Driving commercial value
through sustainable innovation
Partnering to deliver our shared sustainability goals
Robinson plc Annual Report and Accounts 2019
Contents
Strategic Report
Financial Statements
Additional Information
1 Highlights and
five year record
2 Chairman’s report
4 Business review
12 Sustainability report
15 Corporate governance report
22 Directors’ remuneration report
25 Directors’ report
28 Group income statement
63 Notice of
Annual General Meeting
65 Form of proxy
66 Annual General Meeting
attendance form
and statement of
comprehensive income
29 Statement of
financial position
30 Statement of changes
in equity
31 Cash flow statement
32 Notes to the
financial statements
59 Independent Auditor’s report
to the members of Robinson plc
Directors and Advisers
Directors
Alan Raleigh Non-executive Chairman
Helene Roberts Chief Executive
Guy Robinson Finance Director
Mike Cusick Commercial Director
Anthony Glossop Non-executive Director
Sara Halton Non-executive Director
Registered Office
Field House, Wheatbridge,
Chesterfield, S40 2AB
Nominated Adviser/Broker
FinnCap
60 New Broad Street, London, EC2M 1JJ
Solicitor
DLA Piper UK LLP
1 St Paul’s Place, Sheffield, S1 2JX
Auditor
Mazars LLP
45 Church Street, Birmingham, B3 2RT
Registrar
Neville Registrars Ltd
Steelpark Rd, Halesowen, B62 8HD
Banker
HSBC
1 Bond Court, Leeds, LS1 2JZ
The Company is incorporated in England,
registered no. 39811
Robinson plc Annual Report and Accounts 2019
Highlights
1
Revenue increased by
7%
to £35.1m
(2018: £32.8m)
Gross margin increased
from 18% to
21%
Operating costs increased by
14%
Operating profit before
exceptional items and
amortisation of intangible
assets increased to
£2.5m
(2018: £1.5m)
Net debt decreased to
Capital expenditure was
£6.9m
£1.7m
The Board is not
recommending a final
dividend for the year
(2018: 3.0p)
The total dividend per share
declared in respect of 2019 is
2.5p
(2018: 5.5p)
(2018: £8.8m)
(2018: £4.4m)
Five year record
Year ended 31 December
£’000
Revenue
Gross profit
% of revenues
Operating costs
Operating profit before exceptional items and
amortisation of intangible asset
Exceptional items
Amortisation of intangible asset
Operating profit
Interest
Finance income in respect of Pension Fund
Profit before taxation
Taxation
Dividends
Retained profit/(loss)
Net assets excluding pension asset after
deduction of related deferred tax
Depreciation
EBITDA (earnings before interest,
tax, depreciation and amortisation)
Operating profit: revenue
Basic earnings per share
2015
29,138
6,995
24%
(3,805)
3,190
(1,694)
(783)
713
(92)
153
774
(679)
(837)
(742)
2016
27,459
6,258
23%
(4,120)
2,138
190
(783)
1,545
(116)
189
1,618
(390)
(877)
351
2017
29,813
5,778
19%
(4,457)
1,321
65
(783)
603
(103)
130
630
(317)
(901)
(588)
2018
32,802
5,884
18%
(4,370)
1,514
110
(783)
841
(156)
-
685
10
(890)
(195)
2019
35,085
7,492
21%
(4,971)
2,521
-
(810)
1,711
(205)
-
1,506
(296)
(890)
320
21,471
22,612
23,056
22,928
22,923
1,423
1,385
1,492
1,795
1,960
2,919
2.4%
0.6p
3,713
5.6%
7.5p
2,878
2.0%
1.9p
3,419
2.6%
4.2p
4,481
4.9%
7.3p
Robinson plc Annual Report and Accounts 2019Strategic Report
2
Chairman’s report
We have made important steps forward
across all aspects of our business in 2019.
Our results confirm that our actions to
improve competitiveness are bearing fruit in
a challenging and uncertain market.
We are of course assessing the rapidly evolving coronavirus
pandemic and the impact this could have on our people, our
customers and our business.
Our business is predominantly in the food, personal care
and household sectors, with more than 70% of our turnover
arising from financially strong multi-national or local players,
so we believe we are likely to be less affected by the pandemic
than others. We have also stress-tested the resilience of our
business to potential cash flow interruptions and believe we
have sufficient financial headroom. However, in these current
extremely uncertain circumstances, we believe it is prudent to
maximise the cash retained in the business, so we have decided
not to declare a final dividend in respect of 2019. When there
is greater clarity on the impact of coronavirus on market
conditions and our currently projected financial strength, it is
the Board’s ambition to resume dividend payments.
Revenues, Gross Margin, EBITDA and Operating Profit
We are pleased to announce further strong growth and an
increased market share, with revenue rising by 7% to
£35.1 million in 2019. Volume growth was 8%.
Gross Margin has increased from 18% to 21% of revenue.
Despite an increase of 14% in operating costs, as we make
further investments in competitive capabilities, we have also
made good progress on EBITDA, which increased to £4.5
million in 2019, an increase of 31%.
Operating Profit has doubled to £1.7 million.
Basic earnings per share have risen from 4.2p to 7.3p.
Capital investment, financing and pension
There was a decrease in net debt of £1.9 million in the year as
we invested £1.7 million (2018: £4.4 million) in new plant and
equipment. Net debt ended the year at £6.9 million (2018: £8.8
million), safely within our £13 million of facilities. Shareholders’
funds are unchanged at £22.9 million.
The IAS 19 valuation at the year-end of our pension plan
reported a surplus of £10.5 million (2018: £6.5 million). This
surplus is deemed to be irrecoverable and so not included in the
Group’s assets.
People
Helene Roberts joined as our new CEO in November 2019.
Helene brings a wealth of packaging industry experience and
valuable expertise in sustainability, which will be instrumental
in shaping the future strategy for Robinson within a plastics
circular economy. Helene’s profile can be found on page 18 of
our annual report.
I would particularly like to thank Martin McGee, our interim
Chief Executive, who served for much of the year and who has
energetically led the progress we have made in 2019. We wish
Martin every success in the future.
We have also made significant progress in developing the skills
and capabilities of our employees across the business in 2019.
Investments have been made in health and safety, quality,
manufacturing management and business processes to improve
our competitiveness and to serve our customers better.
Property
Progress has been made towards selling some of the
surplus property in Chesterfield and we hope that, subject
to receiving the necessary planning approvals, sales will be
achieved in 2021.
Robinson plc Annual Report and Accounts 2019 3
Outlook
Although we are pleased with progress in 2019, the Board
recognises we must now move from having a business that
has the capabilities to compete to an organisation that can
consistently win in the marketplace.
The largest threats to our business are still to materialise and
difficult to predict in this fast-changing environment, but we
can envisage that the possibility of staff shortages or lockdowns
may restrict our ability to manufacture products in our plants in
the UK and Poland.
Many challenges and uncertainties exist in the current
packaging landscape and we will no doubt face some
unexpected headwinds from time to time in the future.
However, with uncertainty comes opportunity and we are
determined to take advantage of potential dislocations in
the market, including playing a leading role in the sustainable
packaging and circular economy agenda and leveraging our
reputation as a purpose-led, responsible partner to
our customers.
Subject to any negative impact from the COVID-19 coronavirus
pandemic, we expect continued above market revenue growth
whilst continuing to deliver industry competitive EBITDA and
progressing Operating Profit towards a 6-8% range.
COVID-19 coronavirus
The reported spread of the COVID-19 coronavirus in recent
weeks has created substantial market uncertainty. At present
we have seen an upturn in demand for some of the products
we manufacture, including hand wash containers and other
personal care, household and food packaging. To the extent this
is driven by stocking (as opposed to usage), this may reverse
over time.
We have undertaken a stress test of our business and
concluded that although there are some risks to our business
from smaller customers, who fail to survive the pandemic (both
in terms of future revenues and potential asset/debt write-offs),
our financial position remains strong. Of course, it is difficult to
predict the impact of these or the longer-term impact on supply
chains or property values due to the significant uncertainties
that remain.
We currently have no known positive cases within our
workforce at any of our plants and are taking the appropriate
measures to protect the business and its stakeholders.
In the circumstances as a precautionary measure, we have
decided to move the proposed AGM date back to 30 June 2020
and not declare a final dividend in respect of 2019.
Alan Raleigh
Chairman
31 March 2020
Robinson plc Annual Report and Accounts 2019Strategic Report 4
Business review
I am delighted to have joined the Robinson
business at such an interesting point in its history
and am proud to lead and work alongside such
a capable team.
Robinson Plc has serviced the market, both in the UK and
internationally, for over 180 years. Today its key focus is to
supply injection, blow and stretch-blow moulded plastics and
rigid paperboard, in a wide range of formats to leading brand
owners in the food, personal care and household sectors.
Core values
The core values of the Robinson business, built over the last
180 years, will underpin our drive for one culture across all
sites. It is imperative that all employees understand both what
we stand for and our strategic direction going forwards.
Building on our recent solid performance, we will
continue in our strategic intent to grow the business and
generate annual sales of £50m within the next 4 years.
Our people
Our people are core to the success of Robinson. We will
continue to train, develop and promote from within, whilst
bringing in new skills and expertise to add value to the
business. It is our policy to ensure equal opportunity
in recruitment, selection, promotion and employee
development and we have an equal opportunities and
diversity policy in place.
It is a key objective to ensure that successful candidates for
appointment and promotion are selected taking account of
individual ability, skills and competencies without regard to
age, gender, race, religion, disability or sexual orientation.
Sustainability
To win and maintain the loyalty of new and existing
customers, we will continue to be highly responsive
through the development and supply of bespoke products
at competitive prices. However, to remain relevant, we
need to respond to the ever-changing requirements of the
market, especially considering current perceptions around
the sustainability of plastic packaging. Sustainability will
be at the heart of our business and underpin everything we
do, as framed by our Sustainability Pledge and Roadmap.
We will further strengthen our business by reviewing
how we operate across all major business processes,
to create greater value going forwards that can be
reinvested back into the business and provide the
capability to win consistently in the marketplace.
Helene Roberts
Chief Executive
31 March 2020
Robinson plc Annual Report and Accounts 2019 Robinson plc Annual Report and Accounts 2019
5
S
t
r
a
t
e
g
i
c
R
e
p
o
r
t
5
1
2
4
3
Business review continued
We believe it is a strategic imperative
to be logistically integrated with
our customers’ operations.
Our Market
Our customers include leading multinational
brand owners who seek creative on-shelf
differentiation to make their products stand
out from the crowd – including Avon, McBride,
Nestle, Proctor & Gamble, Dr Oetker,
Reckitt Benckiser, SC Johnson and Unilever.
Our Operations
Leading international brand owners require
strategic supplier partners capable of serving
all their core consumer markets locally.
We are well placed to service locally from
our Polish and UK operations, whilst
driving a common standard across
health & safety, quality and service
levels to meet the needs of our
international customers.
Our focus in the last 12 months
to share on good practice across
all our sites and report on key
operational metrics has
been imperative.
Our sites have
the capability to
develop creative
solutions for the
following sectors:
1
Kirkby
Nottinghamshire UK
Primarily focused on innovative
solutions for the food & drink
markets, manufacturing custom
injection moulded packaging
solutions. A large proportion of
production from this unit serves the
domestic UK food brands.
2
Stanton Hill
Nottinghamshire UK
Manufactures high quality injection
moulded specialist devices, such as
aerosol actuators. These products
are produced mainly for international
toiletries & cosmetics brands and are
destined for both UK and international
markets, including Latin America and Asia.
Lodz
Poland3
Manufactures high quality
injection moulded solutions for
many global branded customers
serving the emerging Central
European markets.
4
Minsk
Poland
Minsk facility, Poland.
Manufactures blow and injection
moulded products primarily for
the toiletries & cosmetics and
household sectors in the region.
5
Chesterfield
Derbyshire UK
Chesterfield facility, Derbyshire
UK. The dedicated design and
production centre for Robinson
Paperbox Packaging – our rigid
paper box business, serving domestic
confectionary, food, electronics and
cosmetic gifting markets.
6
Business review continued
Robinson plc Annual Report and Accounts 2019 7
Business review continued
Performance Review
Key financial indicators, including the management of profitability and working capital, monitored on an ongoing basis by
management, are set out below:
Indicator
2019
2018
2017
Comments
Revenue (£’000)
35,085
32,802
29,813
Revenues increased by 7% in 2019, with an 8% increase in
underlying volumes.
Profitability ratios:
Gross margin
21%
18%
19%
Trading margin
7%
5%
4%
Return on Capital
Employed
7%
5%
4%
Working capital levels
26%
26%
28%
Gross profit as a percentage of revenue. Margins have benefited
from the lag effect of passing price decreases on.
Operating profit before exceptional items and amortisation as a
percentage of revenue. The increase in 2019 is attributable to
increased revenues and margins offset by higher operating costs.
Operating profit (before exceptional items and amortisation of
intangible assets) less taxation divided by the average capital
employed (net assets less net debt).
Inventory + trade receivables - trade payables as a percentage of
revenue. Despite continued pressure from some of our main
customers to extend payment terms, levels have been maintained.
The Group is committed to making sustainable improvements to the design, manufacture and distribution of products.
The following indicators are used by the Group to measure its progress in achieving this objective:
Indicator
Electricity consumed (‘000 kwh)
Waste to recycling (tonnes)
Waste to landfill (tonnes)
2019
22,475
464
99
units per
£’000
revenue
0.641
0.013
0.003
2018
21,354
517
68
units per
£’000
revenue
0.651
0.016
0.002
2017
20,343
439
96
units per
£’000
revenue
0.682
0.015
0.003
Investment in new technology continues to yield benefits in electrical consumption rates. Waste to recycling has reduced as we
strive to eliminate and recycle as much as possible. There has been a small increase in waste to landfill during the year but we are
taking steps to improve this.
The Group’s primary commitment is to provide a safe and healthy environment for its employees.
The number of accidents was as follows:
2019
2018
2017
Comments
Lost time accidents
Reportable accidents
7
3
2
6
3
3
Considerable effort has been invested in improving health
and safety measures during the year. Whilst it is disappointing to see
an increase in lost time accidents, there is a strong belief that the
increased focus placed on a safe working environment will yield
improvements in future.
The group employee gender diversity is as follows:
Female
Male
Directors
Employees in other senior
executive positions
Total senior managers
and directors of the group
Other employees of the group
Total employees of the group
2
2
4
106
110
4
18
22
189
211
The appointments of Helene Roberts and Sara Halton
as directors has significantly enhanced gender
diversity. As a Board, we are committed to improving
our performance in this area and will always seek a
“balanced slate” when recruiting for key roles.
Robinson plc Annual Report and Accounts 2019Strategic Report
8
Business review continued
Property
The Group has surplus properties and other properties not used in the manufacture of packaging products with a total value at the end
of 2019 of £6.4m (2018: £6.4m). These properties arise from the transfer or sale of previous manufacturing businesses. Some of these
properties are let out to tenants on contracts that vary in length between 1 month and 5 years. The annual gross rental income earned
during the year was £0.4m (2018: £0.4m) representing a 6% yield. The intention of the Group is, over time, to realise the maximum value
from surplus properties via disposal and reinvest receipts in developing its packaging business. Investments in AIM trading companies
can attract 100% relief from Inheritance Tax (Business Property Relief). Tax counsel have previously advised that the Group qualifies for
this relief since the properties held are residue from previous trading activities and there is an active plan to dispose of them.
Pension Plan
The Group had a surplus in its defined benefit plan at the last actuarial valuation (5 April 2017). This plan was closed to new entrants in
1997 and the intention is to buy out the liabilities when market conditions allow. The IAS19 valuation of the plan showed a surplus of
£10.5m at the end of 2019. This surplus is deemed to be irrecoverable and not included in the Group’s assets.
Principal risks and uncertainties
The directors have set in place a thorough risk management process that identifies the key risks faced by the Group and ensures
that processes are adopted to monitor and mitigate such risks. The principal risks affecting the business and the Group’s responses
to these risks are:
Risk
Impact
Mitigation
COVID-19
coronavirus
pandemic
The global spread of the novel Unavailability of staff due to The core sectors served by the Group (food and personal
COVID-19 coronavirus and
subsequent measures to
enforce social distancing.
hygiene in particular) are likely to remain resilient
self-isolation, sickness or
throughout the pandemic. The Group is strictly following
lockdowns; reduced demand
local government and public health guidelines including
from customers due to their
adopting social distancing measures at all sites. The
own staff issues; changes in
consumer behaviour and
Directors have performed a stress test on the business to
demand due to the pandemic; confirm that it can continue to operate within its existing
availability of materials;
potential customer financial
failure; and longer term
potential reduction in land,
property and other asset values.
credit facilities, further details are provided below.
Customer
relationships
A significant proportion of
the Group’s turnover is
derived from its key
customers.
Fluctuations
in input prices
Input prices such as plastic
resin prices and electricity
costs can fluctuate
significantly.
Foreign
currency risk
Significant fluctuations
between the pound and
Polish Zloty/Euro.
Unavailability
of raw materials
Disruption of supplies to
UK, particularly resins,
from Europe due to Brexit.
The loss of any of these key
customers, or a significant
worsening in commercial
terms, could adversely
affect the Group’s results.
Cost over-runs;
lower profitability.
Exchange rate movements
could impact revenues
and profitability as we
produce in Poland and
purchase materials in
US dollars, pounds and euros.
Inability to meet orders;
customer service outages.
Through close collaboration with our key customers:
anticipating their needs and rapidly responding
to requests.
The Group monitors the effect of such fluctuations
closely, seeks to structure contracts with customers
to recover its costs and ensures availability of
alternative competitive sources of specific materials.
Although we do not typically hedge currencies,
we regularly monitor these exchange rate
movements as a Board.
Parallel measures actioned: increased resin & key
materials stock cover; secondary supply sources
established through distributors; forward ordering of
products for specific customers.
Robinson plc Annual Report and Accounts 2019
Business review continued
Risk
Impact
Mitigation
9
Brexit
The availability of raw materials To counter these risks, we have built stocks of raw
in the UK market, import. duties materials, discussed the scenarios with our customers and
and customs procedures may suppliers and taken steps to minimise the possible disruption
result in delays to deliveries
to our business in the UK.
which could impact on our
The outcome of the ongoing
Brexit negotiations may have
an impact on the business. In
the short term, the main risks
to our business are the
continuity of supply and pricing. ability to supply our customers. Robinson is well placed, with operations in both the UK
and Central Europe, to mitigate the impact of any such
In the longer term, our
customers may decide to relocate conditions including foreign
decisions on the Group’s performance.
the manufacturing locations of exchange rates, could also
their products – depending on result in lower demand for
the outcomes, this could either our products. A reduction in
be a benefit or threat; there
market property values, may
may also be an impact on land give rise to impairment of the
and property values which
could be positive or negative.
The Group keeps property values under review and
regularly assesses indicators of impairment.
carrying values of property
in the accounts.
Pricing, driven by market
People
Low unemployment and
high demand, particularly
for skilled machine
operators and engineers
in Poland.
Insufficient labour to run
machines; reduced engineering
maintenance cover in Polish
factories; lower efficiencies
& outputs; higher wage bills.
Frequent salary benchmarking & adjustment needed;
increased manufacturing efficiencies to reduce
inflationary costs; incentive schemes will be devised
to increase retention.
Section 172(1) Statement (Companies Act 2006)
As required by The Companies (Miscellaneous Reporting) Regulations 2018, the Director’s present below the issues, factors and
stakeholders that they consider material to their duty under Section 172, including how the Director’s and Senior Managers have
engaged with stakeholders during the period and, for each principal decision taken during the period, how the interests of key
stakeholders impacted were taken into account:
Principal Decisions
Principal Decision 1:
CEO Appointment
• After an extensive search and selection process, Dr. Helene
Roberts was appointed as the Robinson CEO in November
2019. Helene’s biography is included in the Corporate
Governance Report.
• Helene brings a wealth of packaging industry experience
and valuable expertise in sustainability, which will be
fundamental in shaping the future strategy for Robinson
and the company’s long-term success.
