a salary value of £600k for CEO and £414k for CFO, with expected benefit values based on our Policy.
Pension contributions reflect wider workforce levels in the UK of 7%. Assumes no awards under variable plans.
Target – Calculation as per fixed with awards of 50% of maximum under the ESIP, with opportunity for each participant of 375% of salary.
Maximum – Calculation as per fixed with full awards under the ESIP.
Maximum plus share price growth – As maximum, but assumes a 50% share price increase between award of shares under ESIP and
subsequent vesting.
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PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT DIRECTORS’ REMUNERATION REPORT
SECTION 4: ANNUAL REPORT ON REMUNERATION
STATEMENT OF CONSIDERATION OF
EMPLOYMENT CONDITIONS ELSEWHERE
IN THE GROUP
PageGroup does not consult directly with
employees when determining remuneration
policy for Executive Directors. However,
increases in pay across the senior
management population and the wider
workforce are considered when setting pay
levels for Executive Directors.
STATEMENT OF CONSIDERATION OF
SHAREHOLDER VIEWS
The Committee considers Shareholder
feedback received in relation to the AGM
each year at its first meeting following the
AGM. The Remuneration Committee Chair
will seek to inform major Shareholders of any
material changes to the Remuneration Policy
in advance and will generally offer a meeting
to discuss these changes.
KEY AREAS OF DISCRETION
Key areas of Committee discretion in the
Remuneration Policy include (but are not
limited to):
• the choice of financial performance
measures in variable remuneration and
the choice of performance targets for
those measures;
• the treatment of leavers in the ESIP (as
described in the “Policy on payment for
loss of office” section on page 107;
• the ability to amend performance
conditions for new appointments such
that corporate performance already
established and complete does not feed
into ESIP calculations;
• certain discretions as set out in the ESIP
plan rules such as:
» the timing of grant of award and/or
payment;
» the size of an award and/or a payment
(subject to the maximums set out in
the Future Policy Table for Executive
Directors);
» determination of a good leaver (in
addition to any specified categories)
for incentive plan purposes based on
the rules of the ESIP, and the resulting
treatment of the award (as described
in the “Policy on payment for loss of
office” section on page 107;
» adjustments required in certain
circumstances (e.g. rights issues,
corporate restructuring and special
dividends); and
» the ability to adjust existing
performance conditions for exceptional
events so that they can still fulfil
their original purpose (subject to the
amended condition not being materially
less challenging).
EXTERNAL NON-EXECUTIVE DIRECTOR
POSITION
Subject to Board approval, Executive
Directors are permitted to take on non-
executive positions with other companies.
Executive Directors are permitted to retain
their fees in respect of such positions.
Details of outside directorships held by the
Executive Directors and any fees that they
received are provided on pages 111 and
123 of the Directors’ Annual Remuneration
Report.
FUTURE POLICY TABLE FOR BOARD
CHAIRMAN AND NON-EXECUTIVE
DIRECTORS
The Chair of the Board and Non-Executive
Directors receive a fee for their services
and do not receive any other benefits from
the Group, nor do they participate in any
of the bonus or share schemes. The fees
recognise the responsibility of the role and
the time commitments required and are not
performance related or pensionable. They
are paid monthly in cash and there are no
other benefits. The principles below will also
apply to the recruitment of Non-Executive
Directors.
Element
Purpose and Link to Strategy Operation
Fees
Attract, retain and fairly reward
high calibre individuals.
Reviewed by the Board after recommendation by the Chair
of the Board and Chief Executive (and by the Committee in
the case of the Chair) considering individual responsibilities,
such as Committee Chairship, time commitment, general
employee pay increases, and prevailing market levels at
companies of comparable status and market value.
Fee increases are normally reviewed annually and are
generally effective from 1 January.
Non-Executive Directors also receive reimbursement of
reasonable expenses incurred in connection with Company
business and the Company may settle any tax incurred in
relation to these.
Maximum Opportunity
The maximum aggregate
fees for all Directors allowed
by the Company’s Articles of
Association is £1m.
Current fee levels are set
out in the Directors’ Annual
Remuneration Report.
Proposed changes from existing Policy (approved in 2020) – None
SERVICE CONTRACTS AND LETTERS OF
APPOINTMENTS
All Executive Directors’ service contracts
contain a twelve-month notice period. The
service contracts also contain restrictive
covenants preventing the Executive Directors
from competing with the Group for at least
six months following the termination of
employment and preventing the Executive
Directors from soliciting key employees,
clients and candidates of the employing
company and Group companies for twelve
months following termination of employment.
Non-Executive Directors, including the Chair
of the Board, are engaged under letters
of appointment and do not have service
contracts with the Company. They are
appointed for a fixed term of three years,
during which period the appointment may be
terminated by either party upon one-month’s
written notice or in accordance with the
Articles of Association of the Company.
There are no provisions on payment for early
termination in the letters of appointment.
After the initial three-year term, they may
be reappointed for a further term of three
years, subject to annual re-election at Annual
General Meetings.
Further detail on service contracts and
letters of appointment are set out in the
Remuneration Report on page 122 and
copies are available for inspection at the
Company’s registered office during normal
business hours.
This part of the report has been prepared
in accordance with Part 3 of the Large and
Medium-sized Companies and Groups
(Accounts and Reports) (Amendment)
Regulations 2013. The information on pages
101 to 126 has been audited where required
under the Regulations. The elements of the
Directors’ Annual Remuneration Report
subject to audit are the:
(a) single total figure for remuneration and
the accompanying notes;
(b) details of the performance against metrics
for variable awards included in the single
total figure table;
(c) details of the ESIP award made in 2022;
(d) section on outstanding share awards;
(e) payments to past Directors; and
(f) payment for loss of office.
During the year under review the members
of the Committee were Angela Seymour-
Jackson (who was Chair of the Committee
through to 1 May 2022), Karen Geary
(appointed as Chair on 1 May 2022), Patrick
De Smedt, Michelle Healy, Sylvia Metayer
and Ben Stevens. Details of the members’
attendance at meetings of the Committee
are below:
Director
No. of meetings
attended
Angela Seymour-
Jackson1
2 out of 2
Karen Geary2
3 out of 4
Patrick De Smedt3
5 out of 6
Michelle Healy
6 out of 6
Sylvia Metayer
6 out of 6
Ben Stevens
6 out of 6
1. Angela Seymour-Jackson attended all meetings
she was entitled to attend prior to stepping down
as Chair of the Committee.
2. Karen Geary was appointed as Non-Executive
Director on 1 April 2022 and was appointed Chair
of the Committee from 1 May 2022. Karen Geary
could not attend a meeting due to a prior third
party Board commitment agreed before her
appointment as a Director of the Company.
3. Patrick De Smedt was unable to attend an out
of cycle Committee meeting.
Only members of the Committee are entitled
to attend meetings. Other individuals,
such as the Chair of the Board, the Chief
Executive Officer, the Chief Financial Officer,
the Chief People Officer, the General
Counsel & Company Secretary and external
advisers, may attend meetings by invitation
when appropriate.
No Director takes part in discussions relating
to their own remuneration. The Committee
last conducted a review of its Remuneration
Advisers in 2018 and following a
comprehensive tender process appointed
PricewaterhouseCoopers (“PwC”) as the
advisers to the Committee. PwC is one of
the founding members of the Remuneration
Consultants Group and as such adheres to
the code of conduct in relation to executive
remuneration consulting in the UK. PwC’s
appointment commenced in November 2018
and the Committee is satisfied the advice
received is objective and independent.
The annual fees paid to PwC totalled £80k
plus VAT. PwC provide unrelated tax advice
during the year through separate teams. The
Committee is satisfied that these activities
did not compromise the independence or
objectivity of the advice it received from
PwC. PwC’s core services are provided on a
fixed fee arrangement, with additional items
provided on a time and materials basis.
During 2022, the Committee met six times
and held a working session regarding the
Remuneration Policy review. The Committee
considered the following topics:
FEBRUARY 2022
OCTOBER 2022
• Outcomes of reward for ESIP 2021
• Target setting for operation of
ESIP 2022 including determination
of annual targets (strategic and
financial)
• Forward-looking target-setting for
EPS (for period 2022 to 2024)
• Drafting of Remuneration Report
for 2021 Annual Report
• Vesting of share awards from
previous ESIP awards
MARCH 2022
• Gender pay gap disclosure in the
UK and activities taken globally to
look at fairness of pay
• Finalisation of Directors’
Remuneration Report
AUGUST 2022
• Feedback from top 20
Shareholders and Shareholder
bodies from 2022 AGM
• Consideration of changes to
structure of ESIP for 2023
• Reward package for incoming
CEO
NOVEMBER 2022
• Committee effectiveness
evaluation
• Terms of Reference review
• Wider workforce discussion
including outcomes from internal
survey
• Salary proposals for 2023, and
reward proposals for Executive
Board members
• Forecast outcomes for ESIP for
2022
DECEMBER 2022
• Update on market trends from
• Finalisation of CFO salary level
Committee advisor
The Committee presented a new Remuneration Policy to Shareholders in 2020 which
was approved at the Company’s Annual General Meeting held on 4 June 2020. We will be
presenting a new Remuneration Policy for approval by Shareholders at the 2023 AGM. Full
details of the previous Shareholder voting in this respect can be found on page 122.
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COMMITTEE EVALUATION
In line with the requirements of the Corporate Governance Code, the review of the Remuneration Committee was facilitated externally in 2022
through engagement with Constal Limited. All Committee members undertook an anonymous interview with Constal Limited and this covered areas
such as the performance, effectiveness, constitution and remit of the Committee, A full report was provided and considered by Committee members
to enable them to adopt any changes to Committee practices that they deemed useful. The findings of the Constal report was that the Committee
was working effectively. An action arising from the review was that the meetings of the Committee could benefit from being held at different times of
the year, and this has been accommodated to the extent possible into the 2023 and 2024 Committee calendar.
The Committee was considered to be performing strongly and was effective in discharging its responsibilities. For more details about the Board and
Committee evaluation process, see pages 87 to 88.
DIRECTORS’ REMUNERATION AS A SINGLE FIGURE (AUDITED)
The tables below report a single figure for total remuneration for each Executive Director for the years ended 31 December 2022
and 31 December 2021.
Salary
£’000
Note 1
Benefits
£’000
Pensions
£’000
Note 2
Note 3
Steve Ingham
Kelvin Stagg
2022 658
2021 639
2022 383
2021 372
25
25
26
25
157
158
73
73
Subtotal
for Fixed
Pay
£’000
840
822
482
470
ESIP -
Cash
£’000
Note 4
593
713
296
359
ESIP -
Deferred
Shares
£'000
Note 4
890
1,071
445
538
Subtotal
for
variable
pay
£’000
1,483
1,784
741
897
Total
£’000
2,323
2,606
1,223
1,367
Notes:
1. Salary and fees represent the salary and fees paid in cash in respect of the financial year.
2. Benefits represent the taxable value of the benefits provided in the year and comprise a Company car or cash equivalent; fuel; permanent health insurance; medical
insurance; and life insurance.
3. Pension includes the cash value of Company contributions to defined contribution pension plans and cash payments in lieu of pension contributions. In line with our
Remuneration Policy, these have been fixed at the level paid in 2019 and aligns with the rates for the UK wider workforce commencing 1 January 2023.
4. The ESIP payment is determined using a balanced scorecard of short and long-term performance measures. Under the Policy 40% of the ESIP award is expected to
be delivered in cash and is shown in the “ESIP – Cash” column. The remaining 60% of the ESIP is delivered in deferred shares which vest in future tranches, as shown
in the “ESIP – Deferred Shares” column.
NON-EXECUTIVE DIRECTORS’ REMUNERATION AS A SINGLE FIGURE
The tables below report a single figure for total remuneration for each Non-Executive Director for the years ended 31 December 2022
and 31 December 2021.
David Lowden
Patrick De Smedt
Michelle Healy
Sylvia Metayer
Karen Geary
Angela Seymour-Jackson
Ben Stevens
Year
2022
2021
2022
2021
2022
2021
2022
2021
2022
2021
2022
2021
2022
2021
Fees £’000s
72
217
68
66
58
56
58
56
53
n/a
174
70
72
61
Karen Geary joined the business on 1 April 2022. David Lowden retired as Chairman on 30 April 2022 and Angela Seymour Jackson was appointed as Chair
on 1 May 2022.
There were no payments to past Directors or any payments for loss of office during 2022.
Details of leaver arrangements and payments for Steve Ingham are outlined on page 116.
LINKAGE OF COMPANY PERFORMANCE INTO ESIP OUTCOMES
PBT: The Group’s PBT for 2022 in constant currencies was a record £191m against £166.6m in 2021 and £15.5m in 2020. The business saw
continued strong growth following the pandemic, but with increased levels of market uncertainty during the latter stages of 2022.
Strategic Performance: Full details of the strategic objectives set for each Executive Director and the associated performance against them is
shown on pages 113 to 115. Performance has been assessed against the objectives that were set for the Executives and the formulaic outcome
of this process is disclosed within this report.
EPS: Between 2020 and 2022 PageGroup delivered cumulative EPS of 79.1p. Annual EPS achieved over this period was highly volatile, linked
to market conditions experienced as a result of the pandemic. EPS in 2020 was (1.8)p, EPS in 2021 was 37.2p and EPS in 2022 was 43.7p.
The 2022 outturn represents an equivalent annual growth of 10.4% over the period from 2019 to 2022 (using the EPS achieved in 2018 of 32.5p
as a baseline). Overall performance fell below the threshold target set, representing the impact that 2020 performance had against the way the
cumulative target was set.
Relative Gross Profit: The Committee determined awards under this metric using all publicly available data as at 9 February 2023 (the date
of the respective Remuneration Committee meeting). The peer group contains organisations with different year-ends with different timings of
scheduled public announcements. This was the approach adopted by the Committee when the ESIP structure (and use of this metric) was
decided in 2017 and has been applied consistently since the ESIP has been in operation. This meant that full data was publicly available for all
of the peer group other than two companies (where data through to Q3 was used).
PageGroup delivered upper quartile relative gross profit performance against the peer group resulting in an award of 100% of maximum for
this metric.
FORMULAIC BREAKDOWN OF 2022 ESIP (AUDITED)
Performance Metrics
Weighting
Target and Outcome
Achievement (% of max)
CEO
CFO
Annual Performance Metrics – 2022
Profit Before Tax
30%
Threshold (25% award) = £165m Stretch (100% award)
= £225m
Award Level 57.3%
Actual PBT in constant currencies was £191m
Strategic Goals
Sustainability Metrics
10%
5%
See breakdown in table
See breakdown in table
3- year Performance Metrics (Jan 2020 to Dec 2022)
98.75%
93.75%
60%
60%
Cumulative EPS
25%
Threshold EPS = 106.6p (25% vesting) through to Stretch
EPS = 128.6p (100% vesting)
Award Level = 0%
Actual cumulative EPS = 79.1p
Relative Gross Profit Growth
30%
Based on average growth over the 3-year period
compared to peer group.
Award Level = 100%
Median = 25% vesting through to Upper quartile = Full
vesting
PageGroup Actual = 13.7%. Median was 5.4%, Upper
Quartile 7.6%
Overall (% maximum)
60.1%
59.6%
DISCRETION APPLIED BY COMMITTEE
Overall, the Committee was comfortable that the overall formulaic outcome under the ESIP against targets represented an award level consistent
with Company performance achieved over the full performance period. It did not exercise any discretion (either up or down) to this formulaic
outcome.
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FINAL AWARD CALCULATION AND DELIVERY (AUDITED)
Calculation
Maximum Opportunity (% salary)
Final Award (% of maximum)
Final Award (% of salary)
Salary used for ESIP calculation
Final Award Value
Delivery
CEO
375%
60.1%
225%
£658,400
£1,482,802
CEO
Cash Award (March 2023) (40% of the total award)
£593,121
Share Award in March 2023 of shares to value shown
in table (representing 60% of the award).
£889,681
Vesting to occur in March 2025 and March 2026 and
subject to further holding period for Executives in event
shareholding guidelines are not met at point of vest
CFO
325%
59.6%
194%
£383,000
£741,333
CFO
£296,533
£444,800
STRATEGIC GOALS: TARGETS AND OUTCOMES WITHIN 2022 ESIP (AUDITED)
CEO – STEVE INGHAM
Theme
Weighting Measure
Key Achievements
Total
Strategic
Market
Development
25%
Measured by increased business in:
Technical disciplines
Technology discipline
Page Outsourcing
Interim and contracting
Healthcare and Life Sciences
Strong growth in identified disciplines, resulting in record
PBT delivery for the business
Highlighted growth in technology, with growth year on
year of 35%
Achievement
(% of max)
98.75%
100%
Productivity
25%
Measured by:
Continued successful roll-out of
Customer Connect
Delivery of productivity improvements
Completion of Customer Connect global rollout, with
strong feedback and high usage levels
95%
Talent
Development
and Inclusion
50%
Measured by:
Development of CEO succession
with external assessment of potential
candidates by Q2 and implementation of
any required needs plan
Successful transition of HR to new HRD
Increase in diversity within the senior
leadership team
Structured process resulting in appointment of new CEO
from January 2023
100%
External recruitment and appointment of new Chief
People Officer from January 2023
Growth in proportion of leaders across business who are
women
* Constant currency growth rates
113
CFO – KELVIN STAGG
Theme
Total
Strategic Market
Development
Weighting Measure
Key Achievements
25%
Measured by increased business in:
Technical disciplines
Technology discipline
Page Outsourcing
Interim and contracting
Healthcare and Life Sciences
Strong growth in identified disciplines,
resulting in record PBT delivery for the
business
Highlighted growth in technology, with
growth year on year of 35%
Achievement
(% of max)
93.75%
100%
Productivity
25%
Measured by:
Continued successful roll-out of Customer Connect
Delivery of productivity improvements
Talent Development
and Inclusion
50%
Measured by:
CFO succession in place
Demonstration of the strength in depth of finance
succession at all levels across finance
Increase in diversity within the Finance team
* Constant currency growth rates
Completion of Customer Connect global
roll-out, with strong feedback and high
usage levels
95%
Finance team development and evolution
with four new senior female appointments
90%
Career progression framework introduces
across global finance functions
SUSTAINABILITY METRICS: TARGETS AND OUTCOMES WITHIN 2022 ESIP (AUDITED)
Theme
Total
Weighting Measure
Attainment
Achievement (% of max)
5%
CEO
CFO
To positively change 1 million lives in
10 years to 2030
The number of people we place
into decent work
The number of people that
access our social impact
programmes
To target an increase in gender
diversity within our senior
management team to 50/50 by 2030
The number of women within
leadership roles within our
business, globally
Establish a meaningful global
sustainability business by 2026
Percentage of net fees generated
from sustainability roles
Increase in number of people
placed into work of 5% over
prior year.
c30k people benefited from
social impact activities, such
as webinars and volunteering
programmes
Strong growth in number of
women in leadership roles
(now 43% of total - +5%
from 2021)
120% year on year growth
in fees from placement of
people into sustainability
roles
To become carbon net zero with the
ambition of becoming carbon positive
by 2026
Greenhouse gas data reported
through our annual disclosure
within our annual report
Reduction in Scope 1 and
Scope 2 emissions of 30%
over prior year
60%
60%
In line with the approach communicated previously to Shareholders, the Committee reviewed progress against each of the above targets in turn,
before determining an overall award which reflected collective progress against the targets set.
This was designed to align reward outcomes with the journey and priorities described within our Sustainability Report. The four metrics link back to
specific UN Sustainable Development Goals and are key areas where PageGroup can make a positive contribution.
Maximum awards would indicate very robust progress during the year, and that the overall likelihood of target attainment at the end of the year was
higher than at the start (i.e. activities and progress achieved during the year mean greater probability of target success). Similar levels of likelihood
(i.e. demonstrable progress) would expect to lead to awards around the 3% level.
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CHANGE IN BOARD’S REMUNERATION COMPARED TO OTHER EMPLOYEES
The following table shows the percentage change in the annual remuneration of Directors from 2019 onwards as well as a comparator number
showing the average percentage change for employees (excluding Directors) of the listed parent company on a full-time equivalent basis.
Change in Salary / Fees
Change in Benefits 2
Change in Annual Cash
Incentive
2022 vs
2021
2021 vs
20201
2020 vs
2019
2022 vs
2021
2021 vs
2020
2020 vs
2019
2022 vs
2021
2021 vs
2020
2020 vs
2019
Steve Ingham
3%
6%
(5%)
0%
(1%)
(90)%
(17)%
Kelvin Stagg
3%
6%
(5%)
4%
0%
0%
(17)%
Not
calculable
(100%)
Not
calculable
(100%)
Patrick De Smedt
3%
8%
(5%)
n/a
n/a
n/a
n/a
n/a
n/a
Michelle Healy
3%
7%
(5%)
n/a
n/a
n/a
n/a
n/a
n/a
Sylvia Metayer
3%
7%
(5%)
n/a
n/a
n/a
n/a
n/a
n/a
Angela Seymour-Jackson
148%
7%
(5%)
n/a
n/a
n/a
n/a
n/a
n/a
Ben Stevens4
18%
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
Karen Geary
Wider PageGroup Employees3
3%
6%
(5%)
0%
0%
0%
0%
Not
calculable
(100%)
1. Wider PageGroup employees represents average UK increase. The increases for the Executive Directors between 2020 and 2021 reflect the voluntary waiver of 20%
of salary during Q2 2020. The increase in contractual salary levels from 2020 to 2021 was 1.5% for each Executive.
2. Excludes pensions. As outlined in previous remuneration disclosures, the value of pension contributions payable to each Executive was set at a fixed level (based on
that received in 2019) before moving to a level equivalent to the wider workforce from the end of 2022.
3. This shows the contrast of changes of reward elements between 2019 and 2022. The wider PageGroup employees reflects all employees of Michael Page
International Recruitment Limited as at 31 December 2022. Calculations have been derived on a full-time equivalent (FTE) basis to enable effective comparison.
4. The change in fee for Ben Stevens reflects the fact that he was Chair of the Audit Committee for all of 2022 and only part of 2021.
CEO TRANSITION
PART 1 - DETERMINATION OF LEAVER ARRANGEMENTS FOR OUTGOING CEO
The Committee considered the following
points:
• The expectations in place within the
Remuneration Policy approved by
Shareholders at the 2020 AGM;
• The nature of the reason for leaving the
business;
• The tenure of the CEO at the point of exit,
and the length of tenure to the business;
and
• The contribution to the business and
the nature of orderly handover of the
individual to the new CEO.
Steve Ingham worked a portion of his notice
period and therefore was entitled to 9.5
months payment in lieu of notice.
Steve has been a longstanding CEO and
has a demonstrable track record of delivery
to the business. The business has evolved
considerably under his tenure and over this
period has delivered significant value to
Shareholders. Under the rules of the scheme
Steve Ingham was a good leaver. The
Committee made the following decisions:
• In line with the ESIP, that awards should
be made in respect of ESIP 2022, which
would comprise a cash payment in March
2023 (based on 40% of the determined
award) with the remainder made in shares
in March 2023 that vest equally on the
2nd and 3rd anniversary of award;
• That in flight awards should vest in line
with their expected timelines, with no
further pro-ration. This is as expected
under the ESIP and in line with the Policy.
It reinforces the fact that the performance
period has already been completed at
the point the share award is made (in
contrast to a typical PSP scheme that
may operate elsewhere); and
• In line with our Policy, Steve will be
subject to a post-cessation shareholding
requirement. This will be determined
based on 2x his final salary on leaving
(£658,400) for the first 12 months
post-cessation, and 1x salary for the
subsequent 12 months. This can be met
through ordinary shares including those
held in vested share accounts, but also
through unvested shares awarded under
the ESIP (not subject to further company
performance conditions) calculated on
a post-tax basis. The Committee has
established a process to determine the
shareholding required and how this will be
monitored for the post-cessation period.
PART 2 - NEW PACKAGE STRUCTURE FOR INCOMING CEO
Nick Kirk will commence on a salary of
£600k and with an ESIP opportunity of
375% of salary, in line with the existing Policy
and that of the outgoing CEO. In line with
our Policy, a cash allowance in respect of
pension will be paid, aligned to the wider
workforce rate, currently 7%. In determining
the reward package the Committee
considered:
• The breadth of experience of the
individual.
• Market practice of salaries within the
FTSE250 for similar roles, including
reflection of the sector and global
operation.
