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Annual Report 2012<br />

To the changing<br />

demands <strong>of</strong> our clients,<br />

to the growing needs <strong>of</strong><br />

local communities and<br />

to more than 24 million<br />

people across the UK...


Financial highlights<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

Contents<br />

...May Gurney is essential.<br />

We work with our clients in the public and<br />

regulated sectors to design and deliver a wide<br />

range <strong>of</strong> essential front-line <strong>services</strong> that reach<br />

over 24 million people every day. Put simply,<br />

the <strong>services</strong> we deliver keep the country running.<br />

All <strong>of</strong> our contracts are long-term and are delivered<br />

locally. This means that we have deep relationships<br />

with local communities and make a significant and<br />

sustainable contribution to the local economies<br />

where we work. Our strong local presence means<br />

that where we <strong>of</strong>fer multiple <strong>services</strong> to multiple<br />

clients in one place then we can deliver them<br />

together, so that they’re more effective and more<br />

efficient for everyone. And we translate the learning<br />

from one geography or service to another. This is<br />

the essence <strong>of</strong> our unique ‘place-based’ approach<br />

to <strong>integrated</strong> service delivery.<br />

Revenue £m<br />

+22% on 2011<br />

437.0<br />

Underlying EPS² pence<br />

+19% on 2011<br />

18.5<br />

470.3 483.1<br />

20.5 21.9<br />

24.8<br />

29.5<br />

2007/08 2008/09 2009/10 2010/11 2011/12<br />

£<strong>28</strong>.4m<br />

Underlying PBT 3 up by 17%<br />

£4.0bn<br />

Pipeline <strong>of</strong> bidding opportunities<br />

in core markets<br />

571.4<br />

Business highlights<br />

695.3<br />

2007/08 2008/09 2009/10 2010/11 2011/12<br />

£11.0m<br />

Net cash 4<br />

Strong organic growth:<br />

More than £400 million in new contracts,<br />

renewals and extensions secured in the year<br />

Since the period end, we have secured a two-year<br />

extension to our Omnibus contract with British<br />

Waterways, valued at up to £40 million<br />

Successful acquisition <strong>of</strong> TransLinc:<br />

Secured our entry into the fleet and passenger<br />

<strong>services</strong> market<br />

Since the acquisition, three significant contract<br />

extensions have been secured and a new five-year<br />

contract with West Lancashire Borough Council<br />

for fully-outsourced fleet management <strong>services</strong><br />

has been won<br />

EBITA¹ £m<br />

+20% on 2011<br />

17.6<br />

£400m<br />

More than £400 million in new<br />

contracts, renewals and extensions<br />

secured during the year<br />

20.5<br />

22.1<br />

25.1<br />

30.1<br />

2007/08 2008/09 2009/10 2010/11 2011/12<br />

<strong>Group</strong> order book £m<br />

£1.5bn<br />

520 335<br />

40<br />

480<br />

35<br />

300<br />

265<br />

25<br />

240<br />

Framework<br />

Secured<br />

420<br />

420<br />

2012/13 2013/14 2014/15 2016+<br />

100+%<br />

Cash generation represents over<br />

100% conversion <strong>of</strong> EBITA<br />

8.42p<br />

Recommended final dividend <strong>of</strong><br />

5.63 pence per share, resulting in a<br />

total for the year <strong>of</strong> 8.42 pence per<br />

share, up <strong>28</strong>% (2011: 6.60 pence)<br />

Client-aligned management reorganisation<br />

completed:<br />

Completed a review and restructuring <strong>of</strong> our<br />

operations aligning <strong>services</strong> more closely to<br />

clients and reinforcing our capabilities to deliver<br />

place-based <strong>services</strong><br />

Operations consolidated into two client-facing<br />

divisions – Public Sector Services & Regulated<br />

Sector Services<br />

Significantly strengthened and enhanced the skills<br />

and capabilities <strong>of</strong> senior management teams<br />

Overview<br />

02 Our business<br />

04 Our structure<br />

06 Chairman’s introduction<br />

08 Chief Executive’s review<br />

Strategy <strong>report</strong><br />

12 Market overview<br />

16 Our business model<br />

18 Our strategy<br />

20 Corporate assurance and risk management<br />

22 Our KPIs<br />

23 Case studies<br />

Corporate social responsibility review<br />

30 People<br />

32 Health & safety<br />

33 Community investment<br />

36 Sustainability & environment<br />

Performance <strong>report</strong><br />

39 Public Sector Services division<br />

42 Regulated Sector Services division<br />

46 Financial review<br />

Governance <strong>report</strong><br />

48 Board <strong>of</strong> Directors<br />

50 Report <strong>of</strong> the Directors<br />

53 Corporate governance<br />

56 Directors’ Remuneration Report<br />

Financial statements<br />

62 Independent auditor’s <strong>report</strong><br />

63 <strong>Group</strong> income statement<br />

64 <strong>Group</strong> statement <strong>of</strong> comprehensive income<br />

65 <strong>Group</strong> statement <strong>of</strong> changes in equity<br />

66 Company statement <strong>of</strong> changes in equity<br />

67 <strong>Group</strong> statement <strong>of</strong> financial position<br />

68 Company statement <strong>of</strong> financial position<br />

69 <strong>Group</strong> statement <strong>of</strong> cash flows<br />

70 Company statement <strong>of</strong> cash flows<br />

71 Accounting policies<br />

76 Notes to the <strong>report</strong> and accounts<br />

107 Corporate directory<br />

108 Useful information for shareholders<br />

1 <br />

EBITA is <strong>Group</strong> operating pr<strong>of</strong>it before amortisation and<br />

non-recurring costs after writing <strong>of</strong>f bidding and mobilisation<br />

costs as incurred<br />

2<br />

Underlying EPS is defined in Note 10<br />

3 <br />

Underlying PBT is pr<strong>of</strong>it before tax, amortisation and<br />

non-recurring costs<br />

4 <br />

Excluding finance leases and including short-term bank loans<br />

1


Overview<br />

Our business<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

Who we are<br />

May Gurney is a support <strong>services</strong><br />

company. We are committed to<br />

helping our clients in the public and<br />

regulated sectors deliver sustainable<br />

improvements to front-line essential<br />

<strong>services</strong> across the UK.<br />

Our <strong>services</strong> are delivered locally through two<br />

client-aligned business divisions – Public Sector<br />

Services and Regulated Sector Services.<br />

For more information see pages 4 and 5.<br />

Percentage <strong>of</strong> <strong>Group</strong> Revenue<br />

Percentage <strong>of</strong> EBITA<br />

£12.5bn<br />

Annual value <strong>of</strong> public<br />

sector markets<br />

Public Sector Services<br />

60%<br />

Regulated Sector Services<br />

40%<br />

Public Sector Services<br />

59%<br />

Regulated Sector Services<br />

41%<br />

£11.6bn<br />

Annual value <strong>of</strong> regulated<br />

sector markets<br />

Who we work with<br />

Markets<br />

Our target markets in the public and regulated<br />

sectors are significant and <strong>of</strong>fer continued<br />

opportunities for us to move our business<br />

forward. Their combined <strong>annual</strong> value is<br />

estimated at £24.1 billion.<br />

New long-term business<br />

We have maintained our work-winning<br />

momentum with new contracts, renewals and<br />

extensions totalling more than £400 million<br />

– all through long-term relationships. These<br />

include: waste collection, street cleansing and<br />

winter maintenance for Bristol City; waste and<br />

recycling for Cheshire West & Chester (CWaC);<br />

highways maintenance for East Sussex and<br />

Harrow; street lighting for Richmond upon<br />

Thames and Torbay; a new framework with<br />

BRB Residuary; a new BCDP framework with<br />

Network Rail; MEICA for British Waterways;<br />

and new framework contracts with Fulcrum<br />

and Welsh Water.<br />

Since the period end, we have secured a<br />

two-year extension to our Omnibus contract<br />

with British Waterways valued at up to<br />

£40 million; and a new five-year contract<br />

with West Lancashire Borough Council<br />

valued at £4 million for Fleet & Passenger<br />

Services (TransLinc).<br />

The Company’s order book stands at £1.5 billion<br />

(including framework contracts) with potential<br />

contract extensions <strong>of</strong> a further £1.1 billion.<br />

The bidding pipeline <strong>of</strong> more than £4 billion in<br />

our core markets, reflects the very significant<br />

opportunities for growth.<br />

Our clients include:<br />

Anglian Water, Bournemouth Borough Council,<br />

Bridgend County Borough Council, Bristol<br />

City Council, Bristol Water, British Waterways,<br />

Cheshire East Council, Cheshire West & Chester<br />

Council, East Lindsey District Council, East<br />

Sussex Council, the Environment Agency, Essex<br />

County Council, Essex & Suffolk Water, Fulcrum,<br />

Harrow Council, Lincolnshire County Council,<br />

Medway Council, Network Rail, Nexus, Norfolk<br />

County Council, North East Derbyshire District<br />

Council, Northamptonshire County Council,<br />

North Somerset Council, North Yorkshire County<br />

Council, Norwich City Council, Rolls-Royce,<br />

Rotherham Metropolitan Borough Council, Scotia<br />

Gas, Scottish Water, Severn Trent Water, Smarte<br />

East (a regional partnership formed by Essex,<br />

Hertfordshire and Suffolk County Councils for<br />

the procurement <strong>of</strong> capital works), Solutions SK,<br />

the Somerset Waste Partnership (comprising<br />

five district councils – South Somerset, Taunton<br />

Dean, Sedgemoor, West Somerset & Mendip,<br />

and Somerset County Council), South West<br />

Water, Sunderland City Council, Surrey County<br />

Council, Torbay Council, Welsh Water, Wessex<br />

Water, West Lancashire Borough Council, West<br />

Oxfordshire District Council, and the London<br />

Boroughs <strong>of</strong> Barking & Dagenham, Barnet,<br />

Bexley, Bromley, Hackney, Havering, Kingston,<br />

Lambeth, Merton, Redbridge, Richmond,<br />

Sutton, Tower Hamlets and Waltham Forest.<br />

Why we’re different<br />

Our vision is to be the leading support <strong>services</strong><br />

business in the UK in our chosen sectors.<br />

Put simply, the <strong>services</strong> we deliver keep the<br />

country running.<br />

All <strong>of</strong> our contracts are long-term and are<br />

delivered locally. This means that we have deep<br />

relationships with local communities and make<br />

a significant and sustainable contribution to the<br />

local economies where we work. Our strong local<br />

presence means that where we <strong>of</strong>fer multiple<br />

<strong>services</strong> to multiple clients in one place then we<br />

can deliver them together, so that they’re more<br />

effective and more efficient for everyone. And<br />

we translate the learning from one geography<br />

or service to another. This is the essence <strong>of</strong> our<br />

unique ‘place-based’ approach to <strong>integrated</strong><br />

service delivery.<br />

Where we work<br />

Our 6,000 people work at more than 230<br />

locations across the UK, delivering essential<br />

<strong>services</strong> to local communities. Our <strong>Group</strong><br />

<strong>of</strong>fice is in Norwich. Every day, our <strong>services</strong><br />