• The Board considered the views of investors on Board
diversity, sustainability and the necessary background of
the individual during the selection process.
Principal Decision 2:
Robinson Sustainability Pledge
• Over the course of the last 12 months, the Board with the
assistance of RECOUP have been working to develop a
future packaging circular economy strategy. The output of
that work feeds into the Robinson “Sustainability Pledge”,
included in the Sustainability Report.
• The Board believes that the long-term success of the
Company is dependent on our commitment to responsibly
manufacture plastic products and deliver a future with
less waste. This will change our business model over time
as we consume less virgin raw material in favour of post-
consumer recycled and focus on making all our products
recyclable.
• Interaction with our customers, industry experts and
investors helped shape our initial thinking on the future
direction for a sustainably focused business. We consider
the views of our stakeholders and engage with them to
challenge our approach and metrics before deciding on the
best way forward.
• Engagement with suppliers was used to investigate
availability of recycled materials, secure sourcing where
possible and integrate their plans for new technology
including chemically recycled materials.
Robinson plc Annual Report and Accounts 2019Strategic Report
10
Business review continued
Key Stakeholder Engagement
Who & Why?
How?
What?
Outcomes & Actions
Investors
Access to capital is vital to
the long-term success of the
Group. We must get buy-in
to our strategic objectives
from investors and we seek
to promote an investor base
that is interested in long-
term shareholding.
The key methods of
engagement are:
• Annual General Meeting
• Investor presentations
• One-on-one investor
meetings
Support from investors
for investment in the right
circular economy initiatives
Crucial feedback formed a key
part of our annual strategy
review
CEO recruitment status
discussed at AGM
Considered feedback on ideal
background and remuneration
package in selection process
Board diversity, positive
feedback on appointment of
Sara Halton
Reinforced previous approach
to seek a balanced slate for all
recruitment processes
Dividend policy
No specific actions taken
Health and safety procedures
and working conditions
improved including near-miss
reporting
Significant investment in
building refurbishments in
2020 to improve working
conditions
Remuneration and reward
packages in production
Employee recognition
New packages implemented
to reward increased skills and
performance
New scheme to nominate
employees for going the
extra mile. Investment in
modernising welfare facilities
Employees
The company’s long-term
success is dependent on the
commitment of our employees
to our purpose and values.
We engage with employees
to ensure they feel happy to
work at Robinson and that we
are supporting their well-
being and assisting them to
achieve their own potential.
In return we expect low
absenteeism and turnover
rates, which allow us to
maintain high efficiency and
productivity.
There are many channels
of communication with our
workforce including:
• Quarterly briefings with
senior site management
• Annual roadshows with
senior site management
and the CEO
• Annual site visits and tours
with the non-executive
directors
• Quarterly employee
consultative committees
• Annual long service dinner
with the CEO
• Employee surveys and in-
house magazine
Robinson plc Annual Report and Accounts 2019
Business review continued
11
Key Stakeholder Engagement (continued)
Who & Why?
How?
What?
Outcomes & Actions
The key methods of
engagement are:
• Supplier site audits
• Request for Quote’s and
contract negotiations
• Strategic review meetings
twice per year with senior
management
• CEO meetings with
strategic partners at least
once per year
Brexit planning:
• Suppliers shared plans
for minimising risks of
importing material
• Developed relationships
with alternatives
Alternative sources for recycled
materials. Engagement with
suppliers and industry experts
engaged in the circular economy
Ethical and responsible sourcing
Supply level agreements
Built stocks of raw material
to increase contingency.
Developed relationships with
suppliers in the EU and rest
of the world
Supply deals arranged; sample
tests of recycled material
produced with new technology
Plan to achieve full FSC
accreditation in 2020 for our
Paperboard business
Formally agreed with all key
customers
New technology
implementation
Bottle production installed in
the UK business
• Packaging exhibitions and
Productivity improvements
trade shows
• Site audits
Value stream mapping
performed with Group’s
largest customer
Obtaining formal customer
feedback
Planning formal “voice of the
customer” analysis in 2020
Suppliers
There are a limited number
of resin producers and
machinery suppliers
worldwide that can supply the
raw materials and equipment
needed by the Group.
Unavailability of materials
is identified as principal risk
to the business in the
Strategic Report.
Customers
We rely on a small number
of customers for majority of
revenues. Strong partnerships
are critical to understand our
customer’s markets, plans
and needs so we can
consistently provide the
best packaging solutions and
services that secure long term
loyalty and opportunity for
growing revenues.
On behalf of the Board
Guy Robinson
Director
31 March 2020
Robinson plc Annual Report and Accounts 2019Strategic Report 12
Sustainability report
The 5 key pillars of our Sustainability Pledge
Collaboration
and partnership
to drive voluntary
initiatives in the
community
Ultimately, we recognise that
we cannot deliver on our pledge
in isolation and must work in
collaboration through partnering with
local government, waste processors,
our customers and other stakeholder
organisations. We need to create a
new ‘supply chain’ to maximise the use
of post-consumer waste and treat it as
a valuable resource. Thus, creating a
circular rather than linear economy.
We have already reached out to
partners, to establish initiatives on
our core polymer materials that
will actively drive the collection and
recycling of more polymer and rigid
paperboard than we place on the
market in the first place. This will lead
us towards a net positive impact on
resources in the future.
We are proud to work with
organisations such as Recoup, BPF
and WRAP, adopting the principles of
the UK Plastic Pact.
Not only does this provide us with
insight on best practise and what
others are doing in the plastic
industry, it has strengthened
our thinking and supported the
development of our Sustainability
Pledge and Roadmap to 2025.
ROBINSON
SUSTAINABILITY
PLEDGE
At Robinson, we are
committed to delivering
a future with less waste.
We aim to minimise
our impact on our
environment, with the
resources and materials
that we use, and
impact positively
on communities where
we operate in.
By clearly
communicating our
intent and on our
progress, we will be
seen as a leader in our
sector and aligned with
the approach and goals
of our key customers.
We will achieve
these goals through
5 key pillars:
Innovation of
sustainable
products and
services
Plastics have an incredibly
important role to play, both today
and in the future. However, we do
understand the current concerns
on plastic packaging in terms of the
environment. To this end, we will:
Continue to maximise resource
efficiency through light weighting and
value engineering technology for our
bespoke designs;
Increase the percentage of post-
consumer recycled content in all our
materials, creating a commercial
end-market for recycling streams in
the UK and Poland, as well as source
materials difficult to recycle, such
as marine waste. We aim for 50%
recycled content by 2023, driving
towards zero fossil fuel based virgin
material in the long term as materials
become available;
Ensure that all products that we
place on the market are in turn
recyclable, through delivering mono-
material solutions made from either
rigid paperboard or PP, HDPE and
PET. Hence, driving towards the
simplification of polymers that will in
turn facilitate recycling down-stream
for our customers, the consumer
and ultimately the waste industry.
We already offer black recyclable
colourant that is recognisable to the
sensors used by the waste industry.
We have removed 80% of carbon
black additives from our portfolio and
will be fully out by the end of 2020; and
Our rigid paperboard raw materials
currently contain over 90% recycled
content and we are working on
achieving 100% FSC accreditation by
the end of 2020.
Robinson plc Annual Report and Accounts 2019 Sustainability report continued
Continuous
improvement of
our operating
environment and
through adopting
a circular economy
approach
Our intent is to reduce the carbon and
virgin plastic footprint of Robinson
through continuing to reduce our raw
material input, improving our energy
profile, reducing the waste generated
from our operations and finally ensure
that any residual waste is recycled
rather than going to landfill.
The scope of this pillar is not only
to consider our production-related
activities, but also distribution,
reuse and repair of machinery; how
we handle site waste; and how we
improve the profile of our buildings
through heat and power sources,
as well as lighting. We have already
replaced over 60% of our lighting with
LED and are aiming for 100%.
13
Drive commercial
value of our
business
Become an
employer
of choice
Many of our customers are
international brands that are looking
to us to partner and support their
sustainability goals. We will ensure
that our sustainability roadmap
is aligned in both its intent and
timescales.
As the market seeks to develop
different ways of delivering products
to the consumer, we are well placed
to design new and bespoke solutions,
such as replacing single-use packaged
products by reusable containers that
are robust enough to go through the
loop many times.
We are already exploring new
technologies that will play their part
in this market development.
We recognise that looking after
our people is crucial to the future
sustainability of our business.
There are several areas that we are
focusing on to deliver support to our
employees and in turn drive a real
feeling of a caring community within
Robinson, such as:
• Health and Wellbeing to ensure
that we provide a safe and healthy
environment for our employees
whilst at work and elsewhere.
Examples may include road safety
training, provision of drinking water
and fresh fruit, discounts at local
gyms as well as setting up exercise
clubs and arranging talks on health-
related subjects of key concern to
our colleagues;
• Continuous improvement of
diversity across all levels of our
workforce, through how we
approach recruitment as well
as a clear implementation of our
group policy;
• Ensuring that there are no enforced
labour practises in either our own
operations or those of our supply
base, through adopting a monitoring
scheme such as Sedex; and
• Parity of Pay across all aspects of
our remuneration, including salary,
pensions, bonus schemes and share
saving schemes.
Next Steps
Against each of the Sustainability
Pillars, we are currently mapping out
key initiatives, measures of progress
to date and our ultimate goals by
2025. Our Sustainability Pledge
and roadmap will be rolled out to
all employees, customers and other
stakeholders through a comprehensive
communication plan during 2020. It
is our intent to create Sustainability
Champions at each site to help drive
momentum at every level of the
business and each pillar will be
assigned to a member of the senior
leadership team, with a formal review
process at senior and board level to
monitor our progress.
Robinson plc Annual Report and Accounts 2019Strategic Report 14
Sustainability report continued
We are committed to delivering a future with less waste:
Our rigid paperboard materials
currently contain 90% recycled content
And we’re working to
100% FSC accreditation
by the end of 2020
Readily recyclable
mono-material solutions
Made from
rigid paperboard,
PET, HDPE or PP
Increase use of
hard-to-recycle
materials including
marine waste
50%
recycled
content by
2023
Sensor-recognized
recyclable colourants
60%
of our
lighting
replaced
with LED...
and we’re
aiming for
100%
Robinson plc Annual Report and Accounts 2019 Corporate governance report
15
As Chairman I am responsible for the leadership of the
Board and for ensuring the Board’s effectiveness. I also
have the responsibility for conducting Board meetings
and making sure that there is effective and timely
communication to our shareholders. In my role as chair I
also provide advice, counsel and support to the executive.
The 2018 QCA Corporate Governance Code
The new AIM Rule 26 introduced during 2018 requires the Group to follow a recognised corporate code of governance, in response
the Board adopted the 2018 QCA Corporate Governance Code. The Board believes that the Group complies with the Code, but is
committed to continuously improving its governance over time.
Here we explain how we implement the 10 principles of the QCA Corporate Governance Code in practice.
1
2
3
4
Establish a strategy and business model which promote long-term value for shareholders
Robinson specialises in partnering Brand Owners in
the Food, Personal Care and Household markets across
Europe to deliver innovative rigid plastic packaging that
facilitates brand differentiation, product protection and
ease of use for consumers.
business. We recognise that we can make an important
contribution through reducing the amount of plastic we
incorporate in our products, using recycled material where
technically and economically feasible and designing supply
chains that allow reuse of materials.
We formally update our strategy on an annual basis and
Through excellent execution of our strategy, we
use this to create a rolling 3-year business plan. Progress
against this plan is reviewed at least once per quarter.
Our approach is to work in close collaboration with our
brand owner customers who share our commitment to the
circular economy and leverage this experience across our
expect sales growth slightly ahead of the market which,
together with internally driven operational efficiencies,
will leverage our cost base to drive competitive profitability
improvements thus delivering sustained shareholder value.
Further information is provided in the Strategic Report.
Seek to understand and meet shareholder needs and expectations
Robinson will maintain a regular dialogue with existing and
potential investors both directly and through its brokers
to communicate its strategy and understand shareholder
expectations.
that showcase evolutions in our business and offer the
opportunity to meet and engage with the Board and senior
business leaders.
Details of all shareholder communications are provided
This will be done by the Board at the Annual General
on the Robinson plc website.
Meeting and through periodic Investor Roadshows
Take into account wider stakeholder and social responsibilities and their implications for long-term success
Robinson is aware of its corporate social responsibilities
and the need to maintain balanced relationships with
its shareholders, employees, customers, suppliers, the
environment and other stakeholders.
Based on stakeholder feedback we plan to assess our plans
on Safety, Diversity and Sustainability and, if appropriate,
intervene to drive further progress.
Embed effective risk management, considering both opportunities and threats, throughout the organisation
The directors have set in place a thorough risk
management process that identifies the key risks faced
by the Group and ensures that processes are adopted
to monitor and mitigate such risks. The principal risks
affecting the business and the Group’s responses to these
risks are disclosed in the Strategic Report. Further details
on the internal controls are also provided below.
Robinson plc Annual Report and Accounts 2019Strategic Report 16
Corporate governance report continued
5
6
7
8
Maintain the Board as a well-functioning, balanced team led by the chair
The composition of the Board and biographies of the
individual members are disclosed below. The Board
members have a collective responsibility and legal
obligation to promote the interests of the company
and are collectively responsible for defining corporate
governance arrangements. Ultimate responsibility for the
quality of, and approach to, corporate governance lies with
the chair of the Board.
Attendance at Board meetings and Board Committees
is documented below. The Chairman is expected to devote
on average 3 to 4 days per month and other non-executive
directors 2 to 3 days per month to the Company.
Ensure that between them the Directors have the necessary up-to-date experience, skills and capabilities
The Board considers that it has sufficient experience,
skills, personal qualities and capabilities to deliver the
strategy of the Company. The Board regularly review its
composition and depth of skills to ensure it can support
the ongoing development of the Company.
The Directors are kept up to date on key issues and
developments pertaining to the Company through the
executive Directors and external advisers.
Directors’ biographies are included below.
Evaluate Board performance based on clear and relevant objectives, seeking continuous improvement
The Board evaluates its own performance and its
effectiveness at each Board meeting.
Following the recent changes to the Board structure,
the Board intends to commission an independent external
review process during 2020.
There is a succession plan in place for the Board and this
is being actively progressed, further details are disclosed
under the Nomination Committee below.
Promote a corporate culture that is based on ethical values and behaviours
Our primary aim is to provide a safe and healthy
environment for our employees. At each of our sites
we have health & safety procedures in place which
are regularly reviewed and updated to provide such
information, training and supervision as required.
We recognise the importance of training and education
for our people. Our main businesses were early adopters
of the ISO 9001 Quality Standard and Investors in People
and we remain committed to helping our people achieve
their maximum potential.
The Board is responsible for ensuring we achieve the
highest standards of business integrity and ethics. We have
policies in place across all key areas of the business operations
which are formally reviewed by the Board annually, including
discrimination and harassment, bribery and corruption,
competition law compliance and conflicts of interest.
We do not tolerate any form of discrimination on
grounds of age, race, colour, sex, religion, sexuality or
disability. We do not tolerate any forms of harassment
at any level within our organisation or when dealing with
people from outside.
We are committed to international human rights
standards. We do not use child labour and check suppliers
in this respect. We do not tolerate unfair discrimination.
We comply with laws and standards on working hours.
We take the welfare of our employees both past and
present very seriously, recognising that an involved
caring community is a more satisfying place to work.
A Group pension plan is in place and we encourage
employees to save for their retirement. We publish a
Group magazine every 6 months that is distributed to all
employees and pensioners. We have a Group Welfare
Officer, who inter alia looks after the foundation club
(for retired employees), a visitors’ panel and the annual
pensioners’ party.
An open culture is encouraged within the Company with
regular communications to staff regarding progress and
staff feedback is regularly sought.
In 2020, the Board will formally review the
effectiveness of our communications to key stakeholders,
including employees.
Robinson plc Annual Report and Accounts 2019 Corporate governance report continued
17
9
Maintain governance structures and processes that are fit for purpose and support good
decision-making by the Board
The Board has overall responsibility for promoting the
success of the Company. The executive directors are
responsible for day-to-day operational management.
The non-executive directors are responsible for
bringing independent and objective judgement to Board
discussions and decisions.
The roles of Chief Executive and non-executive
Chairman are clearly separated. The Chairman is
responsible for overseeing the running of the Board,
ensuring that no individual or group dominates the
Board’s decision-making and ensuring the Non-Executive
Directors are properly briefed on matters. The Chairman
has overall responsibility for corporate governance
matters and chairs the Nomination and Audit Committees.
The Chief Executive is responsible for implementing
the strategy of the Board and managing the day-to-day
business activities. The Finance Director is responsible
for ensuring that Board procedures are followed and
applicable rules and regulations are complied with.
The Board operates Audit, Remuneration and
Nomination committees which are discussed
further below.
10
Communicate how the Company is governed and is performing by maintaining a dialogue with
shareholders and other relevant stakeholders
The Company recognises that a healthy dialogue should
exist between the Board and its stakeholders to better
enable interested parties to come to informed decisions.
Further details on engagement with key stakeholders is
included in the Section 172(1) statement as part of the
Strategic Report.
Details of all shareholder communications are provided
on the Robinson plc website.
Alan Raleigh
Chairman
31 March 2020
Robinson plc Annual Report and Accounts 2019Strategic Report 18
Corporate governance report continued
Board of Directors
The Company supports the concept of an effective
board leading and controlling the Group. The Board is
responsible for approving Group policy and strategy and
the Directors are free to seek any further information
they consider necessary. All Directors have access to
independent professional advice at the Group’s expense.
The Board meets regularly on dates agreed each year
for the calendar year ahead. This is typically eight
times per year although additional meetings are called
as and when deemed necessary. A formal schedule of
matters requiring Board approval is maintained covering
such areas as strategy, approval of budgets, financial
results, Board appointments and dividend policy.
The Board reviews its performance as an integral part of
each board meeting and appraises the performance of each
Director. During 2020 we plan an externally facilitated review.
The Board has a written statement of its responsibilities and
there are written terms of reference for the Nomination,
Remuneration and Audit committees. The Chairman and
Non-Executive Directors, whose time commitment to the
Company is commensurate with their remuneration, hold
other positions as set out in the biographies below.
The Board consists of a Non-Executive Chairman, two other
Non-Executive Directors, a Chief Executive, a Finance
Director and a Commercial Director. This provides a broad
background of experience and a balance whereby the Board’s
decision making cannot be dominated by one individual. The
Chairman of the Board is Alan Raleigh and the Group’s business
is run by the Chief Executive (Helene Roberts), the Finance
Director (Guy Robinson) and the Commercial Director (Mike
Cusick). The biographies of the Directors, who we consider
to be the key managers of the business, are set out below:
Alan Raleigh Non-executive Chairman and Senior Independent Director
Alan is joined the Board in August 2015. After gaining a
BSc (Hons) in Production Engineering and Production
Management from Strathclyde University he spent
his career with Unilever plc holding a variety of senior
positions in the UK, US and Japan. He was Executive
Vice President, Personal Care Supply Chain until 2016
and is a non-executive director of Cloetta, a Swedish
confectionary company listed on the Stockholm Stock
Exchange. Alan is a member of the Board of Trustees of
the Chartered Institute of Procurement and Supply and
brings experience in highly relevant sectors to the Board.
Helene Roberts Chief Executive
Helene joined the board in November 2019 and
her deep understanding and experience of plastics
packaging – which includes materials, product design and
innovation, end-to-end business improvement and the
Plastics Circular Economy, combined with her obvious
leadership talent, gives the Board great confidence that
she can lead Robinson on the next phase of our journey.
Helene has extensive knowledge of sustainable materials
technology, global sales, marketing and innovation
and people leadership. She has a degree in Materials
Engineering and a PhD in Polymer Engineering.
Helene’s career started with M&S, initially as a materials
technologist based in Hong Kong before spending
seven years as food and drink Head of Packaging. She
then spent two years with Sealed Air Corporation as
European Executive Retail Director followed by three
years at Benson Box, initially as Group Marketing
Director before taking on the role of European Director
of Marketing, Innovation and Design for Graphic
Packaging International.