• Additionally, Nick will be eligible to
participate in the ESIP effective from
1 January 2023. This means that subject
to performance, the first award will be
made in March 2024. In line with the
ESIP structure, 40% of the award will
be payable in cash and the balance in
shares. These shares will vest on the 2nd
and 3rd anniversary of award and then
will be subject to a further 2-year deferral
period, subject to the shareholding in
place at the point of vesting;
• Performance metrics for this award will be
a mix of short and long-term metrics. (See
diagram on page 102). We discussed as
a Committee the appropriateness of using
long-term metrics (which will cover some
performance achieved before the CEO
was appointed into role). We concluded
that this was the right approach and
reflects:
» Targets that have already been set by
the Committee and communicated;
» That Nick Kirk is an internal promotion
to CEO, but has been a senior leader
within the business contributing to
Group performance in his previous role;
» That the alternative (of placing more
weighting on short-term performance
only) could lead to unforeseen
outcomes, potentially placing increased
focus on short-term outcomes at
the point we want the individual
establishing themselves and the
business strategy for future long-term
success and value creation; and
» The Committee did note that this
conclusion may not have been reached
in the event of an external appointee,
and that in the event we did recruit
externally in the future we would
consider each situation on a case by
case basis, and not create specific
precedent here.
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WHAT THE EXECUTIVE DIRECTORS CAN EARN IN 2023
The structure of remuneration for 2023 will consist of the following elements:
Salary – Base salaries will be £600k for Nick Kirk and £414k for Kelvin Stagg. The rationale for determination of salary level for Nick (below
the outgoing CEO) and increase for Kelvin are discussed elsewhere in this disclosure.
Benefits – No changes to benefits provided compared to 2022.
Pensions – Allowances for each executive will be in the form of a cash supplement, based on the levels equivalent to the wider UK
workforce of the company (currently 7%).
ESIP – The core operation of the ESIP will be unchanged for 2023. Further detail is shown below and discussed in more detail within this
disclosure.
EPS TARGETS – APPROACH AND APPLICATION
We look to set EPS targets at the start of the respective 3-year performance period. Outlined below are all the EPS targets that have been set by
the Committee for the ongoing operation of the ESIP.
ESIP Scheme
EPS Period
Agreed Cumulative
EPS Range (p)
Equivalent Annual
Growth %
Notes
ESIP 2020
January 2018-December 2020
88.3p-106.1p
5.4%-15.1%
ESIP 2021
January 2019-December 2021
109.7p-132.2p
6%-16%
ESIP 2022*
January 2020-December 2022
106.6p-128.6p
5%-15%
ESIP 2023*
January 2021-December 2023
48p-72p
Not applicable due to
negative EPS in 2020
As included within previous remuneration
disclosures
ESIP 2023 PROPOSED OPERATION
MAXIMUM OPPORTUNITY = 375% OF SALARY
ESIP 2024*
January 2022-December 2024
Not applicable
5%-15%
As outlined in the 2021 Annual Report,
assessment of EPS will move to be carried
out on a “point to point” basis for the period
2022-24 and beyond. There will be no
amendment to calculation of EPS growth
across previous performance periods.
Assessment
Delivery
* As disclosed in last year’s Directors’ Remuneration Report, for the operation of the ESIP for 2022 and beyond (assessment of EPS beginning on 1 January 2020) the
EPS calculation will be determined on a constant currency basis.
2021
2023
2024
2025
2026
2027
2028
EPS TARGET FOR JAN 2023 – DEC 2025
Proposed Measures, Weightings
and Time Period
PBT (30%)
Strategic (10%)
ESG (5%)
EPS (2021 to 2023)
(25%)
Relative Profit
(2021 to 2023) (30%)
40% of award
in cash
60% of award
in deferred
shares
Cash
paid
Dividends
Under the single plan dividend equivalents will accrue
in respect of any shares deferred but not yet released.
Dividend equivalents are paid, in accordance with the
rules, at the time of vesting.
deferred
deferred
Half of
shares vest
holding period*
Half of
shares vest
holding period*
* Holding Period
Vested shares have to be held for further two years if the shareholding
guidelines have not been met at point of release (except for sales to meet
a resulting tax liability)
In line with the approach taken last year, we will measure EPS over the forthcoming 3-year period on a “point-to-point” basis. We will compare the
EPS achieved in 2025 against that delivered in 2022 to derive the equivalent annual growth achieved over the three-year period. We believe this
basis of calculation drives strong alignment between Shareholder returns and providing incentives for Executives to grow the business through the
performance period.
We have determined a EPS range for the period 2023 to 2025 which is based on threshold annual growth of 3% per annum from the 2022 baseline
through to stretch performance of 12% per annum. We determined this range reflecting current analysts’ consensus forecasts for 2023 followed by
annual growth rates in 2024 and 2025. These targets were designed to reflect the tougher trading environment expected in 2023 following a record
year for the business. For reference, this range would require delivery of current analysts’ consensus in 2023 followed by 22% annual growth in
both 2024 and 2025 to achieve the threshold level, rising to 41% annual growth in 2024 and 2025 to achieve stretch. Whilst the resulting range is
lower than in the previous year, as a Committee we felt it important to recognise forecast 2023 trading conditions and to set a range that is highly
stretching in these circumstances and yet remains motivational for participants.
FEE LEVELS FOR THE CHAIR OF THE BOARD AND NON-EXECUTIVE DIRECTORS FOR 2023
The average salary increase that will be applied for UK based staff from 1 January 2023 is 5.1%.
Year ending 31 December 2022
Effective from 1 January 2023
Chair
Non-Executive basic fee
Additional fees payable
Senior Independent Director
Chair of the Audit Committee
£225,0001
£58,000
£10,000
£14,000
£232,000
£60,000
£10,000
£14,000
£14,000
RELATIVE GROSS PROFIT GROWTH
Chair of the Remuneration Committee
£14,000
Assessed against comparator group: Current list of companies: SThree, Robert Half, Randstad, Robert Walters, Adecco, Hays,
Manpower.
Performance range: Below median = no award. Median = 25% of award through to 100% of award for upper quartile performance.
In the event of material change of one of the companies within the comparator group (e.g. due to M&A activity) the Committee retains
flexibility to adjust the peer group with a stated desire to capture organic growth only.
Measurement in constant currency.
1. Angela Seymour-Jackson took over the role of Chair on 1 May 2022 with Chair fee of £225k per annum. (The previous Chair had an annual fee of £217k).
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SHARES AWARDED IN 2022 (AUDITED)
Conditional awards of deferred shares were made in March 2022 in relation to awards made in respect of the operation of the 2021 ESIP.
Number of shares awarded
Face value at date of award
Vesting
Steve Ingham 216,976
Kelvin Stagg
109,104
£1,070,560
£538,319
Shares vest in two tranches equally on the second
and third anniversary of award, subject to continued
employment.
Awards were made on 15 March 2022. The share price used to make awards was £4.934 being the closing mid-price on 14 March 2022.
The Committee was comfortable that the price used to make awards was appropriate, calculated in line with the ESIP structure and Plan rules,
and represents awards against delivery of performance already achieved by the Executives.
The share price at the start of the year was £6.545 and was £4.61 on 31 December 2022. The low and high share prices during the year were
£3.57 and £6.65 respectively.
EXECUTIVE SHAREHOLDING AND ALIGNMENT TO THE ORGANISATION
Details of all outstanding share awards are provided later in the report. Steve Ingham and Kelvin Stagg both own shares well in excess of the 200%
shareholding requirement as illustrated in the table below at year end. Following cessation of employment Steve will be obliged to continue to hold a
number of PageGroup shares for the next two years, as outlined elsewhere in this report.
SHAREHOLDING AS PERCENTAGE OF SALARY – EXECUTIVE DIRECTORS (AS AT 31 DECEMBER 2022)
CFO 2022
Outgoing
CEO 2022
504%
130%
633%
374%
150%
524%
Shareholding
Requirement
= 200% of salary
0
100%
200%
300%
400%
500%
600%
700%
800%
Total %
ESIP shares (net)
Full disclosures on the shareholding of Nick Kirk will be included in the annual report for 2023, including the extent he meets the existing
shareholding guidelines (which is expected to be achieved within 5 years of appointment under our Policy).
Calculated shareholding
level (as % of salary)
if share price were to
decrease by 10%
Shareholding as a
percentage of salary as at
31 December 2022 (based
on a share price of £4.61).
Calculated Shareholding
level (as % of salary) if share
price were to increase by
10%
OUTSTANDING SHARE AWARDS
This section sets out the share interests of the incumbent Executive Directors as at 31 December 2022 under the Executive Single Incentive Plan.
STEVE INGHAM
ESIP
Grant Date
Number of
shares at
1 January 2022
Granted
during
the year
12 March 2019
88,370
13 March 2020
106,984
13 March 2020
106,984
40,485
40,486
15 March 2021
15 March 2021
15 March 2022
15 March 2022
108,488
108,488
Vested
during
the year
(88,370)1
(106,984)2
Lapsed
during
the year
Number of
shares at
31 December 2022
-
-
Vesting
14 March 2022
14 March 2022
106,984
13 March 2023
40,485
40,486
108,488
108,488
404,931
15 March 2023
15 March 2024
15 March 2024
15 March 2025
TOTAL
383,309
216,976
(195,354)
1. A sufficient number of shares were sold to cover applicable taxes with the balance of 46,732 shares held
2. A sufficient number of shares were sold to cover applicable taxes with the balance of 56,575 shares held
KELVIN STAGG
ESIP
Grant Date
12 March 2019
13 March 2020
13 March 2020
15 March 2021
15 March 2021
15 March 2022
15 March 2022
Number of
shares at
1 January 2022
Granted
during
the year
44,088
53,140
53,140
20,407
20,408
-
-
-
-
-
-
-
54,552
54,552
Vested
during
the year
(44,088)1
(53,140)2
-
Lapsed
during
the year
Number of
shares at
31 December 2022
-
-
-
-
-
53,140
20,407
20,408
54,552
54,552
Vesting
14 March 2022
14 March 2022
13 March 2023
15 March 2023
15 March 2024
15 March 2024
15 March 2025
Shareholding (As %
of salary)
471%
Steve Ingham
Change in indicative
Value
Decrease of £345k
Shareholding (As %
of salary)
570%
Kelvin Stagg
Change in Indicative
Value
Decrease of £242k
524% (£3.4m)
576%
TOTAL
191,183
109,104
(97,228)
203,059
Increase of £345k
1. A sufficient number of shares were sold to cover applicable taxes with the balance of 23,314 shares held
2. A sufficient number of shares were sold to cover applicable taxes with the balance of 28,101 shares held
633% (£2.4m)
697%
Increase of £242k
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STATEMENT OF DIRECTORS’ SHAREHOLDINGS (AUDITED)
It is the Company’s policy that Executive Directors are required to build and hold a direct beneficial holding in the Company’s ordinary shares of an
amount equal to two times their base salary. The beneficial interests of the Directors who served during 2022, and their connected persons, in the
ordinary shares of the Company are shown in the table below. The table does not include interests in shares which are subject to ongoing company
performance conditions but does include shares awarded but not yet vested under the ESIP.
Executives
Steve Ingham
Kelvin Stagg
Non-Executives
Patrick De Smedt
Michelle Healy
Sylvia Metayer
Angela Seymour-Jackson
Ben Stevens2
Karen Geary3
Ordinary shares
held as at
31 December 2022
Unvested Share
Award (ESIP) as at
31 December 2022
% of salary
held 1
Shareholding
guideline
Ordinary shares
held as at
31 December 2021
533,214
418,327
404,931
203,059
524%
633%
200%
200%
429,907
366,912
-
-
-
915
5,748
-
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
-
-
-
915
-
-
Notes:
1. This uses the closing share price on 31 December 2022 of £4.61 per share and includes unvested shares awarded under the ESIP calculated on a post-tax basis.
The highest and lowest share prices during the year were £6.65 and £3.57 respectively
2. Ben Stevens purchased 5,748 shares at a price of £4.5844 on 9 March 2022
3. Karen Geary was appointed as a director on 1 April 2022
SERVICE CONTRACTS AND LETTERS OF APPOINTMENT
All Executive Directors’ service contracts contain a twelve-month notice period. The service contracts also contain restrictive covenants preventing
the Executive Directors from competing with the Group for at least six months following the termination of their employment and preventing the
Executive Directors from soliciting key employees, clients and candidates of the employing company and Group companies for twelve months
following termination of employment. The Remuneration Committee has the right to exercise mitigation in the event of termination.
Non-Executive Directors, including the Chair of the Board, are engaged under letters of appointment and do not have service contracts with the
Company. They are appointed for a fixed term of three years, during which period the appointment may be terminated by either party upon giving
one month’s written notice or in accordance with the provisions of the Articles of Association of the Company. There are no provisions on payment
for early termination in the letters of appointment. After the initial three-year term, Directors may be reappointed for a further term of three years,
subject to annual re-election at each year’s Annual General Meeting.
Where any Director’s letter of appointment was renewed during the year they were not entitled to vote on their own appointment. Copies of the
service contracts and letters of appointment are available for inspection during normal business hours at the Company’s registered office.
Executive Director
Service Contract Date
Unexpired Term
Notice Period
Steve Ingham1
Kelvin Stagg
31 December 2010
No specific term
12 months
27 July 2014
No specific term
12 months
1. Steve’s employment ended effective 31 December 2022
Non-Executive Directors
Letter of Appointment/
Reappointment Date
Unexpired Term at 31 December 2022
Patrick De Smedt
13 July 2021
Michelle Healy
Sylvia Metayer
30 August 2022
5 August 2020
Angela Seymour-Jackson1
20 December 2021
Ben Stevens
Karen Geary
23 December 2020
10 March 2022
19 months
33 months
8 months
28 months
12 months
27 months
There were no changes in the Directors’ interests between 31 December 2022 and the date of this report.
1. Angela Seymour-Jackson’s appointment letter is dated 21 December 2021. Her appointment as Chair of the Board commenced on 1 May 2022 with a 3 year term.
RELATIVE IMPORTANCE OF SPEND ON PAY
The graph below shows details of the Company’s retained profit after tax, distributions by way of dividend, shares purchased by the
Michael Page Employee Benefit Trust, overall spend on pay to all employees (see Note 4) in the financial statements on page 149, overall
spend on Directors’ pay as included in the single figure table on page 101 and the tax paid in the financial year. The percentage change to
the prior year is also shown.
23%
682.5
553.9
2021
2022
17%
33%
139.0
118.4
133.2
100.2
Profit after
tax (£m)
Dividends
paid (£m)
43%
14.8
10.4
Shares
purchased by
the EBT (£m)
Overall spend
on pay (£m)
-5%
4.1
4.3
Overall spend
on Directors’
pay (£m)
66%
61.6
37.0
Tax paid
(£m)
£m
700
600
500
400
300
200
100
0
121
STATEMENT OF VOTING AT THE ANNUAL GENERAL MEETING
At the Company’s Annual General Meeting held on 4 June 2020, Shareholders approved the existing Remuneration Policy. The table below shows
the results of the binding voting on the Remuneration Policy and the advisory vote on the Directors’ Remuneration Report put to Shareholders
at the 2021 Annual General Meeting. Each resolution required a simple majority of the votes cast to be in favour in order for each of the resolutions
to be passed.
Resolutions
AGM
Votes For
%
Votes Against %
Votes Withheld
Remuneration Policy
4 June 2020
250,926,751
90.71
25,689,170
9.29
15,928,893
Directors’ Remuneration Report
31 May 2022
266,113,767
93.96
17,098,354
6.04
1,069,255
122
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT DIRECTORS’ REMUNERATION REPORT
TOTAL SHAREHOLDER RETURN
The performance graph below shows the movement in the value of £100 invested in the shares of the Company compared to an investment in
the FTSE 250 index and the FTSE Support Services index over the period 31 December 2012 to 31 December 2022. The graph shows the Total
Shareholder Return generated by the movement in the share price and the reinvestment of dividends.
The FTSE 250 index and the FTSE Support Services index have been selected as the Company was a member of each index throughout the
period. The table below shows the total remuneration of the Chief Executive Officer over the same ten-year period.
CEO
2013
2014
2015
2016
2017
2018
2019
2020
2021
2022
Single remuneration total
£1,318k
£1,494k
£2,074k
£2,089k
£3,660k
£4,340k
£3,769k
£1,171k
£2,606
£2,323
Short-term incentives
(% of maximum)
Long-term incentives
(% of maximum)
Executive Single Incentive Plan
(% of maximum)
n/a
n/a
n/a
n/a
n/a
n/a
58%
71%
68%
60%
n/a
n/a
n/a
n/a
60%
55.35% 96.1%
96%
n/a
n/a
n/a
n/a
n/a
n/a
91%
87.7%
75.4%
16.5%
74.4%
60.1%
31 Dec 2012 31 Dec 2013 31 Dec 2014 31 Dec 2015 31 Dec 2016 31 Dec 2017 31 Dec 2018
31 Dec 2019
31 Dec 2020
31 Dec 2021
31 Dec 2022
SECTION 5: REMUNERATION FOR EMPLOYEES
BELOW THE BOARD
Our remuneration philosophy is cascaded through the organisation and we focus on rewarding collective achievement and team-based success.
At senior levels, we use a combination of shares and cash to achieve this and drive alignment with the business. At more junior levels, variable
reward is delivered through cash only.
Overall reward is benchmarked on a regular basis to the respective local market and is linked to skill and experience in role. We offer a wider range
of benefits that evolves over time. This includes Company provided benefits, but also extends to a range of policies to support work-life balance
and wellbeing.
The Company does not consult formally with employees on remuneration matters in relation to executive pay or Remuneration Policy design, but
does review information on employee satisfaction with reward throughout the organisation, including results to reward questions from the “Have
Your Say” employee engagement questionnaire, which is now run on an annual basis.
REWARD ACROSS THE PAGEGROUP BUSINESS
We operate within a broad reward framework across the organisation, designed to enable effective progression of talent and grow our own pipeline
of talent for the future. We focus on how we drive team-based behaviours to create better Customer relationships to support our strategy of organic
growth.
Employees typically receive salary and a range of benefits driven by local market norms and practice. Most of our employees also have access to
variable pay schemes linked to the success they help create.
Our regular activities to engage with our staff (see page 37) give us valuable insight into our reward offer and areas of reward that are working
and opportunities for change. We discuss our overall approach as a Board and the way that reward may be expected to change as someone
progresses through the organisation.
BASE SALARY
Salaries are set with reference to the skills and experience of the individual and reflect the local market ranges. The career journey of the
fee earning population enables regular pay reviews on achievement of performance-based targets which will contribute to the success of
the team. For others, salaries are usually reviewed annually and adjusted in consideration of business affordability, individual performance
and local market rates of pay.
BENEFITS
We operate across a range of countries where we see very different practices in terms of benefit provision. Our benefits typically include
items such as pension provision, life insurance and medical cover. The levels of contribution or investment in benefits will be driven by
local market factors rather than a single global approach.
297.75
VARIABLE PAY
152.43
141.76
137.11
131.43
135.65
132.27
130.62
126.55
100.0
109.40
162.58
151.22
114.77
238.88
233.25
227.87
197.33
183.15
214.09
212.14
179.12
223.05
204.35
153.23
191.49
175.28
144.49
166.12
161.13
145.64
PageGroup
FTSE 250
FTSE SS
The variable pay of the consultant population is primarily driven by team-based incentives, designed to drive people to work collectively.
These deliver cash awards, which reflect both the performance of the team and the respective performance of the individual consultant.
A small number of consultants work on an individual commission basis linked to the specific nature of the role they perform.
At a leadership level we also offer deferred cash incentives to drive retention of talent, in addition to the bonus structures available.
At senior leadership levels we provide access to share-based incentives, designed to enable individuals to build up a holding in Company
shares and fully align them to the Shareholder experience.
EXTERNAL DIRECTORSHIPS
No Executive Directors earned any fees from external directorships during the year ending 31 December 2022.
123
124
400
370
340
310
280
250
220
190
160
130
100
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT DIRECTORS’ REMUNERATION REPORT
COMMITTEE INSIGHT AND FOCUS
The Committee receives an annual overview of the reward structure in place across the organisation including any changes that have taken
place. Subsequent discussion included the following themes and responses:
Theme
Findings
Linkage of reward with performance
assessment
• All colleagues participate in performance management processes which give clarity over
both what someone is expected to accomplish and how this should be achieved
• It is achieved through the combination of:
» Goals: expected outputs over the review period
» KPIs: actions and metrics expected in pursuit of the goals
» Behaviours: that should be demonstrated in pursuit of the above
• Specific behaviours are based around defined criteria linked to seniority of role
• Overall attainment is linked directly to awards under variable plans and any future salary
adjustments
Provision of benefits across a global
organisation
• Regular assessments are made of market competitiveness of benefits within our key
markets, using external benchmark data
• Benefits do vary between countries reflecting different market norms
• Any proposed changes to benefits offered is done through engagement with the regional
HR and finance leaders, with proposals reviewed centrally depending on the level of cost
investment
Way that awards under variable pay plans
are governed through the business
• Funding of bonus pools is managed by finance teams with central oversight
• Country leaders make proposals on allocation of bonuses that are reviewed by their
respective managers
COMMENTARY ON THE RATIO
The volatility in the CEO pay ratio over the previous 4 years reflects the volatility of market conditions and derived business performance, and the
greater leverage of reward towards variable pay for more senior people within the organisation, including Executive Directors.
The changes are broken out in more detail below:
CHANGE IN CEO SINGLE FIGURE 2021 TO 2022 (£K)
3,000
2,500
£k
2,000
1,500
1,000
500
0
-0
19
-301
2,606
2,323
Single Figure
disclosed 2021
Change
in benefits
Increase
in salary
Decrease in
value of ESIP
Single Figure
2022
Change in CEO reward
Reward Change
Commentary
Change in salary
This shows the change in the outgoing CEO salary from 1 January 2022 (+3%).
Change in benefits
There were no changes in the range of benefits provided between 2021 and 2022.
• All proposals are collated centrally to review levels of spend and affordability
Change in ESIP value
The award under the 2021 ESIP was 74.4% of maximum which reduced to 60.1% in 2022.
Alignment to culture and linkage to
diversity and inclusion
• There is a demonstrable cascade of key objectives through the organisation. As an
example, all Managing Directors have designated targets within variable plans requiring
progress on key diversity and inclusion metrics
Ways that the organisation gains insight
into employee satisfaction with reward
• Questions are included within the “Have Your Say” engagement survey (which is now run
annually) linked to pay and benefits and trends tracked over time
• Pulse surveys and use of internal technology (e.g. Yammer) monitor responses to key
questions and tracks changes
• Engagement sessions with staff members, including those attended by Non-Executive
Directors
APPROACH AND CALCULATION
We have elected to use Option A to calculate the ratio as we believe this gives the most accurate insight into employee pay and benefits and
closest comparison to the CEO single figure value. The reward structure for our CEO is weighted far more towards variable reward than most of
our employees within the UK. Therefore, we expect future changes to this ratio to be linked to changes in variable award levels under the ESIP and
future share price movement.
We also recognise that the earnings profile across our UK employees means that both the mean and median can be useful measures. We have
provided two supplementary ratios for illustration as follows:
• Feedback from employees who choose to leave us (gained through exit surveys)
Scenario
Resulting CEO Single Figure
Resulting CEO Pay to Median Ratio
CEO PAY RATIO
This is the fourth year that we have disclosed the ratio of CEO remuneration to that of our employees in the UK.
Calculation Method
25th Percentile
Median
75th Percentile
CEO PAY RATIO
2022
2021
2020
2019
Option A
Option A
Option A
Option A
75:1
88:1
43:1
49:1
57:1
27:1
160:1
105:1
31:1
37:1
17:1
64:1
CEO “On-Target” Remuneration compared to 2022 UK Median
FTE Reward
£2,004k
CEO single figure compared to UK mean FTE earnings
£2,323k (as disclosed)
The employee figures for our UK workforce to calculate the ratios are as follows:
44:1
36:1
Scenario
Total pay and benefits – 2022
Change on 2021
Total salary 2022
Change on 2021
25th Percentile
£30,891
4%
£26,850
1%
Median
£47,708
4%
£35,671
5%
75th Percentile
£75,600
6%
£55,967
17%
These values are calculated on a full-time equivalent basis as required under the regulations, based on our UK workforce as at 31 December 2022.
I look forward to continued discussions with Shareholders over the coming year and for your support for our Committee activities at the AGM.
The Directors’ Remuneration Report has been approved and signed on behalf of the Board of Directors.
We believe that the median ratio is consistent with the Company’s wider policies on employee reward, pay and progression.
The reduction in the single figure CEO ratio between 2021 and 2022 reflects both the overall reduction in awards under the ESIP between
2021 and 2022 for the outgoing CEO, and the growth in median UK pay and benefits across the Company.