touch more than 24 million people.<br />

6,000<br />

May Gurney employees<br />

230+<br />

Locations across the UK<br />

24 million<br />

People are touched by our<br />

<strong>services</strong> every day<br />

Torbay case study<br />

(See page 24-25)<br />

Intensity <strong>of</strong> colour represents<br />

the number <strong>of</strong> <strong>services</strong> we<br />

deliver to local communities.<br />

Lincolnshire case study<br />

(See page 26-27)<br />

Norwich<br />

<strong>Group</strong> <strong>of</strong>fice<br />

Norfolk case study<br />

(see page <strong>28</strong>-29)<br />

2 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

3<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Our structure<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

Public Sector Services<br />

Regulated Sector Services<br />

Highway Services<br />

Environmental Services<br />

Fleet & Passenger Services<br />

Utility Services<br />

Rail Services<br />

Waterways Services<br />

May Gurney is a leading highways maintenance<br />

<strong>services</strong> provider for local authorities. We<br />

maintain almost 35,000 kilometres <strong>of</strong> roads 1 and<br />

more than 500,000 street lights and illuminated<br />

road signs across the UK. We deliver highway<br />

<strong>services</strong> to 20 local authorities – all under<br />

long-term contracts. Our core <strong>services</strong> include<br />

highways maintenance, street lighting and road<br />

surface dressing.<br />

Markets<br />

The market for local authority highways<br />

maintenance in England is worth just under<br />

£3 billion per annum 2 and our estimated share<br />

is 12%. The markets in Scotland and Wales are<br />

worth an additional £570 million per annum 3 .<br />

The local authority street lighting market is worth<br />

around £780 million per annum 4 , <strong>of</strong> which<br />

May Gurney has an estimated market share <strong>of</strong><br />

8% in England and 30% in London.<br />

May Gurney is the fourth largest provider <strong>of</strong><br />

municipal waste collection <strong>services</strong> in the UK 5 ,<br />

covering 2.2 million households. We work with<br />

19 local authorities to develop better waste<br />

collection strategies to extract the maximum<br />

value from recycled materials and reduce the<br />

amount <strong>of</strong> waste going to landfill. Our core<br />

<strong>services</strong> include kerbside recycling (MaGOS) 6 ,<br />

refuse collections, street cleansing and the<br />

management <strong>of</strong> household waste recycling<br />

centres (HWRCs).<br />

Markets<br />

The environmental <strong>services</strong> market is worth in the<br />

region <strong>of</strong> £3.1 billion per annum, complemented<br />

by the street cleansing market at £900 million<br />

per annum 7 – which is becoming increasingly<br />

<strong>integrated</strong> within collection contracts. May<br />

Gurney has estimated market shares <strong>of</strong> 10% <strong>of</strong><br />

the outsourced municipal collections market and<br />

9% <strong>of</strong> the HWRC market. Key market drivers<br />

are the increase in landfill tax and local authority<br />

recycling targets.<br />

May Gurney is the UK’s leading provider <strong>of</strong><br />

end-to-end fleet management and passenger<br />

<strong>services</strong> to local authorities. We manage over<br />

6,000 specialist vehicles across 146 locations<br />

and carry more than 5,000 passengers a day<br />

(home-to-school, social <strong>services</strong>, demand<br />

response and corporate shuttle). The specialist<br />

vehicles we supply and manage include waste<br />

and recycling trucks, snowploughs/gritters, street<br />

sweeping and cleaning vehicles and HGVs.<br />

Markets<br />

May Gurney is the UK leader in the local<br />

authority outsourced fleet <strong>services</strong> market with<br />

an estimated share <strong>of</strong> 8%. This market is worth<br />

£730 million per annum, and remains highly<br />

fragmented 8 . In the £3.1 billion local authority<br />

outsourced passenger <strong>services</strong> market, we are<br />

number five in the UK 9 . Outsourcing rates in<br />

these markets currently stand at 50% to 60%,<br />

<strong>of</strong>fering good opportunities for growth.<br />

May Gurney delivers utility maintenance and<br />

asset enhancement <strong>services</strong> in water, gas,<br />

power and telecommunications across the<br />

UK. Our core <strong>services</strong> include clean and waste<br />

water improvements, asset and infrastructure<br />

maintenance, multi-utility <strong>services</strong>, mechanical<br />

and electrical (M&E) design and maintenance,<br />

inspection and maintenance for bridges and<br />

masts, and design.<br />

Markets<br />

Ofwat’s Final Determinations for the AMP5<br />

period (2010-2015) allows for average<br />

expenditure <strong>of</strong> £4.4 billion per annum across<br />

England and Wales, an increase <strong>of</strong> 32% on<br />

AMP4 levels 10 , and there is a further £1.2 billion<br />

per annum in Scotland 11 . There is a continued<br />

emphasis on capital maintenance, especially<br />

with the recent transfer <strong>of</strong> private drains and<br />

sewers (PDaS) to the water companies. The<br />

gas distribution market is worth £1.8 billion per<br />

annum 12 . The new regulatory period, RIIO-<br />

GD1, starts in April 2013 and will be eight years<br />

long with Ofgem’s focus on efficiency, safety,<br />

customer satisfaction and environmental issues.<br />

We work in long-term partnership with our<br />

client, Network Rail, to deliver maintenance<br />

and refurbishment works on rail structures, rail<br />

property and in signalling. In addition, we work<br />

with Nexus (the Tyne & Wear Metro). We have<br />

a solid safety record and have won numerous<br />

awards for the quality <strong>of</strong> our delivery.<br />

Markets<br />

Planned expenditure by Network Rail over<br />

Control Period 4 (2009-2014) is worth on<br />

average over £1 billion per annum. This is<br />

supplemented by enhancements expenditure,<br />

worth on average £2.3 billion per annum 13 .<br />

Following the appointment <strong>of</strong> David Higgins, the<br />

release <strong>of</strong> the Value for Money Study by Sir Roy<br />

McNulty and the subsequent Command Paper,<br />

we continue to change to meet new demands.<br />

The industry drivers <strong>of</strong> increased collaboration,<br />

greater passenger influence and whole-life asset<br />

management play to our core strengths. Our Rail<br />

capability will continue to evolve in this changing<br />

environment, founded on our core values and<br />

reputation.<br />

May Gurney continues to play an essential<br />

role in the regeneration, maintenance and<br />

renaissance <strong>of</strong> the UK’s waterways network.<br />

We deliver maintenance <strong>services</strong>, including<br />

mechanical, civil and electrical engineering for<br />

British Waterways (‘Glandwr Cymru’ in Wales)<br />

across the national canal and river network<br />

infrastructure and are its sole contractor. We also<br />

work closely with the Environment Agency in<br />

order to protect communities from coastal and<br />

river flooding by constructing and maintaining<br />

flood protection assets.<br />

Markets<br />

We deliver over £20 million <strong>of</strong> work per annum<br />

for British Waterways (and its private partners).<br />

Government expenditure to improve flood<br />

defence and coastal management assets,<br />

through the Environment Agency, now accounts<br />

for £830 million per annum 14 .<br />

£418.2m<br />

Public Sector Services<br />

60% <strong>of</strong> <strong>Group</strong> revenues<br />

£17.8m<br />

Public Sector Services<br />

59% <strong>of</strong> EBITA<br />

1<br />

Surveyor, The Surveyor Highway Maintenance Yearbook<br />

2011 (June 2011)<br />

2<br />

Department for Communities and Local Government, Local<br />

Government Finance Statistics England 2011 (May 2011)<br />

3<br />

Scottish Government, Scottish Local Government Finance<br />

Statistics 2010-11 (February 2012); Statistics for Wales,<br />

Welsh Local Government Finance Statistics 2011<br />

(September 2011)<br />

4<br />

Department for Communities and Local Government, Local<br />

Government Finance Statistics England 2011 (May 2011)<br />

5<br />

Up from fifth position in 2011<br />

6<br />

May Gurney’s Kerbside Sort Solution<br />

7<br />

Department for Communities and Local Government, Local<br />

Government Finance Statistics England 2011 (May 2011)<br />

8<br />

Credo, Report on the Fleet Services and Passenger Services<br />

markets (June 2011) commissioned by May Gurney<br />

9<br />

Credo, Report on the Fleet Services and Passenger Services<br />

markets (June 2011) commissioned by May Gurney<br />

£277.1m<br />

Regulated Sector Services<br />

40% <strong>of</strong> <strong>Group</strong> revenues<br />

£12.3m<br />

Regulated Sector Services<br />

41% <strong>of</strong> EBITA<br />

10<br />

Ofwat, Future Water and Sewerage Charges 2010-15: Final<br />

Determinations (November 2009)<br />

11<br />

Scottish Water, Delivery Plan 2010-15 (March 2010)<br />

12<br />

Ofgem, Gas Distribution Price Control Review Final Proposals<br />

(Dec 2007)<br />

13 <br />

Network Rail, Control Period 4 Delivery Plan (March 2009)<br />

14 <br />

DEFRA, Annual Report and Accounts 2010-11 (July 2011)<br />

4 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

5<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Chairman’s introduction<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