Alan is primarily responsible for:
• overall leadership and governance of the Board;
• promoting a healthy culture of challenge and debate;
• fostering open and effective relationships between the
Executive and Non-Executive directors;
• ensuring Board and shareholder meetings are
properly conducted; and
• promoting effective decision making.
Helene was a Managing Director at Klockner Pentaplast,
responsible for the UK, Ireland and Australian business
across four sites, a position she took over after a period
as Director of Global Marketing and Innovation. Her key
achievements were leading and developing the business’
sustainable strategy, overseeing structural change to
deliver improved results from all areas in the company.
Helene is primarily responsible for:
• development and implementation of business model
and strategy;
• effective leadership and development of management
and operations;
• effective communication of the business strategy and
performance; and
• building relationships with all stakeholders.
Robinson plc Annual Report and Accounts 2019 Corporate governance report continued
19
Guy Robinson Finance Director
Guy has an honours degree in mechanical engineering
from Nottingham University and qualified as a Chartered
Accountant in 1981 at Coopers & Lybrand, working
for them until he joined Robinson as Management
Information Systems Manager in 1985. He has held the
positions of Group Finance Controller and Packaging
Mike Cusick Commercial Director
A qualified management accountant, Mike joined
Robinson in 2015 and was appointed a director in
January 2019. Previously he was Group Commercial
Finance Director, responsible for the post-acquisition
integration of the Madrox business in Poland, and new
Division Financial Director and was appointed Finance
Director in 1995. He has been responsible for working
with the Board on a number of business acquisitions
and disposals and is responsible for the Company’s
significant property portfolio.
commercial systems across the Group. Prior to joining
Robinson, Mike gained international financial experience
during 8 years in various finance roles at SIG plc, latterly
as Financial Controller, Mainland Europe.
Anthony Glossop Non-executive Director
Anthony was appointed a director in 1995 and is
Chairman of the remuneration committee. After
qualifying as a solicitor, he entered industry as a company
secretary. He became Chief Executive of a West
Midlands engineering group. During the engineering
recession of the 1980s he steered that group into what
is now St Modwen Properties of which he was Chief
Executive and then Chairman.
Sara Halton Independent Non-executive Director
Sara has held key senior executive positions at well-
known British brands, including as Chief Executive
Officer of Molton Brown. She brings a wealth of
experience in driving strategic growth for global brands.
Sara is a Chartered Accountant having gained MSc in
Economics and Econometrics, and BSc in Economics, at
the University of Southampton.
Robinson plc Annual Report and Accounts 2019Strategic Report 20
Corporate governance report continued
Board Composition, Skills, Evaluation
and succession plans
The Board considers that it has sufficient experience,
skills, personal qualities and capabilities to deliver the
strategy of the Company. The Board regularly review
its composition and depth of skills to ensure it can
support the ongoing development of the Company.
The Directors are kept up to date on key issues and
developments pertaining to the Company through the
executive directors and external advisers. The Board
evaluates its own performance and that of its Directors
annually. It also reviews the effectiveness of each
Board meeting. There is a succession plan in place for
the Board and this is being actively progressed.
Internal control
The Board recognises its responsibility for maintaining
systems of internal control and reviewing their
effectiveness. The Board maintains procedures for
identifying significant risks faced by the Group.
The Board has reviewed the operation and effectiveness
of the Group’s system of internal financial control for the
financial year up to the date of approval of the financial
statements. The system of internal financial control
is designed to provide reasonable, but not absolute,
assurance against material misstatement or loss.
The principal elements of the Group’s systems of internal
financial control include:
• a management structure and written procedures
that clearly define the levels of authority,
responsibility and accountability;
• well established business planning, budgeting and
monthly reporting functions with timely reviews
at the appropriate levels of the organisation;
• a comprehensive system for investment
appraisal and review; and
• an Audit Committee that regularly reviews the relationship
with and matters arising from the external auditors including
the level of non-audit work that is performed by them.
Committees of the Board
Audit Committee Report
Roles and responsibilities:
The Audit Committee is chaired by Alan Raleigh and includes
Anthony Glossop, Sara Halton, and Helene Roberts (secretary
- Guy Robinson). This Committee reviews the interim and
preliminary announcement of final results and the annual
financial statements prior to their publication. It is also
responsible for the appointment or dismissal of the external
auditors and for agreeing their fees. It keeps under review the
scope and methodology of the audit and its cost effectiveness
together with the independence and objectivity of the
auditors. It meets with the auditors at least twice per year to
agree the audit plan and review the results of the audit.
The primary function of the Committee is to assist
the Board in fulfilling its responsibilities regarding the
integrity of financial reporting, audit, risk management
and internal controls.
This comprises:
• monitoring and reviewing the Group’s accounting policies,
practices and significant accounting judgements; and
• reviewing the annual and interim financial statements
and any public financial announcements and advising
the Board on whether the annual report and
accounts is fair, balanced and understandable.
In relation to the external audit:
• approving the appointment and recommending
the reappointment of the external auditor
and its terms of engagement and fees;
• considering the scope of work to be undertaken by the
external auditor and reviewing the results of that work;
• reviewing and monitoring the independence of the external
auditor and approving its provision of non-audit services;
• monitoring and reviewing the effectiveness
of the external auditor;
• monitoring and reviewing the adequacy and effectiveness
of the risk management systems and processes; and
• assessing and advising the Board on the internal
financial, operational and compliance controls.
Robinson plc Annual Report and Accounts 2019
21
Corporate governance report continued
Committees of the Board (continued)
Remuneration Committee Report
Roles and responsibilities:
The Remuneration Committee is chaired by Anthony Glossop and
includes Alan Raleigh, Sara Halton and Helene Roberts (secretary
– Guy Robinson). On behalf of the Board the Committee reviews
and approves the remuneration and service contracts (including
benefits) of the executive Directors and other senior staff. The
role of the Committee is to recommend to the Board a strategy
and framework for remuneration for Directors and the senior
management team to attract and retain leaders who are focused
and incentivised to deliver the Company’s strategic business
priorities, within a remuneration framework which is aligned with
the interests of our shareholders and thus designed to promote
the long-term success of the Group.
Nomination Committee Report
Roles and responsibilities:
The Nomination Committee is chaired by Alan Raleigh and
includes Anthony Glossop, Sara Halton and Helene Roberts
(secretary – Guy Robinson). This Committee meets at least
once per year and reviews the Board’s structure, size and
composition. It is also responsible for succession planning for
Directors and other senior executives.
The key responsibilities of the Committee are:
• assessing whether the size, structure and composition
of the Board (including its skills, knowledge, experience,
independence and diversity, including gender diversity)
continue to meet the Group’s business and strategic needs;
• examining succession planning for Directors and
other senior executives and for the key roles of
Chairman of the Board and Chief Executive; and
• identifying and nominating for approval by the Board,
candidates to fill Board vacancies as and when they arise,
together with leading the process for such appointments.
Attendance of Board and Committee meetings
The attendance at meetings for the year were as follows:
2019
Number of meetings
Alan Raleigh
Martin McGee (to 15/11/19)
Helene Roberts (from 4/11/19)
Guy Robinson
Mike Cusick
Anthony Glossop
Sara Halton
Alan Raleigh
31 March 2020
The Committees main responsibilities are:
• establishing and maintaining formal and transparent
procedures for developing policy on executive remuneration
and for fixing the remuneration packages of individual
Directors, and monitoring and reporting on them; and
• determining the remuneration, including
pension arrangements, of the Directors.
The Directors’ Remuneration Report includes Director’s
remuneration and further detail on the work carried out
during the year.
Activities and board changes during the year:
On 15 November 2019, Martin McGee resigned as Interim
Chief Executive and was replaced by Helene Roberts.
As part of our Board succession plans, Anthony Glossop has
decided to retire from the Board at the 2021 AGM.
Guy Robinson will succeed Anthony as a non-executive
member of the Board, taking up this responsibility at the end
of this year while continuing to manage the UK properties
and pension plan. At this time, Mike Cusick will become the
Finance Director.
We will of course continue to benefit from Anthony’s wise
counsel and expertise until next year’s AGM, but I would
like to place on record the Board’s appreciation for his long,
committed and excellent service.
Board
Audit
Committee
Remuneration
Committee
Nomination
Committee
8
8
7
2
8
8
8
8
3
3
2
2
3
3
3
3
3
3
2
1
3
3
3
3
4
4
4
-
4
4
4
4
Robinson plc Annual Report and Accounts 2019Strategic Report
22
Directors’ remuneration report
On behalf of the Remuneration Committee,
I am pleased to present the Directors’
Remuneration Report for the year.
Committee members
Anthony Glossop (Chairman)
Alan Raleigh
Sara Halton
The Chief Executive and other Executive Directors attend
meetings as appropriate but do not take part in discussions
or decisions concerning their own remuneration.
Committee responsibilities
The Committee meets at least once and as often as
requisite during the year and is responsible for:
• Reviewing the performance of the Executive Directors;
• Agreeing remuneration structures and quantum,
including bonus awards and share awards; and
• Determining the basis of Executive Director
service agreements, having due regard to
the interests of the shareholders.
Corporate Governance Code
As detailed in the Corporate Governance report, the Board
has adopted the Quoted Companies Alliance Corporate
Code (QCA Code) and its “comply or explain” provisions.
This report sets out the Company’s remuneration policy
for the Directors and explains how this policy was applied
during the financial year to 31 December 2019.
Remuneration policy
Executive Directors
The remuneration policy has been designed to ensure that
Executive Directors receive appropriate incentive and reward
given their performance, responsibility and experience. When
assessing this the Committee seeks to ensure that the policy
aligns the interests of the Executive Directors with those of the
shareholders and links to the future strategy of the business.
The Company’s remuneration policy for Executive Directors is:
• To consider the individual’s experience and the nature and
complexity of their work in order to set a competitive base
salary that attracts and retains individuals of the appropriate
quality, whilst avoiding remunerating more than is necessary;
• In the absence of changes in performance, responsibility or
experience to align annual adjustments in line with general
adjustments to employees’ remuneration within the Group;
• To link remuneration packages to the Group’s long-term
performance through both bonus schemes and share plans;
• To set performance measures which are simple to
understand, easy to measure, unambiguous and
consistent with the Group’s future strategy and
performance measures throughout the Group;
• To set an appropriate balance between
fixed and variable pay; and
• To provide post- retirement benefits through pension
arrangements and/or salary supplements.
Executive Directors’ remuneration packages are considered
annually by the Committee in line with this policy.
Base salary
Base salary is normally reviewed annually in December.
Within the review process the Committee takes account of
the profitability and ongoing progress of the Group and the
individual’s contribution as well as changes in responsibility and
experience. Consideration is also given to the need to retain
and motivate individuals with reference made to available
information on salary levels in comparable organisations. To
assist in this process, the Committee draws on the findings of
external salary surveys and undertakes its own research.
Annual performance incentive
The performance of Executive Directors is evaluated by the
Committee with a view to ensuring that there is a strong link
between performance and reward. The Executive Directors
are eligible to receive, at the discretion of the Committee, an
annual bonus capped at 70% of base salary excluding any salary
supplements in lieu of pension contributions. The Committee
considers the implementation of bonus awards based upon
corporate financial targets and personal objective measures
which align with the long-term interests of the shareholders
and the Group’s three-year plan. Stretching and transparent
but deliverable targets are put in place with a view to linking
clearly the motivation of individuals to the value drivers and
attitude to risk of the business.
Pensions and other benefits
The Company makes a pension contribution of up to 10%
of base salary to Executive Directors or where pension
contributions are not appropriate a salary supplement in lieu.
Other benefits provided are a car allowance, life assurance and
private medical insurance.
Robinson plc Annual Report and Accounts 2019 23
Directors’ remuneration report continued
Share awards
Executive Directors may, at the discretion of the Committee be
granted share option awards. The current scheme allows the
granting of market priced options, so the individual can only
benefit if the shareholders have also benefited by an increase in
the share price.
Non-Executive Directors
The remuneration of the Non-Executive Directors is
determined by the Board as a whole, based on current practice
in equivalent companies. The Non-Executive Directors do not
receive any pension payments or participate in any incentive or
share award scheme.
Wider employee considerations
Although it is not the Committee’s responsibility to set the
remuneration arrangements across the Group, it is kept
informed of these so it can ensure that Directors’ remuneration
policy is consistent with remuneration practices in the Group.
The Chief Executive is required to obtain the approval of the
Committee for her proposals for the remuneration of her direct
reports. They and other members of the management team can
qualify for a bonus which largely follows the same structure and
applies similar performance targets as for Executive Directors.
These arrangements are reviewed by the Committee to ensure
that Executive Directors and management are targeted at
achieving the same strategic goals.
Shareholder engagement
The Committee seeks the views of shareholders on
remuneration on an ongoing basis and they are invited to make
contact with the Chairman of the Committee at any time should
they wish to do so.
Remuneration Committee advice
In undertaking its responsibilities, the Committee takes
independent external advice from a variety of sources
and surveys, but in the present year did not incur any cost in
doing so.
Annual remuneration statement
The Directors received the following remuneration during the year to 31 December 2019:
Martin McGee (resigned 15 Nov)
Guy Robinson
Mike Cusick (appointed 1 Jan)
Alan Raleigh
Anthony Glossop
Helene Roberts (appointed 15 Nov)
Sara Halton (appointed 1 Jan)
Adam Formela
Richard Clothier
2019
2018
£’000
Base
Salary
Other
Benefits
Bonus
Pension
Total
2019
Total
2018
191
150
100
60
45
39
40
-
-
625
715
9
11
13
-
-
2
-
-
-
35
40
150
21
14
-
-
-
-
-
-
185
-
32
-
10
-
-
4
-
-
-
46
63
382
182
137
60
45
45
40
-
-
891
19
160
-
53
45
-
-
518
23
818
Other Benefits include company car allowance, private medical
insurance and IFRS 2 charge on share-based payments.
Helene Roberts receives a pension allowance equivalent
to 10% of basic pay. Mike Cusick is a member of a money
purchase pension plan and the Company contributes at a rate
of 10% of salary.
Martin McGee joined the Board on 6 December 2018 as
Interim Chief Executive and stepped down on 15 November
2019 following the appointment of Helene Roberts as
permanent Chief Executive. He joined at very short notice
putting aside personal arrangements he had just made,
initially on a six-month arrangement, later extended to suit
the Company and its recruitment process. His arrangements
therefore were the subject of individual bonus agreement
outside the terms of the normal remuneration policy, which
entitled him to earn up to 100% of salary, of which he was
paid 79%. The success of the arrangements made was
demonstrated by the outcome of the year and the progress
made in developing a long-term strategy even during an
interim regime. Helene Roberts joined the Board on 15
November 2019 following a competitive recruitment process
on terms determined by market comparatives within the
remuneration policy.
Annual performance incentive
Based on performance in the year ended 31 December 2019,
annual bonuses equating to 14% of salary were awarded to the
Executive Directors excluding Martin McGee. This compared
to nil% of salary for the prior year and reflects the Group’s
improved performance over the year.
Robinson plc Annual Report and Accounts 2019Strategic Report
24
Directors’ remuneration report continued
Directors share options
Details of outstanding share options on 0.5p ordinary shares are as follows:
Guy Robinson
Mike Cusick
Other key managers
Weighted average price
Contractual life outstanding (weighted average) - years
Granted
14-Nov-13
Granted
Granted Outstanding
07-Apr-14 11-May-17 31-Dec-19
140,056
67,494
140,056
43p
67,494
202p
58,000
75,000
133,000
130p
207,550
58,000
75,000
340,550
108p
5.2
Generally, the share options may be exercised in whole or in part at any time between the third and tenth anniversary of being
granted subject to the achievement of certain performance criteria. 207,550 options were exercisable at the end of the period. The
market value of the shares at 31 December 2019 was 80p per share.
Directors shareholdings
The directors together with their interests in 0.5p ordinary shares in Robinson plc, were as follows:
Guy Robinson
Anthony Glossop
Alan Raleigh
Martin McGee (resigned 15 November 2019)
Helene Roberts (appointed 15 November 2019)
Mike Cusick (appointed 1 January 2019)
Sara Halton (appointed 1 January 2019)
£’000
31 December 2019
31 December 2018
1,212,601
196,922
36,145
24,096
Nil
5,458
12,049
1,212,601
196,922
Nil
Nil
Nil
5,458
Nil
No director had any interest in the shares of any other Group company.
Anthony Glossop
Remuneration Committee Chairman
31 March 2020
Robinson plc Annual Report and Accounts 2019
25
Directors’ report
The Directors present their report and the audited financial statements of the
Group for the year ended 31 December 2019. The financial statements of the
Group and the Company have been prepared under International Financial
Reporting Standards as adopted by the European Union.
Results and dividends
A review of the Group’s performance for the year ended 31
December 2019 is included in the Chairman’s Report and in the
Strategic Report.
The directors do not recommend a final dividend for the
year ended 31 December 2019. Further details of dividend
payments during the year are included in note 8 to the financial
statements.
Directors and their interests
The Directors, who held office during the year, were Alan
Raleigh, Martin McGee, Helene Roberts, Guy Robinson, Mike
Cusick, Anthony Glossop and Sara Halton. Except for Martin
McGee, who resigned on 15 November 2019, the biographical
details of all directors are included in the Corporate
Governance Report.
Information on the Directors’ remuneration and service
contracts is provided in the Directors’ Remuneration report.
The beneficial interests of the Directors in the share capital of
the Company are shown in the Directors’ Remuneration report.
The Group maintains insurance cover to protect Directors in
respect of their duties as Directors of the Group. During the
year, none of the directors had any material interest in any
contract of significance in relation to the Group’s business. In
accordance with the Company’s Articles of Association, Helene
Roberts and Alan Raleigh retire and offer themselves for re-
election. Further details concerning directors are provided in
the Corporate Governance Report.
Employee communication
The Directors recognise the need to ensure effective
communications with employees. During the year, they were
provided with financial and other information affecting the
Company and its various operations, by means of the house
magazine, briefings and newsletters. Consultative committees
in the different areas of the Company enabled the views of
employees to be heard and considered when making decisions
likely to affect their interests. The Board will continue to review
the effectiveness of our communications to key stakeholders,
including employees. Further details on engagement with key
stakeholders during the period are provided in the Section
172(1) statement included in the Strategic Report.
Employment of disabled persons
In accordance with Group policy, full and fair consideration is
given to the employment of disabled persons, having regard to
their aptitudes and abilities and the responsibility and physical
demands of the job. Disabled employees are provided with
equal opportunities for training and career development.
Financial risk management objectives and policies
Information on the Group’s financial risk management objectives,
policies and activities and on the exposure of the Group to
relevant risks in respect of financial instruments is set out in note
24 to the financial statements and in the Strategic Report.
Going concern
In determining whether the Group’s annual consolidated financial
statements can be prepared on a going concern basis, the Directors
considered the Group’s business activities, together with the
factors likely to affect its future development, performance and
position; these are set out in the Strategic Report.
The Group meets its day to day working capital requirements
through an overdraft facility which is due for renewal in
February 2021. The Group’s forecasts and projections, taking
account of reasonably possible changes in trading performance
and the potential impact of the COVID-19 coronavirus, show
that the Group should be able to operate within the level of its
current facility. See page 57 for further details on the analysis
performed in respect of the COVID-19 coronavirus pandemic.
The Group will seek to renegotiate this facility in due course
and management is confident that a facility will be forthcoming
on acceptable terms.
As at the date of this report, the directors have a reasonable
expectation that the Company and Group have adequate
resources to continue in business for the foreseeable future.
Thus, they continue to adopt the going concern basis of
accounting in preparing the annual financial statements.
Future developments
See the Chairman’s report for an update on future
developments.
Subsequent events
See note 30 to the financial statements for reference to the
COVID-19 coronavirus pandemic. There have been no other
events since the balance sheet date that would have had a
material impact on the financial statements.