Karen Geary
Remuneration Committee Chair
8 March 2023
125
126
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT DIRECTORS’ REPORT
Kaye Maguire
General Counsel & Company Secretary
Likely future developments .......................................................... 2
Policy on disability ....................................................................... 128
Employee engagement and
Stakeholder consideration ............................. 27 to 41 and 65 to 70
Greenhouse gas emissions and
energy consumption .......................................................... 49 to 50
Directors’ interests .......................................................... 119 to 120
Share capital and acquisition of own shares ............................... 127
Directors’ disclosure of information to the
auditor in respect of the audit ..................................................... 130
Directors’ Responsibility Statement............................................. 130
Going concern .............................................................................. 63
Viability Statement ........................................................................ 64
Powers of Directors .................................................................... 129
Share capital and Shareholder rights
The Directors present their Report together with
the consolidated financial statements for the year
ended 31 December 2022. Certain information that
fulfils the requirements of the Directors’ Report can
be found elsewhere in this document as noted in the
table opposite. This information is incorporated into
this Directors’ Report by reference. Pages 85 to 90,
127 to 129 and 171 also comprise the Directors’
Report for the year ended 31 December 2022.
DIRECTORS
The composition of the Board at the date of this
report can be found on pages 78 to 82. The
Directors who served throughout the year were
David Lowden, Angela Seymour-Jackson, Patrick De
Smedt, Steve Ingham, Michelle Healy, Kelvin Stagg,
Sylvia Metayer and Ben Stevens. Karen Geary joined
the Board on 1 April 2022 and David Lowden retired
from the Board on 30 April 2022. Steve Ingham,
Chief Executive Officer ceased being a Board
member from 31 December 2022. Nicholas Kirk,
Chief Executive Officer, was appointed with effect
from 1 January 2023.
Babak Fouladi will become a Director of the Board
with effect from 10 April 2023. All Directors, except
Patrick De Smedt, will seek election or re-election at
the Company’s 2023 Annual General Meeting.
RESULTS AND DIVIDENDS
The results for the year are set out in the
Consolidated Income Statement on page 137.
An analysis of revenue, profit and net assets by
region is shown in Note 2 on pages 146 to 148.
A final dividend for 2021 of 10.30p per ordinary
share was paid on 17 June 2022; an interim
dividend for 2022 of 4.91p per ordinary share was
paid on 14 October 2022; and a special dividend
of 26.71p per share was also paid on 14 October
2022. The Directors recommend the payment of a
final dividend for the year ended 31 December 2022
of 10.76p per ordinary share on 19 June 2023
to Shareholders on the register of members on
19 May 2023.
If approved by Shareholders at the Annual General
Meeting, this will result in a total ordinary dividend
for the year of 15.67p per ordinary share (2021:
15.00p). This, together with the payment of the
special dividend, gives a total dividend for the year
of 42.38p (2021: 41.71p).
– Details of employee share schemes ............................164 to 165
SHARE CAPITAL
Subsidiary and associated undertakings
and branches ..................................................................155 to 160
As at 31 December 2022 the Company’s
issued capital comprised a single class of
328,618,774 ordinary shares of 1p each,
totalling £3,286,187.74. At the Annual General
Meeting held on 31 May 2022 the Shareholders
authorised the Company to purchase up to a
maximum of 10% of the issued share capital in the
market. No shares were repurchased during the
year. Shareholders also authorised the Directors
to allot shares up to an aggregate nominal value
of £1,095,395.91. Further resolutions in respect
of these matters will be put to Shareholders at the
forthcoming Annual General Meeting. The Directors
are not aware of any agreements between
holders of securities that are known to the
Company and may result in restrictions on
the transfer of securities or on voting rights.
STAKEHOLDERS AND EMPLOYMENT
POLICY AND EMPLOYEE INVOLVEMENT
Pages 65 to 70 of the Strategic Report
and the pages to which it refers, comprises
the Company’s section 172(1) statement
together with the statements as to how the
Directors have engaged with employees and
had regard to their interests and how the
Directors have had regard to the Company’s
business relationships with Customers,
suppliers and other external Stakeholders.
The Group believes in inclusivity and diversity
in the workplace. It is committed to giving
full, fair and transparent consideration to
applications for employment made by those
with disabilities and ensuring continued
employment of those who may become
disabled during their employment. As an
organisation the Group seeks to ensure that
training, career development and promotion
is fair in all circumstances.
The Directors have also engaged with
employees and taken their interests into
account in respect of decision making.
The Group is committed to employee
involvement throughout the business.
Employees are kept well informed of the
performance and strategy of the Group
through personal video briefings, regular
online interactive townhall meetings, Yammer
(the Group’s internal social collaboration
site), emails and other communications from
SUBSTANTIAL SHAREHOLDERS
the Chief Executive Officer and members
of the Executive Board. Further details
of employment policies and employee
involvement can be found in the Strategic
Report on pages 27 to 41.
DIRECTORS’ INDEMNITIES
The Company purchased and maintained
Directors’ and Officers’ Liability Insurance
throughout the period under review, which
gives appropriate cover for legal actions
brought against the Directors. The Company
granted separate indemnities to the Directors
to cover liabilities arising from third parties.
The extent of the indemnities provided is as
permitted under law.
FINANCIAL INSTRUMENTS AND
FINANCIAL RISK MANAGEMENT
Details of the Group’s use of financial
instruments, including financial risk
management objectives and policies of the
Group, and exposure of the Group to certain
financial risks can be found in Note 22 on
pages 166 to 169.
SIGNIFICANT AGREEMENTS CONTAINING
CHANGE OF CONTROL PROVISIONS
The Group has an invoice discounting facility
that terminates on a change of control,
with prepaid amounts being repayable.
The Group also has available to it an £80m
revolving credit facility with HSBC and
BBVA which includes a provision entitling
lenders to cancel the facility in the event of
a change of control such that loan amounts
would be repayable. This facility is nil drawn
at the balance sheet date. Directors’ and
employees’ contracts do not normally
provide for payment for loss of office or
employment as a result of a change of
control. However, the Company operates
several share and share option schemes
for the benefit of its Executive Directors
and employees, the rules of which contain
provisions which may cause options and
share awards granted to vest on a change
of control.
POLITICAL CONTRIBUTIONS
No political donations, expenditure or
contributions were made during the year.
The Company has a policy of not making
political donations to political organisations
or independent election candidates
anywhere in the world as defined by the
Political Parties, Election and Referendums
Act 2000.
POST BALANCE SHEET EVENTS
There have been no significant post balance
sheet events since 31 December 2022.
LISTING RULE 9.8.4
There is no information required to be
disclosed under Listing Rule 9.8.4.
ANNUAL GENERAL MEETING
The Annual General Meeting of the
Company will be held on 1 June 2023.The
notice of meeting will be made available on
the Company’s website www.page.com
and posted separately to Shareholders that
have requested this.
At 31 December 2022 the Company had been notified, in accordance with the FCA Disclosure Guidance and Transparency Rules, of the
undermentioned noted interests in its ordinary share capital. The percentage of voting rights shown below are as at the date of notification.
Shareholder
No. of ordinary shares % of voting rights
Liontrust Investment Partners LLP
36,137,014
11.00%
Heronbridge Investment Management LLP
Franklin Templeton Institutional LLC
The Capital Group Companies, Inc
16,303,888
16,104,930
14,647,804
Sanne Fiduciary Services Ltd as Trustee of the Michael Page Employees’ Benefit Trust
13,005,376
4.96%
4.93%
4.46%
3.96%
The Company received no notifications between 1 January 2023 and the date of this report. Since the date of disclosure, the above shareholdings
may have changed.
127
128
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT DIRECTORS’ STATEMENTS OF RESPONSIBILITY
The Directors are responsible for preparing
the Annual Report and the Group financial
statements in accordance with applicable
law and regulations. Detailed below are
statements made by the Directors in
relation to their responsibilities, disclosure of
information to the Company’s auditor and
going concern.
•
position and financial performance;
in respect of the Group financial
statements, state whether UK-adopted
international accounting standards have
been followed, subject to any material
departures disclosed and explained in
the financial statements;
1. FINANCIAL STATEMENTS AND
ACCOUNTING RECORDS
Company law of England and Wales requires
the Directors to prepare financial statements
for each financial year. Under that law the
Directors have elected to prepare the Group
and parent company financial statements in
accordance with UK-adopted international
accounting standards (‘IFRSs’). Under
company law the Directors must not approve
the Group financial statements unless they
are satisfied that they give a true and fair
view of the state of affairs of the Group and
the Company and of the profit or loss of the
Group and the Company for that period.
In preparing these financial statements the
Directors are required to:
•
select suitable accounting policies in
accordance with IAS 8 Accounting
Policies, Changes in Accounting
Estimates and Errors and then apply
them consistently;
• make judgements and accounting
estimates that are reasonable and
prudent;
•
•
present information, including
accounting policies, in a manner that
provides relevant, reliable, comparable
and understandable information;
provide additional disclosures
when compliance with the specific
requirements in IFRS is insufficient to
enable users to understand the impact
of particular transactions, other events
and conditions on the Group’s financial
•
•
in respect of the parent company
financial statements, state whether
UK-adopted international accounting
standards have been followed,
subject to any material departures
disclosed and explained in the financial
statements; and
prepare the financial statements on
the going concern basis unless it
is appropriate to presume that the
Company and/or the Group will not
continue in business.
The Directors are responsible for keeping
adequate accounting records that
are sufficient to show and explain the
Company’s and Group’s transactions and
disclose with reasonable accuracy at any
time the financial position of the Company
and the Group and enable them to ensure
that the Company and the Group financial
statements comply with the Companies
Act 2006. They are also responsible for
safeguarding the assets of the Group
and parent company and Group and
hence for taking reasonable steps for the
prevention and detection of fraud and other
irregularities.
Under applicable law and regulations, the
Directors are also responsible for preparing
a Strategic Report, Directors’ Report,
Directors’ Remuneration Report and
Corporate Governance Report that comply
with that law and those regulations.
The Directors are responsible for the
maintenance and integrity of the corporate
and financial information included on the
Company’s website.
2. DIRECTORS’ RESPONSIBILITY
STATEMENT
The Directors confirm, to the best of their
knowledge:
•
•
that the consolidated financial
statements, prepared in accordance
with UK-adopted international
accounting standards, give a true
and fair view of the assets, liabilities,
financial position and profit of the parent
company and undertakings included in
the consolidation taken as a whole; and
that the Annual Report, including the
Strategic Report, includes a fair review
of the development and performance
of the business and the position of the
Company and undertakings included
in the consolidation taken as a whole,
together with a description of the
principal risks and uncertainties that
they face.
3. DISCLOSURE OF INFORMATION
TO THE AUDITOR
Having made the requisite enquiries, so
far as the Directors are aware as at the
date of this Statement, there is no relevant
audit information (as defined by section
418(3) of the Companies Act 2006) of
which the Company’s auditor is unaware
and the Directors have taken all the steps
they ought to have taken as a Director to
make themselves aware of any relevant
audit information and to establish that
the Company’s auditor is aware of that
information.
Kelvin Stagg
Chief Financial Officer
8 March 2023
DIRECTORS’ REPORT
ARTICLES OF ASSOCIATION SUMMARY
The following summarises certain provisions
of the Company’s Articles of Association (as
adopted on 3 June 2021) and applicable
English Law (including the Companies Act
2006 (the “Act”), as amended) as required by
applicable law and regulation.
SHARE CAPITAL AND RIGHTS ATTACHING
TO SHARES
The Company has one class of share in
issue being 328,618,774 ordinary shares
with a nominal value of one pence each. No
shares are held in treasury and there are no
persons holding shares that carry special
rights with regard to the control of the
Company.
The Articles of Association provide that
subject to any rights or restrictions attached
to any shares, on a show of hands every
member and every duly appointed proxy
present shall have one vote. Every corporate
representative present who has been duly
authorised by a corporation has the same
voting rights as the corporation would be
entitled to. On a poll every member present
in person or by a duly appointed proxy or
corporate representative shall have one vote
for every share of which they are a holder or
in respect of which their proxy or corporate
representative has been made. No member
shall be entitled to vote in respect of any
share held by them if any call or other sum
payable by them to the Company remains
unpaid.
Any form of proxy sent by the Shareholders
to the Company in relation to any general
meeting must be delivered to the Company
(via its registrars), whether in written or
electronic form, not less than 48 hours
before the time appointed for holding the
meeting or adjourned meeting at which the
person named in the appointment proposes
to vote.
Holders of the Company’s ordinary shares
may by ordinary resolution declare dividends
but no such dividend shall exceed the
amount recommended by the Directors.
If, in the opinion of the Directors, the profits
of the Company available for distribution
justify such payments, the Directors may,
from time to time, pay interim dividends on
the shares of such amounts and on such
dates and in respect of such periods as
they think fit. The profits of the Company
available for distribution and resolved to be
distributed shall be apportioned and paid
proportionately to the amounts paid up on
the shares during any portion of the period
in respect of which the dividend is paid. The
Shareholders may, at a general meeting of
the Company declaring a dividend upon the
recommendation of the Directors, direct that
it shall be satisfied wholly or partly by the
distribution of specific assets.
case where the Company is entitled to refuse
(or is excepted from the requirements) under
the Uncertificated Securities Regulations
2001 to register the transfer.
If the Company is wound up, the liquidator
can, with the sanction of a special resolution
passed by the Shareholders and any other
sanction required by law, divide among the
Shareholders all or any part of the assets of
the Company and he/she can value assets
and determine how the division shall be
carried out as between the Shareholders
or different classes of Shareholders. The
liquidator can also, with the same sanction,
transfer the whole or any part of the assets
to trustees upon such trusts for the benefit
of the Shareholders. No Shareholder will
be compelled to accept assets which are
subject to a liability.
LIMITATIONS ON THE TRANSFER
OF SHARES
Any member may transfer all or any of his
shares in certificated form by instrument
of transfer in the usual common form or
in any other form which the Directors
may approve.
Where any class of shares is for the time
being a participating security, title to
shares of that class which are recorded
as being held in uncertificated form,
may be transferred (to not more than
four transferees) by the relevant system
concerned.
The Directors may in their absolute discretion
refuse to register any transfer of shares
(being shares which are not fully paid or on
which the Company has a lien), provided
that if the share is listed on the Official List of
the Financial Conduct Authority such refusal
does not prevent dealings in the shares from
taking place on an open and proper basis.
The Directors may also refuse to register a
transfer of shares (whether fully paid or not)
unless the transfer instrument:
(a) is lodged at the registered office, or
such other place as the Directors may
appoint, accompanied by the relevant share
certificate(s);
(b) is in respect of only one class of share;
and
(c) is in favour of not more than four
transferees.
The Directors of the Company may
refuse to register the transfer of a share in
uncertificated form to a person who is to
hold it thereafter in certificated form in any
English law treats those persons who hold
the shares and are neither UK residents nor
nationals in the same way as UK residents or
nationals. They are free to own, vote on and
transfer any shares they hold.
POWERS OF THE DIRECTORS
Directors may exercise all the powers of the
Company, subject to the provisions of the
Articles of Association, statutory restrictions
and any authorisation or directions given by
resolution, including powers relating to the
issue and/or buying back of shares by the
Company.
DIRECTOR’S APPOINTMENT, RETIREMENT
AND REMOVAL
Subject to the provisions of the Articles of
Association, a Director may be appointed by
ordinary resolution.
In addition, the Directors may appoint a
person who is willing to act as a Director,
and is permitted by law to do so, to be a
Director, either to fill a vacancy or as an
additional Director. A Director so appointed
shall retire at the next Annual General
Meeting, notice of which is first given after
their appointment and shall then be eligible
for reappointment.
At each Annual General Meeting all Directors
at the time the notice of that Annual
General Meeting is given shall retire from
office and be subject to re-election by the
Shareholders.
In addition to any power of removal under
the Act, the Company may, by special
resolution, remove a Director before the
expiration of their period of office.
A Director shall cease to hold office in certain
circumstances specified in the Company’s
Articles of Association.
AMENDMENTS TO THE ARTICLES
OF ASSOCIATION
Subject to the Act, the Articles of Association
of the Company can be altered by special
resolution of the members.
By order of the Board
Kaye Maguire
General Counsel & Company Secretary
8 March 2023
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PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF PAGEGROUP PLC
OPINION
In our opinion:
• PageGroup plc’s group financial statements and parent company financial statements (the “financial statements”) give a true and fair view of
the state of the group’s and of the parent company’s affairs as at 31 December 2022 and of the group’s profit for the year then ended;
concern for a period to 31 March 2024.
In relation to the group and parent
company’s reporting on how they have
applied the UK Corporate Governance
Code, we have nothing material to add or
draw attention to in relation to the directors’
statement in the financial statements
about whether the directors considered it
appropriate to adopt the going concern
basis of accounting.
Our responsibilities and the responsibilities of
the directors with respect to going concern
are described in the relevant sections of
this report. However, because not all future
events or conditions can be predicted,
this statement is not a guarantee as to
the group’s ability to continue as a going
concern.
•
•
the group financial statements have been properly prepared in accordance with UK adopted international accounting standards;
OVERVIEW OF OUR AUDIT APPROACH
the parent company financial statements have been properly prepared in accordance with UK adopted international accounting standards as
applied in accordance with section 408 of the Companies Act 2006; and
Audit scope
• We performed an audit of the complete financial information of 7 components and audit procedures on specific balances for a
further 9 components.
•
the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the financial statements of PageGroup Plc (the ‘parent company’) and its subsidiaries (the ‘group’) for the year ended
31 December 2022 which comprise:
Group
Parent company
Consolidated balance sheet as at 31 December 2022
Balance sheet as at 31 December 2022
• The components where we performed full or specific audit procedures accounted for 91% of Profit before tax, 87% of
Revenue and 80% of Total assets.
Key audit matters
• Revenue recognition for permanent and temporary placements.
Materiality
• Overall group materiality of £9.7m which represents 5% of Profit Before Tax.
Consolidated income statement for the year then ended
Statement of changes in equity for the year then ended
Consolidated statement of comprehensive income for the year then ended
Statement of cash flows for the year then ended
AN OVERVIEW OF THE SCOPE OF THE
PARENT COMPANY AND GROUP AUDITS
represent the principal business units within
the Group.
Consolidated statement of changes in equity for the year then ended
Related notes 1 to 25 to the financial statements including a
summary of significant accounting policies
Consolidated statement of cash flows for the year then ended
Related notes 1 to 25 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 section 408 of
the Companies Act 2006
BASIS FOR OPINION
We conducted our audit in accordance
with International Standards on Auditing
(UK) (ISAs (UK)) and applicable law. Our
responsibilities under those standards
are further described in the Auditor’s
responsibilities for the audit of the financial
statements section of our report. We believe
that the audit evidence we have obtained is
sufficient and appropriate to provide a basis
for our opinion.
INDEPENDENCE
We are independent of the group and parent
in accordance with the ethical requirements
that are relevant to our audit of the financial
statements in the UK, including the FRC’s
Ethical Standard as applied to listed public
interest entities, and we have fulfilled our
other ethical responsibilities in accordance
with these requirements.
The non-audit services prohibited by the
FRC’s Ethical Standard were not provided
to the group or the parent company and we
remain independent of the group and the
parent company in conducting the audit.
CONCLUSIONS RELATING TO GOING
CONCERN
In auditing the financial statements, we have
concluded that the directors’ use of the
going concern basis of accounting in the
preparation of the financial statements is
appropriate. Our evaluation of the directors’
assessment of the group and parent
company’s ability to continue to adopt the
going concern basis of accounting included:
• Confirming our understanding of the
director’s going concern assessment
process, performed our own related
risk assessment, and engaged with
management early to ensure all key
factors were considered in their
assessment.
• Assessing the appropriateness of
the duration of the going concern
assessment period to 31 March 2024
and considering the existence of any
significant events or conditions beyond
this period based on our knowledge
arising from other areas of the audit.
• Reviewing borrowing facilities to confirm
both their availability to the Group,
alongside the consideration of the key
covenants on such facilities.
•
Testing the assessment for clerical
accuracy.
• Assessing whether assumptions made
were reasonable, including testing
key assumptions in the forecasts
by reference to historical trends,
independent sector forecasts and
other information where available.
Key assumptions include those over
revenue, gross profit and cash.
• Considering the appropriateness
of management’s base case and
downside scenarios, to understand
how severe conditions would have to
be to breach liquidity and whether the
reduction in profitability required has
no more than a remote possibility of
occurring. Management considered a
downside scenario to be a reduction
in gross profit of 45% against FY22
actuals which mirrors the results of the
periods during the global financial crisis
of 2008/2009.
• Performing independent sensitivity
analysis on management’s assumptions
including applying incremental adverse
cashflow sensitivities such as a reverse
stress test which would breach
liquidity. These sensitivities included
the impact of certain severe but
plausible scenarios, evaluated as part
of management’s work on the Group’s
long term viability, materialising within
the going concern period; and
• Reviewing the appropriateness of the
Group’s going concern disclosures
included in the Annual Report.
Based on the work we have performed,
we have not identified any material
uncertainties relating to events or conditions
that, individually or collectively, may cast
significant doubt on the group and parent
company’s ability to continue as a going
Tailoring the scope
Our assessment of audit risk, our
evaluation of materiality and our allocation
of performance materiality determine our
audit scope for each company within the
Group. Taken together, this enables us to
form an opinion on the consolidated financial
statements. We take into account size,
risk profile, the organisation of the group
and effectiveness of group-wide controls,
changes in the business environment and
other factors such as recent internal audit
results when assessing the level of work to
be performed at each company.
In assessing the risk of material
misstatement to the Group financial
statements, and to ensure we had adequate
quantitative coverage of significant accounts
in the financial statements, of the 45
reporting components of the Group, we
selected 16 components covering entities
within Australia, Belgium, Brazil, China,
France, Germany, Hong Kong, Italy, Japan,
Mexico, Netherlands, Singapore, Spain,
United Kingdom and United States, which
Of the 15 components selected, we
performed an audit of the complete financial
information of 7 components (“full scope
components”) which were selected based
on their size or risk characteristics. For
the remaining 9 components (“specific
scope components”), we performed audit
procedures on specific accounts within
that component that we considered had
the potential for the greatest impact on
the significant accounts in the financial
statements either because of the size of
these accounts or their risk profile.
Full scope components – Of the 16
components selected, we performed an
audit of the complete financial information
of 7 components (“full scope components”)
which were selected based on their size or
risk characteristics.
Specific scope components – For
the remaining 9 components (“specific
scope components”), we performed audit
procedures on specific accounts within
that component that we considered had
the potential for the greatest impact on
the significant accounts in the financial
statements either because of the size of
these accounts or their risk profile, in order
to ensure that, at the overall Group level,
we reduced and appropriately covered
the residual risk of error. Depending on
the component or type of procedures,
these procedures were undertaken by the
Primary audit team or separate component
audit team. The audit scope of these
components may not have included testing
of all significant accounts of the component
but will have contributed to the coverage of
significant accounts tested for the Group.
Of the remaining 30 components that
together represent 9% of the Group’s Profit
Before Tax none are individually greater
than 2% of the Group’s Profit Before Tax.
For these components, we performed
other procedures, including analytical
review procedures on a country-by-country
basis, enquiries of regional and group
management, obtaining an understanding
of the Group wide entity level controls
over all components, assessing the results
of the Internal Audit reviews, and testing
of consolidation journals to identify any
potential risks of material misstatement to
the Group financial statements.
Revenue
Full scope components 1
Specific scope components1
Total
Profit before tax
Full scope components
Specific scope components
Total
Total assets
Full scope components2
Specific scope components
Total
2022
57%
30%
87%
66%
25%
91%
65%
15%
80%
2021
57%
33%
90%
67%
29%
96%
71%
12%
83%
1. The Group audit risk in relation to revenue recognition was subject to audit procedures at each of the full and specific scope locations with significant revenue streams
(being 6 full scope components and 9 specific scope components).
2. We tested the right-of-use asset in respect of IFRS 16 and included this within the total assets coverage in the current year.
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PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT The charts below illustrate the coverage obtained from the work performed by our
audit teams.
13%
57%
9%
REVENUE
30%
25%
66%
PROFIT
BEFORE
TAX
20%
65%
15%
TOTAL
ASSETS
Full Scope
Specific Scope
Other procedures
CHANGES FROM THE PRIOR YEAR
Consistent with the prior year we have
introduced a level of unpredictability into
our audit scope and reflected the growth
in certain emerging markets. As such,
Singapore was assigned a specific scope for
the current year audit, replacing Switzerland
which was reassessed to review scope for
the current year from specific scope in the
prior year.
The marginal reduction in coverage from
2021 to 2022 is the result of a deterioration
in the performance of the Chinese business
due to the impact of recurrent lockdowns
resulting from the COVID-19 pandemic
restricting recruitment activity in those
markets.
INVOLVEMENT WITH COMPONENT
TEAMS
In establishing our overall approach to the
Group audit, we determined the type of
work that needed to be undertaken at each
of the components by us, as the primary
audit engagement team, or by component
auditors from other EY global network
firms operating under our instruction. Of
the 7 full scope components and 9 specific
scope components, audit procedures were
performed on 1 and 4 these respectively,
directly by the primary audit team. For 6 full
scope components and 5 specific scope
components, where the work was performed
by component auditors, we determined the
appropriate level of involvement to enable us
to determine that sufficient audit evidence
had been obtained as a basis for our opinion
on the Group as a whole.