I am pleased to <strong>report</strong> a strong performance,<br />

with continued year-on-year growth and<br />

cash generation, in a challenging economic<br />

environment. We have achieved a high level<br />

<strong>of</strong> new business wins and entry into the<br />

fleet and passenger <strong>services</strong> market through<br />

the acquisition <strong>of</strong> TransLinc. We have also<br />

undertaken a major operational review to<br />

reposition May Gurney for the next stage<br />

<strong>of</strong> its corporate development in delivering<br />

‘place-based’ <strong>services</strong>.<br />

Baroness Margaret Ford<br />

Non-Executive Chairman<br />

£695.3m<br />

Revenues up by 22%<br />

£30.1m<br />

EBITA up by 20%<br />

<strong>28</strong>%<br />

Recommended total dividend for<br />

the year <strong>of</strong> 8.42 pence per share,<br />

up <strong>28</strong>%<br />

Financial performance<br />

<strong>Group</strong> revenue has grown by 22% to<br />

£695.3 million (2011: £571.4 million) and<br />

EBITA has increased by 20% to £30.1 million<br />

(2011: £25.1 million), representing an operating<br />

margin <strong>of</strong> 4.3% (2011: 4.4%), after maintaining<br />

our policy <strong>of</strong> prudently writing <strong>of</strong>f bidding and<br />

mobilisation costs as incurred. May Gurney<br />

remains a highly cash-generative business.<br />

Cash generated from operations was<br />

£42.4 million (2011: £<strong>28</strong>.6 million),<br />

representing more than 100% <strong>of</strong> EBITA.<br />

Our Public Sector Services division, which<br />

accounts for 60% <strong>of</strong> <strong>Group</strong> revenues and<br />

59% <strong>of</strong> <strong>Group</strong> EBITA, delivered a good overall<br />

performance, with an 11% increase in revenues<br />

and a 3% increase in EBITA compared to<br />

2010/11. This was against the background <strong>of</strong><br />

newly-won environmental <strong>services</strong> contracts<br />

taking longer to reach their expected margins<br />

and disappointing results from our Facility<br />

Services activities.<br />

Our Regulated Sector Services division, which<br />

accounts for 40% <strong>of</strong> <strong>Group</strong> revenues and 41%<br />

<strong>of</strong> <strong>Group</strong> EBITA, delivered a strong operational<br />

performance primarily driven by mechanical and<br />

electrical (M&E) and repair and maintenance<br />

(R&M) activities. The division generated a 42%<br />

increase in revenues and a 58% increase in<br />

EBITA. In Scotland, we faced some issues with<br />

a small number <strong>of</strong> under-performing projects<br />

which have now been discontinued.<br />

Strategy<br />

Our five-point growth strategy remains consistent:<br />

to target resilient maintenance-focused revenue<br />

streams for essential <strong>services</strong> in the public and<br />

regulated sectors through developing longterm<br />

client relationships; to deliver contract<br />

performance by managing and executing<br />

front-line <strong>services</strong> consistently, successfully<br />

and efficiently; to enhance margins through<br />

ensuring operational efficiencies and delivering<br />

a wider range <strong>of</strong> <strong>services</strong>; to grow organically<br />

through winning new business and contract<br />

expansions by understanding our clients and<br />

tailoring our <strong>services</strong> to achieve their outcomes;<br />

and to consider strategic earnings-enhancing<br />

acquisitions. Whilst we continue to evaluate<br />

acquisition opportunities, our focus over the<br />

coming year is on the first four elements <strong>of</strong> our<br />

growth strategy.<br />

Dividend<br />

The continued strong performance <strong>of</strong> the<br />

<strong>Group</strong> and our confidence in our prospects has<br />

enabled the Board to continue its progressive<br />

dividend policy and to recommend a final<br />

dividend <strong>of</strong> 5.63 pence per share, resulting<br />

in a total for the year <strong>of</strong> 8.42 pence per share,<br />

up <strong>28</strong>% compared to 2011.<br />

Board changes<br />

As part <strong>of</strong> the planned evolution <strong>of</strong> our Board,<br />

I was appointed as a Non-Executive Director on<br />

20 May 2011 and succeeded David Sterry as<br />

Chairman at the Company’s AGM on 6 July 2011.<br />

David Sterry OBE, who was appointed Chairman<br />

in 2008, was formerly Chief Executive <strong>of</strong> May<br />

Gurney and led an MBO <strong>of</strong> the business in 2001<br />

and its flotation on AIM in June 2006. David has<br />

made an invaluable contribution to May Gurney<br />

and was the prime architect behind our strategic<br />

move towards focusing on long-term essential<br />

maintenance activities. The Board would like to<br />

thank David and to wish him well for the future.<br />

On 14 March 2012, Mark Hazlewood was<br />

appointed as <strong>Group</strong> Finance Director. Mark<br />

joined May Gurney in November 2010 as <strong>Group</strong><br />

Corporate Development Director. He has also held<br />

interim responsibility as Finance Director <strong>of</strong> the<br />

Company’s Regulated Sector Services division.<br />

His extensive experience in the support <strong>services</strong><br />

sector and deep operational knowledge <strong>of</strong><br />

May Gurney will prove invaluable as our<br />

Company continues to grow. As previously<br />

announced, Matt Stevens, on the appointment<br />

<strong>of</strong> Mark Hazlewood, resigned from the Board.<br />

I am delighted to welcome Willie MacDiarmid<br />

who was appointed as a Non-Executive Director<br />

on 1 June 2012. Willie has had a long and<br />

distinguished business career, most recently<br />

as an adviser to utilities organisations in Europe<br />

and Africa. From 2009 to 2011 he was Chief<br />

Operating Officer at the energy <strong>services</strong> company<br />

Eaga Plc. From 1990, he held senior positions at<br />

FTSE 100 company, Scottish Power – latterly as<br />

Director <strong>of</strong> Energy Retail – where he successfully<br />

led the division through the deregulation <strong>of</strong> the<br />

energy market and its subsequent integration<br />

post the Iberdrola merger. During his tenure<br />

in this role, he oversaw a 50% increase in<br />

customers and increased customer satisfaction<br />

statistics into the upper decile, winning two JD<br />

Power Customer Service Awards.<br />

In addition to strong credentials in the utilities<br />

sector, Willie has gained UK Government<br />

relations experience, spearheading the Warm<br />

Front programme at Eaga as well as the BBC<br />

Digital rollout. From 2007 to 2009 Willie was<br />

Chairman <strong>of</strong> the Energy Retail Association.<br />

Tim Ross, Senior Independent Non-Executive<br />

Director <strong>of</strong> the Company, who joined the Board<br />

in 2002, has announced his intention to retire<br />

from the Board at the Company’s AGM in July.<br />

He was Non-Executive Chairman <strong>of</strong> May Gurney<br />

from January 2005 to July 2008, and as<br />

Chairman oversaw the flotation <strong>of</strong> the business<br />

on AIM in June 2006. It is proposed that Ishbel<br />

Macpherson will succeed Tim as Senior<br />

Independent Non-Executive Director on his<br />

retirement from the Board. Tim has made an<br />

invaluable contribution to May Gurney over the<br />

past ten years and the Board would like to thank<br />

him for his valuable and incisive contribution<br />

and to wish him all the best for the future.<br />

People<br />

Our 6,000 people deliver essential front-line<br />

<strong>services</strong> to local communities across the UK.<br />

They are the people that keep the country<br />

running so that everyone can go about their<br />

daily lives safely and easily.<br />

I would particularly like to welcome our new<br />

employees from TransLinc and new contract<br />

mobilisations. On behalf <strong>of</strong> the Board, I would like<br />

to thank all <strong>of</strong> our employees for the contributions<br />

they have made to May Gurney’s achievements<br />

in the year.<br />

Our work has been recognised with 42 industry<br />

awards this year and I would like to highlight five<br />

<strong>of</strong> these for special mention: the RoSPA Gold<br />

Award for health and safety, for the eighth year<br />

in succession; the IIP Bronze Award (under<br />

the new guidelines); the BITC Community<br />

Impact Award for the work <strong>of</strong> the May Gurney<br />

Foundation; AIM Company <strong>of</strong> the Year 2011;<br />

and Tim Cartwright, from our rail <strong>services</strong><br />

business, who was the overall winner in May<br />

Gurney’s ‘Be the Best’ Awards.<br />

Since 2007, we have enabled our people to<br />

share in the success <strong>of</strong> the business through<br />

our Sharesave Scheme. In 2011 we also<br />

introduced a Share Incentive Plan (SIP).<br />

Both programmes will be rolled out again<br />

during the coming year. This year, we also<br />

launched MGPlus, a shopping discount<br />

scheme for all May Gurney employees.<br />

Outlook<br />

May Gurney continues to benefit from long-term<br />

visibility <strong>of</strong> revenues. Our order book stands at<br />

£1.5 billion, with a further £1.1 billion in potential<br />

contract extensions, and our bidding pipeline is<br />

£4 billion in our core markets. More than 95%<br />

<strong>of</strong> our business is delivering long-term essential<br />

<strong>services</strong> to the public and regulated sectors.<br />

Our strategy <strong>of</strong> targeting resilient, maintenancefocused<br />

revenue streams has proved successful<br />

against the background <strong>of</strong> a challenging<br />

economic environment. Whilst we continue to<br />

bid intelligently, our approach has always been<br />

to pursue value over volume, especially as our<br />

markets become increasingly competitive.<br />

Therefore, we remain selective and focus on<br />

pr<strong>of</strong>itable work where added value, service<br />

innovation, collaborative working and customer<br />

service are the primary drivers.<br />

We continue to deliver market-leading solutions<br />

that are underpinned by our proprietary<br />

methodologies for service delivery and our<br />

client-oriented approach. We completed our<br />

internal reorganisation, made further investment<br />

in our systems and addressed some operational<br />

challenges. This positions us well to concentrate<br />

on enhancing margins on our newly-won<br />

<strong>services</strong> contracts, providing greater value to<br />

our clients and driving continued organic growth<br />

through new contract wins and cross-selling<br />

opportunities.<br />

We are confident, given the start to the new<br />

financial year, that our deep long-term client<br />

and community relationships, diverse portfolio<br />

<strong>of</strong> <strong>integrated</strong> essential <strong>services</strong>, strong order<br />

book and substantial bidding pipeline will ensure<br />

continued growth and success.<br />

Baroness Margaret Ford<br />

Chairman<br />

6 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

7<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Chief Executive’s review<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