Robinson plc Annual Report and Accounts 2019Strategic Report 26
Directors’ report continued
Capital structure
As set out in note 22, the issued share capital of the Company is 17,687,223 ordinary shares of 0.5p each of which 1,073,834 are
held in treasury. There have been no changes to the issued share capital since the year end. There is only one class of share in issue
and there are no restrictions on the voting rights attached to these shares or the transfer of securities in the Company. Details of
share options are set out in the Directors’ Remuneration Report.
Persons with a shareholding of over 3% in the Company as at 31 December 2019 were:
C W G Robinson
S J Robinson
R B Hartley
R A Shemwell
S C Shemwell
S E A Hardy
H G Shaw
J C Mansell
Total
1,212,601
708,385
654,191
598,791
534,091
525,191
515,191
500,000
%
7.3%
4.3%
3.9%
3.6%
3.2%
3.2%
3.1%
3.0%
Business relationships
Details on how the Directors’ have had regard to the need to
foster the company’s business relationships with suppliers,
customers and others, and the effect of that regard, including
on the principal decisions taken are provided in the Section
172(1) section of the Strategic Report.
Annual General Meeting
The notice convening the Company’s 2020 AGM for 11:30am
on 30 June 2020 will be set out in a separate document
provided to shareholders. The Annual Report and Accounts
for the year ended 31 December 2019 is available from the
Group’s website.
Independent auditor
On the recommendation of the Audit Committee, in accordance
with section 489 of the Act, resolutions are to be proposed
at the AGM for the re-appointment of Mazars LLP as auditor
of the Company and to authorise the Directors to fix their
remuneration. The remuneration of the auditor for the year
ended 31 December 2019 is fully disclosed in note 5 to the
financial statements.
Branches outside the United Kingdom
The Company holds an indirect investment in one unlisted
company incorporated in Poland. Further details are provided
in note 14 to the financial statements.
Auditor
In the case of each of the persons who are directors of the
Company at the date of approval of this report:
• so far as each of the directors is aware, there is no relevant
audit information (as defined in the Companies Act
2006) of which the Company’s auditor is unaware; and
• each of the directors has taken all the steps that he ought
to have taken as a director to make himself aware of any
relevant audit information (as defined) and to establish
that the Company’s auditor is aware of that information.
This confirmation is given and should be interpreted in
accordance with the provisions of section 418 of the
Companies Act 2006.
Directors’ responsibilities statement
The directors are responsible for preparing the Strategic
Report, Director’s Remuneration Report, Corporate
Governance Report, Directors’ Report and the financial
statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial
statements for each financial year. Under that law the directors
have elected to prepare the financial statements in accordance
with International Financial Reporting Standards (“IFRS”) as
adopted by the European Union and applicable law. Under
company law the directors must not approve the financial
statements unless they are satisfied that they give a true and
fair view of the state of affairs of the company and of the profit
or loss of the Group for that period.
Robinson plc Annual Report and Accounts 2019
Directors’ report continued
27
In preparing these financial statements, the directors are
required to:
• select suitable accounting policies and
then apply them consistently;
• make judgments and accounting estimates
that are reasonable and prudent;
• state whether IFRS as adopted by the European Union
have been followed subject to any material departures
disclosed and explained in the financial statements;
• provide additional disclosures when compliance
with specific requirements in IFRS is insufficient to
enable users to understand the impact of particular
transactions, other events and conditions on the entity’s
financial position and financial performance; and
• prepare the financial statements on the going
concern basis unless it is inappropriate to presume
that the company will continue in business.
The directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the company’s
transactions and disclose with reasonable accuracy at
any time the financial position of the company and enable
them to ensure that the financial statements comply with
the Companies Act 2006. They are also responsible for
safeguarding the assets of the company and hence for taking
reasonable steps for the prevention and detection of fraud and
other irregularities.
On behalf of the Board
Guy Robinson
Director
31 March 2020
Robinson plc Annual Report and Accounts 2019Strategic Report 28
Group income statement and statement of comprehensive income
Group income statement
Note
£’000
2019
2018
Revenue
Cost of sales
Gross profit
Operating costs
Operating profit before exceptional items and amortisation of intangible assets
Exceptional items
Amortisation of intangible asset
Operating profit
Finance costs
Profit before taxation
Taxation
Profit for the period
Earnings per ordinary share (EPS)
Basic earnings per share
Diluted earnings per share
All results are from continuing operations.
1
2
3
12
4
5
7
9
9
Group statement of comprehensive income
Note
£’000
Profit for the year
Items that will not be reclassified subsequently to the Income Statement:
Re-measurement of net defined benefit liability
Deferred tax relating to items not reclassified
31
Items that may be reclassified subsequently to the Income Statement:
Exchange differences on retranslation of foreign currency goodwill and intangibles
Exchange differences on retranslation of foreign currency deferred tax balances
Exchange differences on translation of foreign operations
Other comprehensive (expense)/income for the period
Total comprehensive income for the period
Notes 1 to 32 form an integral part of the financial statements.
35,085
(27,593)
7,492
(4,971)
2,521
-
(810)
1,711
(205)
1,506
(296)
1,210
p
7.3
7.3
2019
1,210
145
(28)
117
148
(23)
(579)
(454)
(337)
873
32,802
(26,918)
5,884
(4,370)
1,514
110
(783)
841
(156)
685
10
695
p
4.2
4.1
2018
695
193
-
193
-
-
(138)
(138)
55
750
Robinson plc Annual Report and Accounts 2019
Statement of financial position
Statement of financial position
Note
£’000
Group
2019
Group
2018
Company
2019
Company
2018
29
Non-current assets
Goodwill
Other intangible assets
Property, plant and equipment
Investments in subsidiaries
Deferred tax asset
Current assets
Inventories
Trade and other receivables
Cash at bank and on hand
Total assets
Current liabilities
Trade and other payables
Borrowings
Current tax liabilities
Non-current liabilities
Borrowings
Deferred tax liabilities
Amounts due to group undertakings
Provisions
Total liabilities
Net assets
Equity
Share capital
Share premium
Capital redemption reserve
Translation reserve
Revaluation reserve
Retained earnings
Equity attributable to shareholders
11
12
13
14
18
15
16
17
19
19
18
21
22
23
1,144
3,616
18,338
-
937
24,035
2,765
9,646
1,403
13,814
37,849
5,063
3,710
255
9,028
4,639
1,090
-
169
5,898
14,926
22,923
83
732
216
372
4,134
17,386
22,923
1,115
4,306
19,039
-
868
25,328
2,972
10,699
1,358
15,029
40,357
5,897
6,454
99
12,450
3,749
1,056
-
174
4,979
17,429
22,928
83
732
216
826
4,126
16,945
22,928
-
-
9,233
19,747
508
29,488
-
458
325
783
30,271
5,846
1,164
-
7,010
2,700
-
8,249
169
11,118
18,128
12,143
83
732
216
-
391
10,721
12,143
-
-
9,312
20,690
523
30,525
-
1,236
227
1,463
31,988
6,639
1,518
37
8,194
2,700
-
7,652
174
10,526
18,720
13,268
83
732
216
-
388
11,849
13,268
As permitted by section 408 of the Companies Act 2006, the parent Company’s income statement has not been included in these
financial statements and its loss for the financial year after tax amounted to £364,000 (2018: profit £101,000).
Notes 1 to 32 form an integral part of the financial statements. The financial statements were approved by the Board of Directors
on 31 March 2020 and were signed on its behalf by:
Helene Roberts
Director
Guy Robinson
Director
Registered in England number 39811
Robinson plc Annual Report and Accounts 2019Financial Statements
30
Statement of changes in equity
£’000
Share
Capital
Share
Premium
Capital
redemption Translation Revaluation
reserve
reserve
reserve
Group
At 1 January 2018
Profit for the year
Other comprehensive income/(expense)
Transfer from revaluation reserve as a
result of property transactions
Credit in respect of share based payments
Total comprehensive income for the year
Dividends paid
Transactions with owners
At 31 December 2018
Profit for the year
Other comprehensive income/(expense)
Transfer from revaluation reserve as a
result of property transactions
Credit in respect of share based payments
Total comprehensive income for the year
Dividends paid
Transactions with owners
At 31 December 2019
83
732
216
964
4,321
(138)
(195)
-
-
83
-
-
83
-
-
732
-
-
732
-
(138)
(195)
-
216
-
826
(454)
-
(454)
-
4,126
8
8
-
216
Capital
-
372
-
4,134
£’000
Share
Capital
Share
Premium
redemption Translation Revaluation
reserve
reserve
reserve
Company
At 1 January 2018
Profit for the year
Other comprehensive income
Credit in respect of share based payments
Total comprehensive income for the year
Dividends paid
Transactions with owners
At 31 December 2018
Loss for the year
Other comprehensive income
Transfer from revaluation reserve as a
result of property transactions
Credit in respect of share based payments
Total comprehensive income for the year
Dividends paid
Transactions with owners
At 31 December 2019
83
732
216
-
-
83
-
-
83
-
-
732
-
-
732
-
-
216
-
-
216
-
-
-
-
-
-
-
388
-
-
388
3
3
-
391
Retained
earnings
16,740
695
193
195
12
1,095
(890)
(890)
16,945
1,210
117
(8)
12
1,331
(890)
(890)
17,386
Retained
earnings
12,433
101
193
12
306
(890)
(890)
11,849
(364)
117
(3)
12
(238)
(890)
(890)
10,721
Total
23,056
695
55
-
12
762
(890)
(890)
22,928
1,210
(337)
-
12
885
(890)
(890)
22,923
Total
13,852
101
193
12
306
(890)
(890)
13,268
(364)
117
-
12
(235)
(890)
(890)
12,143
The share premium account is the amount paid for shares issued in excess of the nominal value. The capital redemption reserve represents
the amount by which the Company’s share capital has been diminished by the cancellation of shares held in treasury. The retained earnings
reserve represents the accumulated realised earnings from the prior and current periods as reduced by losses and dividends from time to time.
Exchange differences relating to the translation from the functional currencies of the group’s foreign subsidiary from Polish Zloty are brought
to account by recognising those exchange differences in other comprehensive income and accumulating them in a separate component of
equity under the header of translation reserve. The property revaluation reserve arises on the revaluation of land and buildings. Where
revalued land or buildings are sold, the portion of the property revaluation reserve that relates to that asset, and is effectively realised, is
transferred directly to retained earnings. Land and buildings are held at deemed cost in the Group and at revalued amounts in the Company.
Robinson plc Annual Report and Accounts 2019
Cash flow statement
Cash flows from operating activities
Profit/(loss) for the period
Adjustments for:
Depreciation of property, plant and equipment
Impairment of property, plant and equipment
(Profit)/loss on disposal of other plant and equipment
Impairment/amortisation of goodwill and customer relationships
Decrease in provisions
Finance income
Finance costs
Taxation charged/(credited)
Other non-cash items:
Pension current service cost and expenses
Charge for share options
Operating cash flows before movements in working capital
Decrease/(increase) in inventories
Increase/(decrease) in trade and other receivables
(Decrease)/Increase in trade and other payables
Cash generated by operations
Corporation tax paid
Interest paid
Net cash generated by operating activities
Cash flows from investing activities
Interest received
Acquisition of plant and equipment
Proceeds on disposal of property, plant and equipment
Net cash generated from investing activities
Cash flows from financing activities
Loans repaid
Loans drawndown
Loans granted to subsidiaries
Loans repaid by subsidiaries
Net proceeds from sale and leaseback transactions
Capital element of lease payments
Dividends paid
Net cash generated from/(used in) financing activities
Net increase in cash and cash equivalents
Cash and cash equivalents at 1 January
Effect of foreign exchange rate changes
Cash and cash equivalents at end of period
Cash at bank and on hand
Bank overdrafts
Cash and cash equivalents at end of period
Notes 1 to 32 form an integral part of the financial statements.
31
£’000
Group
2019
Group
2018
Company
2019
Company
2018
1,210
695
(364)
1,959
43
(31)
810
(5)
-
205
296
145
12
4,645
144
807
(745)
4,851
(127)
(205)
4,519
-
(1,726)
62
(1,664)
-
-
-
-
1,697
(506)
(890)
301
3,156
(4,820)
(14)
(1,678)
1,403
(3,081)
(1,678)
1,795
189
209
783
(7)
-
156
(10)
193
12
4,015
(151)
(853)
329
3,340
(294)
(150)
2,896
-
(4,355)
15
(4,340)
(221)
2,700
-
-
1,300
(106)
(890)
2,783
1,339
(6,158)
(1)
(4,820)
1,358
(6,178)
(4,820)
75
-
(12)
-
(5)
(66)
172
(171)
145
12
(214)
-
777
(191)
372
107
(171)
308
66
-
15
81
-
-
-
953
-
-
(890)
63
452
(1,291)
-
(839)
325
(1,164)
(839)
104
124
189
(5)
-
(7)
(80)
181
(99)
193
12
612
-
1,511
(1,621)
502
(102)
(181)
219
80
-
30
110
-
2,700
(1,557)
-
-
-
(890)
253
582
(1,873)
-
(1,291)
227
(1,518)
(1,291)
Robinson plc Annual Report and Accounts 2019Financial Statements
32
Notes to the financial statements
1 Segmental and revenue information
The directors consider the one operating segment of the Group to be solely plastic and paperboard packaging. Accordingly, the
disclosures in respect of this segment are those of the Group as a whole. The Group’s internal reports about components of the
Group which are those reported to the Board of Directors are based on geographical segments. Results were derived from assets and
liabilities held in the following locations:
2019
Revenue
Operating profit/(loss) before exceptional items
and amortisation of intangible asset
Amortisation of intangible assets
Operating profit/(loss)
Other segment information
Assets
Liabilities
Capital expenditure
Depreciation
Impairment of property, plant and equipment
2018
Revenue
Operating profit/(loss) before exceptional items
and amortisation of intangible asset
Exceptional items
Amortisation of intangible assets
Operating profit/(loss)
Other segment information
Segment assets
Segment liabilities
Capital expenditure
Depreciation
Impairment of property, plant and equipment
£’000
UK
Poland
UK Head
Office
Group
19,198
15,887
-
35,085
1,546
-
1,546
10,059
(5,707)
551
977
43
1,367
(810)
557
20,368
(4,344)
1,175
926
-
(392)
-
(392)
7,422
(4,875)
-
57
-
2,521
(810)
1,711
37,849
(14,926)
1,726
1,960
43
£’000
UK
Poland
UK Head
Office
Group
17,892
14,910
-
32,802
626
(80)
-
546
11,143
(8,075)
2,310
741
-
849
-
(783)
66
22,077
(4,423)
2,045
950
-
39
190
-
229
7,137
(4,931)
-
104
189
1,514
110
(783)
841
40,357
(17,429)
4,355
1,795
189
Items in the segmental analysis for the prior year have been reclassified to better reflect the allocation of income, expenses, assets
and liabilities for the year. Group profit and net assets remain unaffected. The segment assets and liabilities presented above exclude
intergroup balances and segment capital expenditure excludes intergroup transfers. The UK - Head Office operating loss/profit is after
crediting external property rental and other income (see note 2).
Revenue by major customer
Revenues from the Group’s largest customer amounted to £3,855,000 (2018: £3,663,000), this is included in the UK operating
segment. No other customer contributed 10% or more to Group revenue.
Revenue by geographic area
Revenue from external customers was derived from the following geographic areas:
United Kingdom
Europe
Others
£’000
2019
18,559
15,174
1,352
35,085
2018
17,710
14,104
988
32,802
Robinson plc Annual Report and Accounts 2019
Notes to the financial statements continued
2 Operating costs
Selling, marketing and distribution costs
Administrative expenses
Property lease income
Other income
Loss on foreign exchange
3 Exceptional items
The following are items outside the normal course of business:
Restructuring & rationalisation costs
Property taxes relating to prior years repaid
4 Finance costs
Interest on bank overdrafts
Interest on bank and other loans
Interest on leases
5 Profit before taxation
The profit before taxation has been stated after charging / (crediting):
£’000
2019
Cost of inventories (included in cost of sales)
Employee costs (see note 6)
Depreciation of property, plant and equipment (see note 13)
- owned
- held under finance leases and hire purchase agreements
Amortisation of intangible asset (see note 12)
Impairment/(writeback) in respect of:
- inventories (see note 15)
- receivables (see note 16)
Loss/(gain) on disposal of plant and equipment
Loss on foreign exchange movements
Fees payable by the Group to the Company’s independent auditor, Mazars LLP, and its associates, were as follows:
Audit fees:
for the audit of the UK companies
for the audit of the overseas companies
Total audit fees
Non-audit fees - tax compliance services
Total auditor’s remuneration
Audit fees in respect of the Robinson pension plan (charged to the plan)
26,435
7,927
1,557
403
810
71
13
(31)
104
29
9
38
9
47
4
33
£’000
2019
1,231
4,099
(366)
(97)
104
4,971
£’000
2019
-
-
-
2018
1,323
3,450
(356)
(95)
48
4,370
2018
(388)
498
110
£’000
2019
2018
103
47
55
205
138
2
17
156
2018
23,036
7,339
1,730
65
783
288
143
209
48
28
8
36
8
44
4
Robinson plc Annual Report and Accounts 2019Financial Statements
34
Notes to the financial statements continued
6 Employee information
The average monthly number of persons (including directors) employed by the Group and Company during the year was:
Number employed:
Manufacturing
Sales, general and administration
Total
Employee costs during the year amounted to:
Wages and salaries
Social security costs
Pension costs
Share based charges
Total
No.
£’000
Group
2019
261
61
322
6,926
848
141
12
7,927
Group
2018
Company
2019
Company
2018
252
55
307
6,327
788
212
12
7,339
-
12
12
995
120
19
12
1,146
-
11
11
713
89
47
12
861
The pension costs above all relate to defined contribution plans. Directors’ emoluments are incuded in the above and are detailed
further in the Directors’ Remuneration Report.
7 Taxation
Current corporation tax is calculated at 19% (2018: 19%) of the estimated assessable profit for the year. In addition, deferred tax of
£nil (2018: £nil) has been debited/credited directly to equity in the year (see note 18). The tax charge for the year can be reconciled to
the profit per the income statement as follows:
Current tax on profit for the year
Adjustments for current tax of prior periods
Total current tax charge
Increase in deferred tax assets
Increase in deferred tax liability
Total current deferred tax credit
Other tax charge
Total tax charge / (credit)
Profit before taxation
At the effective rate of tax of 19% (2018: 19%)
Items disallowable for tax
Depreciation on assets ineligible for capital allowances
Capital allowance for year in excess of depreciation
Prior year adjustments - corporation tax
Prior year adjustments - deferred tax
Non-taxable items
Other differences
Tax charge/(credit) for the year
£’000
2019
443
(182
261
(69)
12
(57)
92
296
1,506
286
81
21
(8)
(174)
11
(12)
91
296
2018
203
(8)
195
(773)
568
(205)
-
(10)
685
130
(18)
57
-
(93)
(104)
-
18
(10)
The total tax recognised in other comprehensive income in the year was £nil (2018: £nil). There are unrecognised capital losses carried
forward of £688,000 (2018: £688,000). With this exception, the directors are not aware of any material factors affecting the future tax
charge. Deferred tax balances have been provided at 19% in these accounts.
Robinson plc Annual Report and Accounts 2019
Notes to the financial statements continued
8 Dividends
Ordinary dividend paid:
2017 final of 3.0p per share
2018 interim of 2.5p per share
2018 final of 3.0p per share
2019 interim of 2.5p per share
35
£’000
2019
2018
-
-
485
405
890
485
405
-
-
890
An interim dividend of 2.5p per ordinary share was paid on 2 October 2019 (2018: 2.5p). The Directors are not proposing a final
dividend for the year ended 31 December 2019 (2018: 3.0p per ordinary share). Total dividends paid during the year, including the
final dividend for 2018, were £890,000 (2018: £890,000). No dividends have been paid between 31 December 2019 and the date of
signing the Financial Statements.
9 Earnings per share
The calculation of basic and diluted earnings per ordinary share for continuing operations shown on the income statement is based on
the profit after taxation of £1,210,000 (2018: £695,000) divided by the weighted average number of shares in issue, net of treasury
shares of 16,613,389 (2018: 16,613,389) and for diluted earnings per share of 16,674,548 (2018: 16,791,171) after the potentially
dilutive effect of further shares issued through share options is applied.