Auditing standards require us to be
sufficiently involved in the work of the
component teams throughout the group
audit. One of the primary methods by which
we execute our involvement is through
site visits where we focus primarily on the
components significant by size and/or where
issues have been identified or where there
have been important changes since the prior
year.
During the current year’s audit cycle, visits
were undertaken by the primary audit team
to Australia, France, Germany, Netherlands,
Spain. These visits involved discussing the
audit approach with the component team
and any issues arising from their work,
meeting with local management (in certain
cases through video conferences), and
reviewing relevant audit working papers on
risk areas. For the UK and US components,
there was regular face to face interactions
between the primary team and component
team due to the senior statutory auditor
being located in the same location as the UK
and US component team. There were regular
discussions on the audit approach and any
issues arising from the work. Communication
has been maintained throughout the audit
with the Senior Statutory Auditor covering
the same areas described above for all non-
UK component teams.
The primary team interacted regularly
with the component teams, where
appropriate, during various stages of the
audit, reviewed relevant working papers
and were responsible for the scope and
direction of the audit process. At critical
periods of the audit, we increased the use
of online collaboration tools to facilitate
team meetings, information sharing and
the evaluation, review and oversight of
component teams. We requested more
detailed deliverables from component teams,
and we utilised fully the interactive capability
of EY Canvas, our global audit workflow tool,
to review remotely the relevant underlying
work performed. This, together with the
additional procedures performed at group
level, gave us appropriate evidence for our
opinion on the group financial statements.
CLIMATE CHANGE
Stakeholders are increasingly interested in
how climate change will impact PageGroup
Plc. Given the nature of the business in a
non-carbon intensive industry, where remote
working has become typical, management
do not consider there to be a material
impact.
The Group has determined that the most
significant future impacts from climate
change on its operations will be from severe
weather events impacting office-based
locations, however, with a predominantly
leased property footprint the Group
considers there to be little risk of significant
business disruption or significant financial
impacts from climate change. Furthermore,
the transition risks are not considered by
management to be material. Whilst the risks
from climate change are not considered
to be material, the most significant future
impacts are explained on pages 43 to
50 in the required Task Force for Climate
related Financial Disclosures and on
pages 57 to 64 in the principal risks and
uncertainties. They have also explained
their climate commitments on page 42.
All of these disclosures form part of the
“Other information,” rather than the audited
financial statements. Our procedures on
these unaudited disclosures therefore
consisted solely of considering whether they
are materially inconsistent with the financial
statements or our knowledge obtained in
the course of the audit or otherwise appear
to be materially misstated, in line with our
responsibilities on “Other information”.
In planning and performing our audit we
assessed the potential impacts of climate
change on the Group’s business and any
consequential material impact on its financial
statements.
The Group has explained in its Significant
Accounting Policies disclosures how they
have reflected the impact of climate change
in their financial statements. Significant
judgements and estimates relating to climate
change are included in note 1.
Our audit effort in considering the impact of
climate change on the financial statements
was focused on evaluating management’s
assessment of the impact of climate risk,
physical and transition and their climate
commitments, and whether these have
been appropriately reflected in asset values.
As part of this evaluation, we performed
our own risk assessment to determine the
risks of material misstatement in the financial
statements from climate change which
needed to be considered in our audit.
We also challenged the Directors’
considerations of climate change risks
in their assessment of going concern
and viability and associated disclosures.
Where considerations of climate change
were relevant to our assessment of going
concern, these are described above.
Based on our work we have not identified
the impact of climate change on the financial
statements to be a key audit matter or to
impact a key audit matter.
KEY AUDIT MATTERS
Key audit matters are those matters that,
in our professional judgment, were of most
significance in our audit of the financial
statements of the current period and include
the most significant assessed risks of
material misstatement (whether or not due
to fraud) that we identified. These matters
included those which had the greatest effect
on: the overall audit strategy, the allocation
of resources in the audit; and directing the
efforts of the engagement team. These
matters were addressed in the context of our
audit of the financial statements as a whole,
and in our opinion thereon, and we do not
provide a separate opinion on these matters.
Key observations
communicated to the
Audit Committee
We concluded that
revenue recognised for
permanent and temporary
placements is correctly
recorded in accordance
with the Group’s revenue
recognition criteria and
UK adopted international
accounting standards.
Risk
Our response to the risk
Revenue Recognition
Procedures designed to address risk of cut-off:
Revenue recognition for permanent
and temporary placements - Refer to
the Audit Committee Report (Page 96);
Accounting policies (page 141); and
Note 2 of the Consolidated Financial
Statements (page 146).
The Group has reported permanent
placement revenue of £832.0 million
(2021: £682.2 million) and temporary
placement revenue of £1,158.3 million
(2021: £961.5 million).
For permanent placements there is a risk
around the timing of revenue recognition
as revenue is recognised when Customer
and candidate agreement is achieved,
which may be several months in advance
of the start of employment. Consequently,
there is a risk that:
recognition occurs before revenue
recognition criteria have been met;
•
•
We performed the following full and specific scope audit
procedures over this risk area at 15 components, which covered
88% of the revenue balance:
•
•
•
•
for permanent and temporary revenue streams, we identified
and assessed the process and design of key controls to
validate that revenue recognition was appropriate and applied
in accordance with the Group’s accounting policies.
for all 15 components, we used data analytics covering
all revenue transactions in the year to test the correlation
between revenue, accounts receivable and cash. This included
analysing revenue and gross profit trends.
performed period-end cut off testing for a sample of revenue
transactions to assess whether all revenue recognition criteria
for the permanent and temporary placements had been met
and that revenue had been recognised in the correct period.
performed testing of cash collections made post year-end
for a sample of balances to validate the existence of accrued
revenue and trade receivable balances. For those transactions
not collected in cash we verified documents to check all
revenue recognition criteria had been met.
period end cut-off is performed
incorrectly.
Other audit procedures performed in respect of revenue
recognition:
Temporary placement revenue is
recognised when the Customer has
approved the timesheet. Consequently,
there is a risk that:
•
•
revenue is recognised before an
approved timesheet has been
submitted; or
that period end cut-off is performed
incorrectly.
•
•
to address the risk of management override, we performed
journal entry testing over revenue, focusing on management-
initiated entries and top-side adjustments specifically around
year end.
compared the level of permanent placement revenue
reversals over the last 12 months, which occur as a result of
non-completion of contractual placements, to the provision
recorded against accrued income to determine if the
assumptions used to calculate the provision were appropriate.
We also re-performed the provision calculation to confirm its
accuracy.
For all other components which represent 12% of the revenue balance:
• we performed audit procedures centrally on a country-by-
country basis to address the risk of an undetected material
error occurring in all other components representing 12% of
the Group’s revenue. These comprised analytical review of
revenue and gross profit, and ratio analysis of key performance
indicators including revenue and gross profit per fee earner.
OUR APPLICATION OF MATERIALITY
We apply the concept of materiality
in planning and performing the audit,
in evaluating the effect of identified
misstatements on the audit and in forming
our audit opinion.
MATERIALITY
The magnitude of an omission or
misstatement that, individually or in the
aggregate, could reasonably be expected
to influence the economic decisions of the
users of the financial statements. Materiality
provides a basis for determining the nature
and extent of our audit procedures.
We determined materiality for the Group to
be £9.7 million (2021: £8.2 million), which
is 5% (2021: 5%) of Profit before tax. We
believe that Profit before tax provides the
most relevant performance measure to the
Stakeholders of the group.
We determined materiality for the Parent
Company to be £8.1 million (2021:
£5.7million), which is 0.5% (2021: 0.5%)
of total net assets. We believe that total
assets is an appropriate basis to determine
materiality given the nature of the Parent
company as the holding company of the
Group. The materiality was capped at the
Group allocated materiality of £1.4 million
(2021: £0.9million).
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PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT During the course of our audit, we
reassessed initial materiality and final
materiality used actual results in the
determination of our final materiality.
PERFORMANCE MATERIALITY
The application of materiality at the individual
account or balance level. It is set at an
amount to reduce to an appropriately low
level the probability that the aggregate of
uncorrected and undetected misstatements
exceeds materiality.
On the basis of our risk assessments,
together with our assessment of the Group’s
overall control environment, our judgement
was that performance materiality was 75%
(2021: 75%) of our planning materiality,
namely £7.2m (2021: £6.2m). We have set
performance materiality at this percentage
due to lower likelihood of misstatements
based on prior periods’ experience.
Audit work at component locations for the
purpose of obtaining audit coverage over
significant financial statement accounts is
undertaken based on a percentage of total
performance materiality. The performance
materiality set for each component is
based on the relative scale and risk of the
component to the Group as a whole and
our assessment of the risk of misstatement
at that component. In the current year, the
range of performance materiality allocated
to components was £1.4m to £3.1m (2021:
£0.9m to £2.1m).
REPORTING THRESHOLD
An amount below which identified
misstatements are considered as being
clearly trivial.
We agreed with the Audit Committee that
we would report to them all uncorrected
audit differences in excess of £0.48m (2021:
£0.4m), which is set at 5% of planning
materiality, as well as differences below
that threshold that, in our view, warranted
reporting on qualitative grounds.
We evaluate any uncorrected misstatements
against both the quantitative measures of
materiality discussed above and in light of
other relevant qualitative considerations in
forming our opinion.
OTHER INFORMATION
The other information comprises the
information included in the annual report set
out on pages 1 to 130, including within the
Strategic review and Corporate Governance
set out on pages 13 to 130, other than the
financial statements and our auditor’s report
thereon. The directors are responsible for the
other information contained within the annual
report.
Our opinion on the financial statements does
not cover the other information and, except
to the extent otherwise explicitly stated in
this report, we do not express any form of
assurance conclusion thereon.
•
certain disclosures of directors’
remuneration specified by law are not
made; or
Our responsibility is to read the other
information and, in doing so, consider
whether the other information is materially
inconsistent with the financial statements
or our knowledge obtained in the course
of the audit, or otherwise appears to be
materially misstated. If we identify such
material inconsistencies or apparent
material misstatements, we are required
to determine whether this gives rise to
a material misstatement in the financial
statements themselves. If, based on the
work we have performed, we conclude that
there is a material misstatement of the other
information, we are required to report that
fact.
We have nothing to report in this regard.
OPINIONS ON OTHER MATTERS
PRESCRIBED BY THE COMPANIES
ACT 2006
In our opinion, the part of the directors’
remuneration report to be audited has been
properly prepared in accordance with the
Companies Act 2006.
In our opinion, based on the work
undertaken in the course of the audit:
•
•
the information given in the strategic
report and the directors’ report for the
financial year for which the financial
statements are prepared is consistent
with the financial statements; and
the strategic report and the directors’
report have been prepared in
accordance with applicable legal
requirements.
MATTERS ON WHICH WE ARE REQUIRED
TO REPORT BY EXCEPTION
In the light of the knowledge and
understanding of the group and the parent
company and its environment obtained in the
course of the audit, we have not identified
material misstatements in the strategic report
or the directors’ report.
We have nothing to report in respect of the
following matters in relation to which the
Companies Act 2006 requires us to report to
you if, in our opinion:
•
•
adequate accounting records have not
been kept by the parent company, or
returns adequate for our audit have not
been received from branches not visited
by us; or
the parent company financial
statements and the part of the
Directors’ Remuneration Report to be
audited are not in agreement with the
accounting records and returns; or
• we have not received all the information
and explanations we require for our
audit.
CORPORATE GOVERNANCE STATEMENT
We have reviewed the directors’ statement
in relation to going concern, longer-term
viability and that part of the Corporate
Governance Statement relating to the
group and company’s compliance with the
provisions of the UK Corporate Governance
Code specified for our review by the Listing
Rules.
Based on the work undertaken as part of
our audit, we have concluded that each
of the following elements of the Corporate
Governance Statement is materially
consistent with the financial statements or
our knowledge obtained during the audit:
• Directors’ statement with regards to the
appropriateness of adopting the going
concern basis of accounting and any
material uncertainties identified set out
on page 63;
• Directors’ explanation as to its
assessment of the company’s
prospects, the period this assessment
covers and why the period is
appropriate set out on page 64;
• Director’s statement on whether it has a
reasonable expectation that the group
will be able to continue in operation and
meets its liabilities set out on page 63;
• Directors’ statement on fair, balanced
and understandable set out on page 90;
• Board’s confirmation that it has carried
out a robust assessment of the
emerging and principal risks set out on
page 89;
•
•
The section of the annual report that
describes the review of effectiveness of
risk management and internal control
systems set out on page 89; and;
The section describing the work of the
audit committee set out on pages 94
to 95.
RESPONSIBILITIES OF DIRECTORS
As explained more fully in the directors’
responsibilities statement set out on page
130, 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 and parent company’s ability to
continue as a going concern, disclosing, as
applicable, matters related to going concern
and using the going concern basis of
accounting unless the directors either intend
to liquidate the group or the parent company
or to cease operations, or have no realistic
alternative but to do so.
AUDITOR’S RESPONSIBILITIES FOR THE
AUDIT OF THE FINANCIAL STATEMENTS
Our objectives are to obtain reasonable
assurance about whether the financial
statements as a whole are free from material
misstatement, whether due to fraud or
error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance
is a high level of assurance, but is not
a guarantee that an audit conducted in
accordance with ISAs (UK) will always detect
a material misstatement when it exists.
Misstatements can arise from fraud or error
and are considered material if, individually
or in the aggregate, they could reasonably
be expected to influence the economic
decisions of users taken on the basis of
these financial statements.
EXPLANATION AS TO WHAT EXTENT THE
AUDIT WAS CONSIDERED CAPABLE OF
DETECTING IRREGULARITIES, INCLUDING
FRAUD
Irregularities, including fraud, are instances of
non-compliance with laws and regulations.
We design procedures in line with our
responsibilities, outlined above, to detect
irregularities, including fraud. The risk of not
detecting a material misstatement due to
fraud is higher than the risk of not detecting
one resulting from error, as fraud may involve
deliberate concealment by, for example,
forgery or intentional misrepresentations,
or through collusion. The extent to which
our procedures are capable of detecting
irregularities, including fraud is detailed
below.
However, the primary responsibility for the
prevention and detection of fraud rests with
both those charged with governance of the
company and management.
• We obtained an understanding of the
legal and regulatory frameworks that are
applicable to the group and determined
that the most significant are those
that relate to the reporting framework
(UK adopted international accounting
standards, the Companies Act 2006
and UK Corporate Governance Code)
and the relevant tax compliance
regulations in the jurisdictions in
which the Group operates and the EU
General Data Protection Regulation
(GDPR). There are no significant,
industry specific laws or regulations
that we considered in determining our
approach.
• We understood how the Group is
complying with those frameworks by
making enquiries of management,
internal audit, those responsible for legal
and compliance procedures and the
company secretary. We corroborated
our enquiries through our review of
board minutes and papers provided to
the Audit Committee, correspondence
received from regulatory bodies and
attendance at meetings of the Audit
Committee, as well as consideration
of the results of our audit procedures
across the Group. Our assessment
included: incorporating data analytics
across our audit approach, journal
entry testing with a focus on manual
consolidation journals and journals
meeting our defined risk criteria based
on our understanding of the business;
enquiries of the legal counsel, Group
management, internal audit and all
full and specific scope management;
review of Board and Audit Committee
reporting; and focused testing as
referred to in the key audit matters
section above.
• We assessed the susceptibility of
the group’s financial statements to
material misstatement, including how
fraud might occur by meeting with
management from various parts of the
business including management and
finance teams of the local markets
where appropriate, Head Office, the
Audit Committee, the internal audit
function, the Group legal function and
individuals in the fraud and compliance
department to understand where it
considered there was susceptibility to
fraud; and assessing whistleblowing
incidences for those with a potential
financial reporting impact. We also
considered performance targets
and their propensity to influence
management to manage earnings.
• We considered the programmes and
controls that the Group has established
to address risks identified, or that
otherwise prevent, deter and detect
fraud; and how senior management
monitors those programmes and
controls. Where risk was considered as
higher, we performed audit procedures
to address each identified fraud risk.
Based on this understanding we
designed our audit procedures to
identify non-compliance with such laws
and regulations that could give rise to
a material misstatement in the financial
statements, including instructions to full
and specific scope component teams.
Our procedures included enquires of
Group management, legal counsel and
Internal Audit; journal entry testing, with
a focus on management initiated or top-
side adjustments identified based on
characteristics of journal posting date
and times, account pairings, specific
key words and phrases derived from
forensic investigations experience; and
consideration of any specific bribery,
corruption or other regulatory risk.
A further description of our responsibilities
for the audit of the financial statements
is located on the Financial Reporting
Council’s website at https://www.frc.org.
uk/auditorsresponsibilities. This description
forms part of our auditor’s report.
OTHER MATTERS WE ARE REQUIRED TO
ADDRESS
•
Following the recommendation from the
audit committee, we were appointed by
the company in June 2021 to audit the
financial statements for the year ending
31 December 2021 and subsequent
financial periods.
The period of total uninterrupted
engagement including previous
renewals and reappointments is
12 years, covering the years ending
31 December 2021 to 31 December
2022.
•
The audit opinion is consistent with the
additional report to the audit committee.
USE OF OUR REPORT
This report is made solely to the company’s
members, as a body, in accordance with
Chapter 3 of Part 16 of the Companies Act
2006. Our audit work has been undertaken
so that we might state to the company’s
members those matters we are required
to state to them in an auditor’s report and
for no other purpose. To the fullest extent
permitted by law, we do not accept or
assume responsibility to anyone other than
the company and the company’s members
as a body, for our audit work, for this report,
or for the opinions we have formed.
Jose Yglesia (Senior statutory auditor)
for and on behalf of Ernst & Young LLP,
Statutory Auditor
London
8 March 2023
135
136
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT CONSOLIDATED INCOME STATEMENT
For the year ended 31 December 2022
CONSOLIDATED AND PARENT COMPANY BALANCE SHEETS
As at 31 December 2022
Revenue
Cost of sales
Gross profit
Administrative expenses
Operating profit
Financial income
Financial expenses
Profit before tax
Income tax expense
Profit for the year
Attributable to:
Owners of the parent
Earnings per share
Basic earnings per share (pence)
Diluted earnings per share (pence)
Note
2
2
2
5
5
2
6
3
9
9
The above results relate to continuing operations.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the year ended 31 December 2022
Profit for the year
Other comprehensive income/(loss) for the year
Items that may subsequently be reclassified to profit and loss:
Currency translation differences
Total comprehensive income for the year
Attributed to:
Owners of the parent
2022
£’000
1,990,287
(913,993)
1,076,294
(880,215)
196,079
1,104
(2,817)
194,366
(55,354)
139,012
2021
£’000
1,643,740
(766,020)
877,720
(709,210)
168,510
290
(2,155)
166,645
(48,289)
118,356
139,012
118,356
43.7
43.5
37.2
37.0
2022
£’000
139,012
15,441
154,453
2021
£’000
118,356
(8,423)
109,933
154,453
109,933
Non-current assets
Property, plant and equipment
Right-of-use assets
Intangible assets
- Goodwill and other intangibles
- Computer software (including assets
held under construction)
Investments
Deferred tax assets
Other receivables
Current assets
Trade and other receivables
Current tax receivable
Cash and cash equivalents
Total assets
Current liabilities
Trade and other payables
Provisions
Lease liabilities
Current tax payable
Net current assets/(liabilities)
Non-current liabilities
Other payables
Lease liabilities
Deferred tax liabilities
Provisions
Total liabilities
Net assets
Capital and reserves
Called-up share capital
Share premium
Capital redemption reserve
Reserve for shares held in the employee benefit trust
Currency translation reserve
Retained earnings
Total equity
Group
Company
Note
2022
£’000
2021
£’000
2022
£’000
2021
£’000
Re-presented
10
11
12
12
13
18
14
14
7
21
2
15
16
11
7
15
11
18
16
2
19
20
20
20
20
36,123
100,996
1,955
24,836
94,956
2,065
38,045
47,100
–
–
–
–
–
–
–
–
–
18,641
13,224
–
547,837
541,848
19,659
–
–
12,849
1,081,498
970,375
208,984
201,465
1,629,335
1,512,223
437,247
17,233
131,480
585,960
355,797
13,214
153,983
522,994
–
–
–
–
–
–
–
–
794,944
724,459
1,629,335
1,512,223
(289,108)
(230,382)
(1,315,006)
(1,221,423)
(2,772)
(31,268)
(18,050)
(6,755)
(30,125)
(22,241)
–
–
–
–
–
–
(341,198)
(289,503)
(1,315,006)
(1,221,423)
244,762
233,491
(1,315,006)
(1,221,423)
(14,951)
(78,564)
(1,345)
(6,683)
(101,543)
(18,332)
(72,215)
(354)
(3,950)
(94,851)
–
–
–
–
–
–
–
–
–
–
(442,741)
(384,354)
(1,315,006)
(1,221,423)
352,203
340,105
314,329
290,800
3,286
99,564
932
3,286
99,564
932
(56,626)
(47,338)
32,338
272,709
352,203
16,897
266,764
340,105
3,286
99,564
932
–
–
3,286
99,564
932
–
–
210,547
314,329
187,018
290,800
The financial statements of PageGroup plc (Company Number 3310225) set out on pages 137 to 170 were approved by the Board of Directors and
authorised for issue on 9 March 2023. The Company’s profit for the financial year amounted to £150.8m (2021: £67.2m).
Signed on behalf of the Board of Directors
Nicholas Kirk,
Chief Executive Officer
Kelvin Stagg,
Chief Financial Officer
137
138
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 31 December 2022
STATEMENT OF CHANGES IN EQUITY – PARENT COMPANY
For the year ended 31 December 2022
Balance at 1 January 2021
Profit for the year
Total comprehensive income for
the year
Credit in respect of share schemes
Dividends
Balance at 31 December 2021 and
1 January 2022
Profit for the year
Total comprehensive income for
the year
Credit in respect of share schemes
Dividends
8
8
Note
Called-up
share capital
£’000
3,286
Share
premium
£’000
99,564
Capital
redemption
reserve
£’000
932
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Retained
earnings
£’000
212,967
67,229
67,229
7,052
Total equity
£’000
316,749
67,229
67,229
7,052
(100,230)
(100,230)
(93,178)
(93,178)
3,286
99,564
932
187,018
290,800
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
150,787
150,787
150,787
5,989
(133,247)
(127,258)
210,547
150,787
5,989
(133,247)
(127,258)
314,329
Balance at 31 December 2022
3,286
99,564
932
Called-up
share capital
£’000
Note
Share
premium
£’000
Capital
redemption
reserve
£’000
Reserve
for shares
held in the
employee
benefit trust
£’000
Currency
translation
reserve
£’000
Retained
earnings
£’000
Total
equity
£’000
3,286
99,564
932
(55,498)
25,320
242,297
315,901
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
(8,423)
(8,423)
–
–
(8,423)
(8,423)
–
118,356
118,356
(8,423)
118,356
109,933
(10,369)
–
18,529
–
–
–
8,160
–
–
–
–
–
–
–
–
(10,369)
16,431
16,431
(18,529)
7,052
1,387
–
7,052
1,387
(100,230)
(100,230)
(93,889)
(85,729)
3,286
99,564
932
(47,338)
16,897
266,764
340,105
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
15,441
15,441
–
–
15,441
15,441
–
139,012
139,012
15,441
139,012
154,453
(14,838)
–
5,550
–
–
–
(9,288)
–
–
–
–
–
–
–
–
(14,838)
447
447
(5,550)
5,989
(706)
–
5,989
(706)
(133,247)
(133,247)
(133,067)
(142,355)
8
8
Balance at 1 January 2021
Currency translation differences
Net expense recognised
directly in equity
Profit for the year
Total comprehensive
(expense)/income for the year
Purchase of shares held in the employee
benefit trust
Exercise of share plans
Transfer from reserve for shares held in
the employee benefit trust
Credit in respect of share schemes
Credit in respect of tax on share schemes
Dividends
Balance at 31 December 2021 and
1 January 2022
Currency translation differences
Net income recognised
directly in equity
Profit for the year
Total comprehensive income for the
year
Purchase of shares held in the employee
benefit trust
Exercise of share plans
Transfer from reserve for shares held in
the employee benefit trust
Credit in respect of share schemes
Debit in respect of tax on share schemes
Dividends
Balance at 31 December 2022
3,286
99,564
932
(56,626)
32,338
272,709
352,203
139
140
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT CONSOLIDATED AND PARENT COMPANY CASH FLOW STATEMENTS
For the year ended 31 December 2022
Group
Company
Profit before tax
Depreciation and amortisation charges
Impairment of receivables
Loss/(Profit) on sale of property, plant and
equipment, and computer software
Share scheme charges
Net finance cost
Operating cash flow before changes in working
capital
Increase in receivables
Increase in payables
Cash generated from operations
Income tax paid
Net cash from operating activities
Cash flows from investing activities
Purchases of property, plant and equipment
Purchases of intangibles
Proceeds from the sale of property, plant and
equipment, and computer software
Interest received
Net cash used in investing activities
Cash flows from financing activities
Funds from Treasury company
Dividends paid
Interest paid
Lease liability principal repayment
Issue of own shares for the exercise of options
Purchase of shares held in the employee benefit trust
Net cash used in financing activities
Net decrease in cash and cash equivalents
Cash and cash equivalents at the beginning
of the year
Exchange gain/(loss) on cash and cash equivalents
Note
2
10/11/12
2022
£’000
194,366
60,592
–
4,398
5,989
1,713
267,058
(61,509)
40,821
246,370
(61,598)
184,772
10
12
(21,982)
(9,693)
(10,233)
(18,130)
2,080
1,104
2,629
290
(28,491)
(25,444)
2021
£’000
166,645
53,728
2022
£’000
150,787
–
–
12,544
(59)
7,052
1,864
–
–
–
Re-presented
2021
£’000
67,229
–
–
–
–
–
229,230
163,331
67,229
(115,318)
(244,369)
(261,997)
72,372
186,284
(37,046)
149,238
81,038
194,768
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
133,247
100,230
(133,247)
(100,230)
(133,247)
(100,230)
(1,213)
(35,896)
447
(14,838)
(841)
(37,026)
16,431
(10,369)
(184,747)
(132,035)
(28,466)
(8,241)
153,983
5,963
131,480
165,987
(3,763)
153,983
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Cash and cash equivalents at the end of the year
21
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 December 2022
1. SIGNIFICANT ACCOUNTING
POLICIES
Statement of compliance
PageGroup plc is a company incorporated
in the United Kingdom under the Companies
Act.