Our vision is to be the leading support<br />

<strong>services</strong> business in the UK in our chosen<br />

sectors. We work with our long-term<br />

clients in the public and regulated sectors<br />

to design and deliver a wide range <strong>of</strong><br />

essential front-line <strong>services</strong> that reach<br />

over 24 million people every day.<br />

Put simply, the <strong>services</strong> we deliver<br />

keep the country running.<br />

Philip Fellowes-Prynne<br />

Chief Executive<br />

All <strong>of</strong> our contracts are long-term and<br />

are delivered locally. This means that<br />

we have deep relationships with local<br />

communities and make a significant<br />

and sustainable contribution to the<br />

local economies where we work.<br />

Our strong local presence means that<br />

where we <strong>of</strong>fer multiple <strong>services</strong> to<br />

multiple clients in one place, we can<br />

deliver them together, so that they are<br />

more effective and more efficient for<br />

everyone. Importantly, we also translate<br />

the learning from one geography or<br />

service to another. This is the essence<br />

<strong>of</strong> our unique ‘place-based’ approach<br />

to <strong>integrated</strong> service delivery.<br />

Operational performance<br />

During a very busy year, we have secured more<br />

than £400 million in new contracts, renewals and<br />

extensions, acquired TransLinc and successfully<br />

completed a review and restructuring <strong>of</strong> our<br />

operations to align our <strong>services</strong> more closely to our<br />

clients. During the process, we have significantly<br />

strengthened and enhanced the skills and<br />

capabilities <strong>of</strong> our senior management teams.<br />

The Regulated business had a strong year,<br />

and performed particularly well in the water<br />

mechanical & electrical (M&E) and repair &<br />

maintenance (R&M) sectors and our first gas<br />

contract in England is underway – for Southern<br />

Gas Networks – leveraging our existing highways<br />

infrastructure in East Sussex. The Highways<br />

business also had a strong performance in the<br />

year, driven by clients’ need to maintain existing<br />

assets due to limited availability <strong>of</strong> capital.<br />

This was balanced by newly-won environmental<br />

<strong>services</strong> contracts taking longer to reach their<br />

expected margins, whilst achieving recycling<br />

rates in excess <strong>of</strong> client targets, and a small<br />

number <strong>of</strong> under-performing projects in Scotland<br />

which have been discontinued.<br />

Also, performance within the Facility Services<br />

business, which represents £46.6 million (7%)<br />

<strong>of</strong> the Company’s turnover, proved disappointing.<br />

This is a non-core division and the Company is<br />

planning to fulfil its existing client obligations.<br />

New long-term business<br />

We have maintained our work-winning<br />

momentum with new contracts, contract<br />

renewals, and extensions totalling more than<br />

£400 million – all through long-term relationships<br />

(see chart below).<br />

Since the period end, we have secured a<br />

two-year extension to our Omnibus contract<br />

with British Waterways, valued at up to £40<br />

million and for Fleet & Passenger Services<br />

(TransLinc), a new five-year contract with West<br />

Lancashire Borough Council valued at £4 million.<br />

The Company’s order book stands at £1.5 billion<br />

(including framework contracts) with potential<br />

contract extensions <strong>of</strong> a further £1.1 billion.<br />

The bidding pipeline, at more than £4 billion in<br />

our core markets, reflects the very significant<br />

opportunities for growth.<br />

New long-term business<br />

The sales process, through the growing<br />

popularity <strong>of</strong> ‘competitive dialogue’, is becoming<br />

longer and more collaborative. Both <strong>of</strong> these<br />

factors mean that bids are becoming more<br />

complex and that the cost <strong>of</strong> bidding continues<br />

to be high although this plays to May Gurney’s<br />

proven expertise at developing deep long-term<br />

client relationships.<br />

Our market place<br />

Our target markets in the public and regulated<br />

sectors are significant and <strong>of</strong>fer continued<br />

opportunities for us to move our business forward.<br />

The total <strong>annual</strong> value <strong>of</strong> these markets is<br />

in excess <strong>of</strong> £24 billion. Although there are<br />

constraints on public sector spending and the<br />

general economic climate remains challenging,<br />

the <strong>services</strong> we provide will always be essential.<br />

It is expected that there will be further cuts in<br />

public spending and we believe that the impact<br />

<strong>of</strong> the next Comprehensive Spending Review<br />

(CSR) will drive further outsourcing <strong>of</strong> <strong>services</strong><br />

which are currently in-house – like highways,<br />

transport and environmental <strong>services</strong> –<br />

to address the imperative to reduce costs<br />

whilst maintaining front-line essential <strong>services</strong><br />

to local communities.<br />

Customer Activities Value<br />

Duration<br />

(years)<br />

Bristol City<br />

Waste collection, street cleansing c. £96 million 7 + 7<br />

& winter maintenance<br />

Cheshire West & Chester Waste & recycling Up to £126 million 14 + 7<br />

East Sussex Highways maintenance Up to £60 million 3 year extension<br />

Harrow Council Highways maintenance Up to £50 million 5 + 2<br />

Richmond upon Thames Street lighting Up to £5 million 5<br />

Torbay Council Street lighting Up to £5 million 5 + 3<br />

Network Rail BCDP, property & maintenance Framework 3 + 2<br />

BRB Residuary Property maintenance Framework 3<br />

British Waterways MEICA Framework 3<br />

Fulcrum Gas connections & pipe laying Framework 3<br />

Welsh Water Civil engineering Framework 4+2<br />

This will lead the market to explore more options<br />

for ‘bundling’ outsourcing arrangements for<br />

essential <strong>services</strong> which, together with the<br />

increasing importance <strong>of</strong> developing thriving<br />

local economies and communities, play to<br />

May Gurney’s unique geographical footprint<br />

and ‘place-based’ philosophy.<br />

Whilst we continue to bid intelligently,<br />

our approach has always been to pursue<br />

value over volume, especially as our markets<br />

become increasingly competitive. Therefore,<br />

we remain selective and focus on pr<strong>of</strong>itable<br />

work where added value, service innovation,<br />

collaborative working and customer service<br />

are the primary drivers.<br />

<strong>Group</strong> order book £m<br />

£1.5bn<br />

520 335<br />

40<br />

480<br />

35<br />

300<br />

£400m<br />

New long-term business won<br />

£4bn<br />

265<br />

25<br />

240<br />

Pipeline <strong>of</strong> bidding opportunities<br />

£24.1bn<br />

Size <strong>of</strong> our target markets<br />

Framework<br />

Secured<br />

420<br />

420<br />

2012/13 2013/14 2014/15 2016+<br />

8 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

9<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Chief Executive’s review<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

The Executive Management Team (left to right):<br />

Michael Thompson (Managing Director, Regulated<br />

Sector Services); Philip Fellowes-Prynne (Chief<br />

Executive); John Wilkinson (Managing Director, Public<br />

Sector Services); Mike Baldwin (Managing Director,<br />

<strong>Group</strong> Services); Mark Hazlewood (<strong>Group</strong> Finance<br />

Director); Greg Michael (<strong>Group</strong> Strategy & Business<br />

Development Director); and David Billingham<br />

(<strong>Group</strong> HR Director)<br />

The Executive Management Team (EMT) meets<br />

to deal with all executive business <strong>of</strong> the <strong>Group</strong>, not<br />