Weighted average number of ordinary shares in issue (thousands)
Effective of dilutive share option awards (thousands)
Weighted average number of ordinary shares for calculating diluted earnings per share (thousands)
2019
16,613
61
16,675
2018
16,613
178
16,791
200,494 (2018: 200,494) share options were not included in the diluted earnings per share calculation as their effect is anti-dilutive in
the periods presented.
10 Property lease income
Receivable:
- within one year
- between one and two years
- between two and three years
- between three and four years
- between four and five years
£’000
2019
2018
230
190
190
183
81
874
230
230
176
108
101
845
Robinson plc Annual Report and Accounts 2019Financial Statements
36
Notes to the financial statements continued
11 Goodwill
Goodwill acquired in a business combination is allocated, at acquisition, to the cash generating units (CGUs) that are expected to
benefit from that business combination. The total goodwill balance relates to the Madrox business in Poland, acquired in 2014, which
forms a part of the Poland operating segment.
Group
Cost
At 1 January 2018
Exchange differences
At 31 December 2018
Exchange differences
At 31 December 2019
Accumulated impairment losses
At 1 January 2018
Exchange differences
At 31 December 2018
Exchange differences
At 31 December 2019
Carrying amount
At 31 December 2019
At 31 December 2018
£’000
1,487
-
1,487
39
1,526
372
-
372
10
382
1,144
1,115
The Group tests goodwill and the associated intangible assets annually for impairment, or more frequently if there are indications
that an impairment may be required. The recoverable amounts of the CGUs are determined from value in use calculations. The key
assumptions for these calculations are those regarding discount rates, sales and operating profit growth rates. The Directors estimate
discount rates using pre-tax rates that reflect current market assessments of the time value of money for the Group. In respect of the
other assumptions, external data and management’s best estimates are applied. The Group performs goodwill impairment reviews
by forecasting cash flows based upon the following year’s budget, which anticipates sales growth, and a projection of sales and cash
flows based upon industry growth expectations over a further period of four years. The forecasts used in the annual impairment
reviews have been prepared taking into account current economic conditions. After this period, the sales growth rates applied to
the cash flow forecasts are no more than 2% (2018: 2%) in perpetuity. The pre-tax rate used to discount the forecast cash flows is
5.4% (2018: 10%), which reflects the weighted average cost of capital for the Group. The carrying value of the Group’s CGUs remain
supportable. The Group has conducted a sensitivity analysis on the impairment test of the CGU carrying value. The Directors believe
that any reasonably possible change in the key assumptions on which the recoverable amount of goodwill is based would not cause the
aggregate carrying amount to exceed the aggregate recoverable amount of the CGU.
12 Intangible assets
Group
Cost
At 1 January 2018
Exchange differences
At 31 December 2018
Exchange differences
At 31 December 2019
Amortisation
At 1 January 2018
Charge for the year
Exchange differences
At 31 December 2018
Charge for the year
Exchange differences
At 31 December 2019
Carrying amount
At 31 December 2019
At 31 December 2018
The amortisation period for customer relationships acquired is 10 years.
Customer relationships
£’000
7,830
-
7,830
206
8,036
2,741
783
-
3,524
810
86
4,420
3,616
4,306
Robinson plc Annual Report and Accounts 2019
Notes to the financial statements continued
13 Property, plant and equipment
£’000
Land and
buildings
Surplus
Plant and Assets under
properties machinery construction
Total
37
Group
Cost or deemed cost
At 1 January 2018
Additions at cost
Disposals
Movement between categories
Exchange movement
At 31 December 2018
Additions at cost
Disposals
Reclassified
Exchange movement
At 31 December 2019
Accumulated depreciation and impairment
At 1 January 2018
Charge for year
Impairment
Disposals
Exchange movement
At 31 December 2018
Charge for year
Impairment
Disposals
Reclassified
Exchange movement
At 31 December 2019
Net book value
At 31 December 2019
At 31 December 2018
Company
Cost or deemed cost
At 1 January 2018
Intergroup transfer
Disposals
At 31 December 2018
Intergroup transfer
Disposals
At 31 December 2019
Accumulated depreciation and impairment
At 1 January 2018
Charge for year
Impairment
Intergroup transfer
Disposals
At 31 December 2018
Charge for year
Intergroup transfer
Disposals
At 31 December 2019
Net book value
At 31 December 2019
At 31 December 2018
9,551
17
-
-
(82)
9,486
31
-
-
(265)
9,252
2,325
280
-
-
(18)
2,587
240
-
-
-
(72)
2,755
6,497
6,899
4,046
-
-
-
-
4,046
-
-
-
-
4,046
208
-
189
-
-
397
-
-
-
-
-
397
3,649
3,649
24,555
4,338
(1,701)
1,112
(158)
28,146
1,170
(305)
345
(642)
28,714
19,732
1,515
-
(1,477)
(115)
19,655
1,720
43
(274)
345
(442)
21,047
7,667
8,491
1,124
-
-
(1,112)
(12)
-
525
-
-
-
525
-
-
-
-
-
-
-
-
-
-
-
-
525
-
£’000
Land and
buildings
Surplus
Plant and Assets under
properties machinery construction
4,656
-
-
4,656
-
-
4,656
1,657
112
-
-
-
1,769
73
-
-
1,842
2,814
2,887
6,739
-
-
6,739
-
-
6,739
133
-
189
-
-
322
-
-
-
322
6,417
6,417
321
(36)
(219)
66
41
(42)
65
277
11
-
(11)
(219)
58
2
41
(38)
63
2
8
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
39,276
4,355
(1,701)
-
(252)
41,678
1,726
(305)
345
(907)
42,537
22,265
1,795
189
(1,477)
(133)
22,639
1,960
43
(274)
345
(514)
24,199
18,338
19,039
Total
11,716
(36)
(219)
11,461
41
(42)
11,460
2,067
123
189
(11)
(219)
2,149
75
41
(38)
2,227
9,233
9,312
Robinson plc Annual Report and Accounts 2019Financial Statements
38
Notes to the financial statements continued
13 Property, plant and equipment (continued)
At 31 December 2019 had the land and buildings and surplus properties been carried at historical cost less accumulated depreciation
and accumulated impairment losses, their carrying amount would have been approximately £5,541,000 (2018: £5,897,000); Company
£1,863,000 (2018: £1,927,000). The Directors consider the fair value of the surplus properties held by the Group equates to a market
value of £6,400,000 (2018: £6,400,000).
14 Investments in subsidiaries
Shares
in group
undertakings
Loans
to group
undertakings
£’000
Company
Cost
At 1 January 2018
Exchange differences
At 31 December 2018
Exchange differences
Loans repaid
At 31 December 2019
Amounts written off
At 1 January 2018
Written off in the period
At 31 December 2018
Released in the period
At 31 December 2019
Net book value
At 31 December 2019
At 31 December 2018
1
-
1
-
-
1
-
-
-
-
-
1
1
23,288
(15)
23,273
-
(952)
22,321
2,507
77
2,584
(9)
2,575
19,746
20,689
Total
23,289
(15)
23,274
-
(952)
22,322
2,507
77
2,584
(9)
2,575
19,747
20,690
The loans are classed as equity investments and repayment is neither planned nor likely in the foreseeable future. Provision has been
made against amounts due from subsidiaries where there is a shortfall of net assets to satisfy the debtor.
Interests in Group undertakings
The Company has the following interest in subsidiaries, all of which are included in the consolidated accounts:
Name of undertaking
Robinson (Overseas) Limited
Robinson Paperbox Packaging Limited
Robinson Plastic Packaging Limited
Robinson Packaging Polska Sp z o.o
Walton Mill (Chesterfield) Limited
Robinson Plastic Packaging (Stanton Hill) Limited
Walton Estates (Chesterfield) Limited
Lowmoor Estates Limited
Portland Works Limited
Country
England
England
England
Poland
England
England
England
England
England
Activities
Intermediate Holding Company
Manufacture of Paperboard Packaging
Manufacture of Plastic Packaging
Manufacture of Plastic Packaging
Property Company
Dormant Company
Dormant Company
Dormant Company
Dormant Company
In each case, the Company’s equity interest is in the form of ordinary shares. The registered address of all the companies is Field
House, Wheatbridge, Chesterfield S40 2AB except for Robinson Packaging Polska Sp z o.o whose registered address is 238 Gen J
Dabrowskiego Street, 93-231 Lodz, Poland. The percentage shareholding for all subsidiaries is 100%. All investments except Robinson
Packaging Polska Sp z o.o are held directly.
Robinson plc Annual Report and Accounts 2019
39
Group
2018
1,806
13
1,153
2,972
Group
2018
(269)
105
18
(306)
(452)
Notes to the financial statements continued
15 Inventories
Raw materials, packaging and consumables
Work in progress
Finished goods and goods for resale
£’000
Group
2019
1,789
19
957
2,765
The carrying value of inventories represents fair value less costs to sell, they are stated net of an allowance of £392,000
(2018: £452,000) in respect of excess, obsolete or slow-moving items.
Movements in the allowance were as follows:
Inventory provision movements
At 1 January
Utilisation
Unused amount reversed
Increase in allowance
At 31 December
16 Trade and other receivables
Trade receivables
Less: provision for impairment of trade receivables
Trade receivables - net
Receivables from subsidiaries
Other receivables
Prepayments
Trade and other receivables
Current tax assets
Total receivables
£’000
Group
2018
9,778
(206)
9,572
-
913
174
10,659
40
10,699
£’000
Group
2019
9,393
(189)
9,204
-
167
168
9,539
107
9,646
Group
2019
(452)
131
51
(122)
(392)
Company
2019
Company
2018
211
-
211
93
8
39
351
107
458
255
-
255
907
9
65
1,236
-
1,236
Trade terms are a maximum of 120 days credit. The average credit period taken is 78 days (2018: 81 days). Due to their short-term
nature, the fair value of trade and other receivables does not differ from book value. The net impairment of trade receivables charged
to the income statement was £13,000 (2018: £143,000). There is no impairment of any receivables other than trade receivables. Trade
receivables from one customer amounted to £1,030,000 at 31 December 2019 (2018: £985,000).
Trade receivables are regularly reviewed for bad and doubtful debts. An allowance has been made for estimated credit losses from
trade receivables as follows:
At 31 December 2019
Expected loss rate
Gross carrying amount (£’000)
Credit loss allowance (£’000)
At 31 December 2018
Expected loss rate
Gross carrying amount (£’000)
Credit loss allowance (£’000)
More than More than More than More than
210 days
past due
120 days
past due
90 days
past due
30 days
past due
Current
-
8,874
-
-
293
-
-
75
-
50%
91
46
100%
60
60
More than More than More than More than
210 days
past due
120 days
past due
30 days
past due
90 days
past due
Current
-
9,425
-
-
217
-
-
40
-
50%
75
38
100%
21
21
Total
9,393
106
Total
9,778
59
In addition to the credit loss allowance, the provision for impairment of trade receivables includes additional specific provisions for
estimated irrecoverable debts of £nil (2018: £123,000) and credit note provisions of £83,000 (2018: £24,000).
Robinson plc Annual Report and Accounts 2019Financial Statements
40
Notes to the financial statements continued
16 Trade and other receivables (continued)
Movement in the allowance for doubtful debts
At 1 January
Utilisation
Unused amount reversed
Charged to income statement
At 31 December
£’000
Group
2019
(206)
30
148
(161)
(189)
Group
2018
Company
2019
Company
2018
(66)
3
27
(170)
(206)
-
-
-
-
-
-
-
-
-
-
The Group applies the IFRS9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance
for all trade receivables. To measure the expected credit losses, trade receivables have been grouped based on shared credit risk
characteristics and the days past due. The expected loss rates are based on the payment profiles of sales over a period of 36 months
before 31 December 2019 or 31 December 2018 respectively and the historical credit losses experienced within this period. The
historical loss rates are adjusted to reflect current and forward looking information on macroeconomic factors affecting the ability
of the customers to settle the receivables. Trade receivables are written off where there is no reasonable expectation of recovery.
Indicators that there is no reasonable expectation of recovery include, amongst others, the failure of a debtor to engage in a repayment
plan with the Group, and a failure to make contractual payments for a period greater than 365 days past due. Trade receivables are
measured at amortised cost.
17 Trade and other payables
Trade payables
Amounts due to subsidiaries
Social security and other taxes
Other payables
Accruals and deferred income
£’000
Group
2019
2,964
-
702
716
681
5,063
Group
2018
4,056
-
728
323
790
5,897
Company
2019
Company
2018
91
5,107
236
79
333
5,846
60
5,924
263
88
304
6,639
The carrying amount of trade and other payables approximates to their fair value. The Group has financial risk management policies
in place to ensure that all payables are paid on a timely basis. The average credit period taken is 41 days (2018: 52).
Robinson plc Annual Report and Accounts 2019
Notes to the financial statements continued
18 Deferred taxation
The deferred tax liabilities and assets recognised by the Group and movements thereon during the current and prior reporting period
are as follows:
41
Group
At 1 January 2018
Charge to income
Charged through other comprehensive income
At 31 December 2018
Charge to income
Charged through other comprehensive income
Exchange differences
At 31 December 2019
Company
At 1 January 2018
Charge to income
Charged through other comprehensive income
At 31 December 2018
Charge to income
Charged through other comprehensive income
At 31 December 2019
Deferred tax liability
Deferred tax asset
Accelerated
tax
Short term
temporary
£’000 depreciation differences
Fair value
gains
(17)
24
-
7
50
-
-
57
(3)
-
-
(3)
2
-
(1)
386
(229)
-
157
(107)
-
22
72
(512)
(20)
-
(532)
13
-
(519)
24
-
-
24
-
-
-
24
12
-
-
12
-
-
12
Total
393
(205)
-
188
(57)
-
22
153
(503)
(20)
-
(523)
15
-
(508)
£’000
Group
2019
1,090
(937)
153
Group
2018
1,056
(868)
188
Company
2019
Company
2018
-
(508)
(508)
-
(523)
(523)
Deferred tax has been provided at 19%. Certain deferred tax liabilities have been offset. The above is the analysis of the deferred tax
balances (after offset) for financial reporting purposes. The directors consider that the Group will generate sufficient taxable profits in
future years with which to recover the deferred tax asset.
Robinson plc Annual Report and Accounts 2019Financial Statements
42
Notes to the financial statements continued
19 Borrowings
Borrowings may be analysed as follows:
Group Company
Current Non-current
liabilities
liabilities
Total
liabilities
Current Non-current
liabilities
liabilities
Total
liabilities
At 31 December 2019
Bank overdrafts
Bank and other loans
Lease liabilities
Total
At 31 December 2018
Bank overdrafts
Bank and other loans
Lease liabilities
Total
Bank and other loans are repayable as follows:
Bank and other loans
- within one year
- due after one and within two years
- due after two and within five years
3,081
-
629
3,710
6,178
-
276
6,454
-
2,700
1,939
4,639
-
2,700
1,049
3,749
£’000
3,081
2,700
2,568
8,349
6,178
2,700
1,325
10,203
1,164
-
-
1,164
1,518
-
-
1,518
-
2,700
-
2,700
-
2,700
-
2,700
1,164
2,700
-
3,864
1,518
2,700
-
4,218
Group
2019
Group
2018
Company
2019
Company
2018
-
2,700
-
2,700
-
-
2,700
2,700
-
2,700
-
2,700
-
-
2,700
2,700
The bank overdraft facility is repayable on demand and bears interest at a rate that varies with the HSBC sterling base rate. It is
secured on a first charge over certain of the Group’s properties. The undrawn facility at 31 December 2019 was £4.9m. A loan of
£2.7m from the pension escrow account was made during 2018, bears interest at a rate that varies with the Bank of England sterling
base rate and is secured by a charge over certain of the Group’s properties (see note 31 for more details). The Group leases certain
plant and machinery under finance lease and hire purchase contracts, which are denominated in Sterling, Euros, and Polish Zloty. The
average remaining lease term is 3.8 years (2018: 4.3 years). For the year ended 31 December 2019, the average effective borrowing
rate was 1.0% (2018: 1.3%). Lease liabilities are secured on the assets to which they relate. The carrying amount of the Group’s lease
obligations approximates to their fair value.
20 Leasing
Leased assets where the Group is a lessee
The balance sheet includes the following amounts
relating to leased assets where the Group is a lessee:
£’000
Group
2019
Group
2018
Company
2019
Company
2018
Group
Right-of-use assets
Plant and machinery
Lease liabilities
Current
Non-current
3,115
3,115
629
1,939
2,568
1,700
1,700
276
1,049
1,325
-
-
-
-
-
-
-
-
-
-
Additions to right-of-use assets during the year amounted to £1,891,000.
The Group income statement includes the following
amounts relating to leased assets:
£’000
Group
2019
Group
2018
Company
2019
Company
2018
Depreciation charge on right-of-use assets
Plant and machinery
Interest expense (see note 4)
403
403
55
65
65
17
-
-
-
-
-
-
Robinson plc Annual Report and Accounts 2019
43
Notes to the financial statements continued
20 Leasing (continued)
Leases are repayable as follows:
Group
Amounts payable under lease contracts:
- within one year
- after one and within five years
Less: future finance charges
Present value of lease obligations
Minimum lease Present value of minimum
payments
lease payments
£’000
2019
2018
2019
2018
660
1,974
2,634
(66)
2,568
301
1,085
1,386
(61)
1,325
629
1,939
2,568
276
1,049
1,325
Sale and leaseback transactions
In the normal course of business, the Group constructs plant and machinery assets over a period of time, typically 6 to 9 months. In
some cases after commissioning of the asset, it may be subject to a sale and hire purchase transaction, whereby the Group sells the
asset to a finance provider and commits to pay monthly lease rentals for a period of time before re-assuming ownership. In 2019 there
were seven transactions of this type raising £2,102,000 before deposit payments. No gain or loss was recognised on these transactions
during the period.
Leased assets where the Group is a lessor
The Group leases various properties to tenants with rentals payable monthly or quarterly in advance. Lease payments for some
contracts include RPI/CPI increases, but there are no other variable lease payments that depend on an index or rate. Although the
group is exposed to changes in the residual value at the end of the current leases, the group typically enters into new operating leases
and therefore will not immediately realise any reduction in residual value at the end of these leases. Expectations about the future
residual values are reflected in the fair value of the properties. The Group carrying value of properties subject to operating leases is
£4,301,000 (2018: £4,348,000), only part of which is occupied by tenants. Property lease income is disclosed in note 2, and minimum
receipts under property leases are disclosed in note 10.
21 Provisions for liabilities
Group and Company
At 1 January 2018
Movement in year
At 31 December 2018
Movement in year
At 31 December 2019
£’000
Post-retirement benefits
181
(7)
174
(5)
169
The Group provides medical insurance to certain retired employees and to an executive director on retirement. A provision has been
made to meet this liability. The principal assumptions used in determining the required provisions are a discount rate of 3% per annum,
medical cost inflation of 9% per annum, and individual life expectancy assumptions. Based on those assumptions the provision is
expected to be utilised over 35 years.
22 Called up share capital
Authorised:
70,000,000 ordinary shares of 0.5p each
Allotted, called up and fully paid (ordinary shares of 0.5p):
17,687,223 shares
Held in Treasury: 1,073,834 shares (2018: 1,073,834)
Net Issued Share Capital: 16,613,389 shares (2018: 16,613,389)
£’000
2019
2018
350
350
88
(5)
83
88
(5)
83
The Company has one class of ordinary shares which carries no right to fixed income. There are no special rights or restrictions
associated with these ordinary shares. The shares held in Treasury arise from the buy-back of shares in 2004 and have not been
cancelled as they are being used to satisfy share options and other future issues of shares.
Robinson plc Annual Report and Accounts 2019Financial Statements
44
Notes to the financial statements continued
23 Retained earnings
An amount of £200,000 included in the retained earnings of the Company relates to the revaluation of property held in its subsidiaries
and is not distributable.