Under that law the Directors have elected
to prepare the Group and parent company
financial statements in accordance with UK-
adopted international accounting standards
(“IFRSs”).
Basis of preparation
The financial statements of PageGroup plc
consolidate the results of the Company and
all its subsidiary undertakings. As permitted
by Section 408 of the Companies Act 2006,
the profit and loss account of the Company
has not been included as part of these
financial statements. The Company’s profit
for the financial year amounted to £150.8m
(2021: £67.2m).
The Group’s consolidated financial
statements have been prepared on an
accruals basis and under the historical
cost convention, except for the revaluation
of derivatives. The Group’s financials are
presented in Sterling and all values are
rounded to the nearest thousand pounds
(£’000) except when otherwise indicated.
Based on review of historic practices and
future plans, management has made certain
restatements to the parent company’s
comparative disclosures. Refer to Note 23
for further details.
Basis of consolidation
(i) Subsidiaries
The consolidated financial statements
comprise the financial statements of
the Group and its subsidiaries as at 31
December 2022. Control is achieved when
the Group is exposed, or has rights, to
variable returns from its involvement with the
investee and has the ability to affect those
returns through its power over the investee.
(ii) Transactions eliminated on
consolidation
Intragroup balances and any unrealised
gains and losses or income and expenses
arising from intragroup transactions, are
eliminated in preparing the consolidated
financial statements. Unrealised losses are
eliminated in the same way as unrealised
gains, but only to the extent that there is no
evidence of impairment.
(iii) Employee Benefit Trust
Shares in PageGroup plc held by the trust
are shown as a reduction in Shareholders’
funds.
(iv) Changes in accounting policy – new
accounting standards, interpretations
and amendments
The accounting policies adopted are
consistent with those of the previous
financial years except for the following
amendments to IFRS effective as of
1 January 2022:
•
Annual Improvements to IFRS
Standards 2018-2020
The adoption of these accounting standards
or interpretations did not have any impact on
the accounting policies, financial position or
performance of the Group.
Standards issued but not yet effective
The standards and interpretations that
are issued, but not yet effective, up to the
date of issuance of the Group’s financial
statements are disclosed below. The
Group intends to adopt these standards, if
applicable, when they become effective.
•
•
•
•
Amendments to IAS 1: Classification
of Liabilities as Current or Non-current;
effective date 1 January 2024
Amendments to IAS 1: Non-current
liabilities with Covenants; effective date
1 January 2024
Amendments to IAS 12: Deferred Tax
related to Assets and Liabilities arising
from a single transaction; effective date
1 January 2023
Amendments to IAS 1 and IFRS
Practices Statement 2 - Disclosure of
accounting policies; effective date
1 January 2023
The amendments are not expected to have
a material impact on the Group.
Going concern
The Board has undertaken a review of the
Group’s forecasts and associated risks and
sensitivities, in the period from the date of
approval of the financial statements to March
2024 (review period).
The Group had £131.5m of cash as at
31 December 2022, with no debt except
for IFRS 16 lease liabilities of £109.8m.
Debt facilities relevant to the review period
comprise a committed £80m RCF maturing
December 2027, an uncommitted UK
trade debtor discounting facility (up to
£50m depending on debtor levels) and
an uncommitted £20m UK bank overdraft
facility.
Despite the macroeconomic and political
uncertainty that currently exists, and its
inherent risk and impact on the business,
based on the analysis performed there are
no plausible downside scenarios that the
Board believes would cause a liquidity issue.
As a result, given the strength of
performance in 2022, the level of cash
in the business and Group’s borrowing
facilities, the geographical and discipline
diversification, limited Customer
concentration risk, as well as the ability
to manage the cost base, the Board has
concluded that the Group has adequate
resources to continue in operational
existence for the period through to 31 March
2024.
a) Revenue and income recognition
Revenue, which excludes value added
tax (VAT), constitutes the value of services
undertaken by the Group from its principal
activities, which are recruitment consultancy
and other ancillary services. These consist
of:
•
•
revenue from temporary placements,
which represents amounts billed for the
services of temporary staff, including
the salary cost of these staff. This is
recognised when the service has been
provided;
revenue from permanent placements
is typically based on a percentage of
the candidate’s remuneration package
and is derived from both retained
assignments (income recognised on
completion of defined stages of work)
and non-retained assignments (income
recognised at the date an offer is
accepted by a candidate and where a
start date has been determined). The
latter includes revenue anticipated,
but not invoiced, at the balance
sheet date, which is correspondingly
accrued on the balance sheet within
accrued income. A provision is made
against accrued income for possible
cancellations of placements prior to,
or shortly after, the commencement of
employment; and
•
revenue from amounts billed to
clients for expenses incurred on their
behalf (principally advertisements)
is recognised when the expense is
incurred.
The present value of revenue recognised
is equal to the cash funds receivable as
invoices are settled within a year of initial
recognition. Interest income is accrued on
a time basis, by reference to the principal
outstanding and at the effective interest rate
applicable.
b) Cost of sales
Cost of sales consists of the salary cost of
temporary staff and costs incurred on behalf
of clients, principally advertising costs.
c) Gross profit
Gross profit represents revenue less cost
of sales and consists of the total placement
fees of permanent candidates, the margin
earned on the placement of temporary
candidates and the margin on advertising
income.
d) Foreign currency translation
(i) Functional and presentation currency
Items included in the financial statements of
each of the Group’s entities are measured
using the currency of the primary economic
environment in which the entity operates
(“the functional currency”). The consolidated
financial statements are presented in
Sterling, which is the Company’s functional
and presentation currency.
(ii) Transactions and balances
Foreign currency transactions are translated
into the respective functional currency using
the exchange rates prevailing at the dates of
the transactions.
Foreign exchange gains and losses resulting
from the settlement of such transactions and
from the translation at year end exchange
rates of monetary assets and liabilities
denominated in foreign currencies are
recognised in the income statement.
(iii) Group companies
The results and financial position of all
the Group entities (none of which has the
currency of a hyperinflationary economy) that
have a functional currency different from the
presentation currency are translated into the
presentation currency as follows:
•
assets and liabilities for each balance
sheet presented are translated at the
closing rate at the date of that balance
sheet;
141
142
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT •
•
income and expenses for each income
statement are translated at average
exchange rates; and
all resulting exchange differences are
recognised in other comprehensive
income.
e) Intangible assets
(i) Goodwill
Goodwill represents the excess of the cost
of an acquisition over the fair value of the
Group’s share of the net identifiable assets
of the acquired subsidiary at the date of
acquisition. Goodwill on the acquisition
of subsidiaries is included in intangible
assets. Goodwill is stated at cost less any
accumulated impairment losses. Goodwill
is allocated to cash-generating units and is
not amortised, but is tested at least annually
for impairment (see accounting policy h).
Gains and losses on the disposal of an entity
include the carrying amount of goodwill
relating to the entity sold.
(ii) Computer software
Computer software acquired separately
is measured on initial recognition at cost.
Computer software developed by the Group
is measured at the cost incurred in relation
to the development of software and related
applications. Costs are capitalised when
they fulfil the criteria in IAS 38 regarding
internally developed intangible assets. The
Group applies judgement, which is not
considered as significant, in capitalising
the development cost by assessing if it will
generate probable future economic benefits.
Costs which are incurred after the release of
software or costs which are incurred in order
to enhance existing products are expensed
in the period in which they are incurred.
(iii) Software under construction
Software under construction relates to cost
capitalised in relation to the development
of a new operating system and related
applications. Costs are capitalised when they
fulfil the criteria in IAS 38 regarding internally
developed intangible assets. While still under
construction, assets are tested for impairment
annually. Assets are moved from software
under construction to computer software
when they become available for use.
(iv) Trademark
Acquired trademarks are stated at cost
and are written down over five years on a
straight-line basis, which represents the
estimated useful life of the intangible.
(v) Amortisation
Amortisation is charged to the income
statement on a straight-line basis over the
estimated useful lives of intangible assets
unless such lives are indefinite. Goodwill has
an indefinite useful life. Computer software
is amortised at 20% per annum unless it is
considered to have a shorter life, in which
case the period of amortisation is reduced.
The cumulative amount of goodwill written
off directly to retained earnings in respect of
acquisitions prior to 31 December 1997 is
£311.7m (2021: £311.7m).
f) Property, plant and equipment
Property, plant and equipment are stated at
original cost less accumulated depreciation.
Depreciation is calculated to write off the
cost less estimated residual value of each
asset evenly over its expected useful life at
the following rates:
Leasehold improvements 10% per annum or
period of lease if shorter
Furniture, fixtures and equipment 10-20%
per annum
Motor vehicles 25% per annum
g) Investments
Fixed asset investments are stated at cost
less provision for impairment.
h) Impairment of assets
(i) Non-financial assets
Assets that have an indefinite useful life are
not subject to amortisation and are tested
annually for impairment. An impairment
loss is recognised for the amount by which
the asset’s carrying amount exceeds its
recoverable amount.
The recoverable amount is the higher of
an asset’s fair value less costs to sell and
value in use. For the purposes of assessing
impairment, assets are grouped at the
lowest levels for which there are separately
identifiable cash flows (cash-generating
units).
(ii) Financial assets
The Company and Group recognises an
allowance for expected credit losses (ECLs)
for all debt instruments not held at fair value
through profit or loss. ECLs are based on
the difference between the contractual
cash flows due in accordance with the
contract and all the cash flows that the
Group expects to receive, discounted at an
approximation of the original effective
interest rate.
ECLs are recognised in two stages. For
credit exposures for which there has not
been a significant increase in credit risk
since initial recognition, ECLs are provided
for credit losses that result from default
events that are possible within the next
12 months (a 12-month ECL). For those
credit exposures for which there has been a
significant increase in credit risk since initial
recognition, a loss allowance is required for
credit losses expected over the remaining life
of the exposure, irrespective of the timing of
the default (a lifetime ECL).
For trade receivables and contract assets,
the Group applies a simplified approach
in calculating ECLs. Therefore, the Group
does not track changes in credit risk, but
instead recognises a loss allowance based
on lifetime ECLs at each reporting date. The
Group has established a provision matrix
that is based on its historical credit loss
experience, adjusted for forward-looking
factors specific to the debtors and the
economic environment as well as potential
cancellations.
i) Taxation
Income tax expense represents the sum of
the current tax and deferred tax charges.
The tax currently payable is based on
taxable profit for the year. Taxable profit
differs from profit as reported in the income
statement because it excludes items of
income or expense that are taxable or
deductible in other years and it further
excludes items that are never taxable or
deductible. The Group’s liability for current
tax is calculated using tax rates that have
been enacted or substantively enacted by
the balance sheet date.
Deferred tax is recognised on differences
between the carrying amounts of assets
and liabilities in the financial statements
and the corresponding tax bases used in
the computation of taxable profit and is
accounted for using the balance sheet
liability method.
Deferred tax liabilities are generally
recognised for all taxable temporary
differences and deferred tax assets are
recognised to the extent that it is probable
that taxable profits will be available against
which deductible temporary differences can
be utilised. Such assets and liabilities are not
recognised if the temporary difference arises
from goodwill or from the initial recognition
(other than in a business combination) of
other assets and liabilities in a transaction
that affects neither the taxable profit nor the
accounting profit.
Deferred tax liabilities are recognised for
taxable temporary differences arising on
investments in subsidiaries, except where
the Group is able to control the reversal of
the temporary difference and it is probable
that the temporary difference will not reverse
in the foreseeable future. The carrying
amount of deferred tax assets is reviewed
at each balance sheet date and reduced to
the extent that it is no longer probable that
sufficient taxable profits will be available.
Deferred tax is calculated at the tax rates
that are expected to apply in the period
when the liability is settled or the asset
realised.
Deferred tax is charged or credited to the
income statement, except when it relates to
items charged or credited directly to OCI or
equity, in which case the deferred tax is also
dealt with in OCI or equity.
Deferred tax assets and liabilities are offset
when there is a legally enforceable right to
set off current tax assets against current tax
liabilities and when they relate to income
taxes levied by the same taxation authority
and the Group intends to settle its current
tax assets and liabilities on a net basis.
j) Pension costs
The Group operates defined contribution
pension schemes. The assets of the
schemes are held separately from those of
the Group in independently administered
funds. The pension costs charged to
the income statement represent the
contributions payable by the Group to the
funds during each period.
k) Leases
(i) Right-of-use assets
The Group recognises right-of-use assets at
the commencement date of the lease (i.e.
the date the underlying asset is available
for use). Right-of-use assets are measured
at cost, less any accumulated depreciation
and impairment losses, and adjusted for any
remeasurement of lease liabilities. The cost
of right-of-use assets includes the amount
of lease liabilities recognised, initial direct
costs incurred, and lease payments made at
or before the commencement date less any
lease incentives received. Unless the Group
is reasonably certain to obtain ownership
of the leased asset at the end of the lease
term, the recognised right-of-use assets are
depreciated on a straight-line basis over the
shorter of its estimated useful life and the
lease term. Right-of-use assets are subject
to impairment.
(ii) Lease liabilities
At the commencement date of the lease, the
Group recognises lease liabilities measured
at the present value of lease payments to be
made over the lease term.
The lease payments include fixed payments
(including in-substance fixed payments) less
any lease incentives receivable, variable
lease payments that depend on an index or
a rate, and amounts expected to be paid
under residual value guarantees. The lease
payments also include the exercise price of
a purchase option reasonably certain to be
exercised by the Group and payments of
penalties for terminating a lease, if the lease
term reflects the Group exercising the option
to terminate. The variable lease payments
that do not depend on an index or a rate
are recognised as expense in the period on
which the event or condition that triggers the
payment occurs.
In calculating the present value of lease
payments, the Group uses the incremental
borrowing rate at the lease commencement
date if the interest rate implicit in the
lease is not readily determinable. After the
commencement date, the amount of lease
liabilities is increased to reflect the accretion
of interest and reduced for the lease
payments made.
In addition, the carrying amount of lease
liabilities is remeasured if there is a
modification, a change in the lease term,
a change in the in-substance fixed lease
payments or a change in the assessment to
purchase the underlying asset.
(iii) Short-term leases and leases of low-value
assets
The Group applies the short-term lease
recognition exemption to its short-term
leases of machinery and equipment (i.e.
those leases that have a lease term of 12
months or less from the commencement
date and do not contain a purchase option).
It also applies the lease of low-value assets
recognition exemption to leases of office
equipment that are considered of low value
(i.e. below £5,000). Lease payments on
short-term leases and leases of low-value
assets are recognised as expense on a
straight-line basis over the lease term.
iv) Judgement in determining the lease term
of contracts with renewal options
The Group determines the lease term as the
non-cancellable term of the lease, together
with any periods covered by an option to
extend the lease if it is reasonably certain
to be exercised, or any periods covered
by an option to terminate the lease, if it is
reasonably certain not to be exercised.
The Group has the option, under some of
its leases to lease the assets for additional
terms of three to ten years. The Group
applies judgement in evaluating whether it
is reasonably certain to exercise the option
to renew. That is, it considers all relevant
factors that create an economic incentive
for it to exercise the renewal. After the
commencement date, the Group reassesses
the lease term if there is a significant event
or change in circumstances that is within its
control and affects its ability to exercise (or
not to exercise) the option to renew
(e.g. a change in business strategy).
l) Segment reporting
IFRS 8 requires operating segments to be
identified on the basis of internal reports
about components of the Group that are
regularly reviewed by the Board to allocate
resources to the segments and to assess
their performance. Information provided to
the Board is focused on regions and as a
result, reportable segments are on a regional
basis. Transactions between segments are
recorded and allocated on an arms-length
basis.
m) Dividend distribution
Dividend distribution to the Company’s
Shareholders is recognised as a liability in
the Group’s financial statements in
the period in which the dividends are
approved by (for final dividends) or paid
to (for interim dividends) the Company’s
Shareholders.
n) Share-based compensation
The Group operates a number of equity-
settled, share-based compensation plans.
The accounting treatments for the Group
and parent company are described below:
(i) Share option schemes
The fair value of the employee services
received in exchange for the grant of the
options is recognised as an expense in
the income statement of the Group with
a corresponding adjustment to equity. In
the parent company, it is capitalised as an
investment, with a corresponding adjustment
to equity. The total amount to be expensed
over the vesting period is determined by
reference to the fair value of the options
granted, excluding the impact of any non-
market vesting conditions (for example,
earnings per share). Non-market vesting
conditions are included in assumptions
about the number of options that are
expected to become exercisable.
At each balance sheet date, the estimate
of the number of options that are expected
to become exercisable is revised. The
Group recognises the impact of the
revision of original estimates, if any, in the
income statement, and the corresponding
adjustment to equity over the remaining
vesting period.
(ii) Management Incentive Plan
Where deferred awards are made to
Directors and senior executives under the
Management Incentive Plan, to reflect that
the awards are for services over a longer
period, the value of the expected award
is charged to the income statement of the
Group on a straight-line basis over the
vesting period to which the award relates. In
the Parent Company, it is capitalised as an
investment in the subsidiary that is receiving
the employee service, with a corresponding
adjustment to equity.
(iii) Employee Single Incentive Plan (ESIP)
Awards under the ESIP are paid in cash
(40%) and Shares (60%), which vest in 3
tranches over a 3 year period. The value of
expected award is charged to the income
statement of the Group relative to these
vesting periods.
143
144
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT (iv) Tax on share schemes
outstanding. This assessment is referred
Where options or shares are net settled
in respect of withholding tax obligations,
these are accounted for as equity settled
transactions. Payments to local tax
authorities are accounted for as a deduction
from equity for the shares withheld.
o) Deferred cash bonus
The Group operates a bonus scheme for
some members of staff whereby bonuses
are deferred for three years from date of
award. The bonuses are paid in full if the
employee remains employed for the entire
three-year period.
p) Repurchase of share capital
When share capital recognised as
equity is repurchased, the amount of the
consideration paid, including any directly
attributable costs, is recognised as a change
in equity.
q) Provisions
A provision is recognised in the balance
sheet when the Group has a present legal
or constructive obligation as a result of
a past event, and it is probable that an
outflow of economic benefits will be required
to settle the obligation. Provisions are
measured at the Directors’ best estimate
of the expenditure required to settle the
obligation at the balance sheet date, and are
discounted to present value where the effect
is material.
r) Financial assets and liabilities
Financial assets are classified, at initial
recognition, as subsequently measured at
amortised cost, fair value through other
comprehensive income (OCI), and fair value
through profit or loss.
The classification of financial assets at initial
recognition depends on the financial assets’
contractual cash flow characteristics and the
Group’s business model for managing them.
With the exception of trade receivables
that do not contain a significant financing
component or for which the Group has
applied the practical expedient, the Group
initially measures a financial asset at its fair
value plus, in the case of a financial asset not
at fair value through profit or loss, transaction
costs. Trade receivables that do not contain
a significant financing component or for
which the Group has applied the practical
expedient are measured at the transaction
price determined under IFRS 15.
The Group’s financial assets at amortised
cost includes trade and other receivables.
In order for a financial asset to be classified
and measured at amortised cost or fair value
through OCI, it needs to give rise to cash
flows that are ‘solely payments of principal
and interest (SPPI)’ on the principal amount
to as the SPPI test and is performed at an
instrument level.
The Group’s business model for managing
financial assets refers to how it manages its
financial assets in order to generate cash
flows. The business model determines
whether cash flows will result from collecting
contractual cash flows, selling the financial
assets, or both.
Cash and cash equivalents includes cash-in-
hand, deposits held at call with banks, and
other short-term highly liquid investments
with original maturities of three months or
less. Bank overdrafts that are repayable on
demand and form an integral part of the
Group’s cash management are included as a
component of cash and cash equivalents for
the purpose of the statement of cash flows.
Prepayments and Accrued Income are held
at amortised cost.
All financial liabilities are recognised initially
at fair value and, in the case of loans and
borrowings and payables, net of directly
attributable transaction costs.
The Group’s financial liabilities include trade
and other payables and derivative financial
instruments.
Financial liabilities are classified, at initial
recognition, as financial liabilities through
profit or loss, loans and borrowings,
payables, or as derivatives designated as
hedging instruments in an effective hedge,
as appropriate. The Group has derivative
contracts at the balance sheet date that
have been valued at fair value through the
income statement.
s) Areas of accounting estimation
The preparation of financial statements
in conformity with IFRS requires the use
of certain accounting estimates and
judgements. It also requires management
to exercise judgement in the process of
applying the Company’s accounting policies.
Estimates and judgements are continually
evaluated and are based on historical
experience and other factors, including
expectations of future events that are
believed to be reasonable under the
circumstances.
In preparing the Consolidated Financial
Statements management has considered
the impact of climate change, particularly
in the context of the risks identified in the
TCFD disclosures on pages 43 to 48 this
year and the stated net zero targets. These
considerations did not have a material
impact on the financial reporting judgements
and estimates. In particular, management
has considered the impact of climate change
in respect of the following areas:
•
•
•
the Group’s going concern assessment
to March 2024 and viability of the
Group over the next three years;
cash flow forecasts used in the
impairment assessment of non-current
assets including goodwill;
carrying value and useful economic
lives of plant, property and equipment
and intangibles.
Whilst there is no medium-term impact
expected from climate change, management
is aware of the ever-evolving risks associated
with climate change and will continue to
monitor these and their impact on the
judgements and estimates made in the
Group’s Consolidated Financial Statements.
The following are areas where appropriate
accounting necessarily involves management
judgement and estimation. However, none
of the estimates described are considered
to have a significant risk of resulting in a
material adjustment to the carrying amount
of the related assets and liabilities within
the next financial year. Accordingly, they
are not considered to be major sources of
estimation uncertainty.
(i) Trade and other receivables
There is uncertainty regarding Customers
who may not be able to pay as their invoices
fall due as at 31 December 2022. In total
the Group holds £320.8m of Gross Trade
Receivables (2021: £265.7m). A provision
for £13.0m (2021: £11.1m) has been
recognised based on the expected credit
losses, cancellations or balances which are
in litigation.
In reviewing the appropriateness of the
provisions in respect of recoverability of trade
receivables, consideration has been given
to the economic climate in the respective
markets, the ageing of the debt and the
potential likelihood of default. If the economic
climate were to deteriorate across a number
of countries the portfolio could be impaired
by an amount greater than materiality. This
scenario is however considered sufficiently
remote such that no reasonably possible
changes in assumptions are likely to cause
material further impairment next year. Please
see note 21 for an analysis of expected
credit losses and cancellations.
(ii) Deferred Tax
At 31 December 2022, PageGroup’s
deferred tax assets are £18.6m (2021:
£19.3m). The ultimate realisation of deferred
tax assets is dependent upon the generation
of future taxable income during the periods
in which those temporary differences
become deductible or in which tax losses
can be utilised. The tax effect of deductible
temporary differences and unused tax losses
are recognised as a deferred tax asset when
it becomes probable that the tax losses and
deductible temporary differences will be
utilised. In making assessments regarding
deferred tax assets, management considers
the scheduled reversal of deferred tax
liabilities, projected future taxable income,
the availability to carry back losses and tax
planning strategies.
At 31 December 2022, based upon the
projections for future taxable income over
the periods in which deferred tax assets
are deductible, management believes that
it is more likely than not that PageGroup
will realise the benefits of these deductible
differences. The amount of deferred tax
assets considered realisable could however
be reduced in subsequent years if estimates
of future taxable income during their carry
forward periods are reduced, or rulings
by the tax authorities are unfavourable.