specifically reserved to the Board or its committees.<br />

The Director <strong>of</strong> Safety, Health, Environment &<br />

Assurance acts as an adviser to the Chief Executive<br />

and the Company Secretary acts as secretary to the<br />

EMT. Other senior managers <strong>of</strong> the Company also<br />

attend meetings <strong>of</strong> the EMT by invitation.<br />

In the regulated market, as we approach the<br />

AMP6 regulatory period, the twin pressures to<br />

achieve excellent levels <strong>of</strong> customer service<br />

and deliver operational efficiencies continue to<br />

drive our clients’ strategies, with an emphasis<br />

on capital maintenance. These needs are<br />

aligned with May Gurney’s core capabilities –<br />

for example, our customer service expertise<br />

has helped Anglian Water to achieve record<br />

satisfaction scores and our proven skills in M&E<br />

and R&M continue to drive our strong operational<br />

performance in the sector and to propel us<br />

further up the ‘value chain’.<br />

The new regulatory period for gas (known as<br />

RIIO-GD1) will be eight years in duration, starting<br />

in April 2013, and is Ofgem’s new approach to<br />

regulating the gas network companies. Along with<br />

efficiency and safety, which are both currently<br />

crucial considerations, the new period will place<br />

an enhanced emphasis on customer satisfaction<br />

and environmental issues.<br />

Acquisition and integration<br />

<strong>of</strong> TransLinc<br />

TransLinc, which was acquired in November<br />

2011, delivers essential front-line <strong>services</strong> to<br />

local communities through long-term contracts<br />

and, with more than 90% <strong>of</strong> its clients in the<br />

public sector, represents an excellent fit with<br />

May Gurney’s established strategy and<br />

business model.<br />

The acquisition has strengthened May<br />

Gurney’s market-leading positions in highways<br />

maintenance and environmental <strong>services</strong>. In<br />

addition, it has provided entry into the local<br />

authority passenger <strong>services</strong> market, extended<br />

May Gurney’s national coverage and client base,<br />

and <strong>of</strong>fers significant cross-selling opportunities.<br />

TransLinc has also augmented our existing plant<br />

management expertise and positioned us well for<br />

new business opportunities – the provision and<br />

maintenance <strong>of</strong> vehicles is increasingly being<br />

included in ‘bundled’ tenders. For example, we<br />

are already delivering passenger <strong>services</strong> to one<br />

<strong>of</strong> our long-term highways clients and see further<br />

cross-selling opportunities emerging.<br />

The integration has proceeded to plan. During<br />

the period, the Company has secured three<br />

significant contract extensions and, since the<br />

year end, a new contract for fleet management<br />

<strong>services</strong> with West Lancashire Borough Council.<br />

In the local authority sector, the Company is<br />

now the UK’s market leader in the £730 million<br />

outsourced fleet <strong>services</strong> market, and number<br />

five in the UK’s £3.1 billion passenger <strong>services</strong><br />

market. Exceptional costs in the year, relating<br />

to the acquisition, including transaction and<br />

integration costs, amounted to £2 million,<br />

in line with expectations.<br />

TransLinc has been renamed ‘Fleet & Passenger<br />

Services’ and is included in our Public Sector<br />

Services division.<br />

Review and restructuring <strong>of</strong> operations<br />

In line with our stated strategy to align our<br />

<strong>services</strong> more closely with clients and focus on<br />

quality <strong>of</strong> earnings, the Company completed<br />

an extensive review and restructuring <strong>of</strong><br />

its operations. We have consolidated our<br />

operations into two market-facing divisions<br />

– Public Sector Services & Regulated Sector<br />

Services – and significantly strengthened and<br />

enhanced the skills and capabilities <strong>of</strong> our<br />

senior management teams.<br />

This review and restructuring puts May Gurney<br />

on a stronger footing, enabling the business<br />

to deliver continuing year-on-year growth,<br />

operational efficiencies and reinforcing our<br />

capabilities to deliver ‘place-based’ <strong>services</strong>.<br />

This review resulted in an exceptional cost <strong>of</strong><br />

£2.9 million in the year, largely comprised <strong>of</strong><br />

redundancy and termination costs.<br />

Health & safety<br />

The health and safety <strong>of</strong> our workforce, and<br />

the communities where we work, remains our<br />

priority. Our goal is to make sure that everyone<br />

goes home safely – being safe is one <strong>of</strong> our core<br />

Company values.<br />

More than 100 <strong>of</strong> May Gurney’s senior managers<br />

attended our <strong>annual</strong> Health & Safety conference<br />

to preview the evolution <strong>of</strong> our award-winning<br />

behavioural change programme, MAD (Making<br />

a Difference). The re-energised programme will<br />

roll-out across the <strong>Group</strong> over the coming year.<br />

We provide occupational health benefits for all<br />

May Gurney employees and during 2011/12 we<br />

carried out over 1,800 health surveillance and<br />

wellbeing assessments for our people as part <strong>of</strong><br />

our occupational health programme.<br />

To further improve our governance and to ensure<br />

that our Vision and Values are incorporated<br />

into our operations, we have developed a<br />

framework <strong>of</strong> 12 Core Principles underpinning<br />

our values. Each <strong>of</strong> these principles has a<br />

subset <strong>of</strong> performance principles that are used<br />

when developing <strong>Group</strong> Standard Operating<br />

Procedures (GSOPs). In essence this means that<br />

we live our values through operational excellence.<br />

Our AFR 1 is 0.53, a 15% improvement from last<br />

year (2010/11: 0.62) 2 . We have set key objectives<br />

and management plans in order to reduce this<br />

further in 2012/13, and going forward.<br />

Community investment<br />

The May Gurney Foundation was set up in 2009<br />

to support charities and good causes which help<br />

young people and the long-term unemployed get<br />

back into work, specifically focused on the local<br />

communities where we operate.<br />

The aim is to improve opportunities, including<br />

education, self-help, health and wellbeing, as<br />

well as supporting environmental issues. During<br />

the year the Foundation has supported 17 local<br />

community groups in East Anglia, Scotland,<br />

Surrey and Wales with grants, together with<br />

match-funding for 45 May Gurney employees.<br />

Our ongoing community investment programmes<br />

include a partnership with HM Prisons (HMP)<br />

to <strong>of</strong>fer low risk <strong>of</strong>fenders the opportunity to gain<br />

work experience on a day release basis; and<br />

sponsorship <strong>of</strong> ‘Coast Along for Water Aid 2011’<br />

and outdoor free events (MG Free) at the Norfolk<br />

& Norwich Festival.<br />

Sustainability & environment<br />

May Gurney has continued with its goal <strong>of</strong><br />

embedding sustainable thinking throughout<br />

its business management systems. We have<br />

developed a sustainability and environmental<br />

risk management strategy which controls<br />

our improvement programme throughout<br />

the organisation. We have also <strong>integrated</strong><br />

sustainability into our business development<br />

process and it forms a core element <strong>of</strong> our<br />

innovative ‘place-based’ service <strong>of</strong>fering.<br />

May Gurney is in its fourth year <strong>of</strong> having<br />

a focused programme to manage carbon<br />

emissions and we have been accredited<br />

by CEMARS since 2009 for our carbon<br />

management systems.<br />

Our carbon emissions relative to turnover fell from<br />

77.3 tonnes/£m in 2010/11 to 74.8 tonnes/£m<br />

in 2011/12 (estimated). Due to the growth <strong>of</strong> our<br />

business and new contract mobilisations, our<br />

absolute CO 2 emissions in the year rose to an<br />

estimated 49,741 tonnes (compared to 44,325<br />

tonnes in 2010/11). These figures compare<br />

well with our baseline year <strong>of</strong> 2008/9, which had<br />

CO 2 emissions <strong>of</strong> 42,746 tonnes and an intensity<br />

<strong>of</strong> 90.89 TCO 2e/£m.<br />

1<br />

AFR (Accident Frequency Rate) defined by the Health &<br />

Safety Executive as the number <strong>of</strong> RIDDOR accidents in<br />

a 12-month period x 100,000, divided by the total hours<br />

worked in that same 12-month period<br />

2<br />

In our 2011 Annual Report we quoted the AFR as 0.60.<br />

Following an operational review, this was revised to 0.62<br />

10 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

11<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Strategy <strong>report</strong><br />

Market overview<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

The overall total<br />

<strong>annual</strong> value <strong>of</strong> our<br />

Public and Regulated<br />

Sector markets is<br />

£24.1 billion 1<br />

1 <br />

The growth in last year’s figure is mainly due to entry into<br />

the Fleet Maintenance market (£730m) and the Passenger<br />

Service market (£3.1bn), via the acquisition <strong>of</strong> TransLinc,<br />

and also the addition <strong>of</strong> Wales as an addressable market<br />

(£375m). This has more than <strong>of</strong>fset the reduction incurred<br />

because <strong>of</strong> the removal <strong>of</strong> the school estate capital<br />

maintenance market (£2.2bn)<br />

2 <br />

Department for Communities and Local Government, Local<br />

Government Finance Statistics England 2011 (May 2011)<br />

3<br />

Surveyor, The Surveyor Highway Maintenance Yearbook<br />

2011 (June 2011) – statistics amended to reflect our<br />

contract win in Harrow, whilst taking <strong>of</strong>f West Sussex and<br />

half <strong>of</strong> the road network in Essex as these contracts have<br />

now ended. Finance Statistics 2009-10 (February 2011).<br />

4<br />

Scottish Government, Scottish Local Government Finance<br />

Statistics 2010-11 (February 2012); Statistics for Wales,<br />

Welsh Local Government Finance<br />

5<br />

Department for Communities and Local Government, Local<br />

Government Finance Statistics England 2011 (May 2011)<br />

6 <br />

Scottish Government, Scottish Local Government Finance<br />

Statistics 2010-11 (February 2012); Statistics for Wales,<br />

Welsh Local Government Finance Statistics<br />

2011 (September 2011)<br />

Public Sector Services<br />

Our Public Sector Services division works<br />

across three main areas, each with a number<br />

<strong>of</strong> service lines: highways maintenance,<br />

environmental <strong>services</strong> and fleet and passenger<br />

<strong>services</strong>. Combined, the addressable markets<br />

are worth £12.5 billion per annum to May<br />

Gurney. Our strong capabilities in delivering<br />

such a wide range <strong>of</strong> local authority <strong>services</strong>,<br />

and strong geographical presence across the<br />

UK, means that we are well positioned to<br />

benefit from new developments in outsourcing<br />

and increasingly <strong>integrated</strong> contracts that<br />

incorporate a number <strong>of</strong> our service delivery<br />

areas and fit with our unique approach to<br />

‘place-based’ working.<br />

Although spend in the public sector is under<br />

pressure, the essential nature <strong>of</strong> the work we<br />

deliver ensures it will remain sustainable over<br />

the long-term, evidenced by the healthy flow <strong>of</strong><br />

opportunities which are still coming to market.<br />

Our proven ability to deliver innovative solutions<br />

and increase efficiencies enables us to work<br />

with and help clients through the challenges<br />

they face during this period <strong>of</strong> austerity.<br />

Highways Maintenance Services<br />

The market for local authority highways<br />

maintenance in England is worth just under<br />

£3 billion per annum 2 . Although budget cuts<br />

during the current CSR period to 2014/15<br />

means that spending across all local government<br />

<strong>services</strong> has inevitably come under threat,<br />

expenditure in this market for the most part<br />

remains sustainable.<br />

The pressure on budgets is producing trends<br />

which are working in May Gurney’s favour.<br />

Firstly, clients appear more open to change,<br />

new ideas, and radical solutions. This plays<br />

to May Gurney’s strength in transformational<br />

service design and delivery, allowing us to create<br />

further value for clients by working with them on<br />

their key strategic issues.<br />

This positioning is especially important since<br />

evidence suggests that competitors <strong>may</strong> be<br />

willing to accept reduced margins in order to<br />

win work. Secondly, the need for innovation to<br />

increase efficiency means there is an increased<br />

openness to further outsourcing by councils who<br />

carry out this work in-house. With only 75% <strong>of</strong><br />

the English market outsourced, and 3% and<br />

7% in Scotland and Wales respectively, there<br />

is the potential for a significant increase in our<br />

addressable market.<br />

During the year, May Gurney secured another<br />

new client, Harrow Council, giving us a platform<br />

for growth in the London highways maintenance<br />

market, complementing our already extensive<br />

presence here through our street lighting and<br />

environmental <strong>services</strong> contracts. We are the<br />

second largest provider in the local authority<br />

highways maintenance market with a share<br />

<strong>of</strong> 12%, maintaining nearly 35,000km <strong>of</strong> the<br />