24 Risk management objectives and policies
The Group and the Company are exposed to market risk through their use of financial instruments and specifically to credit risk and
foreign currency risks, which result from the Group’s operating activities and the Company’s investing activities. The Group’s risk is
managed in close co-operation with the board of directors and focuses on actively securing the Group’s short to medium term cash
flows by minimising the exposure to financial markets. Robinson does not engage in the trading of financial assets for speculative
purposes nor does it write options. The most significant financial risks to which the Group is exposed are described below. See also
below for a summary of the Group’s financial assets and liabilities by category.
Summary of financial assets and liabilities by category
The carrying amounts of financial assets and liabilities as recognised at 31 December of the reporting periods under review may also
be categorised as follows:
£’000
Group
2019
Group
2018
Company
2019
Company
2018
Financial assets measured at amortised cost
Trade receivables
Other receivables
Amounts due from subsidiaries
Cash at bank and on hand
Financial liabilities measured at amortised cost
Trade payables
Other payables
Accrued expenses
Amounts due to group undertakings
Bank overdrafts
Bank and other loans
Lease liabilities
Net financial assets and liabilities
Non-financial assets and liabilities
Total equity
9,204
167
-
1,403
10,774
(2,964)
(716)
(681)
-
(3,081)
(2,700)
(2,568)
(12,710)
(1,936)
24,859
22,923
10,485
-
-
1,358
11,843
(4,056)
(323)
(790)
-
(6,178)
(2,700)
(1,325)
(15,372)
(3,529)
26,457
22,928
211
8
19,839
325
20,383
(91)
(79)
(333)
(13,356)
(1,164)
(2,700)
-
(17,723)
2,660
9,483
12,143
255
9
21,596
227
22,087
(60)
(88)
(304)
(13,576)
(1,518)
(2,700)
-
(18,246)
3,841
9,427
13,268
All financial assets and financial liabilities noted in the above table are measured at amortised cost. Cash at bank and on hand, bank
overdrafts and bank and other loans largely attract floating interest rates. Accordingly, management considers that their carrying
amount approximates to fair value. Lease liabilities may attract floating interest rates or fixed interest rates implicit in the lease rentals
and their fair value has been assessed relative to prevailing market interest rates, management considers that their carrying amount
approximates to fair value.
Foreign currency risk
Transaction risk
Foreign currency transaction risk arises on sales and purchases denominated in currencies other than the functional currency of the
entity that enters into the transaction. Group transactions are primarily in Sterling, Polish Zloty or Euros. The magnitude of these
transactional exposures is relatively low for the group as sales and purchases are typically matched by currency and commercial
contracts include escalators for currency movements on raw materials. The Group does not typically hedge transactional currency risk
with derivative instruments, but exchange rate movements are regularly monitored.
Translation risk
Foreign currency translation risk arises on consolidation in relation to the translation into Sterling of the results and net assets of the
Group’s Polish subsidiary.
Robinson plc Annual Report and Accounts 2019
45
Notes to the financial statements continued
24 Risk management objectives and policies (continued)
The currency profile of net assets was as follows:
£’000
Group
2019
Group
2018
Company
2019
Company
2018
Net assets by currency
Sterling
Polish Zloty
Euro
Others
Total
6,574
15,293
1,065
(10)
22,923
4,595
17,637
673
23
22,928
12,443
(622)
322
-
12,143
13,684
(641)
225
-
13,268
The following table details the Group’s sensitivity to a 10 per cent increase and decrease in sterling against the relevant foreign
currencies. The sensitivity analysis includes only outstanding foreign currency denominated monetary items at the period end.
A positive number below indicates an increase in profit and other equity where sterling weakens 10 per cent against the Euro
and Polish Zloty.
Currency impact
Profit or loss for the year
Equity
Euro Polish Zloty
+10%
(97)
(97)
-10%
118
118
+10%
(141)
(141)
-10%
173
173
Interest rate risk
Interest rate risk is the risk that the fair value of, or future cash flows associated with, a financial instrument will fluctuate because of
changes in market interest rates. The Group is exposed to interest rate risk on its floating rate borrowings. The interest rate profile of
the Group’s interest-bearing financial assets and financial liabilities was as follows:
Floating rate
Bank overdrafts
Bank and other loans:
- pension escrow loan
Lease liabilities
Cash at bank and on hand
Amounts due to group undertakings
Fixed rate
Lease liabilities
Total
£’000
Group
2019
Group
2018
Company
2019
Company
2018
(3,081)
(6,178)
(1,164)
(1,518)
(2,700)
(1,161)
1,403
-
(5,539)
(1,407)
(1,407)
(6,946)
(2,700)
(263)
1,358
-
(7,783)
(1,062)
(1,062)
(8,845)
(2,700)
-
325
(603)
(4,142)
-
-
(4,142)
(2,700)
-
227
(635)
(4,626)
-
-
(4,626)
Interest payable on bank overdrafts and floating rate loans is based on base rates and short-term interbank rates. At 31 December
2019, the weighted average interest rate payable on bank overdrafts was 2.00% (2018: 2.00%). At 31 December 2019, the weighted
average interest rate payable on bank and other loans was 1.75% (2018: 1.75%). At 31 December 2019, the weighted average interest
rate receivable on cash at bank and in hand was nil% (2018: nil%). At 31 December 2019, the weighted average interest rate payable
on amounts due to group undertakings was 3.6% (2018: 3.6%).
On the assumption that a change in market interest rates would be applied to the interest rate exposures that were in existence at
the balance sheet date an increase/decrease of 100 basis points in market interest rates would decrease/increase the Group’s profit
before tax by £69,000 (2018: £72,000), and the Company’s profit before tax by £45,000 (2018: £49,000).
Robinson plc Annual Report and Accounts 2019Financial Statements
46
Notes to the financial statements continued
24 Risk management objectives and policies (continued)
Credit risk
Credit risk is the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group
has three types of financial assets that are subject to the expected credit loss model: trade receivables; other receivables; and cash at
bank and in hand. Disclosure regarding expected credit losses on trade receivables is provided in note 16. While other receivables and
cash at bank and on hand are also subject to the requirements of IFRS 9, the identified impairment loss was immaterial. The Group’s
cash balances are managed such that there is no significant concentration of credit risk in any one bank or other financial institution.
Management monitors the credit quality of the institutions with which it holds deposits. The Group continuously monitors defaults
(for debts beyond due date) of customers and incorporates this information into its credit risk controls. External credit ratings and
reports on customers are obtained and used. The Group’s policy is to deal only with creditworthy customers. The Group’s management
considers that all the above financial assets that are not impaired for each of the reporting dates under review are of good credit
quality, including those that are past due. In respect of trade and other receivables, the Group is not exposed to any significant credit
risk exposure to any counterparty or group of counterparties having similar characteristics.
At 31 December 2019, the maximum exposure to credit risk (excluding intercompany balances in the Company) was as follows:
Trade and other receivables:
- Trade receivables
- Other receivables
Cash at bank and on hand
Total
£’000
Group
2019
Group
2018
Company
2019
Company
2018
9,393
167
9,560
1,403
10,963
9,778
913
10,691
1,358
12,049
211
8
219
325
544
255
9
264
227
491
Liquidity risk analysis
Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities. The
Group’s borrowing facilities are monitored against forecast requirements and timely action is taken to put in place, renew or replace
credit lines.The Group manages its liquidity needs by carefully monitoring cash outflows due in day-to-day business. The Group’s
liabilities have contractual maturities that are summarised below:
Group
At 31 December 2019
Trade payables
Other financial liabilities
Bank overdrafts
Bank and other loans:
- principal
- interest
Minimum lease payments
Group
At 31 December 2018
Trade payables
Other financial liabilities
Bank overdrafts
Bank and other loans:
- principal
- interest
Minimum lease payments
£’000
Within
1 year
Between
1 and 2
years
Between
2 and 3
years
Between
3 and 4
years
Between
4 and 5
years
2,964
1,397
3,081
-
47
660
8,149
4,056
1,113
6,178
-
47
301
11,695
-
-
-
2,700
12
690
3,402
-
-
-
-
47
265
312
-
-
-
-
-
630
630
-
-
-
2,700
12
361
3,073
-
-
-
-
-
520
520
-
-
-
-
-
247
247
-
-
-
-
-
134
134
-
-
-
-
-
212
212
Total
2,964
1,397
3,081
2,700
59
2,634
12,835
4,056
1,113
6,178
2,700
106
1,386
15,539
Robinson plc Annual Report and Accounts 2019
Notes to the financial statements continued
24 Risk management objectives and policies (continued)
At 31 December 2019, the maximum exposure to credit risk (excluding intercompany balances in the Company) was as follows:
£’000
Within
1 year
Between
1 and 2
years
Between
2 and 3
years
Between
3 and 4
years
Between
4 and 5
years
Company
At 31 December 2019
Trade payables
Other financial liabilities
Bank overdrafts
Bank and other loans:
- principal
- interest
Amounts owed to subsidiaires
Company
At 31 December 2018
Trade payables
Other financial liabilities
Bank overdrafts
Bank and other loans:
- principal
- interest
Amounts owed to subsidiaires
91
412
1,164
-
47
5,107
6,821
60
392
1,518
-
47
5,924
7,941
-
-
-
2,700
12
-
2,712
-
-
-
-
47
-
47
-
-
-
-
-
-
-
-
-
-
2,700
12
-
2,712
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
8,249
8,249
-
-
-
-
-
7,652
7,652
47
Total
91
412
1,164
2,700
59
13,356
17,782
60
392
1,518
2,700
106
13,576
18,352
25 Group capital and net debt
The Group’s capital comprises total equity and net debt. The Group’s capital management objectives are:
• to ensure the Group’s ability to continue as a going concern; and
• to provide an adequate return to shareholders by pricing products commensurately with the level of risk.
The Group monitors capital based on the carrying amount of equity and net debt. Robinson manages the capital structure and adjusts
it in the light of changes in economic conditions and the risk characteristics of the underlying assets. The Directors aim to maintain
an efficient capital structure with a relatively conservative level of debt-to-equity gearing so as to ensure continued access to a
broad range of financing sources in order to provide sufficient flexibility to pursue commercial opportunities as they arise. In order to
maintain its capital structure, the Group may adjust the dividends paid to shareholders, issue new shares, or sell assets to reduce debt.
The Group’s capital was as follows:
Total equity
Net debt
Capital
Gearing (average net debt / average capital)
£’000
2019
2018
22,923
6,946
29,869
26%
22,928
8,845
31,773
25%
%
2017
23,056
6,510
29,566
Robinson plc Annual Report and Accounts 2019Financial Statements
48
Notes to the financial statements continued
25 Group capital and net debt (continued)
Movements in Group net debt were as follows:
Cash at bank and on hand
Bank overdrafts
Bank and other loans
Lease liabilities
Net debt
Cash at bank and on hand
Bank overdrafts
Bank and other loans
Lease liabilities
Net debt
26 Capital commitments
Contracted but not provided in these financial statements
27 Assets pledged as security
At 31
December
Exchange
2018 movements
1,358
(6,178)
(2,700)
(1,325)
(8,845)
(70)
-
-
59
(11)
At 31
December
Exchange
2017 movements
283
(6,441)
(221)
(131)
(6,510)
(3)
-
3
(1)
(1)
Cash
flows
115
3,097
-
(1,302)
1,910
Cash
flows
1,078
263
(2,482)
(1,193)
(2,334)
At 31
December
2019
1,403
(3,081)
(2,700)
(2,568)
(6,946)
At 31
December
2018
1,358
(6,178)
(2,700)
(1,325)
(8,845)
£’000
Group
2019
2,208
Group
2018
328
Company
2019
Company
2018
469
-
The carrying amounts of assets pledged as security (excluding intercompany balances in the Company) for current and non-current
borrowings are:
£’000
Group
2019
Group
2018
Company
2019
Company
2018
Current
Floating charge
Cash and cash equivalents
Trade and other receivables
Total current assets pledged as security
Non-current
First mortgage
Land and buildings
Surplus properties
Lease liabilities
Plant and equipment
Floating charge
Plant and equipment
Total non-current assets pledged as security
Total assets pledged as security
326
5,105
5,431
2,573
3,649
6,222
3,115
3,115
2,316
2,316
11,653
17,084
2
5,729
5,731
2,627
3,649
6,276
1,700
1,700
3,504
3,504
11,480
17,211
325
365
690
2,815
6,417
9,232
-
-
2
2
9,234
9,924
227
329
556
2,888
6,417
9,304
-
-
7
7
9,311
9,867
Robinson plc Annual Report and Accounts 2019
49
Notes to the financial statements continued
28 Contingent liabilities
There were contingent liabilities at 31 December 2019 in relation to cross guarantees of bank overdrafts and leases given by the
Company on behalf of other Group undertakings. The amount guaranteed at 31 December 2019 was £3,079,000 (2018: £5,148,000).
The directors have considered the fair value of the cross guarantee and do not consider this to be significant.
29 Related parties
Transactions took place in the normal course of business between the Company and its subsidiaries during the year as follows:
Charges by the Company to its subsidiaries:
Rent
Management charges
Interest
Other charges (including costs incurred by the Company on behalf of its subsidiaries
and subsequently recharged to them)
Charges by the subsidiaries to the Company (mainly costs incurred by them
on behalf of the Company and recharged to it)
Net balances due from subsidiaries outstanding at the year end
£7,469,000 of the net charges in 2019 related to UK subsidiaries (2018: £6,118,000).
£’000
2019
2018
543
300
66
6,841
7,750
126
6,483
543
310
79
5,567
6,499
64
7,078
Note 28 discloses cross-guarantees between the Company, its subsidiaries and finance providers in relation to bank overdrafts and
leases, this is considered to have minimal value.
Details of transactions between the Group and other related parties are disclosed below:
Post-employment benefit plans
Contributions amounting to £170,000 (2018: £380,000) were payable by the Company to a pension plan established for the benefit
of its employees. At 31 December 2019, £1,000 (2018: £61,000) in respect of contributions due was included in Other Payables. An
amount of £2.7m held in the Pension Escrow Account is loaned to the Company on commercial terms and secured on surplus property
valued at £3m held by the Group (see note 31 for further details). In 2019, Robinson plc incurred and recharged expenses of £41,000
(2018: £42,000) on behalf of the pension plan and charged £31,000 (2018: £34,000) in respect of administration services provided
to the plan.
Compensation of key management personnel
For the purposes of these disclosures, the Group and Company regards its key management personnel as the Directors, including non-
executive Directors. Compensation payable to key management personnel in respect of their services to the Group was as follows:
Short-term employee benefits
Termination benefits
IFRS 2 share option charge
£’000
2019
2018
886
-
5
891
567
251
-
818
30 Non-adjusting post balance sheet events
Since the balance sheet date there has been a global outbreak of a novel strain of coronavirus (COVID-19). On 12 March the World
Health Organisation declared the outbreak a pandemic. Many countries, including the UK and Poland, have reacted to contain and
delay the spread of the virus, which included extensive social distancing, business closures and travel bans. The Directors considered
the financial impact of this pandemic and have concluded that the matter is a non-adjusting post balance sheet event. See the
Chairman’s Report on page 2, “Principal Risks and Uncertainties” in the Strategic Report on page 8, and the going concern disclosures
on page 57 for further information.
Robinson plc Annual Report and Accounts 2019Financial Statements
50
Notes to the financial statements continued
31 Employee Benefit Obligations
The Group operates a defined contribution plan for UK employees, which was demerged (into a separate Mastertrust arrangement)
from the Robinson & Sons Limited Pension Fund during the year. This plan receives contributions to the members’ pension pots from
the Group and member. Polish employees are members of a pay-as-you-go plan based on notional defined contribution accounts,
run by the Polish state-owned Social Insurance Institution. The Group’s obligations in respect of these plans is limited to the
contributions. The expense is recognised in the current Income Statement. The rest of this note relates to the Group’s UK defined
benefit plan (the “Plan”).
The Robinson & Sons Limited Pension Fund is a defined benefit plan, which was closed to new members in 1997 and provides benefits
to members in the form of a guaranteed pension for life. The level of benefits are based on each member’s salary and pensionable
service prior to leaving the Plan. Benefits receive statutory revaluation in deferment. Once in payment, pension increases are applied,
the majority of which are linked to inflation (subject to floors and caps).
The Plan’s assets are held separately from the Group in a trust fund. The fund is looked after by Trustees on behalf of the members.
The assets are invested to meet the benefits promised by a combination of investment returns and future contributions. Under the
normal course of events, actuarial valuations are undertaken every 3 years to confirm whether the assets are expected to be sufficient
to provide the benefits. If there is a shortfall, a recovery plan is put in place under which the Group is required to pay additional
contributions over a period of time, as agreed with the Trustees. The last triennial actuarial valuation was at 5 April 2017 which
indicated the fund was in surplus. Therefore, no Group contributions or recovery plan was agreed to. The next full valuation is due as at
5 April 2020.
The accounting disclosures are based on different assumptions from the plan’s funding assumptions. This is because:i) The funding
and accounting valuations may be carried out at different dates and so are based on different market conditions;ii) The funding
assumptions are determined by the Trustees who must include margins for prudence. The accounting assumptions are determined by
the Group Directors in accordance with accounting standards, which are different from funding regulations.
The IAS19 value placed on the pension benefit obligation has been determined by rolling forward from previous results, making
adjustments to reflect benefits paid out of the Plan, and for differences between the assumptions used at this year-end and the
previous year-end.
Amounts recognised in Statement of Financial Position
£’000
2019
2018
Fair value of Plan assets
Liability value (present value of funded obligation)
Surplus
Unrecognised assets due to asset ceiling
Net asset
66,392
(55,871)
10,521
(10,521)
-
60,972
(54,512)
6,460
(6,460)
-
The main reasons for the improvement in the balance sheet position since last year are:
• the investment return achieved on the Plan’s assets over the period was around 15%, which was significantly higher than the
discount rate used last year,
• using updated CMI 2018 projections, which has led to a slightly lower life expectancies and so has to helped to reduce the value
placed on the liabilities.
The above improvements have been partly offset by the change in market conditions over the year - bond yields have decreased over
the period, resulting in a lower discount rate and a higher liability value. The surplus is not recognised in the Group balance sheet, on
the basis that future “economic benefits” are not available in the form of reduced future contributions or a cash refund.