Estimates are therefore subject to change
due to both market-related and government-
related uncertainties, as well as PageGroup’s
own future decisions.
(iii) Uncertain tax positions
Current tax is the expected tax payable on
the taxable income for the year, using tax
rates enacted or substantively enacted at the
balance sheet date, and any adjustments to
tax payable in respect of previous years.
Uncertain tax positions are assessed and
measured on an issue by issue basis within
the jurisdictions that we operate using
management’s estimate of the most likely
outcome. Where management determines
that a greater than 50% probability exists
that the tax authorities would accept the
position taken in the tax return, amounts
are recognised in the consolidated financial
statements on that basis. Where the amount
of tax payable or recoverable is uncertain,
the Group recognises a liability or asset
based on either: management’s judgement
of the most likely outcome; or, when there
is a wide range of possible outcomes, a
probability weighted average approach.
The Group recognises interest on late paid
taxes as part of financing costs. The Group
recognises penalties, if applicable, as part of
administrative and other expenses.
These estimates include significant
management judgements about the
probable outcome of uncertain tax positions.
Management base their judgements on
the latest information available about the
positions expected to be taken by each tax
authority. Actual outcomes and settlements
may differ significantly from the estimates
recorded in these consolidated financial
statements. This may affect income
tax expense reported in future years’
consolidated income statements.
The uncertain tax position provision
recognised as at 31 December 2022
is £3.0m (2021: £3.4m).
t) Employee Benefit Trust
The Employee Benefit Trust is considered a
separate legal entity and not an extension
of the parent company. It is included in the
consolidated results of the Group as it is
deemed to have control of the entity.
2. SEGMENT REPORTING
All revenues disclosed are derived from external Customers.
The accounting policies of the reportable segments are the same as the Group’s accounting policies described in Note 1. Segment operating
profit represents the profit earned by each segment including allocation of central administration costs. This is the measure reported to the
Group’s Board, the chief operating decision maker, for the purpose of resource allocation and assessment of segment performance. Segments
are aggregated in accordance with management ownership, determined by the possession of similar characteristics such as geography, market
maturity and economic environment. No judgements were applied to identify the reportable segments.
(a) Revenue, gross profit and operating profit by reportable segment
2022
EMEA
Asia Pacific
Americas
United Kingdom
Operating profit
Net financial expense
2021
EMEA
Asia Pacific
Americas
United Kingdom
Operating profit
Net financial expense
The above analysis by destination is not materially different to the analysis by origin.
Revenue
£’000
Gross
profit
£’000
Operating
profit
£’000
1,069,346
538,488
122,079
318,359
195,276
282,942
193,397
319,640
149,133
–
–
–
–
35,244
17,885
20,871
196,079
(1,713)
1,990,287
1,076,294
194,366
Revenue
£’000
Gross
profit
£’000
Operating
profit
£’000
869,574
431,960
282,008
179,296
220,671
138,520
271,487
127,944
–
–
–
–
93,435
39,004
19,163
16,908
168,510
(1,865)
1,643,740
877,720
166,645
145
146
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT The analysis below is of the carrying amount of reportable segment assets, liabilities and non-current assets. Segment assets and liabilities
include items directly attributable to a segment as well as those that can be allocated on a reasonable basis.
The individual reportable segments exclude income tax assets and liabilities. Non-current assets include property, plant and equipment,
computer software, goodwill and other intangibles.
(b) Segment assets, liabilities, non-current assets and capital expenditure by reportable segment
EMEA
Asia Pacific
Americas
United Kingdom
Segment assets/liabilities
Income tax
EMEA
Asia Pacific
Americas
United Kingdom
EMEA
Asia Pacific
Americas
United Kingdom
Total assets
Total liabilities
2022
£’000
2021
£’000
2022
£’000
2021
£’000
338,251
285,573
248,585
201,748
128,299
132,995
116,647
94,581
194,514
198,096
69,995
60,635
45,476
64,405
43,789
52,171
777,711
711,245
424,691
362,113
17,233
13,214
18,050
22,241
794,944
724,459
442,741
384,354
Property, plant and
equipment
2022
£’000
2021
£’000
14,072
10,571
6,194
7,378
8,479
4,318
5,325
4,622
36,123
24,836
2022
£’000
61,760
17,415
11,950
9,871
100,996
2021
£’000
54,413
16,132
10,692
13,719
94,956
Intangible assets
2022
£’000
2,296
110
5
37,589
40,000
2022
£’000
65,136
20,042
14,434
10,220
2021
£’000
2,247
279
–
46,639
49,165
2021
£’000
57,143
17,154
13,432
14,611
Right-of-use assets
Lease liabilities
(c) Revenue and gross profit generated from permanent and temporary placements
Permanent
Temporary
Revenue
2022
£’000
2021
£’000
Gross profit
2022
£’000
2021
£’000
832,014
682,233
826,321
676,099
1,158,273
961,507
249,973
201,621
1,990,287
1,643,740
1,076,294
877,720
d) Revenue generated by permanent and temporary placements by reportable segment
EMEA
Asia Pacific
Americas
United Kingdom
Permanent
Temporary
Year ended
31 December
2022
£’000
Year ended
31 December
2021
£’000
Year ended
31 December
2022
£’000
Year ended
31 December
2021
£’000
380,002
303,762
689,344
565,812
170,029
158,329
148,330
123,679
170,970
123,545
111,972
97,126
111,013
96,597
208,627
174,890
832,014
682,233
1,158,273
961,507
The analyses in notes (e) revenue and gross profit by discipline (being the professions of candidates placed) and (f) revenue and gross profit by
strategic market have been included as additional disclosure over and above the requirements of IFRS 8 “Operating Segments”. Strategic markets
are defined in the Strategic Review on pages 15 to 16.
(e) Revenue and gross profit by discipline
Revenue
2022
£’000
2021
£’000
Gross profit
2022
£’000
2021
£’000
Accounting and Financial Services
720,783
609,012
343,659
281,549
Legal, Technology, HR, Secretarial and other
667,543
511,466
334,772
260,819
Engineering, Property & Construction, Procurement & Supply Chain
400,959
349,770
251,686
207,200
Marketing, Sales and Retail
201,002
173,492
146,177
128,152
(f) Revenue and gross profit by strategic market
1,990,287
1,643,740
1,076,294
877,720
Revenue
2022
£’000
2021
£’000
Gross profit
2022
£’000
2021
£’000
1,015,599
867,634
483,627
406,618
688,925
551,547
417,296
332,539
109,832
102,340
Large, Proven markets
Large, High Potential markets
The below analysis in note (c) and (d) relates to the requirement of IFRS 15 to disclose disaggregated revenue by streams and region.
Medium and Small, High Margin markets
285,763
224,559
175,371
138,563
1,990,287
1,643,740
1,076,294
877,720
147
148
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT 3. PROFIT FOR THE YEAR
5. FINANCIAL INCOME/(EXPENSES)
Profit for the year is stated after charging:
Employment costs (Note 4)
Net exchange losses
Depreciation of property, plant and equipment – owned (Note 10)
Amortisation of intangibles (Note 12)
Expected credit losses (Note 22)
Expected credit losses recovered / reversed (Note 22)
Loss/(Profit) on sale of property, plant and equipment and computer software
Depreciation of right-of-use assets (Note 11)
2022
£’000
2021
£’000
682,467
554,753
3,184
11,230
6,891
8,213
13,509
10,217
25,265
17,920
(20,477)
(15,862)
4,398
(59)
35,853
35,298
Fees payable to the Company’s auditor:
Fees payable to the Company’s auditor for the audit of the Company’s annual accounts
860
433
Fees payable to the Company’s auditor and associates for other services:
– The audit of the Company’s subsidiaries pursuant to legislation
Total audit fees
– Audit related assurance services
– Other non-audit services
Total non-audit fees
Total fees
4. EMPLOYEE INFORMATION
802
755
1,662
1,188
58
7
65
52
7
59
1,727
1,247
The average number of employees (including Executive Directors) during the year and total number of employees (including Executive
Directors) at 31 December 2022 were as follows:
Management
Client services
Administration
Employment costs (including Directors’ emoluments) comprised:
Wages and salaries
Social security costs
Pension costs – defined contribution plans
Share-based payments and deferred cash plan
2022
Average
No.
2021
Average
No.
At 31 Dec
2022
No.
At 31 Dec
2021
No.
416
6,341
1,952
8,709
356
5,220
1,643
445
6,498
2,077
376
5,705
1,757
7,219
9,020
7,838
2022
£’000
2021
£’000
583,683
471,918
64,077
51,523
24,252
18,736
10,455
12,576
682,467
554,753
No staff are employed by the parent company (2021: none) hence no remuneration has been disclosed for the Company. Remuneration for
Directors for their services on behalf of the parent company are included in the Directors’ Remuneration Report on pages 99 to 126.
Financial income
Interest receivable
Financial expenses
Interest payable
Interest on lease liabilities
2022
£’000
1,104
1,104
(1,213)
(1,604)
(2,817)
6. INCOME TAX EXPENSE
The charge for taxation is based on the effective annual tax rate of 28.5% on profit before tax (2021: 29.0%).
Analysis of charge in the year
UK income tax at 19.00% (2021: 19.00%) for year
Overseas income tax
Adjustments in respect of prior years
Deferred tax
Adjustment in respect of prior years
Origination and reversal of temporary differences
Derecognition of losses and other tax attributes
Impact of tax rate changes
Deferred tax income
Total tax expense in the income statement
Reconciliation of effective tax rate
Profit before taxation
2022
£’000
15,425
39,501
(1,861)
53,065
1,341
(3,622)
4,688
(118)
2,289
55,354
2022
£’000
194,366
%
2021
£’000
166,645
2021
£’000
290
290
(841)
(1,314)
(2,155)
2021
£’000
11,776
42,303
(3,214)
50,865
(1,673)
(6,684)
5,481
300
(2,576)
48,289
%
Profit before tax multiplied by the standard rate of corporation tax in the UK
36,930
19.0
31,663
19.0
Effects of:
Disallowable items and other permanent differences
Unrelieved overseas losses
Derecognition/(recognition) of overseas losses and other tax attributes
Other tax movements
Higher tax rates on overseas earnings
Other tax overseas
Movement of rate difference
Adjustment to tax charge in respect of prior periods
Tax expense and effective rate for the year
Tax recognised directly in equity
Relating to settled transactions
2,193
895
3,792
(790)
5,141
7,831
(118)
(520)
55,354
1.1
0.5
2.0
(0.4)
2.6
4.0
(0.1)
(0.3)
28.5
2,395
1,855
3,626
392
6,139
6,805
301
(4,887)
48,289
2022
£’000
(706)
1.4
1.1
2.2
0.2
3.7
4.1
0.2
(2.9)
29.0
2021
£’000
1,387
We have generated profits in overseas countries which have higher tax rates and are subject to additional taxes on profits which have contributed
6.7% to the tax rate in 2022. Disallowable and other permanent differences are broadly in line with prior years and net derecognition of overseas
losses and other tax attributes that we could not recognise due to the requirement to have profits against which to offset in the foreseeable future
increase the rate by 2.4%. Adjustments in respect of prior periods are one-off in nature and had a negligible impact. These factors add to the basic
UK rate of 19% to give the total effective tax rate of 28.5%.
The corporation tax rate will increase to 25% (from 19%) on 1 April 2023. This was previously enacted in 2021 and UK deferred taxes at the
balance sheet date have been measured using these enacted tax rates and reflected in these financial statements.
149
150
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT 7. CURRENT TAX ASSETS AND LIABILITIES
The current tax asset of £17.2m (2021: £13.2m), and current tax liability of £18.1m (2021: £22.2m) for the Group, and current tax asset and liability
of £nil (2021: £nil) for the parent company, represent the amount of income taxes recoverable and payable in respect of current and prior periods.
The Group maintains a provision in relation to disputes and uncertain tax positions, including transfer pricing, which is included in the current tax
liability.
10. PROPERTY, PLANT AND EQUIPMENT
Group
8. DIVIDENDS
Amounts recognised as distributions to equity holders in the year:
Final dividend for the year ended 31 December 2021 of 10.30p per Ordinary share (2020: 0.00p)
Interim dividend for the year ended 31 December 2022 of 4.91p per Ordinary share (2021: 4.70p)
Special dividend for the year ended 31 December 2022 of 26.71p per Ordinary share (2021: 26.71p)
2022
£’000
2021
£’000
32,740
–
15,607
14,998
84,900
85,232
133,247
100,230
Amounts proposed as distributions to equity holders in the year:
Proposed final dividend for the year ended 31 December 2022 of 10.76p per Ordinary share (2021: 10.30p)
34,207
32,912
The proposed final dividend had not been approved by the Board at 31 December and therefore has not been included as a liability.
The proposed final dividend of 10.76p (2021: 10.30p) per ordinary share will be paid on 19 June 2023 to Shareholders on the register at close of
business on 19 May 2023.
9. EARNINGS PER ORDINARY SHARE
The calculation of the basic and diluted earnings per share is based on the following data:
Earnings
Earnings for basic and diluted earnings per share (£’000)
139,012
118,356
2022
£’000
2021
£’000
Number of shares
Weighted average number of shares used for basic earnings per share (‘000)
Dilutive effect of share plans (‘000)
Diluted weighted average number of shares used for diluted earnings per share (‘000)
Basic earnings per share
Diluted earnings per share
The above results relate to continuing operations.
Basic
number
number
318,166
318,237
1,204
1,232
319,370
319,469
pence
pence
43.7
43.5
37.2
37.0
Basic earnings per share is calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of
Ordinary shares in issue during the year, excluding unallocated Ordinary shares purchased by the Employee Benefit Trust and held in the reserve.
Diluted
Diluted earnings per share is calculated by adjusting the weighted average number of Ordinary shares outstanding to assume conversion of all
dilutive potential Ordinary shares. This calculation determines the number of shares that could have been acquired at fair value (determined as the
average market price of the Company’s shares) based on the monetary value of the subscription rights attached to the outstanding share options.
The number of shares calculated in the basic earnings per share is then adjusted to reflect the number of shares deemed to be issued for nil
consideration as a result of the potential exercise of existing share options.
The remaining share options that are currently not dilutive and hence excluded from the dilutive earnings per share calculation remain potentially
dilutive until they are either exercised or they lapse.
2022
Cost
At 1 January
Additions
Disposals
Effect of movements in foreign exchange
At 31 December
Depreciation
At 1 January
Charge for the year
Disposals
Effect of movements in foreign exchange
At 31 December
Net book value
At 31 December
2021
Cost
At 1 January
Additions
Disposals
Effect of movements in foreign exchange
At 31 December
Depreciation
At 1 January
Charge for the year
Disposals
Effect of movements in foreign exchange
At 31 December
Net book value
At 31 December
Leasehold
improve-
ments
£’000
Furniture,
fixtures and
equipment
£’000
46,802
5,980
44,061
13,387
(6,694)
(10,534)
2,413
48,501
34,493
4,592
1,254
48,168
32,557
6,079
(5,990)
(10,361)
1,778
34,873
245
28,520
Motor
vehicles
£’000
2,049
2,615
(823)
10
Total
£’000
92,912
21,982
(18,051)
3,677
3,851
100,520
1,026
559
(600)
19
1,004
68,076
11,230
(16,951)
2,042
64,397
13,628
19,648
2,847
36,123
Leasehold
improve-
ments
£’000
Furniture,
fixtures and
equipment
£’000
Motor
vehicles
£’000
48,125
2,696
(2,379)
(1,640)
46,802
33,055
4,097
(1,916)
(743)
34,493
41,050
6,778
(1,965)
(1,802)
44,061
30,389
3,759
(273)
(1,318)
32,557
1,639
759
(284)
(65)
2,049
969
357
(246)
(54)
1,026
Total
£’000
90,814
10,233
(4,628)
(3,507)
92,912
64,413
8,213
(2,435)
(2,115)
68,076
12,309
11,504
1,023
24,836
151
152
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT 11. LEASES
Group
Right-of-use assets
At 1 January 2021
Additions
Disposals
Depreciation expense
Effect of movements in foreign exchange
At 31 December 2021 and 1 January 2022
Additions
Disposals
Depreciation expense
Effect of movements in foreign exchange
At 31 December 2022
Lease liabilities
As at 1 January
Additions
Disposals
Interest expense
Payments
Effect of movements in foreign exchange
As at 31 December
Property
£’000
Motor Vehicles
£’000
Other assets
£’000
87,599
35,548
(5,861)
(27,785)
(3,245)
86,256
27,979
(2,034)
(28,352)
5,323
89,172
6,717
8,542
(336)
(6,906)
(321)
7,696
9,629
(37)
(6,891)
327
10,724
1,098
513
–
(607)
–
1,004
666
–
(610)
40
1,100
2022
£’000
(102,340)
(38,274)
2,201
(1,604)
36,433
(6,248)
Total
£’000
95,414
44,603
(6,197)
(35,298)
(3,566)
94,956
38,274
(2,071)
(35,853)
5,690
100,996
2021
£’000
(103,469)
(45,155)
6,387
(1,314)
37,294
3,917
(109,832)
(102,340)
2022
£’000
33,482
28,524
38,071
15,090
2021
£’000
27,640
23,412
38,633
12,916
115,167
102,600
The following are the undiscounted contractual maturities for lease liabilities:
Less than a year
Between 1 and 2 years
Between 2 and 5 years
Over 5 years
There was £0.3m (2021: £2.4m) of low value and short term leases expensed directly to the statement of profit or loss. A further £1.1m was
expensed in the year relating to exit payments on early terminations of leases (2021: £nil). Combined with the payments above, a total of £37.8m
(2021: £39.7m) in lease payments have been made during the year.
12. INTANGIBLE ASSETS
Group
2022
Cost
At 1 January
Additions
Disposals
Transfers
Effect of movements in
foreign exchange
At 31 December
Amortisation
At 1 January
Charge for the year
Disposals
Effect of movements in
foreign exchange
At 31 December
Net book value
At 31 December
Computer
software,
assets under
construction
£’000
Computer
software
£’000
Subtotal
£’000
Goodwill
£’000
Trademark
£’000
Subtotal
£’000
Total
£’000
72,769
9,601
(8,391)
5,286
78,055
1,539
1,611
3,150
81,205
–
–
9,601
(8,391)
–
431
–
–
–
–
92
–
–
92
–
–
(12)
(12)
9,693
(8,391)
–
419
4,130
(4,130)
434
(3)
78,543
1,153
79,696
1,539
1,691
3,230
82,926
30,955
13,319
(3,060)
437
41,651
–
–
–
–
–
30,955
13,319
(3,060)
437
41,651
–
–
–
–
–
1,085
190
1,085
190
–
–
–
–
32,040
13,509
(3,060)
437
1,275
1,275
42,926
36,892
1,153
38,045
1,539
416
1,955
40,000
The Group has one individually material intangible asset (Customer Connect) which is the Group’s CRM platform. The net book value at
31 December 2022 is £29.7m (2021: £35.1m). The useful economic life is seven years in line with the expected life of the asset.
2021
Cost
At 1 January
Additions
Disposals
Effect of movements in
foreign exchange
At 31 December
Amortisation
At 1 January
Charge for the year
Disposals
Effect of movements in
foreign exchange
At 31 December
Net book value
At 31 December
Computer
software,
assets under
construction
£’000
Computer
software
£’000
Subtotal
£’000
Goodwill
£’000
Trademark
£’000
Subtotal
£’000
Total
£000
59,133
15,479
(1,330)
(513)
2,787
2,500
–
(1)
61,920
17,979
(1,330)
(514)
1,539
–
–
–
1,460
151
2,999
64,919
151
18,130
–
–
–
–
(1,330)
(514)
72,769
5,286
78,055
1,539
1,611
3,150
81,205
22,212
10,034
(953)
(338)
30,955
–
–
–
–
–
22,212
10,034
(953)
(338)
30,955
–
–
–
–
–
902
183
–
–
902
183
–
–
23,114
10,217
(953)
(338)
1,085
1,085
32,040
41,814
5,286
47,100
1,539
526
2,065
49,165
153
154
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT IMPAIRMENT TESTS FOR GOODWILL
Goodwill is allocated to the Group’s cash-generating units (CGUs) identified according to the country of operation. A summary of the goodwill
allocation is presented below:
UK
USA
Singapore
2022
£’000
1,274
214
51
1,539
2021
£’000
1,274
214
51
1,539
In assessing value in use, the estimated future cash flows are calculated by preparing cash flow forecasts derived from the most recent financial
budget, management projections for five years, followed by an assumed growth rate of 0% (2021: 0%), which does not exceed the long-term
average growth rate of the relevant markets and reflects long-term wage inflation fee growth. Management applied a discount rate of 8% (2021:
8%), representing the weighted average cost of capital for the Group, to the estimated future cash flows to calculate the terminal value of those
cash flows. If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to
its recoverable amount. An impairment loss is recognised as an expense. Management believes that no reasonably possible change in any of the
above key assumptions would cause the carrying value of goodwill allocated to any CGU to materially exceed its recoverable amount.
The Group tests goodwill annually for impairment, or more frequently if there are indications that goodwill might be impaired. It is the opinion of the
Directors that at 31 December 2022 there was no impairment of goodwill.