<strong>28</strong>5,000km <strong>of</strong> road across England 3 . We also<br />

continue to explore ways in which we can expand<br />

our service <strong>of</strong>fering in local authority highways<br />

maintenance to Scotland and Wales, markets<br />

potentially worth £370 million and £200 million<br />

per annum respectively 4 .<br />

The local authority highways maintenance market<br />

is complemented by the street lighting market,<br />

which remains stable at around £780 million per<br />

annum 5 . Our street lighting business, Cartledge,<br />

is the third largest provider in England with a total<br />

market share <strong>of</strong> 8%, and 30% <strong>of</strong> the London<br />

market. Expenditure by clients is being sustained<br />

in order to meet challenges regarding both an<br />

exposure to rising energy prices and pressures<br />

to reduce their carbon footprint. Additionally, the<br />

fact that PFI has fallen out <strong>of</strong> favour as a way <strong>of</strong><br />

procuring street lighting contracts is also working<br />

to our advantage, given that this part <strong>of</strong> the<br />

market had not previously been considered an<br />

addressable area <strong>of</strong> spend by May Gurney. The<br />

street lighting markets in Scotland and Wales are<br />

potentially worth an additional £75 million and<br />

£35 million respectively 6 .<br />

Environmental Services<br />

The environmental <strong>services</strong> market is now worth<br />

in the region <strong>of</strong> £3.1 billion per annum, with<br />

£1.3 billion spent on waste collection and the<br />

remainder on downstream operations, including<br />

household waste recycling centres (HWRCs).<br />

In addition, the market for street cleansing,<br />

which is <strong>of</strong>ten included within environmental<br />

<strong>services</strong> contracts, is worth around £900 million<br />

per annum 7 . Budget pressures are increasing<br />

occurrences with which street cleansing,<br />

grounds maintenance or other related <strong>services</strong>,<br />

are being bundled with collection contracts.<br />

This is leading to the procurement <strong>of</strong> larger, more<br />

complex environmental <strong>services</strong> contracts, which<br />

May Gurney is well placed to deliver. Future<br />

growth in the recycling market is anticipated<br />

to continue as recycling rates increase, driven<br />

by increases in landfill tax and local authority<br />

recycling targets.<br />

In the outsourced municipal collection market in<br />

England and Wales, May Gurney has increased<br />

its share to 10% <strong>of</strong>f the back <strong>of</strong> recent successes<br />

with Bristol City Council and Cheshire West and<br />

Chester Council (CWaC). This means we are<br />

now the fourth largest operator in this area, up<br />

one place from 2010/11. The success <strong>of</strong> our<br />

award winning MaGOS solution continues,<br />

with evidence suggesting that the balance <strong>of</strong><br />

opinion is moving in favour <strong>of</strong> the kerbside sort<br />

method <strong>of</strong> collection. Indeed, research carried<br />

out by consultancy 4R Environmental noted that<br />

where the choice <strong>of</strong> collection system is left open<br />

to competition by a procuring local authority,<br />

59% will end up implementing kerbside sort<br />

as the method <strong>of</strong> collection, as opposed to just<br />

10% who will opt for single-stream commingled 8 .<br />

This follows on from previous studies published<br />

by WRAP, including ‘Kerbside Recycling:<br />

Indicative Costs and Performance’ and ‘Kerbside<br />

Collections Options: Wales’, which also both<br />

suggested that kerbside sort systems will<br />

outperform single-stream commingled systems<br />

on cost 9 .<br />

Although we are beginning to see early signs<br />

<strong>of</strong> increased levels <strong>of</strong> first-time outsourcing in<br />

the market, the level <strong>of</strong> penetration by private<br />

providers here still remains much lower than<br />

more mature blue collar managed service areas,<br />

such as local authority highways maintenance.<br />

With just over half <strong>of</strong> the market still in the hands<br />

<strong>of</strong> local authority Direct Service Organisations<br />

(DSOs), this means there is good scope for<br />

growth in our addressable market through future<br />

outsourcing 10 . Given the increasing pressures<br />

being placed upon local authorities to hit<br />

their recycling targets whilst cutting costs and<br />

increasing efficiencies, many are looking to the<br />

private sector for answers and May Gurney has<br />

the capability and track record to answer this call.<br />

Our presence in Wales, through our Bridgend<br />

contract, <strong>of</strong>fers good potential for future growth<br />

<strong>of</strong> our business in this region, to take advantage<br />

<strong>of</strong> the £140 million market here 11 . Indications<br />

are that the Welsh Assembly Government favour<br />

a kerbside sort collection method, following the<br />

aforementioned study by WRAP which they<br />

commissioned, and which concluded that<br />

kerbside sort recycling costs less in financial<br />

and environmental terms compared to<br />

commingled or two-stream collection systems.<br />

Our presence in Scotland also allows us<br />

access to the £225 million spend on our core<br />

environmental <strong>services</strong> <strong>of</strong>fering, and we are<br />

encouraged by indications that the market<br />

here could open up to outsourcing 12 .<br />

Within the HWRC market, our market share<br />

remains stable at 9%. We continue to work<br />

successfully with existing clients in order to help<br />

them drive down costs and increase efficiencies,<br />

including the consolidation <strong>of</strong> their sites and other<br />

innovative working practices. Our experience <strong>of</strong><br />

operating multiple HWRC sites on behalf <strong>of</strong> our<br />

clients, and achieving high recycling rates, means<br />

we are well positioned to take advantage <strong>of</strong> the<br />

healthy future pipeline <strong>of</strong> opportunities in<br />

a market with very high levels <strong>of</strong> outsourcing.<br />

35,000km<br />

<strong>of</strong> roads<br />

May Gurney is a leading supplier<br />

<strong>of</strong> highways maintenance<br />

<strong>services</strong> to local authorities.<br />

We also maintain more than<br />

500,000 street lights<br />

£3bn<br />

Annual value <strong>of</strong> the highways<br />

maintenance market in England<br />

£3.1bn<br />

Annual value <strong>of</strong> the<br />

environmental <strong>services</strong> market<br />

7<br />

Department for Communities and Local Government, Local<br />

Government Finance Statistics England 2011 (May 2011)<br />

8 <br />

4R Environmental Research (April 2012)<br />

9 <br />

WRAP, Kerbside Recycling: Indicative Costs and<br />

Performance (June 2008); WRAP, Kerbside Collections<br />

Options: Wales Report (January 2011)<br />

10<br />

Internal research Finance Statistics 2009-10 (February 2011).<br />

11<br />

Statistics for Wales, Welsh Local Government Finance<br />

Statistics 2011 (September 2011)<br />

12 <br />

Scottish Government, Scottish Local Government Finance<br />

Statistics 2010-11 (February 2012)<br />

12 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

13<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Market overview<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

£730 million<br />

May Gurney is the UK leader in the local<br />

authority outsourced fleet <strong>services</strong> market<br />

with a share <strong>of</strong> 8%<br />

£3.1bn<br />

Annual value <strong>of</strong> the passenger<br />

<strong>services</strong> market<br />

Fleet & Passenger Services<br />

During the year we established a market-leading<br />

position in the local authority fleet maintenance<br />

market through the acquisition <strong>of</strong> TransLinc,<br />

gaining an overall share <strong>of</strong> 8% <strong>of</strong> the outsourced<br />

market. This market is worth £730 million<br />

per annum and remains highly fragmented,<br />

typically characterised by a limited number <strong>of</strong><br />

scale players and a long tail <strong>of</strong> local firms 13 .<br />

Our leading position is most pronounced in the<br />

fully-outsourced market, where we take on the<br />

hire and full maintenance <strong>of</strong> a client’s entire<br />

fleet. This is a part <strong>of</strong> the market open only to<br />

the largest providers. Here, we hold six fully<br />

outsourced contracts and have a market share<br />

<strong>of</strong> around 50%, giving us a strong platform from<br />

which to grow further. Over 50% <strong>of</strong> the total<br />

market is still in-house and spending cuts are<br />

expected to drive more outsourcing by local<br />

authorities. Along with having the broadest range<br />

<strong>of</strong> fleet <strong>services</strong>, we are also the only leading<br />

firm in the market to <strong>of</strong>fer passenger <strong>services</strong> as<br />

well as fleet maintenance. Combined with our<br />

significant position in the local authority highways<br />

maintenance market, we are well positioned to<br />

deliver any variation <strong>of</strong> contract a local authority<br />

<strong>may</strong> wish to procure.<br />

The acquisition <strong>of</strong> TransLinc has also given<br />

May Gurney entry into the £3.1 billion passenger<br />

<strong>services</strong> market, with a client base <strong>of</strong> both local<br />