The amounts recognised in the balance sheet and the movements in the defined benefit obligation over the year are as follows:
Change in funded Defined Benefit Obligation (“DBO”)
£’000
2019
DBO at beginning of year
Service cost
Interest on DBO
Employee contributions
Remeasurement - actuarial (gain)/loss from financial items
Remeasurement - actuarial (gain)/loss from demographic items
Benefits paid
DBO at end of year
54,512
86
1,430
11
4,346
(1,293)
(3,221)
55,871
2018
57,485
93
1,347
11
(1,569)
(51)
(2,804)
54,512
Robinson plc Annual Report and Accounts 2019
Notes to the financial statements continued
31 Employee Benefit Obligations (continued)
Change in Plan Assets
Fair value at beginning of year
Employee contributions
Interest income on Plan assets
Impact of interest on asset ceiling
Remeasurement - actuarial gain/(loss)
Employer contributions
Benefits paid
Expenses paid
Fair value at end of year
Asset return
Interest income on Plan assets (expected return)
Impact of interest on asset ceiling
Remeasurement - actuarial gain/(loss)
Actual return on Plan assets
The following amounts were recognised in the income statement:
Income Statement
Current service cost
Expenses
Net interest cost
Impact of interest on the asset ceiling
Total cost recognised in the income statement
The following amounts were not recognised in the statement of other comprehensive income:
Remeasurement DBO - actuarial (gain)/loss from financial items
Remeasurement DBO - actuarial (gain)/loss from demographic items
Remeasurement Plan assets - actuarial (gain)/loss on assets
Effect of asset limitation and minimum funding requirement
Total (gain)/loss not recognised in other comprehensive income
51
2018
66,013
11
1,550
(203)
(3,482)
(13)
(2,804)
(100)
60,972
2018
1,550
(203)
(3,482)
(2,135)
2018
93
100
(203)
203
193
(1,569)
(51)
3,482
(2,068)
(206)
£’000
2019
£’000
£’000
60,972
11
1,602
(172)
7,259
-
(3,221)
(59)
66,392
2019
1,602
(172)
7,259
8,689
2019
86
59
(172)
172
145
4,346
(1,293)
(7,259)
4,061
(145)
Cumulative actuarial losses recognised in OCI
11,664
11,809
Reconciliation of prepaid/(accrued) pension cost
Prepaid/(accrued) at beginning of year (IAS)
Net periodic pension cost
Company contributions
Impact of limit on net assets
Remeasurements - actuarial (gains)/losses not recognised in OCI
Prepaid/(accrued) at end of year (IAS)
Change in asset ceiling + additional liability IFRIC14
Asset not recognised at beginning of year
Changes in unrecognised asset due to asset ceiling
Asset not recognised at end of year
-
145
-
4,061
(4,206)
-
6,460
4,061
10,521
-
193
13
(2,068)
1,862
-
8,528
(2,068)
6,460
Robinson plc Annual Report and Accounts 2019Financial Statements
52
Notes to the financial statements continued
31 Employee Benefit Obligations (continued)
Key assumptions used were:
2019
2018
2019
2018
weighted average
Discount rate at beginning of year
Discount rate at end of year
RPI inflation
CPI inflation
Salary inflation
Expected return on assets
Mortality (average)
Mortality improvements
2.7%
2.0%
2.0%
2.4%
2.7%
2.7%
2.0%
3.2%
2.2%
3.5%
2.0%
S2PXA
2.7%
3.3%
2.3%
3.6%
2.7%
S2PXA
CMI2018[1%] CMI2017[1%]
The average life expectancy of a pensioner is as follows:
Life expectancy of 45 year old man at the age of 65 years
Life expectancy of 45 year old woman at the age of 65 years
Life expectancy of 65 year old man at the age of 65 years
Life expectancy of 65 year old woman at the age of 65 years
Sensitivity to assumptions
The following table shows the impact of changes to the main assumptions:
2019
2018
22.4
24.5
21.3
23.3
22.9
24.9
21.8
23.7
Reduce discount rate by 0.5% pa
Increase inflation rate by 0.5% pa
Decrease inflation rate by 0.5% pa
Add 1 year to life expectancies
Change to liability value Addition to liability value
£’000
(%)
6.6%
4.8%
-2.1%
4.5%
3,700
2,700
(1,200)
2,500
The above sensitivity analyses are based on a change in an assumption while holding all other assumptions constant. In practice, this
is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit
obligation to significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the
projected unit credit method at the end of the reporting period) has been applied as when calculating the defined benefit liability
recognised in the balance sheet. The methods and types of assumptions used in preparing the sensitivity analysis did not change
compared to the prior period.
Pension Escrow Account
Following the actuarial valuation carried out in April 2002 it was clear that there was no need for the employer to pay contributions
into the Plan for existing members. The Group has nonetheless paid employer contributions set aside in the Group’s financial
statements since the actuarial valuation in April 2002, together with money purchase contributions between 2005 and 2017, into
an escrow account. The outcome of the next actuarial valuation in April 2020 will determine whether the contributions will be paid
over to the Plan, returned to the Group or whether some other arrangements will be made. It is likely that the escrow account will be
returned to the Plan and, therefore, it has been disclosed as an asset of the Plan. £2.7m of the escrow account is loaned to the Group
on commercial terms secured on surplus property valued at £3m held by the Group. The total set aside in the escrow account, including
the £2.7m loan receivable, at 31 December 2019 amounted to £3.1m (2018: £3.1m).
Asset class allocation
The major categories of Plan assets are as follows:
Equity securities
Debt securities
Real estate
Other
Cash
Weighted average duration of the Plan (years)
Expected contributions in the following period
2019
46.0%
40.5%
4.6%
4.7%
4.2%
100%
14
-
2018
38.7%
43.7%
8.0%
5.1%
4.5%
100%
14
-
Robinson plc Annual Report and Accounts 2019
53
Notes to the financial statements continued
31 Employee Benefit Obligations (continued)
As at the last actuarial valuation (5 April 2017), the present value of defined benefit obligation included £5.6m in respect of active
members, £6.9m in respect of deferred members and £41.3m in respect of pensioners.
Risk Exposure
Through its defined benefit pension plan, the Group is exposed to a number of risks, the most significant of which are detailed below:
Asset volatility
The Plan liabilities are calculated using a discount rate set with reference to corporate bond yields; if plan assets underperform this
yield, this will create a deficit. The Plan hold a significant proportion of equities, which are expected to outperform corporate bonds
in the long term while providing volatility and risk in the short term.The Group believes that, due to the long-term nature of the Plan
liabilities and the strength of the supporting Group, a level of continuing equity investment is an appropriate element of the Group’s
long-term strategy to achieve a buyout of liabilities, when market conditions allow.
Changes in bond yields
A decrease in corporate bond yields will increase Plan liabilities, although this will be partially offset by an increase in the value of the
Plans’ holdings.
Interest & Inflation risks
The Plan is exposed to interest and inflation rate risks. The Plan invests in Liability Driven Investments with a target a level of hedging
of 70% of the risk to funding associated with the impact of changes in long-term interest rates and inflation expectations on the Plan’s
technical provisions.
Life expectancy
The Plans’ obligations are to provide benefits for the life of the member, so increases in life expectancy will result in an increase in the
Plans’ liabilities.
32 Accounting policies
Robinson plc is a company incorporated in the United Kingdom under the Companies Acts. The consolidated and Company financial
statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European
Union and the Large and Medium-Sized Companies and Groups (Accounts and Reports) Regulations 2018. All standards and
interpretations that have been issued and are effective at the year-end have been applied in the financial statements. The financial
statements have been prepared under the historical cost convention adjusted for the revaluation of certain properties.
Consolidation
The Group’s financial statements consolidate the financial statements of Robinson plc and all its subsidiaries. Subsidiaries are
consolidated from the date on which control transfers to the Group and are included until the date on which the Group ceases to
control them. Transactions and year end balances between Group companies are eliminated on consolidation. All entities have
coterminous year ends. The Group obtains and exercises control through voting rights. Investments in subsidiary undertakings are
accounted for in accordance with IAS 27 and IFRS 10.
Revenue
The Group manufactures and sells a range of plastic and paperboard packaging to its customers. Revenue is recognised when control of
the products is transferred, being when the products are delivered to the customer, and there is no unfulfilled performance obligation
that could affect the customer’s acceptance of the products. Delivery occurs when the products have been shipped to the specific
location, the risks of obsolescence and loss have been transferred to the customer, and either the customer has accepted the products
in accordance with the sales contract, the acceptance provisions have lapsed, or the group has objective evidence that all criteria for
acceptance have been satisfied. Products are sometimes sold with retrospective volume rebates based on aggregate sales over a
12 months period. Revenue from these sales is recognised based on the price specified in the contract, net of the estimated volume
rebates. Accumulated experience is used to estimate and provide for the rebates, using the expected value method, and revenue is
only recognised to the extent that it is highly probable that a significant reversal will not occur. A rebate liability (included in trade and
other payables) is recognised for expected volume rebates payable to customers in relation to sales made until the end of the reporting
period. No element of financing is deemed present as the sales are made with credit terms which are considered within the range of
normal industry practice. A receivable is recognised when the goods are delivered as this is the point in time that the consideration is
unconditional because only the passage of time is required before the payment is due.
Robinson plc Annual Report and Accounts 2019Financial Statements 54
Notes to the financial statements continued
32 Accounting policies (continued)
Foreign currencies
Assets and liabilities of overseas subsidiaries are translated into sterling, the functional currency of the parent company, at the rate
of exchange ruling at the year end. The results and cash flows of overseas subsidiaries are translated into sterling using the average
rate of exchange for the year as this is considered to approximate to the actual rate. Exchange movements on the restatement of the
net assets of overseas subsidiaries and the adjustment between the income statement translated at the average rate and the closing
rate are taken directly to other reserves and reported in the other comprehensive income. All other exchange differences arising
on monetary items are dealt with through the consolidated income statement. On disposal of a foreign subsidiary the accumulated
exchange differences in relation to the operation are reclassified into the income statement.
Property, plant and equipment
Property, plant and equipment are stated at cost less a provision for depreciation and impairment losses. Depreciation is calculated
to write off the cost less estimated residual values of the assets in equal instalments over their expected useful lives. No depreciation
is provided on freehold land or Surplus Properties. Surplus properties are stated at cost, they are not being depreciated as they
are surplus and not currently in use and the value is therefore not being consumed. Depreciation is provided on other assets at the
following annual rates:
Buildings
Plant and machinery
4% - 20% per annum
5% - 33% per annum
Residual values and estimated useful lives are re-assessed annually.
Inventories
Inventories are valued at the lower of cost, including related overheads, and net realisable value. Cost comprises direct materials and,
where applicable, direct labour costs and the overheads incurred in bringing items to their present location and condition. Inventories
are valued on a first in, first out, basis. Net realisable value represents the estimated selling price less all estimated costs of completion
and costs to be incurred in marketing, selling and distribution.
Trade and other receivables
Trade receivables are amounts due from customers for goods sold or services performed in the ordinary course of business. They are
recognised initially at the amount of consideration that is unconditional. The group holds the trade receivables with the objective to
collect the contractual cash flows and therefore measures them subsequently at amortised cost using the effective interest method,
less provision for impairment. A provision for impairment of trade receivables is established based on the expected credit loss (ECL).
The Group applies the IFRS 9 simplified approach to measuring ECLs which uses a lifetime expected loss allowance for all trade
receivables, which are grouped based on shared credit risk characteristics and the days past due. The amount of the provision is
recognised in the balance sheet within trade receivables. Movements in the provision are recognised in the profit and loss account
in administrative expenses. Any change in their value through impairment or reversal of impairment is recognised in the income
statement.
Cash and cash equivalents
For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand, demand deposits
with banks, and other short-term, highly liquid investments with original maturities of three months or less, and bank overdrafts. Bank
overdrafts are shown within current liabilities in the statement of financial position.
Trade and other payables
These amounts represent liabilities for goods and services provided to the group prior to the end of financial year which are unpaid.
The amounts are unsecured and are usually paid within 60 days of recognition. Trade and other payables are presented as current
liabilities unless payment is not due within 12 months after the reporting period. They are recognised initially at their fair value and
subsequently measured at amortised cost using the effective interest method.
Borrowings
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised
cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in profit or loss over
the period of the borrowings using the effective interest method. Borrowings are removed from the balance sheet when the obligation
specified in the contract is discharged, cancelled or expired. Borrowings are classified as current liabilities unless the group has an
unconditional right to defer settlement of the liability for at least 12 months after the reporting period. Borrowings include bank
overdrafts, bank and other loans and lease liabilities.
Robinson plc Annual Report and Accounts 2019 55
Notes to the financial statements continued
32 Accounting policies (continued)
Taxation
Current income tax assets and/or liabilities comprise obligations to, or claims from, fiscal authorities relating to the current or prior
reporting periods, that are unpaid/due at the reporting date. Current tax is payable on taxable profits, which may differ from profit or
loss in the financial statements. Calculation of current tax is based on the tax rates and tax laws that have been enacted or substantively
enacted at the reporting period.
Deferred taxation is provided on taxable and deductible temporary differences between the carrying amounts of assets and liabilities
in the financial statements and their corresponding tax bases. Deferred tax assets are recognised to the extent that it is probable that
taxable profits will be available against which temporary differences can be utilised or that they will reverse. Deferred tax is measured
using the tax rates expected to apply when the asset is realised, or the liability settled based on tax rates enacted or substantively
enacted by the reporting date. Deferred tax assets and liabilities are recognised where the carrying amount of an asset or liability on
the reporting date differs from its tax base except for differences arising on investments in subsidiaries where the Group can control
the timing of the reversal of the difference and it is probable that the difference will not reverse in the foreseeable future. Changes in
deferred tax assets or liabilities are recognised as a component of tax expense in the income statement, except where they relate to
items that are charged directly to other comprehensive income (such as the revaluation of land or relating to transactions with owners)
in which case the related deferred tax is also charged or credited directly to other comprehensive income. Current tax is the tax
currently payable on taxable profit for the year.
Employee benefits
The retirement benefit asset and/or liabilities recognised in the statement of financial position represents the fair value of defined
benefit plan assets less the present value of the defined benefit obligation, to the extent that this is recoverable by means of a
contribution holiday, payment of money purchase contributions and expenses from the plan calculated on the projected unit credit
method. Operating costs comprise the current service cost plus expenses. Finance income comprises the expected return on plan
assets less the interest on plan liabilities. Actuarial gains or losses comprising differences between the actual and expected return on
plan assets, changes in plan liabilities due to experience and changes in actuarial assumptions are recognised immediately in other
comprehensive income. Pension costs for the money purchase section represent contributions payable during the year.
Goodwill
All business combinations are accounted for by applying the purchase method. Goodwill arising on consolidation represents the excess
of the cost of the acquisition over the Group’s interest in the fair value of identifiable assets (including intangible assets) and liabilities
of the business acquired. Goodwill is not amortised but is reviewed for impairment at least annually. For the purpose of impairment
testing, goodwill is allocated to each of the Group’s cash-generating units expected to benefit from the synergies of the combination.
Cash-generating units to which goodwill has been allocated are tested for impairment annually, or more frequently when there is
an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount
of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the
other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit. An impairment loss recognised for
goodwill is not reversed in a subsequent period. On disposal of a cash generating unit, the attributable amount of goodwill is included
in the determination of the profit or loss on disposal. Goodwill recorded in foreign currencies is retranslated at each period end.
Any movements in the carrying value of goodwill as a result of foreign exchange rate movements are recognised in the Consolidated
Statement of Comprehensive Income.
Other intangible assets
Intangible assets with finite useful lives that are acquired separately are carried at cost less accumulated amortisation and accumulated
impairment losses. Amortisation is recognised in the profit for the year on a straight-line basis over their estimated useful lives. The
estimated useful life and amortisation method are reviewed at the end of each reporting period, with the effect of any changes in
estimate being accounted for on a prospective basis. Intangible assets with indefinite useful lives that are acquired separately are
carried at cost less accumulated impairment losses. Intangible assets acquired in a business combination and recognised separately
from goodwill are initially recognised at their fair value at the acquisition date (which is regarded as their cost). Subsequent to initial
recognition, intangible assets acquired in a business combination are reported at cost less accumulated amortisation and accumulated
impairment losses, on the same basis as intangible assets that are acquired separately. Intangible assets recorded in foreign currencies
are retranslated at each period end. Any movements in the carrying value of intangible assets as a result of foreign exchange rate
movements are recognised in the Consolidated Statement of Comprehensive Income.
Robinson plc Annual Report and Accounts 2019Financial Statements 56
Notes to the financial statements continued
32 Accounting policies (continued)
Leased assets
The Group as a lessee
The Group recognises a right-of-use asset and a lease liability at the commencement date of the contract for all leases conveying
the right to control the use of an identified asset for a period time, with the exception of short term leases and leases for which the
underlying asset is of low value. The right-of-use asset is initially measured at cost, and subsequently at cost less any accumulated
depreciation and any accumulated impairment losses and adjusted for any re-measurement of the lease liability. If the lease transfers
ownership of the underlying asset to the Group by the end of the lease term or if the cost of the right-of- use asset reflects that the Group
will exercise a purchase option, the Group depreciates the right-of-use asset from the commencement date to the end of the useful life of
the underlying asset on a straight line basis. Otherwise, the Group depreciates the right-of-use asset from the commencement date to the
earlier of the end of the useful life of the right-of-use asset or the end of the lease term on a straight line basis.
The lease liability is initially measured at the present value of the lease payments not paid at that date. Lease payments are discounted
using the Group’s incremental borrowing rate or the rate implicit in the lease contract. The lease liability is subsequently remeasured
to reflect lease payments made. Short term and low value leases are recognised in profit or loss on a straight-line basis over the term of
the lease.
The Group as a lessor
Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease.
Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that
the Group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation. The amount
recognised as a provision is the best estimate of the consideration required to settle the present obligation at the balance sheet
date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows
estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time
value of money is material). When some or all of the economic benefits required to settle a provision are expected to be recovered from
a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received, and the amount of the
receivable can be measured reliably.
Land & buildings
Land and buildings held for use in the production or supply of goods or services, or for administrative purposes, are stated in the
balance sheet at their deemed cost, being the fair value at the date of transition to IFRS, less any subsequent accumulated depreciation
and subsequent accumulated impairment losses. Any revaluation increase arising on the revaluation of such land and buildings prior
to deemed cost being adopted was credited to the properties revaluation reserve, except to the extent that it reversed a revaluation
decrease for the same asset previously recognised as an expense, in which case the increase was credited to the income statement to
the extent of the decrease previously expensed. A decrease in carrying amount arising on the revaluation of such land and buildings
was charged as an expense to the extent that it exceeds the balance, if any, held in the properties revaluation reserve relating to a
previous revaluation of that asset. Depreciation on revalued buildings is charged to income. On the subsequent sale or scrappage of
a previously revalued property, the attributable revaluation surplus remaining in the properties revaluation reserve is transferred
directly to retained earnings. Freehold land is not depreciated.
Surplus properties
The Group owns several properties, that were previously used in its trading businesses, which are now surplus to its current business
needs. There is an active plan to sell these properties as and when market conditions allow. For the purposes of these financial
statements these properties have been included under the heading Surplus Properties.
Share based payments
The fair value at the date of grant of share options is calculated using the Black Scholes pricing model and charged to the income
statement on a straight-line basis over the vesting period of the award. The charge to the income statement takes account of the
estimated number of share options that will vest. The corresponding credit to an equity settled share-based payment is recognised in
equity. If vesting periods or other non-market vesting conditions apply, the expense is allocated over the vesting period, based on the
best available estimate of the number of share options expected to vest. Estimates are subsequently revised if there is any indication
that the number of share options expected to vest differs from previous estimates. Any cumulative adjustment prior to vesting
is recognised in the current period. No adjustment is made to any expense recognised in prior periods if share options ultimately
exercised are different to that estimated on vesting. Further details are given in the Directors report.
Employee benefit trusts
The Company has established trusts for the benefit of employees and certain of their dependants. Monies held in these trusts are held
by independent trustees and managed at their discretion. Where monies held in a trust are determined by the Company based
Robinson plc Annual Report and Accounts 2019 57
Notes to the financial statements continued
32 Accounting policies (continued)
on employees’ past services to the business and the Company can obtain no future economic benefit from these monies, such monies,
whether in trust or accrued for by the Company are charged to the income statement in the period to which they relate.
Going concern
In determining whether the Group’s annual consolidated financial statements can be prepared on a going concern basis, the directors
considered the Group’s business activities, together with the factors likely to affect its future development, performance and position;
these are set out in the Strategic Report.
The Group meets its day to day working capital requirements through an overdraft facility which is due for renewal in February
2021. The Group will seek to renegotiate this facility in due course and management is confident that a facility will be forthcoming
on acceptable terms. As a result of the market uncertainty due to the ongoing COVID-19 coronavirus pandemic, the Directors have
performed a detailed stress test to confirm that the business will be able to operate for at least the following 12 months. This involves
assessing the headroom against available credit facilities in a stressed scenario, the assumptions used for this test are as follows:
• Full shutdown of all production facilities for the 3 months to June 2020;
• 20% reduction in revenues due to lower demand for the subsequent 9 months to March 2021;
• Suspension of dividend payments to shareholders;
• Deferment of 2019 bonuses due to senior management;
• A moratorium on uncommitted, non-essential capital expenditure;
• Government support for employees furloughed as a result of shutdowns in both the UK and Poland; and,
• Continued availability of existing credit facilities from the Group’s finance providers.
The Group has also assessed an extreme worst-case scenario of a longer shut down period. The results of both tests confirm that the
Group will be able to continue to operate within its available credit facilities for at least 12 months from the date of this report. This is
managements best estimate as of the date of this report which may be subject to change as the pandemic situation evolves.
As at the date of this report, the directors have a reasonable expectation that the Company and Group have adequate resources to
continue in business for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the
annual financial statements.