13. INVESTMENTS
Company
Cost at 1 January 2022
Transactions relating to share plans for subsidiaries’ employees
Cost at 31 December 2022
Subsidiary undertakings
£’000
541,848
5,989
547,837
The Company’s subsidiary undertakings at 31 December 2022, their principal activities and countries of incorporation are set out below:
Name of undertaking
Michael Page International
Argentina SA
Country of
incorporation
Principal
activity
Registered office
Argentina
Recruitment Consultancy
Cordoba 883, Piso 9, Ciudad de Buenos Aires,
C1054AAH, Argentina
Page Personnel Argentina Servicios
Eventuales SA
Argentina
Recruitment Consultancy
Cordoba 883, Piso 9, Ciudad de Buenos Aires,
C1054AAH, Argentina
Michael Page International (Australia)
Pty Limited
Australia
Recruitment Consultancy
Level 21, 9 Castlereagh Street, Sydney, NSW 2000,
Australia
Michael Page International Austria GmbH
Austria
Recruitment Consultancy
QBC4, Karl Popper-Straße 4/1.OG Top 3, Wien, 1100
Austria
Michael Page International (Belgium) NV/SA
Belgium
Recruitment Consultancy
Place du Champ de Mars 5 , 1050 Brussels, Belgium
Page Interim (Belgium) NV/SA
Belgium
Recruitment Consultancy
Place du Champ de Mars 5 , 1050 Brussels, Belgium
Michael Page International Do Brasil -
Recrutamento Especializado Ltda
Brazil
Recruitment Consultancy
Rua Olimpíadas nº 205, sala: 111, 112, 113 e 114 - 11º
andar, Vila Olímpia, Sao Paulo, 04551-000 - SP, Brasil
Page Interim Do Brasil - Recrutamento
Especializado Ltda
Brazil
Recruitment Consultancy
Rua Olimpíadas nº 205, sala: 111, 112, 113 e 114 - 11º
andar, Vila Olímpia, Sao Paulo, 04551-000 - SP, Brasil
Page Personnel do Brasil - Recrutamento
Especializado e servicos corporativos Ltda
Brazil
Recruitment Consultancy
Rua Olimpíadas nº 205, sala: 111, 112, 113 e 114 - 11º
andar, Vila Olímpia, Sao Paulo, 04551-000 - SP, Brasil
Name of undertaking
Country of
incorporation
Principal
activity
Registered office
Michael Page International Canada Limited
Canada
Recruitment Consultancy
Michael Page International Chile Ltda
Chile
Recruitment Consultancy
Page Personnel International Chile Ltda
Chile
Recruitment Consultancy
Page Consulting Chile Ltda
Chile
Recruitment Consultancy
Suite 515, Bay Adelaide Centre, 333 Bay St., Toronto,
ON, M5H 2R2, Canada
Magdelana 181, Piso 1, Depto. 1601, Las Condes,
Santiago 7550055, Chile
Magdelana 181, Piso 1, Depto 101, Las Condes,
Santiago 7550055, Chile
Av. El Bosque Norte 0177, Office 602, Santiago, 755-
0100, Chile
Empresa de Servicios Transitorios Page Interim
Chile Limitada
Chile
Recruitment Consultancy
Magdelana181, Piso 1, Depto 101, Las Condes,
Santiago 7550055, Chile
Michael Page (Beijing) Recruitment Co., Ltd
China
Recruitment Consultancy
Michael Page (Shanghai) Recruitment Co., Ltd
China
Recruitment Consultancy
Room 1009 1012, 10/F, West Tower, World Financial
Centre, No.1 East 3rd Ring Middle Road, Chaoyang
District, Beijing, China 100020
Level 18, HKRI Taikoo Hui Tower2, 288 Shimen Yi
Road, JingAn District, Shanghai 200041, China
Michael Page International (Shanghai)
Consulting Limited
China
Non-Trading
602 Kerry Centre Phase 1, 1515 Nanjing Road West,
Shanghai, China
Page Contracting (Shanghai) Co. Ltd
China
Recruitment Consultancy
Room 1812 1801-1811, /18, HKRI Taikoo Hui, No.288
Shimen Yi Road, Jing’An, Shanghai, 200041, China
Michael Page International Colombia SAS
Colombia
Recruitment Consultancy
Calle 81 # 11 – 08 Piso 11, Bogotá, D.C., Colombia
Page Interim Colombia SAS
Colombia
Non-Trading
Calle 81 # 11 – 08 Piso 11, Bogotá, D.C., Colombia
Michael Page Czech Republic s.r.o
Czech Republic Recruitment Consultancy
Pobřežní 249/46, Karlín, Praha 8, 186 00, Czech
Republic
Michael Page Partnership Limited
Michael Page Employment Services Limited
LPM (Professional Recruitment) Limited
Accountancy Additions Limited
Slamway Limited
Assessment Centre Limited (The)
LPM (Group Services) Limited
Page Partnership Limited (The)
Sales Recruitment Specialists Limited
England and
Wales
England and
Wales
England and
Wales
England and
Wales
England and
Wales
England and
Wales
England and
Wales
England and
Wales
England and
Wales
Non-Trading
200 Dashwood Lang Road, Bourne Business Park,
Addlestone, Surrey KT15 2NX, UK
Recruitment Consultancy
200 Dashwood Lang Road, Bourne Business Park,
Addlestone, Surrey KT15 2NX, UK
Holding company
200 Dashwood Lang Road, Bourne Business Park,
Addlestone, Surrey KT15 2NX, UK
Non-trading
Non-trading
Non-trading
Non-trading
Non-trading
Non-trading
200 Dashwood Lang Road, Bourne Business Park,
Addlestone, Surrey KT15 2NX, UK
200 Dashwood Lang Road, Bourne Business Park,
Addlestone, Surrey KT15 2NX, UK
200 Dashwood Lang Road, Bourne Business Park,
Addlestone, Surrey KT15 2NX, UK
200 Dashwood Lang Road, Bourne Business Park,
Addlestone, Surrey KT15 2NX, UK
200 Dashwood Lang Road, Bourne Business Park,
Addlestone, Surrey KT15 2NX, UK
200 Dashwood Lang Road, Bourne Business Park,
Addlestone, Surrey KT15 2NX, UK
155
156
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT Name of undertaking
Michael Page International Limited
Country of
incorporation
Principal
activity
England and
Wales
Non-trading
Registered office
Name of undertaking
Country of
incorporation
Principal
activity
Registered office
200 Dashwood Lang Road, Bourne Business
Park, Addlestone, Surrey KT15 2NX, UK
MP Advertising SAS
France
Support Services
164 Avenue Achille Peretti, 92522 Neuilly-sur-Seine, Paris, France
Michael Page International 1982 Limited
England and
Wales
Non-trading
200 Dashwood Lang Road, Bourne Business
Park, Addlestone, Surrey KT15 2NX, UK
Page Consulting SARL
France
Recruitment Consultancy
164 Avenue Achille Peretti, 92522 Neuilly-sur-Seine, Paris, France
Michael Page International Investment Limited
England and
Wales
Non-trading
200 Dashwood Lang Road, Bourne Business
Park, Addlestone, Surrey KT15 2NX, UK
MP EDP SARL
France
Support Services
164 Avenue Achille Peretti, 92522 Neuilly-sur-Seine, Paris, France
Michael Page International Finance Limited
England and
Wales
Non-trading
200 Dashwood Lang Road, Bourne Business
Park, Addlestone, Surrey KT15 2NX, UK
Michael Page International
Monaco SARL
France
Recruitment Consultancy
7 Rue de l’Industrie, 98000 Monaco
Page Personnel (UK) Limited
Michael Page Holdings Limited
Michael Page International Holdings Limited
Michael Page International Recruitment Limited*
Michael Page Limited
Michael Page International Southern Europe Limited*
England and
Wales
Non-trading
200 Dashwood Lang Road, Bourne Business
Park, Addlestone, Surrey KT15 2NX, UK
Michael Page International
(Deutschland) GmbH
Germany
Recruitment Consultancy
Carl-Theodor-Str. 1, Düsseldorf, 40213, Germany
England and
Wales
England and
Wales
England and
Wales
England and
Wales
England and
Wales
Support services
200 Dashwood Lang Road, Bourne Business
Park, Addlestone, Surrey KT15 2NX, UK
Page Personnel Services GmbH
Germany
Recruitment Consultancy
Carl-Theodor-Str. 1, Düsseldorf, 40213, Germany
Holding company
200 Dashwood Lang Road, Bourne Business
Park, Addlestone, Surrey KT15 2NX, UK
Page Personnel (Deutschland)
GmbH
Germany
Recruitment Consultancy
Carl-Theodor-Str. 1, Düsseldorf, 40213, Germany
Recruitment Consultancy
200 Dashwood Lang Road, Bourne Business
Park, Addlestone, Surrey KT15 2NX, UK
Michael Page Interim GmbH
Germany
Recruitment Consultancy
Carl-Theodor-Str. 1, Düsseldorf, 40213, Germany
Non-trading
200 Dashwood Lang Road, Bourne Business
Park, Addlestone, Surrey KT15 2NX, UK
Michael Page International
(Hong Kong) Limited
Hong Kong
Recruitment Consultancy
Suite 1701, 17F Central Tower, 28 Queen’s Road Central,
Central Hong Kong
Holding company
200 Dashwood Lang Road, Bourne Business
Park, Addlestone, Surrey KT15 2NX, UK
Michael Page International
Recruitment Pvt Ltd
India
Recruitment Consultancy
5th Floor, 2 North Avenue, Maker Maxity, Bandra-Kurla Complex,
Bandra (E), Mumbai 400051, India
Michael Page UK Limited
England and
Wales
Non-trading
200 Dashwood Lang Road, Bourne Business
Park, Addlestone, Surrey KT15 2NX, UK
PT Michael Page Internasional
Indonesia
Indonesia
Recruitment Consultancy
One Pacific Place, Suites B-F, Level 12, Sudirman Central
Business District, Jl. Jend. Sudirman Kav 52-53, Jakarta 12190,
Indonesia
Michael Page Recruitment Group Limited
Page Outsourcing UK Limited
England and
Wales
England and
Wales
Holding company
200 Dashwood Lang Road, Bourne Business
Park, Addlestone, Surrey KT15 2NX, UK
Recruitment Consultancy
2nd Floor 61 Aldwych, London, United Kingdom,
WC2B 4AE, UK
Michael Page International
(Ireland) Limited
Michael Page International
Italia Srl
Ireland
Recruitment Consultancy
6th Floor, Southbank House, Barrow Street, Dublin 4, Ireland
Italy
Recruitment Consultancy
Galleria Passarella, 2, Milan, 20122, Italy
Michael Page International France SAS
France
Recruitment Consultancy
164 Avenue Achille Peretti, 92522 Neuilly-sur-
Seine, Paris, France
Page Personnel Italia SpA
Italy
Recruitment Consultancy
Galleria Passarella, 2, Milan, 20122, Italy
MP Financial Services France SAS
France
Support services
164 Avenue Achille Peretti, 92522 Neuilly-sur-
Seine, Paris, France
Michael Page International
(Japan) K.K.
Japan
Recruitment Consultancy
6F Hulic Kamiyacho Building, 4-3-13 Toranomon, Minato-ku,
Tokyo 105-0001, Japan
Page Personnel SAS
France
Recruitment Consultancy
164 Avenue Achille Peretti, 92522 Neuilly-sur-
Seine, Paris, France
Agensi Pekerjaan Michael Page
International (Malaysia) SDN BHD
Malaysia
Recruitment Consultancy
Level 27, Integra Tower, The intermark, 348 Jalan Tun Razak,
Kuala Lumpur, 50400, Malaysia
Michael Page Business Services SARL
France
Recruitment Consultancy
Michael Page Ingénieurs et Informatique SARL
France
Recruitment Consultancy
164 Avenue Achille Peretti, 92522 Neuilly-sur-
Seine, Paris, France
164 Avenue Achille Peretti, 92522 Neuilly-sur-
Seine, Paris, France
Page Contracting (Malaysia)
Sdn Bhd
Malaysia
Contracting/Temporary
placements
Suite Teal PV, 16F The Pavillion Tower, Jalan Raja Chulan, Kuala
Lumpur, Malaysia
Michael Page (Mauritius) Limited
Mauritius
Recruitment Consultancy
5th Floor Atchia Building, Cnr of Suffren and Eugene Laurent
Streets, Port Louis, Republic of Mauritius
Michael Page Tertiaire SARL
France
Recruitment Consultancy
164 Avenue Achille Peretti, 92522 Neuilly-sur-
Seine, Paris, France
Michael Page International
(Mauritius) Limited
Mauritius
Recruitment Consultancy
5th Floor Atchia Building, Cnr of Suffren and Eugene Laurent
Streets, Port Louis, Republic of Mauritius
Michael Page Nord SARL
France
Recruitment Consultancy
14 place du Général de Gaulle – 59000 LILLE
Michael Page Sud SARL
France
Recruitment Consultancy
48, Rue de la République, 69002 Lyon, France
Michael Page International Mexico
Reclutamiento Especializado, S.A.
de C.V.
Mexico
Recruitment Consultancy
Newton 293, Piso 3, Col. Polanco , Vseccion, Del. Miguel
Hidalgo, Z.C., CDMX, 11570, Mexico
Michael Page International Mexico
Servicios Corporativos SA de CV
Mexico
Recruitment Consultancy
Newton 293, Piso 3, Col. Polanco , Vseccion, Del. Miguel
Hidalgo, Z.C., CDMX, 11570, Mexico
157
158
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT Name of undertaking
Page Interim Mexico Servicios
SA de CV
Country of
incorporation
Principal
activity
Registered office
Name of undertaking
Country of
incorporation
Principal
activity
Registered office
Mexico
Recruitment Consultancy
Newton 293, Piso 3, Col. Polanco , Vseccion, Del. Miguel
Hidalgo, Z.C., CDMX, 11570, Mexico
Michael Page Holding España SL
Spain
Holding company
Paseo De La Castellana 130, 8º Planta, Madrid, 28046, Spain
Page México Operaciones
PG S.A. DE C.V.
Mexico
Recruitment Consultancy
Newton 293, Piso 3, Col. Polanco , Vseccion, Del. Miguel
Hidalgo, Z.C., CDMX, 11570, Mexico
PageGroup Technology Services SL
Spain
IT consultancy services
Paseo De La Castellana 130, 8º Planta, Madrid, 28046, Spain
Page Consulting México S.A. DE C.V.
Mexico
Recruitment Consultancy
Newton 293, Piso 3, Col. Polanco , Vseccion, Del. Miguel
Hidalgo, Z.C., CDMX, 11570, Mexico
Page Group Europe SL
Spain
Support Services
Plaza Europa 21-23 P. 5, 08908 L’Hospitalet de Llobregat, 08908,
Spain
Page Resourcing Process S.A. DE C.V.
Mexico
Recruitment Consultancy
Newton 293, Piso 3, Col. Polanco , Vseccion, Del. Miguel
Hidalgo, Z.C., CDMX, 11570, Mexico
Page Group Spain Recursos Humanos
ETT SA
Spain
Recruitment Consultancy
Paseo De La Castellana 130, 8º Planta, Madrid, 28046, Spain
Page Internacional ADM S.A. DE C.V.
Mexico
Recruitment Consultancy
Newton 293, Piso 3, Col. Polanco , Vseccion, Del. Miguel
Hidalgo, Z.C., CDMX, 11570, Mexico
Michael Page International (Sweden) AB Sweden
Recruitment Consultancy Mäster Samuelsgatan 42, Stockholm 111 57, Sweden
Michael Page International (Maroc)
SARL AU
Morocco
Recruitment Consultancy
Angle rue Mahassine Arrouyani et Ali Abderrazak, 4e étage,
Quartier Racine 20100 Casablanca, Morocco
Michael Page International
Switzerland SA
Switzerland
Recruitment Consultancy
12, Quai de la Poste, Geneva, 1204, Switzerland
Michael Page International (Nederland) B.V.
Netherlands
Recruitment Consultancy
Strawinskylaan 421, 107XX, Amsterdam, Netherlands
Taiwan Michael Page International
Co Ltd
Taiwan
Recruitment Consultancy
8F-1 Shin Kong Xin Yi Financial Building,
36-1 Songren Road Xin-Yi District, Taipei City, Taiwan 110
Page Interim B.V.
Netherlands
Recruitment Consultancy
Strawinskylaan 421, 107XX, Amsterdam, Netherlands
Michael Page Limited
Thailand
Holding company
Michael Page International Panama S.A.
Panama
Recruitment Consultancy
Punta Pacifica, Blvrd Pacifica Oceania Business Plaza,
Torre 2000, Piso 43, Panama
Michael Page International Recruitment
(Thailand) Limited
Thailand
Recruitment Consultancy
689 Bhiraji Tower at EmQuartier, 41st Floor, Unit 4108-4109,
Sukhumvit Road, North Klongtong, Vadhana, Bangkok, 10110,
Thailand
689 Bhiraji Tower at EmQuartier, 41st Floor, Unit 4108-4109,
Sukhumvit Road, North Klongtong, Vadhana, Bangkok, 10110,
Thailand
Michael Page International Peru S.R.L
Peru
Recruitment Consultancy
Calle Las Orquídeas 675 esq. Andrés Reyes - Piso 5,
Oficina 501, San Isidro 15046, Peru
Michael Page International Nem Istihdam
Danışmanlığı Limited Şirketi
Turkey
Recruitment Consultancy
Büyükdere Cad. Kanyon Ofis Binası No: 185 K: 21 Levent, Istanbul,
34394, Turkey
Page Personnel Servicios Temporales
Peru S.R.L
Peru
Recruitment Consultancy
Calle Las Orquídeas 675 esq. Andrés Reyes - Piso 5,
Oficina 501, San Isidro 15046, Peru
MPI Yönetim Servisleri ve Dan. Ltd. Şti.
Turkey
Recruitment Consultancy
Büyükdere Cad. Kanyon Ofis Binası No: 185 K: 21 Levent, Istanbul,
34394, Turkey
Michael Page International Recruitment
(Philippines) Inc.
Philippines
Recruitment Consultancy
15th Floor, Citibank Center Building, 8741 Paseo de Roxas,
Bel-Air, City of Makati, NCR, Fourth District, Philippines
Michael Page International (Vietnam)
Co. Limited
Vietnam
Recruitment Consultancy
Level 9, Saigon Centre, Tower 2, 67 Le Loi Street, Ben Nhge Ward,
District 1, Ho Chi Minh City, Vietnam
PageGroup Corporate Services
(Philippines) Inc.
Philippines
Support services
24th Floor, Philam Life Tower, 8767 Paseo De Roxas Avenue,
Bel-Air, Makati City 1226, Philippines
Michael Page International
(UAE) Limited
United Arab
Emirates
Recruitment Consultancy
202 & 204, Level 2, Currency House - Building 1, Dubai International
Financial Centre, Dubai, 506702, United Arab Emirates
Michael Page International (Poland) Sp.z.o.o Poland
Recruitment Consultancy
Zlota 59, 00-120 Warsaw, Poland
Michael Page International Inc.*
United States
Recruitment Consultancy
622 Third Avenue, 29th Floor, New York, NY10017, USA
Michael Page International Portugal -
Empressa de Trabalho Temporario e Servicos
de Consultadoria Lda
Portugal
Recruitment Consultancy
Av. Liberdade nº 180 A, 3º andar, Lisboa, 1250-146,
Portugal
Page Outsourcing Inc.
United States
Recruitment Consultancy
251 Little Falls Drive, Wilmington, New Castle County, Delaware
19801, USA
MICPAGE Services Lda
Portugal
Recruitmeht Consultancy
Michael Page International (UAE) Limited –
QFC Branch
UAE
Recruitment Consultancy
PageGroup International Recruitment S.R.L. Romania
Recruitment Consultancy
Michael Page International Pte Limited*
Singapore
Recruitment Consultancy
Page Personnel Recruitment Pte Ltd
Singapore
Recruitment Consultancy
Michael Page International (SA) (Pty) Limited South Africa
Recruitment Consultancy
Av. Liberdade nº 180 A, 3º andar, Lisboa, 1250-146,
Portugal
Morison Menon Chartered Accountants & Partners LLC,
Office No. 4, 4th floor, Shoumoukh Towers, Tower A, Al
Sadd, Doha, Qatar
169A Calea Floreasca, Building A, Floor 4, Office 2007,
Register 02, Sector 1, Bucharest, Romania
One Raffles Place, #09-61 Office Tower Two, Singapore
048616
One Raffles Place, #09-61 Office Tower Two, Singapore
048616
2 Maude Street, The Forum, 5th Floor, Sandton City,
Johannesburg, 2196, South Africa
*The equity of these subsidiary undertakings is held directly by PageGroup plc. All companies have been included in the consolidation and
operate principally in their country of incorporation.
The percentage of the issued share capital held is equivalent to the percentage of voting rights held. The Group holds 100% of all classes of
issued share capital. The share capital of all the subsidiary undertakings comprise Ordinary shares.
The following subsidiaries are exempt from the requirements of the Companies Act 2006 relating to the audit of accounts under section 479A
of the Act:
• Michael Page International Southern Europe Limited
• Michael Page Partnership Limited
• Michael Page International Holdings Limited
• Michael Page Employment Services Limited
•
LPM (Professional Recruitment) Limited
159
160
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT 14. TRADE AND OTHER RECEIVABLES
Current
Trade receivables
Less allowance for expected credit losses
Net trade receivables
Other receivables
Accrued Income (net of revenue reversals)
Prepayments
Non-current
Amounts due from Group companies
Other receivables
Group
Company
2022
£’000
2021
£’000
Re-presented
2021
£’000
2022
£’000
320,794
265,727
(12,960)
(11,086)
307,834
254,641
21,535
88,951
18,927
7,018
81,186
12,952
437,247
355,797
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
13,224
13,224
–
1,081,498
970,375
12,849
–
–
12,849
1,081,498
970,375
The fair values of trade and other receivables are not materially different to those disclosed above.
The Group’s exposure to credit and currency risks and impairment losses related to trade and other receivables is disclosed in Note 22. The entire
accrued income balance of £93.7m (2021: £85.8m) is not past due. A provision of £4.7m (2021: £4.6m) has been provided for at year end for
potential future revenue reversals.
All amounts due from Group undertakings are unsecured, interest-free and repayable on demand. The Company has recognised an impairment in
the receivable balance at 31 December 2022. The total recognised in the Company income statement is £12.5m (2021: nil). There is no impact on
the Group’s consolidated results.
15. TRADE AND OTHER PAYABLES
Current
Trade payables
Amounts owed to Group companies
Other tax and social security
Other payables
Accruals
Non-current
Other tax and social security
Accruals
Group
2022
£’000
Company
2021
£’000
2022
£’000
2021
£’000
11,101
5,908
–
–
–
61,079
36,629
–
1,314,866
1,221,283
46,946
34,698
–
–
–
–
180,299
142,830
140
140
289,108
230,382
1,315,006
1,221,423
422
14,529
14,951
2,022
16,310
18,332
–
–
–
–
The fair values of trade and other payables are not materially different to those disclosed above.
All amounts due to Group undertakings are unsecured, interest-free and repayable on demand. The Group’s exposure to currency and liquidity risk
related to trade and other payables is disclosed in Note 22.
161
16. PROVISION
At 1 January 2021
Foreign exchange
Provided
Utilised
Released
At 31 December 2021 and January 2022
Foreign exchange
Provided
Utilised
Released
At 31 December 2022
Current
Non-current
Total provisions
Dilapidation
Dilapidations
NI on Share Schemes
6,355
(162)
1,051
(18)
(259)
6,967
724
1,302
(262)
(1,603)
7,128
1,362
-
2,253
(1,272)
-
2,343
83
(499)
(1,083)
-
844
Other
968
(24)
2,005
(423)
(1,131)
1,395
25
1,467
(247)
(1,157)
1,483
Total
8,685
(186)
5,309
(1,713)
(1,390)
10,705
832
2,270
(1,592)
(2,760)
9,455
2022 (£’000)
2021 (£’000)
2,772
6,683
9,455
6,755
3,950
10,705
A provision has been recognised for dilapidation costs associated with our office portfolio, where the Group is committed to make good on the
property sites on lease termination.
Social security contributions on share options
The provision for social security contributions on share options is calculated based on the number of options outstanding at the reporting date that
are expected to be exercised. The provision is based on market price of the shares at the reporting date which is the best estimate of the market
price at the date of exercise. It is expected that the costs will be incurred during the exercise period of 1 January 2023 to 31 December 2024.
17. BANK OVERDRAFTS
At 31 December 2022, the Group had available an £80m committed RCF facility maturing 9 December 2027, uncommitted Bank Overdraft facilities
of £21m (2021: £21m), and an uncommitted £50m, Invoicing discounting arrangement with HSBC Limited to the carrying of valid trade receivables
of £22.4m (2021: £7.3m). None of the facilities was drawn at year end (2021: £nil).
All uncommitted facilities are repayable on demand. The Group’s exposure to interest rate, foreign currency and liquidity risk for financial assets and
liabilities is disclosed in Note 22.
18. DEFERRED TAX
The following are the major deferred tax assets/(liabilities) recognised by the Group, and the movements thereon, during the current and prior
reporting periods.
At 1 January 2022
Recognised in equity for the year
Recognised in profit or loss for the year
Exchange differences
At 31 December 2022
At 1 January 2021
Recognised in equity for the year
Transfers
Recognised in profit or loss for the year
Exchange differences
At 31 December 2021
Share-based
payments
£’000
Tax losses
£’000
Provisions
£’000
Related party
transactions
£’000
2,077
(824)
(191)
2
1,064
490
1,241
–
346
–
2,077
1,253
–
(443)
71
881
2,188
–
268
(1,132)
(71)
1,253
4,458
–
5,198
289
9,945
4,702
–
485
(511)
(218)
4,458
7,520
–
(3,458)
615
4,677
2,746
–
514
4,193
67
7,520
Other
£’000
3,997
–
(3,395)
127
729
5,973
–
(1,267)
(321)
(388)
3,997
Total
£’000
19,305
(824)
(2,289)
1,104
17,296
16,099
1,241
–
2,575
(610)
19,305
Certain deferred tax assets and liabilities have been offset where permissible in accordance with the Group’s accounting policy. The following is the
analysis of the deferred tax balances (after offset) for balance sheet purposes:
Deferred tax assets
Deferred tax liabilities
2022
£’000
18,641
(1,345)
17,296
2021
£’000
19,659
(354)
19,305
162
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT The Group’s overseas subsidiaries have net unremitted earnings of £188.7m (2021: £177.3m), resulting in temporary differences of £33.9m (2021:
£33.7m). No deferred tax has been provided in respect of these differences since the timing of the reversals can be controlled and it is probable
that the temporary differences will not reverse in the foreseeable future. The timing differences shown under “Other” of £0.7m (2021: £4.0m)
predominantly includes such differences in relation to fixed assets £0.8m (2021: £1.7m), differences between the Group GAAP, IFRS, and the local
GAAP of each country in which PageGroup operates and differences between recognition of income and expense for accounting and tax purposes
and other items of £3.4m (2021: £1.9m), IFRS 16 of £1.1m (2021: £0.4m) and other items of £2.2m (2021: £nil). The realisation of the deferred tax
asset in respect of losses is dependent upon generating future taxable profits in the territories in which the deferred tax assets have arisen. At 31
December 2022, £40.8m (2021: £35.0m) of deductible temporary differences, unused tax losses and tax credits have not been recognised due to
uncertainty over the taxable profits available to support the realisation of these attributes. The tax effected balances are £12.3m (2021: £10.5m).
The Group has gross unrecognised tax losses which expire of £9m of which £2.9m will expire at various dates before 31 December 2027 and a
further £6.1m will expire by 31 December 2032.
The net deferred tax asset of £17.3m (2021: £19.3m) includes £0.6m of deferred tax assets in relation to entities that have incurred an accounting
loss in either 2022 and 2021. In line with the most recent budgets which forecast profits for these entities, management expects these losses to be
substantially recovered within three years.
19. CALLED-UP SHARE CAPITAL
Allotted, called-up and fully paid Ordinary shares of 1p each
At 1 January
Shares issued
At 31 December
2022
2021
£’000
Number of
shares
£’000
Number of
shares
3,286
328,618,774
3,286
328,618,774
–
–
–
–
3,286
328,618,774
3,286
328,618,774
At the last AGM held on 31 May 2022, the Company’s Directors were authorised to allot shares up to a nominal value of £1,095,396, so a total
authorised capital of 438,158,365 shares representing a nominal value of £4,381,584.