authorities and Primary Care Trusts (PCTs) 13 .<br />

Although our market share is just 0.5%, the<br />

extremely fragmented nature <strong>of</strong> this market<br />

means that we are the fifth largest supplier in<br />

the market. This is a very immature market<br />

and there is a real opportunity for May Gurney<br />

to provide innovative solutions that deliver<br />

substantial savings to clients whilst maintaining<br />

or improving service levels. Outsourcing rates<br />

in the market currently stand at 60%, meaning<br />

there is also good scope for future outsourcing<br />

to result in increases in the size <strong>of</strong> our<br />

addressable market.<br />

Regulated Sector<br />

Services<br />

Our Regulated Sector Services division includes<br />

Utility Services, Rail Services and Waterways<br />

Services. Combined, the directly addressable<br />

markets are worth around £11.6 billion per<br />

annum, with recent periodic spending reviews<br />

in the rail and water sectors securing significant<br />

increases in expenditure in two <strong>of</strong> our key markets.<br />

Utility Services<br />

Ofwat’s Final Determinations for the AMP5 period<br />

(2010-2015) allows for average expenditure <strong>of</strong><br />

£4.4 billion per annum over the five years by<br />

the water companies across England and Wales<br />

(£22.1 billion in total), a substantial increase <strong>of</strong><br />

32% on AMP4 (2005-2010) levels 14 . 2012/13<br />

will see expenditure in the year remain at an<br />

above-average level for the AMP5 period <strong>of</strong><br />

around £5 billion, with a continued emphasis<br />

on capital maintenance, which accounts for<br />

over half <strong>of</strong> this expenditure and is where<br />

our main capabilities are focused. The rising<br />

level <strong>of</strong> expenditure on maintenance is<br />

expected to continue, driven by the transfer<br />

<strong>of</strong> the private drains and sewers (PDaS) to the<br />

water companies towards the end <strong>of</strong> 2011,<br />

substantially increasing the length <strong>of</strong> sewer<br />

under their ownership.<br />

Many <strong>of</strong> our key clients across the water sector<br />

are benefiting from the increased expenditure in<br />

comparison to AMP4 levels. Customer service<br />

levels are now at the forefront <strong>of</strong> every water<br />

company’s strategy, and climate change is<br />

driving the thinking in AMP6, with clients forced<br />

to pay ever increasing attention to the changing<br />

weather patterns. zIn addition, efficient solutions<br />

are being demanded from suppliers in order to<br />

drive efficiencies and enable our clients to reduce<br />

costs and hit stringent targets. May Gurney’s<br />

approach to customer service and service<br />

development means that we are well placed to<br />

help clients achieve these objectives.<br />

Following the acquisition <strong>of</strong> Turriff last year, we<br />

have consolidated our place in the £1.8 billion<br />

per annum Gas Distribution Networks market 15 .<br />

Given that the current regulatory period comes<br />

to an end in March 2013, we are preparing<br />

ourselves for expansion in this market, one which<br />

is characterised by a particularly secure and high<br />

value work stream due to the safety-critical nature<br />

<strong>of</strong> the works carried out under the gas mains<br />

replacement programme. The programme, which<br />

began in 2003 and accounts for the majority <strong>of</strong><br />

the expenditure within the market, has a total<br />

estimated value <strong>of</strong> £24 billion over 30 years,<br />

and is driven by the Health and Safety Executive<br />

(HSE) that has an ultimate aim <strong>of</strong> replacing over<br />

91,000km <strong>of</strong> iron gas mains.<br />

The new regulatory period (known as RIIO-GD1)<br />

will be eight years in duration and is Ofgem’s<br />

new approach to regulating the gas network<br />

companies. Along with efficiency and safety,<br />

which are both currently crucial considerations,<br />

the new period will place an enhanced emphasis<br />

on customer satisfaction and environmental<br />

issues. This mirrors the recent developments in<br />

the water market and means our experience in<br />

delivering on these issues for our existing clients,<br />

combined with our excellent safety record and<br />

experience in delivering efficiency savings,<br />

will put us in a very strong position to secure<br />

additional work in the new regulatory period.<br />

Since the acquisition <strong>of</strong> Turriff, we have also<br />

expanded our relationship with Scottish Water.<br />

Expenditure in the Scottish water market over the<br />

period 2010-15 averages £1.2 billion per annum,<br />

which is in addition to the £4.4 billion market in<br />

England and Wales 16 .<br />

Rail Services<br />

The move towards a route-orientated industry<br />

and a greater degree <strong>of</strong> collaboration and<br />

partnering, driven both by the appointment <strong>of</strong><br />

David Higgins and the Value for Money Study by<br />

Sir Roy McNulty, is also driving change in the rail<br />

market. Both these moves are seen as positive by<br />

May Gurney, as they play to our core strengths.<br />

We continue to help Network Rail to deliver its<br />

programme <strong>of</strong> investment on renewing structures,<br />

property and signalling. Planned expenditure by<br />

Network Rail over Control Period 4 (2009-2014)<br />

increased by 17% on Control Period 3 (2004-<br />

2009) levels, with the areas directly addressed by<br />

May Gurney now worth on average over £1 billion<br />

per annum across this period. This is further<br />

supplemented by enhancements expenditure,<br />

worth on average £2.3 billion per annum across<br />

Control Period 4 17 . Our track record <strong>of</strong> delivering<br />

programmes on-time and on-budget positions<br />

us well to benefit from the increasing spend by<br />

Network Rail in this area.<br />

We have adapted well to the recent<br />

transformation <strong>of</strong> our core contracts, as the<br />

new BCDP framework we secured with Network<br />

Rail in the year merged our property and civil<br />

engineering frameworks. Direct competitive<br />

bidding operates alongside this framework and<br />

has allowed the business to expand its tendering<br />

capability throughout the whole <strong>of</strong> the UK.<br />

We have had considerable success in the year,<br />

winning work both under the newly formed BCDP<br />

framework and also through tendered works<br />

outside the framework. This highlights not only<br />

our experience <strong>of</strong> winning work in the rail market,<br />

but also our flexibility in successfully adapting as<br />

Network Rail changes their requirements and<br />

procurement methods. This agility will enable us<br />

to increase our market share further.<br />

Waterways Services<br />

In the waterways market, we continue to work<br />

with British Waterways as its national contractor,<br />

maintaining the extensive network <strong>of</strong> canals and<br />

associated assets, delivering over £20 million<br />

<strong>of</strong> work per annum. We also work on behalf<br />

<strong>of</strong> the Environment Agency to improve flood<br />

defence and coastal management assets, which<br />

now accounts for £830 million <strong>of</strong> Government<br />

expenditure per annum 18 . Our work here is<br />

essential in both the regeneration <strong>of</strong> the UK’s<br />

water network and ensuring the protection<br />

<strong>of</strong> communities from flooding, underlying its<br />

essential and sustainable nature.<br />

£11.6bn<br />

Annual value <strong>of</strong> the regulated<br />

sector markets<br />

£1.8bn<br />

Annual value <strong>of</strong> the Gas Distribution<br />

Networks market<br />

13 <br />

Credo, Report on the Fleet Services and Passenger Services<br />

markets (June 2011) commissioned by May Gurney<br />

14 <br />

Ofwat, Future Water and Sewerage Charges 2010-15:<br />

Final Determinations (November 2009)<br />

15<br />

Ofgem, Gas Distribution Price Control Review Final Proposals<br />

(Dec 2007)<br />

16 <br />

Scottish Water, Delivery Plan 2010-15 (March 2010)<br />

17 <br />

Network Rail, Control Period 4 Delivery Plan (March 2009)<br />

18<br />

DEFRA, Annual Report and Accounts 2010-11 (July 2011)<br />

14 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

15<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Our business model<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

Our business model is centred<br />

on long-term relationships with<br />

clients in the public and regulated<br />

sectors, and our <strong>of</strong>fer is built around<br />

the delivery <strong>of</strong> essential frontline<br />

<strong>services</strong> for their customers.<br />

These target markets, which are<br />

characterised by statutory and<br />

regulatory drivers, are resilient, and<br />

worth over £24 billion per annum.<br />

Our Service Delivery capabilities, Solutions<br />

& Outcomes focus and Client Engagement<br />

expertise is complemented by our operational<br />

scale and geographical footprint. Surrounding<br />

this is a strong framework <strong>of</strong> people management,<br />

change and project management, risk<br />

management, governance, customer service<br />

and community engagement, all underpinned<br />

by our core company values, which ensure the<br />

sustainability <strong>of</strong> our business model.<br />

1Service Delivery<br />

Our two client-aligned business divisions –<br />

Public Sector Services and Regulated Sector Services<br />

– are focused on assured operational delivery and<br />

continuous improvement. Operational excellence is<br />

essential to ensuring our clients’ trust and developing<br />

future growth opportunities with them. Where we <strong>of</strong>fer<br />

multiple <strong>services</strong> to multiple clients in one place, we can<br />

deliver them together, so that they’re more effective and<br />

more efficient. This is the essence <strong>of</strong> our unique ‘placebased’<br />

approach to <strong>integrated</strong> service delivery.<br />

3Client Engagement<br />

Long-term client relationships and long-term service<br />

agreements are central to our business. This is supported<br />

by the strong local knowledge we have throughout the<br />

UK, gained through a geographically diverse client base,<br />

over 6,000 people at more than 230 locations and a<br />

strong network <strong>of</strong> supply partners. Excellent client service<br />

capabilities are essential to ensure that we grow our<br />

existing relationships, through delivering wider <strong>services</strong><br />

and innovative service solutions and developing new<br />

opportunities. Our ability to build and develop long-term<br />

relationships has been a key feature <strong>of</strong> the business for more<br />

than 85 years and gives us competitive edge.<br />

Customer service<br />

Change & project management<br />

Service Delivery<br />

Community engagement<br />

Risk management<br />

Long-term<br />

client & community<br />

relationships<br />

Client Engagement<br />

Solutions & Outcomes<br />

Company values<br />

Governance<br />

People management<br />

2Solutions & Outcomes<br />

Our service solutions are carefully<br />

tailored, in collaboration with clients<br />

such that they meet their strategic<br />

priorities, regulatory drivers and the<br />

needs <strong>of</strong> local communities. Our<br />

extensive experience <strong>of</strong> designing and<br />

developing transformational <strong>services</strong><br />

across the UK means that we’re able<br />

to transfer the learning from one<br />

geography to another, enabling us to<br />

engage at a strategic level and take a<br />

proactive approach to solving our clients’<br />

problems. Our ‘control hub’ solution<br />

is a good example <strong>of</strong> this innovation<br />

and operational excellence. This is<br />

underpinned by our core information<br />

systems expertise and strong delivery<br />

capabilities and experience.<br />

16 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

17<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Our strategy<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