Critical accounting judgements and key sources of estimation uncertainty
The preparation of the Group’s financial statements requires management to make judgments, estimates and assumptions that affect
the reported amounts of revenues, expenses, assets and liabilities and the disclosure of contingent liabilities at the reporting date.
However, uncertainty about the assumptions and estimates could result in outcomes that could require a material adjustment to the
carrying amount of the asset or liability affected in the future. The Directors consider the following to be the critical judgements and
key sources of estimation uncertainty made in preparing these financial statements that, if not borne out in practice, may affect the
Group’s results during the next financial year.
Critical judgements
1) Classification of surplus properties
The Group owns several properties, that were previously used in its trading businesses, which are now surplus to its current business
needs. Management are required to determine which properties were surplus during the year and at the reporting date. There were no
changes in classification of properties during the current or prior year.
Key sources of estimation uncertainty
1) Pensions and other post-employment benefits
The cost of defined benefit pension plans and other post-employment benefit is determined using actuarial valuations. The actuarial
valuation involves making assumptions about discount rates, expected rates of return on assets, mortality rates and future pension
increases. Due to the long-term nature of these plans such estimates are subject to significant uncertainty. The irrecoverable surplus is
based on estimates of the recoverable surplus. These are based on expectations in line with the underlying assumptions in the valuation
and current circumstances. Further details can be found in note 31.
2) Impairment of goodwill, other intangible assets and property, plant and equipment
The Group tests goodwill, intangible assets and property, plant and equipment annually for impairment, or more frequently if there are
indications that an impairment may be required. Determining whether goodwill is impaired requires an estimation of the value in use of
the cash-generating units to which goodwill has been allocated. The value-in-use calculation requires the entity to estimate the future
cash flows expected to arise from the cash-generating unit and a suitable discount rate in order to calculate present value. Further
details on this process are set out in note 11.
Robinson plc Annual Report and Accounts 2019Financial Statements 58
Notes to the financial statements continued
32 Accounting policies (continued)
3) Sales volume rebates
Some products are sold with retrospective volume rebates based on aggregate sales over a 12 month period. Accumulated experience
is used to estimate and provide for the rebates, using the expected value method. Where the sales volume exceeds the agreed
thresholds and meets other contractual terms, a rebate liability (included in trade and other payables) is recognised for expected
volume rebates payable to customers in relation to sales made until the end of the reporting period.
Amendments to IFRSs that are mandatorily effective for the current year
The adoption of the following standards, amendments and interpretations in the current year have not had a material impact on the
Group’s/Company’s financial statements.
IAS 19 Employee Benefits: Plan Amendment, Curtailment or Settlement
Amendments to IAS 28 Investments in Associates and Joint Ventures:
Long-term interests in Associates and Joint Ventures
Amendments to IFRS 9 Financial Instruments:
Prepayment features with negative compensation
IFRS 16 Leases
Improvements to IFRSs 2015 - 2017
IFRIC 23 Uncertainty over Income Tax Treatments
1 January 2019
1 January 2019
1 January 2019
1 January 2019
1 January 2019
1 January 2019
EU effective date – periods beginning on or after
The adoption of the following standards, amendments and interpretations in future years are not expected to have a material impact on
the Group’s financial statements.
EU effective date – periods beginning on or after
Amendments to IFRS 9 Financial Instruments, IAS 39 Financial Instruments:
Recognition and Measurement and IFRS 7 Financial Instruments:
Disclosures: Interest Rate Benchmark Reform
Amendments to IAS 1 Presentation of Financial Statements and IAS 8 Accounting
Policies, Changes in Accounting Estimates and Errors: Definition of Material
Conceptual Framework (Revised) and amendments to related
references in IFRS Standards
1 January 2020
1 January 2020
1 January 2020
Comment on standards effective from 1 January 2019
IFRS 16 ‘Leases’
IFRS 16 ‘Leases’ replaces IAS 17 ‘Leases’ along with three Interpretations (IFRIC 4 ‘Determining whether an Arrangement contains
a Lease’, SIC 15 ‘Operating Leases-Incentives’ and SIC 27 ‘Evaluating the Substance of Transactions Involving the Legal Form of a
Lease’). The Directors have assessed that the adoption of IFRS 16 did not result in any material adjustments to the amounts recognised
in the financial statements at 31 December 2018. For those leases previously classified as finance leases, the right-of-use asset
and lease liability are measured at the date of initial application at the same amounts as under IAS 17 immediately before the date
of initial application.
On transition to IFRS 16 the weighted average incremental borrowing rate applied to lease liabilities recognised under IFRS 16
was 1.3%.
The following is a reconciliation of total operating lease commitments at 31 December 2018 (as disclosed in the financial statements to
31 December 2018) to the lease liabilities recognised at 1 January 2019:
Total operating lease commitments disclosed at 31 December 2018
Finance lease obligations
Total lease liabilities disclosed at 1 January 2019
Comment on standards effective from 1 January 2020
-
1,325
1,325
Certain new accounting standards and interpretations have been published that are not mandatory for 31 December 2019 reporting
periods and have not been early adopted by the group. These standards are not expected to have a material impact on the entity in the
current or future reporting periods and on foreseeable future transactions.
Robinson plc Annual Report and Accounts 2019
59
Independent Auditor’s report to the members of Robinson plc
Opinion
We have audited the financial statements of Robinson Plc (the ‘parent company’) and its subsidiaries (the ‘group’) for the year ended
31 December 2019 which comprise group income statement, the group statement of comprehensive income, the group and company
statement of financial position, the group and company statement of changes in equity, the group and company cash flow statement
and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that
has been applied in their preparation is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the
European Union.
In our opinion:
• the financial statements give a true and fair view of the state of the group’s and of the parent company’s affairs as at 31 December
2019 and of the group’s profit for the year then ended;
• the group financial statements have been properly prepared in accordance with IFRSs as adopted by the European Union;
• the parent company financial statements have been properly prepared in accordance with IFRSs as adopted by the European Union
and as applied in accordance with the provisions of the Companies Act 2006; and
• the financial statements have been prepared in accordance with the requirements 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 are independent of the company in accordance with the ethical requirements that are relevant to our audit
of the financial statements in the UK, including the FRC’s Ethical Standard, as applied to listed entities and we have fulfilled our other
ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
The impact of uncertainties due to the United Kingdom exiting the European Union on our audit
The Directors’ view on the impact of Brexit is disclosed on page 9. The United Kingdom withdrew from the European Union on 31 January
2020 and entered into an Implementation Period which is scheduled to end on 31 December 2020. However the terms of the future trade
and other relationships with the European Union are not yet clear, and it is therefore not currently possible to evaluate all the potential
implications to the group and parent company’s trade, customers, suppliers and the wider economy. We considered the impact of Brexit
on the group and parent company as part of our audit procedures, applying a standard firm wide approach in response to the uncertainty
associated with the group and parent company’s future prospects and performance. However, no audit should be expected to predict the
unknowable factors or all possible implications for the group and parent company and this is particularly the case in relation to Brexit.
Conclusions relating to going concern
We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:
• the directors’ use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or
• the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt
about the group’s or the parent company’s ability to continue to adopt the going concern basis of accounting for a period of at least
twelve months from the date when the financial statements are authorised for issue.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial
statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud)
we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and
directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a
whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Revenue recognition
The group’s accounting policy in respect of revenue recognition is set out in the accounting policy notes on page 53. Revenue is a
material balance for Robinson Plc and represents the largest balance in the group income statement. An error in this balance could
significantly affect users’ interpretation of the financial statements. As a result, there is a risk of fraud or error in revenue recognition
due to the potential to inappropriately record revenue in the wrong period. We therefore consider cut-off to be a key audit matter.
Robinson plc Annual Report and Accounts 2019Financial Statements 60
Independent Auditor’s report to the members of Robinson plc continued
Our response
Our procedures over revenue recognition included, but were not limited to:
• Obtaining an understanding of the processes and controls over the recognition of revenue and performing walkthrough tests to
validate that controls were operating as designed; and
• Testing a sample of revenue transactions around the year end to ensure they were accounted for in the correct period.
Our observations
Our work performed in relation to controls over the recognition of revenue confirmed that the controls in place were operating
as designed. Based on our work performed on transactions around the year end, revenue was appropriately recognised in the
correct period.
Impact of the outbreak of COVID-19 on the financial statements
Since the balance sheet date there has been a global pandemic from the outbreak of COVID-19. During the latter stages of finalising
the financial statements, the potential impact of COVID-19 became significant and is causing widespread disruption to normal
patterns of business activity across the world, including the U.K. and Poland. The directors’ consideration of the impact on the financial
statements are disclosed in strategic report on page 8 and going concern assessment on page 57. Whilst the situation is still emerging,
based on their best estimate at this point in time, the directors have concluded that, adopting the going concern basis of preparation is
appropriate. They have also concluded that COVID-19 is a non-adjusting post balance sheet event.
Our response
We assessed the directors’ conclusion that the matter be treated as a non-adjusting post balance sheet event and that adopting the
going concern basis for preparation of the financial statements is appropriate. We considered:
• The timing of the development of the outbreak across the world and in the U.K. and Poland; and
• How the financial statements and business operations of the group might be impacted by the disruption.
In forming our conclusions over going concern, we evaluated how management’s going concern assessment considered the impacts
arising from COVID-19 as follows:
• We reviewed management’s revised going concern assessment including COVID-19 implications based on a ‘most likely’ (base case)
scenario and ‘reverse stress check scenario’ (worst case) as approved by the board of directors. We made enquiries of management
to understand the completeness of criteria taken into account and implication of those when assessing ‘most likely’ scenario and ‘
worst case scenario’ on the group’s forecast financial performance;
• We evaluated the key assumptions in the base case forecast and the worst case forecast and considered whether these
appeared reasonable;
• We examined the minimum committed facility headroom under the base case monthly cash flow forecasts, as well as worst case
forecast as disclosed in the financial statements and evaluated whether the directors’ conclusion that liquidity headroom remained
in all events was reasonable; and
• We evaluated the adequacy and appropriateness of the directors’ disclosure in respect of COVID- 19 implications, in particular
disclosures within principal risks & uncertainties, post balance sheet events and going concern.
Our observations
Based on the work performed, we are satisfied that the matter has been appropriately reflected in the financial statements based on
current available information. Our conclusions on going concern is set out under ‘conclusions relating to going concern‘ above.
Our application of materiality
The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for materiality. These,
together with qualitative considerations, helped us to determine the scope of our audit and the nature, timing and extent of our
audit procedures on the individual financial statement line items and disclosures and in evaluating the effect of misstatements, both
individually and on the financial statements as a whole. Based on our professional judgement, we determined materiality for the
financial statements as a whole as follows:
Overall materiality
How we determined it
Rationale for benchmark applied
Performance materiality
£614,000
The overall materiality level has been determined with reference to a benchmark
of group revenue.
In our view, revenue is the most relevant measure of the underlying performance of
the group and therefore, has been selected as the materiality benchmark.
The percentage applied to this benchmark is 1.75%.
£491,000
Robinson plc Annual Report and Accounts 2019
61
Independent Auditor’s report to the members of Robinson plc continued
We agreed with the Audit Committee that we would report to the Committee all audit differences in excess of £18,400 as well
as differences below that threshold that, in our view, warranted reporting on qualitative grounds. We also reported to the Audit
Committee on disclosure matters that we identified during the course of assessing the overall presentation of the financial statements.
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 component
level. In the current period, the performance materiality allocated to the components and/or subsidiaries of the group ranged between
£4,000 and £259,000. The parent company financial statement materiality has been set at 4% of Net Assets, namely £481,000.
The parent company performance materiality has been set at £384,000. The reporting threshold has been set at 3% of our financial
statement materiality, namely £14,400.
An overview of the scope of our audit
As part of designing our audit, we determined materiality and assessed the risk of material misstatement in the financial statements.
In particular, we looked at where the directors made subjective judgements such as making assumptions on significant accounting
estimates. We gained an understanding of the legal and regulatory framework applicable to the group and company, the structure of
the group and the parent company and the industry in which it operates. We considered the risk of acts by the company which were
contrary to the applicable laws and regulations including fraud. We designed our audit procedures to respond to those identified risks,
including non-compliance with laws and regulations (irregularities) that are material to the financial statements. We focused on laws
and regulations that could give rise to a material misstatement in the financial statements, including, but not limited to, the Companies
Act 2006. We tailored the scope of our group audit to ensure that we performed sufficient work to be able to give an opinion on the
financial statements as a whole. We used the outputs of a risk assessment, our understanding of the parent company and group’s,
accounting processes and controls and its environment and considered qualitative factors in order to ensure that we obtained
sufficient coverage across all financial statement line items.
Our tests included, but were not limited to, obtaining evidence about the amounts and disclosures in the financial statements sufficient to
give reasonable assurance that the financial statements are free from material misstatement, whether caused by irregularities including
fraud or error, review of minutes of directors’ meetings in the year and enquiries of management. As a result of our procedures, we did
not identify any Key audit matters relating to irregularities. The risks of material misstatement that had the greatest effect on our audit,
including the allocation of our resources and effort, are discussed under “Key audit matters” within this report.
Our group audit scope included an audit of the group and parent financial statements of Robinson Plc. Based on our risk assessment,
the following entities within the group were subject to full scope audit and was performed by the group audit team:
Robinson Plc
Robinson Plastic Packaging Limited
Robinson Paperbox Packaging Limited
Portland Works Limited
Robinson (Overseas) Limited
Walton Mill (Chesterfield) Limited
Robinson Packaging Polska sp z. o. o
At the parent level we also tested the consolidation process and carried out analytical procedures to confirm our conclusion that there
were no significant risks of material misstatement of the aggregated financial information.
Other information
The directors are responsible for the other information. The other information comprises the information included in the annual
report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover
the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance
conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge
obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material
misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material
misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of
this other information, we are required to report that fact. We have nothing to report in this regard.
Opinions on other matters prescribed by 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.
Robinson plc Annual Report and Accounts 2019Financial Statements 62
Independent Auditor’s report to the members of Robinson plc continued
Matters on which we are required to report by exception
In light of the knowledge and understanding of the group and the parent company and 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 are not in agreement with the accounting records and returns; or
• certain disclosures of directors’ remuneration specified by law are not made; or
• we have not received all the information and explanations we require for our audit.
Responsibilities of Directors
As explained more fully in the directors’ responsibilities statement set out on page 26, the directors are responsible for the preparation
of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors
determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to
fraud or error. In preparing the financial statements, the directors are responsible for assessing the group’s and the parent company’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic
alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a
high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial
statements. A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting
Council’s website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Other matters which we are required to address
Following the recommendation of the audit committee, we were appointed by the Board of Directors on 13 July 2017 to audit the
financial statements for the year ending 31 December 2017 and subsequent financial periods. The period of total uninterrupted
engagement is 3 years, covering the years ending 31 December 2017 to 31 December 2019.
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 our audit.
Our audit opinion is consistent with the additional report to the audit committee.
Use of the audit report
This report is made solely to the company’s members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006.
Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them
in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone
other than the company and the company’s members as a body for our audit work, for this report, or for the opinions we have formed.
Louis Burns
(Senior Statutory Auditor) for and on behalf of Mazars LLP
Chartered Accountants and Statutory Auditor
45 Church Street, Birmingham B3 2RT
31 March 2020
Robinson plc Annual Report and Accounts 2019 63
Notice of Annual General Meeting
Notice is hereby given that the Annual General Meeting
of Robinson plc will be held at:
Robinson plc, Field House,
Wheatbridge, Chesterfield, S40 2AB
on Tuesday 30 June 2020 at 11:30 am
for the following purposes:
Resolutions
To consider and, if thought fit, pass the following resolutions
which will be proposed as ordinary resolutions:
1 to receive and adopt the report of the directors and the audited
financial statements for the year ended 31 December 2019
2 to re-elect Helene Roberts as a director of the Company
3 to re-elect Alan Raleigh as a director of the Company
4 to re-appoint Mazars LLP as auditors of the Company and to
authorise the directors to determine their remuneration
To transact any other ordinary business of an annual general meeting.
On behalf of the Board
Guy Robinson
Director
8 June 2020
A member entitled to attend and vote at the meeting is entitled to appoint a proxy to
vote in his or her stead.
To be valid, Forms of Proxy must be deposited at the Registered Office of the Company
not less than 48 hours before the time of the meeting.
Only those members in the register of members of the Company on close of business on
26 June 2020 or, if the meeting is adjourned, in the register of members 2 working days
before the date of any adjourned meeting shall be entitled to attend or vote at the meeting
in respect of the number of shares registered in their name at that time. Changes to
entries in the register of members after 26 June 2020 or, if the meeting is adjourned, after
2 working days before the date of any adjourned meeting shall be disregarded in determining
the rights of any person to attend or vote at the meeting.
Robinson plc Annual Report and Accounts 2019Additional Information 64
Robinson plc Annual Report and Accounts 2019 Form of proxy
For use at the Annual General Meeting of Robinson plc convened for 30 June 2020 and any adjournments thereof.
65
I/We (please write name in block capitals - see note 1):
of (please write address):
being a member of Robinson plc, hereby appoint:
The Chairman of the Meeting
as my/our proxy to attend and vote in my/our name(s) and on my/our behalf at the Annual General Meeting of the
Company to be held on 30 June 2020 and at any adjournment thereof.
This form is to be used in respect of the resolutions mentioned below as indicated.
Where no instructions are given, the proxy may vote as he/she thinks fit or abstain from voting.
Resolutions:
1
To adopt the Directors’ Report
and Financial Statements for the
year ended 31 December 2019
2
To re-elect Helene Roberts
as a director
3
To re-elect Alan Raleigh
as a director
4
To reappoint Mazars LLP as
auditor of the Company and
to authorise the directors to
determine their remuneration
For
Against
Withheld
For
Against
Withheld
For
Against
Withheld
For
Against
Withheld
Please delete whichever is not desired or leave blank to allow your proxy to choose.
Notes
1 The names of all registered holders
should be stated in block capitals.
2 In the case of joint holders, the signature
of any one holder is sufficient, but the
names of all joint holders must be stated.
The vote of the senior who tenders a
vote whether in person or by proxy
will be accepted to the exclusion of the
other votes of joint holders. For this
purpose, seniority will be in the order in
which the names appear in the register
of members for the joint holding.
3 Unless otherwise indicated, or upon any
matter properly before the meeting but
not referred to above, the proxy may vote
or abstain from voting as he/she thinks fit.
4 To be valid, Forms of Proxy must
be deposited at the Registered
Office of the Company, Field House,
Wheatbridge, Chesterfield S40 2AB,
not less than 48 hours before the
time appointed for the meeting.
Signature(s):
Dated:
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Robinson plc Annual Report and Accounts 2019Additional Information
66
Annual General Meeting attendance form
Annual General Meeting
Tuesday 30 June 2020 at 11.30 am
Due to the current pandemic and social
distancing and travel restrictions that apply,
the AGM will be a “closed” meeting with
voting by proxy only.
The Board recognises the need to engage
with shareholders and you are invited to send
any questions and listen to the meeting and
presentations from Directors, as set out below.
From (please write full name in block capitals please):
I would like to attend the AGM meeting by video conference. I understand that the
meeting will be a one-way presentation by the Directors and votes for resolutions
will only be considered by a valid proxy. If I have any questions for consideration
by the Board at the AGM then I will send these in advance of the meeting to the
address below.
Yes
No
Please send an invitation to join the video conference AGM to this email address:
(please write your email address here)
Please return this form to:
Guy Robinson
Robinson plc
Field House
Wheatbridge
Chesterfield
S40 2AB
UK
agm@robinsonpackaging.com
01246 389283
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Robinson plc Annual Report and Accounts 2019
67
Robinson plc Annual Report and Accounts 2019 68
Robinson plc Annual Report and Accounts 2019 69
Robinson plc Annual Report and Accounts 2019 Robinson plc
Field House,
Wheatbridge,
Chesterfield,
S40 2AB
United Kingdom
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www.robinsonpackaging.com
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