Share option plans
The Group has share option awards currently outstanding under a Share Option Scheme (SOS). These plans are described below.
Note 1
Share Option Scheme
Executive Directors of the Company are not eligible to participate in this plan. Any exercises of awards made under this plan are settled by shares
held in the Employee Benefit Trust.
This share option scheme was created in 2009 to provide an effective plan under which to grant awards from 2009 onwards. It was the Board’s
view that grants made under the existing ESOS, which would have required an increase over the 2008 base earnings per share of at least 3% per
annum above the growth in the UK Retail Price Index by 2011, would not be achievable due to the impact of the global downturn on the Group’s
EPS and thus would not provide the required retention incentive. Further grants under the SOS have been made in each year from 2011. The
performance conditions for these grants are also linked directly to the Group’s Operating Profit.
For grants between 2012 and 2015, if Operating Profit is in excess of £50m, a proportion of the award equivalent to the amount of Operating Profit
achieved will vest up to a maximum of 100% if the Operating Profit is £100m or more. As Operating Profit of £118.3m was achieved in 2017,
the performance criteria have been fully achieved and these awards have fully vested.
For the 2016 grant, if Operating Profit is in excess of £75m, 2% of the award will vest for every additional £1m of Operating Profit achieved, up to
a maximum of 100% at Operating Profit of £125m or more. As Operating Profit of £142.5m was achieved in 2018, the performance criteria have
been fully achieved and these awards have fully vested.
For the 2017 grant, if Operating Profit is in excess of £50m, 25% of the award will vest, 1% of the award will vest for every additional £1m of
Operating Profit achieved, up to a maximum of 100% at Operating Profit of £125m or more. As Operating Profit of £146.7m was achieved in 2019,
the performance criteria have been fully achieved and these awards have fully vested.
For the 2018 grant, if Operating Profit is in excess of £75m, 25% of the award will vest. 1% of the award will vest for every additional £1m of
Operating Profit achieved, up to a maximum of 100% at Operating Profit of £150m or more. As Operating Profit of £168.5m was achieved in 2021,
the performance criteria have been fully achieved and these awards have fully vested.
For the 2019 grant, if Operating Profit is in excess of £100m, 1% of the award will vest for every additional £1m of Operating Profit achieved, up to
a maximum of 100% at Operating Profit of £200m or more. As Operating Profit of £196.1m was achieved in 2022, 96% of the performance criteria
have been achieved and these awards have partially vested.
For the 2020 grant, if Operating Profit is in excess of £100m, 1% of the award will vest for every additional £1m of Operating Profit achieved, up to
a maximum of 100% at Operating Profit of £200m or more. As Operating Profit of £196.1m was achieved in 2022, 96% of the performance criteria
have been achieved and these awards have partially vested.
At 31 December 2022 the following options had been granted and remained outstanding in respect of the Company’s Ordinary shares of 1p under
the Michael Page Share Option Scheme. The Group has no legal or constructive obligation to repurchase or settle the options in cash.
For the 2021 grant, if Operating Profit is in excess of £75m, 25% of the award will vest. 1% of the award will vest for every additional £1m of
Operating Profit achieved, up to a maximum of 100% at Operating Profit of £150m or more.
Year of grant
2012 (Note 1)*
2013 (Note 1)*
2014 (Note 1)*
2015 (Note 1)*
2016 (Note 1)*
2017 (Note 1)*
Balance at
1 January
2022
71,582
196,795
403,333
295,000
145,000
188,205
2018 (Note 1)*
1,369,865
2019 (Note 1)
1,637,778
2020 (Note 1)
1,711,111
2021 (Note 1)
1,868,192
Granted
in year
Exercised
in year
–
–
–
–
–
–
–
–
–
–
(51,580)
(47,295)
–
–
–
(13,205)
–
(9,208)
–
–
–
2022 (Note 1)
–
2,185,000
No. of
options
outstand-
ing at 31
December
2022
Base EPS/
OP range†
Exercise price
per share
Exercise period
–
OP range
477.0p March 2015 – March 2022
Lapsed
in year
(20,002)
–
–
–
–
–
149,500
OP range
403,333
OP range
442.0p March 2016 – March 2023
484.0p March 2017 – March 2024
295,000
OP range
526.0p-534.0p March 2018 – March 2025
145,000
OP range
406.0p-427.0p March 2019 – March 2026
175,000
OP range
435.44p March 2020 – March 2027
(20,000)
(15,000)
(35,000)
(30,000)
1,349,865
OP range
529.0p March 2021 – March 2028
1,613,570
OP range
458.2-473.80p March 2022 – March 2029
1,676,111
OP range
332.0-387.47p March 2023 – March 2030
1,838,192
OP range
480.1p March 2024 – March 2031
–
2,185,000
OP range
492.8p-509p March 2025 – March 2032
For the 2022 grant, if Operating Profit is in excess of £125m, 25% of the award will vest. 1% of the award will vest for every additional £1m of
Operating Profit achieved, up to a maximum of 100% at Operating Profit of £200m or more.
Other share-based payment plans
The Company also operates a Management Incentive Plan for the Executive Directors and senior employees and a Long-Term Incentive Plan for
the Chief Executive Officer, Chief Financial Officer and other senior employees. Details of these plans are disclosed in the Directors’ Remuneration
Report and are settled by the physical delivery of shares, currently satisfied by shares held in the Employee Benefit Trust, to the extent that service
and performance conditions are met. Movements on these plans are shown below:
As at 1 January 2022
Granted
Lapsed
Exercised
As at 31 December 2022
LTIP/ESIP
MIP
574,492
2,187,931
326,080
-
833,256
(29,040)
(292,582)
(622,882)
607,990
2,369,265
Total 2022
7,886,861
2,185,000
(121,288)
(120,002)
9,830,751
Weighted
average
exercise price
2022 (£)
4.52
4.94
4.57
4.42
4.61
Total 2021
11,432,610
1,958,748
(3,519,304)
(1,985,193)
7,886,861
Weighted
average
exercise price
2021 (£)
4.55
4.80
4.60
4.81
4.52
* These options have fully vested
† The Operating Profit ranges for each award are fully disclosed in Note 2 of this Note. 5,675,792 options were exercisable at the end of 2022 at a weighted average exercise price
of £4.42 (2021: £4.88). The weighted average share price at the date of exercise was £4.57.
163
164
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT Share option valuation and measurement
In 2022, options were granted on 15 March with the estimated fair value of £0.97 (2021: granted on 15 March with the estimated fair value of
£0.84). Share options are granted under service and non-market performance conditions. These conditions are not taken into account in the
fair value measurement at grant date. There are no market conditions associated with the share option grants. The options outstanding at 31
December 2022 have an exercise price in the range of 332p to 534p and a weighted average contractual life of 6.8 years. The fair values of options
and other share awards granted during the year were calculated using the Black-Scholes option pricing model. The inputs into the model were as
follows:
22. FINANCIAL RISK MANAGEMENT
The Group has exposure to the following risks from its use of financial instruments:
(i) credit risk
(ii) liquidity risk
(iii) market risk
Share price (£)
Average exercise price (£)
Weighted average fair value (£)
Expected volatility
Expected life
Risk free rate
Expected dividend yield
Share Option Plans
Management Incentive Plan
2022
4.92
4.92
0.97
38.14%
5 years
1.76%
5.82%
2021
4.80
4.80
0.84
34.87%
5 years
0.47%
5.15%
2022
4.92
Nil
3.93
38.14%
3 years
1.76%
5.82%
2021
4.80
Nil
4.11
34.87%
3 years
0.47%
5.15%
Expected volatility was determined by reference to historical volatility of the Company’s share price in the last 36 months. The expected life used
in the model has been adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions and behavioural
considerations. Expectations of early exercise are incorporated into the Black-Scholes option pricing model.
The Group recognised total expenses of £6.0m, including social security, (2021: £7.8m) related to share-based payment transactions during the year.
20. RESERVES
Share premium
The share premium account has been established to represent the excess of proceeds over the nominal value for all share issues, including the
excess of the exercise share price over the nominal value of the shares on the exercise of share options.
Capital redemption reserve
The capital redemption reserve relates to the cancellation of the Company’s own shares.
Reserve for shares held in the Employee Benefit Trust
At 31 December 2022, the reserve for shares held in the employee benefit trust consisted of 12,359,110 Ordinary shares (2021: 10,563,022
Ordinary shares) held for the purpose of satisfying awards made under the Management Incentive Share Plan, the ESIP and the SOS, representing
3.3% of the called-up share capital with a market value of £57.0m (2021: £66.9m).
There are 10,712,614 (2021: 9,084,233) of these shares held in the trust on which dividends are waived.
Currency translation reserve
Since first-time adoption of the International Financial Reporting Standards, the currency translation reserve comprises all foreign exchange
differences arising from the translation of the financial statements of foreign operations that are integral to the operations of the Company.
21. CASH AND CASH EQUIVALENTS
Cash at bank and in hand
Short-term deposits
Cash and cash equivalents
Cash and cash equivalents in the statement of cash flows
Net funds
Group
2022
£’000
2021
£’000
131,480
153,983
–
131,480
131,480
131,480
–
153,983
153,983
153,983
Company
2022
£’000
2021
£’000
–
–
–
–
–
–
–
–
–
–
Not past due
Past due 0-30 days
Past due 31-150 days
More than 150 days
The Group operates multi-currency cash concentration and notional cash pools, and an interest enhancement facility. The Eurozone subsidiaries
and the UK-based Group Treasury subsidiary participate in the cash concentration arrangement, the Group Treasury subsidiary retains the notional
cash pool and the Asia Pacific subsidiaries operate the interest enhancement facility. The structures facilitate interest compensation of cash whilst
supporting working capital requirements.
This note presents information about the Group’s exposure to each of the above risks, the Group’s objectives, policies and processes for measuring
and managing risk, and the Group’s management of capital. Further quantitative disclosures are included throughout these consolidated financial
statements.
The Board of Directors has overall responsibility for the establishment and oversight of the Group’s risk management framework.
The Group’s risk management policies are established to identify and analyse the risks faced by the Group, to set appropriate risk limits and
controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market
conditions and the Group’s activities. The Group, through its training and management standards and procedures, aims to develop a disciplined
and constructive control environment in which all employees understand their roles and obligations.
The Audit Committee oversees how management monitors compliance with the Group’s risk management policies and procedures and reviews
the adequacy of the risk management framework in relation to the risks faced by the Group. The Audit Committee is assisted in its oversight role
by Internal Audit. Internal Audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are
reported to the Audit Committee.
(i) Credit risk
Credit risk is the risk of financial loss to the Group if a client or counterparty to a financial instrument fails to meet its contractual obligations, and
arises principally from the Group’s receivables from clients. Management has a credit policy in place and the exposure to credit risk is monitored on
an ongoing basis.
At the balance sheet date there were no significant concentrations of credit risk. The maximum exposure to credit risk is represented by the
carrying amount of each financial asset in the balance sheet.
Trade and other receivables
Total trade receivables (net of allowances) held by the Group at 31 December 2022 amounted to £307.8m (2021: £254.6m).
An initial credit period is made available on invoices. No interest is charged on trade receivables from the date of the invoice during this credit
period. An impairment analysis is performed at each reporting date using a provision matrix to measure the expected credit losses. The Group has
established a provision matrix that is based on its historical credit loss experience adjusted for forward-looking factors specific to the debtors and
the economic environment.
Included in the Group’s trade receivables balance are debtors with a carrying amount of £127.3m (2021: £96.0m) that are past due at the reporting
date for which the Group has not provided as the amounts are still considered recoverable. The Group does not hold any collateral over these
balances. The days’ sales of these receivables at the year end is 45 days in excess of the initial credit period (2021: 41 days).
In the table below, the provision includes expected credit losses.
The ageing of trade receivables at the reporting date was:
2022
2021
Gross trade
receivables
£’000
Provision
£’000
Net trade
receivables
£’000
Gross trade
receivables
£’000
Provision
£’000
Net trade
receivables
£’000
181,728
(1,155)
180.573
159,682
(1,015)
158,667
71,646
53,350
14,070
320,794
(456)
(339)
(11,010)
(12,960)
71,190
53,011
3,060
57,473
36,641
11,931
(366)
(233)
(9,472)
57,107
36,408
2,459
307,834
265,727
(11,086)
254,641
165
166
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT The Group’s exposure to credit risk is influenced mainly by the individual characteristics of each client. The demographics of the Group’s client
base, including the country in which clients operate, also has an influence on credit risk. The geographic diversification of the Group’s revenue also
reduces the concentration of credit risk.
The majority of the Group’s clients have been transacting with the Group for several years, with losses rarely occurring. In monitoring client credit
risk, clients are grouped according to their credit characteristics, including geographic location, industry, ageing profile, maturity and existence of
previous financial difficulties.
Movement in the allowance for expected credit losses
Balance at beginning of the year
Expected credit losses recognised on receivables
Amounts written off as uncollectable
Amounts recovered/reversed during the year
Balance at end of the year
2022
£’000
11,086
25,265
(2,914)
(20,477)
12,960
2021
£’000
11,061
17,920
(2,033)
(15,862)
11,086
Capital is equity attributable to the equity holders of the parent. The primary objective of the Group’s capital management is to ensure that it
maintains a strong credit rating and healthy capital ratios to support the business and maximise Shareholder value. The Group manages its capital
structure and makes adjustments to it in light of changes in economic conditions. To maintain or adjust the capital structure, the Group may adjust
the dividend payment to Shareholders, return capital to Shareholders through share repurchases with subsequent cancellation, or issue new
shares. No changes were made in the objectives, policies or processes for managing capital during the years ended 31 December 2022 and
31 December 2021.
(iii) Market risk and sensitivity analysis
The Group’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates, but these risks are
not deemed to be material. However, a sensitivity analysis showing hypothetical fluctuations in Pounds Sterling against the Group’s main exposure
currencies is shown on the next page. There has been no material change in the Group’s exposure to market risks or the manner in which it
manages and measures the risk.
Interest rate risk management
Borrowings are arranged at floating rates, thus exposing the Group to cash flow interest rate risk. The Group does not consider this risk as
significant. The benchmark rates for determining floating rate liabilities are based on relevant national LIBOR equivalents.
Currency rate risk
The allowance for expected credit losses represents a provision for debts which the Group estimate may be irrecoverable, including £6.7m (2021:
£6.3m) of debts in litigation.
The impairment recognised represents the difference between the carrying amount of these trade receivables and the present value of the expected
liquidation proceeds. The Group does not hold any collateral over these balances.
The Group publishes its results in Pounds Sterling and conducts its business in many foreign currencies. As a result, the Group is subject to foreign
currency exchange risk due to exchange rate movements. The Group is exposed to foreign currency exchange risk as a result of transactions in
currencies other than the functional currencies of some of its subsidiaries and the translation of the results and underlying net assets of foreign
subsidiaries.
Exposure to credit risk
The maximum exposure to credit risk for receivables at the reporting date by geographic region was:
EMEA
United Kingdom
Asia Pacific
Americas
Net trade receivables
2022
£’000
2021
£’000
191.699
153,919
45,101
32,027
39,007
36,745
31,005
32,972
307,834
254,641
The fair values of trade and other receivables are not materially different to those disclosed above and in note 14. There is no material effect on pre-
tax profit if the instruments are accounted for at fair value or amortised cost.
(ii) Liquidity risk management
Ultimate responsibility for liquidity risk management rests with the Board, which has built an appropriate liquidity risk management framework that
aims to ensure that the Group has sufficient cash or credit facilities at all times to meet all current and forecast liabilities as they fall due. It is the
Directors’ intention to continue to finance the activities and development of the Group from retained earnings.
Cash surpluses were invested in short-term deposits, with any working capital requirements being provided from Group cash resources, Group
facilities, or by local overdraft facilities. The Group also operates a multi-currency notional cash pool to facilitate interest and balance compensation
of cash and bank overdrafts.
The following are the contractual maturities of financial liabilities:
2022
Lease liabilities
Trade payables
Accruals and other payables
2021
Lease liabilities
Trade payables
Less than
1 month
£’000
3,432
10,547
1-3 months
£’000
3-12 months
£’000
More than
12 months
£’000
5,503
349
24,547
81,685
191
–
154,942
26,657
34,969
14,259
Less than
1 month
£’000
2,639
5,829
1-3 months
£’000
3-12 months
£’000
More than
12 months
£’000
5,355
63
22,131
72,215
16
–
5,340
Accruals and other payables
123,431
21,957
52,000
The above are the contractual cashflows before discounting at the incremental borrowing rate.
The main functional currencies of the Group are Sterling, Euro, Chinese Renminbi, Swiss Franc, Singapore Dollar, Hong Kong Dollar, Australian
Dollar and US Dollar. The Group does not have material transactional currency exposures. The Group is exposed to foreign currency translation
differences in accounting for its overseas operations. The Group policy is not to hedge translation exposure.
In certain cases, where the Company gives or receives short-term loans to and from other Group companies with different reporting currencies,
it may use foreign exchange rate derivatives to manage the currency exposure that arises on these loans. It is the Group’s policy not to seek to
designate these derivatives as hedges.
All derivative financial instruments are classified as derivatives at fair value through the income statement. The Group does not use derivatives
for speculative purposes. All transactions in derivative financial instruments are undertaken to manage the risks arising from underlying business
activities.
Information on the fair value of derivative financial instruments held at the balance sheet date is shown in the table below. Net gains of £3.4m (2021:
gains of £1.1m) have been included as part of the foreign exchange gains / losses for the year (Note 3).
Fair values are not adjusted for credit risk, as required by IFRS 13, because credit impact is not material given the low fair value levels. All derivative
instruments are classified as level 2 instruments.
Derivative financial instruments
Derivative assets
Derivative liabilities
Net derivative assets / (liabilities)
Sensitivity analysis – currency risk
Derivatives at fair value
2022
£m
3.2
(0.4)
2.8
2021
£m
1.2
(1.8)
(0.6)
A 10% strengthening of Sterling against the following currencies at 31 December 2022 would have increased/(decreased) equity and profit or
loss by the amounts shown over the page. This is reflective of the exchange rates movements experienced by the Group over the last 3 years.
This analysis is applied currency by currency in isolation, i.e. ignoring the impact of currency correlation, and assumes that all other variables,
in particular interest rates, remain constant. The analysis is performed on the same basis for 2021. The amounts generated from the sensitivity
analysis are forward-looking estimates of market risk assuming certain adverse market conditions occur. Actual results in the future may differ
materially from those projected, due to developments in the global financial markets which may cause fluctuations in interest and exchange rates
to vary from the hypothetical amounts disclosed in the table over the page, which therefore should not be considered a projection of likely future
events and losses.
167
168
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT Euro
Australian Dollar
Swiss Franc
Chinese Renminbi
Hong Kong Dollar
Singapore Dollar
United States Dollar
Other
Equity
2022
£’000
(12,682)
(1,741)
(597)
(1,016)
(720)
(1,560)
(1,741)
(3,184)
2021
£’000
(9,902)
(1,448)
(460)
(1,128)
(862)
(1,562)
(594)
(2,529)
Profit before tax
Related party transactions
2022
£’000
(2,102)
(356)
(76)
169
292
274
(973)
(246)
2021
£’000
(136)
(254)
(113)
(326)
(17)
(67)
93
(711)
Wages and salaries
Social security costs
Short-term benefits
Pension costs – defined contribution plans
Share-based payments
Company
2022
£’000
8,608
860
525
230
3,152
13,376
2021
£’000
8,578
884
613
288
3,926
14,289
A 10% weakening of Sterling against the above currencies at 31 December would have had a similar but opposite effect on the above
currencies to the amounts shown above, on the basis that all other variables remain constant.
Transactions between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on
consolidation. Details of transactions between the parent company and subsidiary undertakings are shown below.
23. COMPARATIVE RESULTS
Following a review of the Company’s historic practice and future plans not to call on all intercompany receivables in the short term,
£970,375k of current intercompany receivables at 31 December 2021 have been reclassified to non-current in line with IAS 1. These
balances remain repayable on demand, and can be called upon at the sole discretion of the Company if required. This reclassification has
no impact on net assets, result for the year or cash flows. The impact on the 31 December 2020 balance sheet would be to reclassify
£808,610k of current intercompany receivables to non-current intercompany receivables.
Transactions
163,331
67,178
1,081,498
970,375
1,314,866
1,221,283
Dividends received
Amounts owed
by related parties
Amounts owed
to related parties
2022
£’000
2021
£’000
2022
£’000
2021
£’000
2022
£’000
2021
£’000
To ensure the requirements of IAS 7 and consistency of presentation is achieved in respect of cashflows related to the payment of dividends
and associated movements in intercompany balances the Company has reclassified £100,230k of increases in intercompany payables from
operating activities to financing activities.
FIVE-YEAR SUMMARY
A third balance sheet has not been disclosed on the basis that the above are not material. The restatements have no impact on the net
assets, total assets, total liabilities, result for the year or the net movement in cash and cash equivalents of the Parent Company balance
sheet.
24. COMMITMENTS AND CONTINGENT LIABILITIES
Capital Commitments
The Group had £nil contractual capital commitments as at 31 December 2022 relating to property, plant and equipment (2021:£nil). The
Group had £nil contractual capital commitments as at 31 December 2022 relating to computer software (2021:£nil).
Guarantees
Revenue
Gross profit
Operating profit
Profit before tax
Profit attributable to equity holders
Conversion†
Basic earnings per share (pence)
The Company has provided guarantees to other Group undertakings amounting to £4.0m (2021: £3.8m) in the ordinary course of business.
It is not anticipated that any material liabilities will arise from the contingent liabilities.
† Operating profit as a percentage of gross profit.
VAT Group registration
As a result of Group registration for UK VAT purposes, the Company is contingently liable for VAT liabilities arising in other companies within
the VAT group which at 31 December 2022 amounted to £6.7m (2021: £6.3m).
25. EVENTS AFTER THE BALANCE SHEET DATE
There have been no material events after the balance sheet date that require disclosure.
26. RELATED PARTY TRANSACTIONS
Identity of related parties
The Company has a related party relationship with its Directors and members of the Executive Committee, and subsidiaries (Note 13).
Transactions with key management personnel
Key management personnel are deemed to be the Directors and members of the Executive Committee as detailed in the biographies on
pages 78 to 84. The remuneration of Directors and members of the Executive Committee is determined by the Remuneration Committee
having regard to the performance of individuals and market trends. The transactions for the year were:
2018
£’000
2019
£’000
2020
£’000
2021
£’000
2022
£’000
1,549,941
1,653,948
1,304,791
1,643,740 1,990,287
814,902
142,463
142,275
103,703
17.5%
32.5
855,450
146,669
144,245
103,445
17.1%
32.2
610,249
877,720 1,076,294
17,028
15,544
(5,742)
2.8%
(1.8)
168,510
196,079
166,645
194,366
118,356
139,012
19.2%
18.2%
37.2
43.7
169
170
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT SHAREHOLDER INFORMATION AND ADVISERS
NOTES
ANNUAL GENERAL MEETING
To be held on 1 June 2023 at 9.30am at 200 Dashwood Lang Road, Bourne Business Park, Addlestone, Surrey KT15 2NX.
FINAL DIVIDEND FOR THE YEAR ENDED 31 DECEMBER 2022
To be paid (if approved) on 19 June 2023 to Shareholders on the register of members on 19 May 2023.
GENERAL COUNSEL & COMPANY SECRETARY
Kaye Maguire
COMPANY NUMBER
3310225
REGISTERED OFFICE, DOMICILE AND LEGAL FORM
The Company is a limited liability company incorporated and domiciled within the United Kingdom.
THE ADDRESS OF ITS REGISTERED OFFICE IS:
200 Dashwood Lang Road,
Bourne Business Park,
Addlestone,
Surrey, KT15 2NX
AUDITOR
Ernst & Young LLP
1 More London Place
London SE1 2AF
SOLICITORS
Herbert Smith Freehills LLP
Exchange House
Primrose Street
London EC2A 2EG
BANKERS
HSBC Bank plc
60 Queen Victoria Street
London EC4N 4TR
JOINT CORPORATE BROKERS
Citigroup
33 Canada Square
Canary Wharf
London E14 5LB
HSBC Bank plc
8 Canada Square
Canary Wharf
London E14 5HQ
REGISTRARS
Link Group
10th Floor
Central Square
29 Wellington Street
Leeds LS1 4DL
FINANCIAL PR
FTI Consultancy
200 Aldersgate
Aldersgate Street
London EC1A 4HD
171
172
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT NOTES
NOTES
173
174
PageGroup Annual Report and Accounts 2022PageGroup Annual Report and Accounts 2022FINANCIAL STATEMENTSCORPORATE GOVERNANCEADDITIONAL INFORMATIONSTRATEGIC REPORT