Our vision is to be the leading support<br />

<strong>services</strong> business in the UK in our<br />

chosen sectors. We are committed to<br />

helping our long-term clients in the<br />

public and regulated sectors transform<br />

the delivery <strong>of</strong> essential front-line<br />

<strong>services</strong> to local communities.<br />

Our established strategy for growth<br />

has five key objectives:<br />

Target<br />

Deliver<br />

Enhance<br />

Grow<br />

Acquisitions<br />

Target resilient maintenancefocused<br />

revenue streams for<br />

essential <strong>services</strong> in the public<br />

and regulated sectors through<br />

developing long-term client<br />

relationships<br />

More than 95% <strong>of</strong> May Gurney’s business is in<br />

delivering essential <strong>services</strong> to the public and<br />

regulated sectors through long-term contracts,<br />

up from 77% in 2007. Our target markets are<br />

large – over £21 billion – <strong>of</strong>fering significant<br />

opportunities for growth and resilient revenue<br />

streams. Establishing and developing long-term<br />

client and community relationships has been<br />

one <strong>of</strong> May Gurney’s core strengths since the<br />

Company was founded in 1926.<br />

Deliver contract performance by<br />

managing and executing front-line<br />

<strong>services</strong> consistently, successfully<br />

and efficiently<br />

The key elements at the start <strong>of</strong> a contract<br />

are innovative service design, a dedicated<br />

mobilisation team, scaleable systems, leveraging<br />

regional resources, and engaging with the<br />

TUPE workforce, enabling us to raise skills and<br />

standards. Through working collaboratively to<br />

achieve contract KPIs, we cement long-term<br />

client and community relationships that position<br />

us to extend our service <strong>of</strong>fering and add value.<br />

Enhance margins through<br />

operational efficiencies and<br />

delivering a wider range <strong>of</strong> <strong>services</strong><br />

Our <strong>Group</strong>-wide Business Improvement<br />

strategy utilises LEAN methodology, sustainable<br />

efficiency, end-to-end process mapping, shared<br />

<strong>services</strong> and regional cost-base management to<br />

deliver improved processes, improved service<br />

delivery, improved employee skills, improved<br />

customer service and improved margins. This<br />

consistent approach also ensures that we<br />

maximise the benefits <strong>of</strong> ‘place-based’ working<br />

and translate the learning from one geography<br />

(or place) to another.<br />

Grow organically through winning<br />

new business and contract<br />

expansions by understanding<br />

our clients and tailoring our<br />

<strong>services</strong> to achieve their outcomes<br />

In 2012, we have maintained our work-winning<br />

momentum with new contracts, contract<br />

renewals, and extensions totalling more than<br />

£400 million – all through long-term relationships.<br />

Since the period end, we have secured a further<br />

£50 million. The Company’s order book stands<br />

at £1.5 billion (including framework contracts)<br />

and potential contract extensions <strong>of</strong> a further<br />

£1.1 billion. The bidding pipeline at more than<br />

£4 billion in our core markets, reflects the very<br />

significant opportunities for growth.<br />

Consider strategic earningsenhancing<br />

acquisitions<br />

Whilst we continue to evaluate acquisition<br />

opportunities, our focus over the coming year<br />

is on points 1-4 <strong>of</strong> our growth strategy. The<br />

acquisition <strong>of</strong> TransLinc has strengthened May<br />

Gurney’s market-leading positions in highways<br />

maintenance and environmental <strong>services</strong>.<br />

In addition, it has provided entry to the local<br />

authority passenger <strong>services</strong> market, extended<br />

May Gurney’s national coverage and client base,<br />

<strong>of</strong>fered significant cross-selling opportunities, and<br />

provided a broadened service <strong>of</strong>fering to existing<br />

clients. TransLinc has been renamed ‘Fleet &<br />

Passenger Services’ and is included in our Public<br />

Sector Services division.<br />

18 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

19<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Corporate assurance<br />

and risk management<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

Risk area Description <strong>of</strong> risk Risk mitigation<br />

Health, safety<br />

and environment<br />

Operational<br />

Serious injury or death <strong>of</strong> an<br />

employee, a contractor, client or<br />

a member <strong>of</strong> the public<br />

Environmental pollution leading to<br />

financial penalties or loss <strong>of</strong> reputation<br />

Inability to deliver <strong>services</strong> to plan and<br />

programme and associated financial<br />

impact<br />

Our management has the foremost responsibility for health and safety within our<br />

operations and are given the necessary tools (training, equipment and resources) to<br />

enable them to deliver a healthy, safe and environmentally friendly workplace<br />

<strong>Group</strong> Standard Operating Procedures for health, safety, sustainability and<br />

environmental risk management sit at the core <strong>of</strong> operations, which are<br />

developed, adopted, reviewed and audited against known standards both<br />

internally and externally<br />

Safety, Health, Environment & Assurance Director leads a dedicated team<br />

that audits against <strong>Group</strong> Standard Operating Procedures (GSOPs) to ensure<br />

compliance for legal requirements is complied with and that best practice is adopted<br />

Health & safety and environmental performance indicators are reviewed monthly<br />

Continued focus on MAD (Make a Difference), our behavioural change programme<br />

Contract environmental audits<br />

Extensive external and internal audits are undertaken throughout the <strong>Group</strong> that<br />

verify compliance with legal requirements<br />

Monthly reviews by the Board on key operational performance indicators covering:<br />

health, safety and environment; employee statistics; sustainability targets; financial<br />

and commercial performance; business development and pipeline; sector and<br />

contract risks; and customer satisfaction<br />

Authority levels and spending controls are monitored and enforced<br />

Risk area Description <strong>of</strong> risk Risk mitigation<br />

Acquisitions<br />

Business<br />

organisation<br />

and people<br />

Government<br />

policy<br />

Inflation<br />

Failure to deliver on financial targets<br />

Inappropriate culture in acquired<br />

business<br />

Shortage <strong>of</strong> skilled and experienced<br />

people<br />

Poor employee retention<br />

Loss <strong>of</strong> May Gurney culture through<br />

dilution <strong>of</strong> new people<br />

Public spending decisions<br />

Legislative changes<br />

Increased commodity and resource<br />

costs<br />

Board review and sign-<strong>of</strong>f to ensure it fits with the culture and financial objectives<br />

<strong>of</strong> the <strong>Group</strong><br />

Rigorous multi-disciplined due diligence process<br />

Clear and comprehensive integration planning<br />

Corporate and business sector induction programmes for all new employees<br />

All employees have a Personal Development Plan that is reviewed on a six-monthly<br />

basis<br />

Management development and engagement programmes<br />

Mentoring <strong>of</strong> key employees by members <strong>of</strong> the senior management team is<br />

important in support <strong>of</strong> the coaching and management used in the business<br />

A flexible resource-base is utilised to allow appropriate resource planning to be<br />

implemented<br />

External advice and intelligence is utilised to forward plan for known changes<br />

Appropriate contract provisions adopted to ensure protection<br />

Internal training and awareness courses introduced<br />

Appropriate inflation mechanism incorporated into tender submissions<br />

Forward ordering <strong>of</strong> commodities with supply chain<br />

Financial<br />

Bidding processes<br />

Contract<br />

mobilisation<br />

Failure to achieve financial plans and<br />

budgets<br />

Insufficient credit facilities inhibit<br />

operations and growth <strong>of</strong> the business<br />

Failure to deliver on financial targets<br />

Poor market intelligence<br />

Weak client relationships<br />

Inappropriate contract risk pr<strong>of</strong>ile<br />

Insufficient understanding <strong>of</strong> service<br />

scope<br />

Insufficient knowledge <strong>of</strong> contract<br />

requirements<br />

TUPE process<br />

Failure to deliver <strong>services</strong><br />

Business plans are prepared <strong>annual</strong>ly and performance monitored regularly<br />

Financial performance, both pr<strong>of</strong>it and loss and cash, is monitored monthly against<br />

the budget<br />

CapEx controls are in place<br />

The <strong>Group</strong> maintains and manages its credit facilities to ensure that it has sufficient<br />

funding for its growth<br />

Senior management team approve all major bids<br />

Key contract terms are assessed for alignment with <strong>Group</strong> policy and strategic<br />

objectives<br />

Rigorous tendering strategy, pricing and review<br />

Comprehensive risk assessment to ensure key risks are identified and mitigated<br />

All contracts scrutinised to ensure that they align with the Company’s tender strategy<br />

Rigorous competition analysis and compliance training<br />

Integrated and comprehensive mobilisation plans put in place<br />

Dedicated support staff provided to cover key risk areas such as: new and existing<br />

employee transfers; health and safety management; plant; equipment and vehicle<br />

use; commercial and financial management and information systems and technology<br />

Financial management and planning<br />

Employee induction and training programmes<br />

Effective communication plans established<br />

Information<br />

systems<br />

Reputation<br />

Procurement<br />

Failure <strong>of</strong> <strong>Group</strong> information systems<br />

leads to an inability to deliver <strong>services</strong>,<br />

monitor financial performance, pay<br />

creditors or collect cash from debtors<br />

Failure to determine information<br />

technology requirements for new<br />

contracts<br />

Resilience<br />

Exclusion from new bidding<br />

opportunities limits business growth<br />

Investor perception damaged<br />

Recruitment and retention <strong>of</strong> staff<br />

impacted<br />

Lack <strong>of</strong> continuity <strong>of</strong> supply results<br />

in failure to deliver <strong>services</strong> or has a<br />

financial impact<br />

Collusion or anti-competitive<br />

behaviour with suppliers<br />

<strong>Group</strong> IT Director and dedicated IT team monitor the performance <strong>of</strong> all information<br />

systems<br />

New systems fully user-tested before deployment<br />

Information systems personnel fully <strong>integrated</strong> into new contract mobilisation teams<br />

Servers remotely located at specialist facilities<br />

Monthly review <strong>of</strong> performance and identification if senior management intervention<br />

is required<br />

Training programmes for existing staff and induction programmes for new staff<br />

to reinforce May Gurney culture and behaviours<br />

Watching brief on press coverage and proactive reputation management<br />

Supply chain management processes in place<br />

Compliance training given to all procurement staff<br />

Training and induction programmes reinforce May Gurney culture and behaviours<br />

20 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

21<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Our KPIs<br />

We measure our business<br />

performance against seven key<br />

performance indicators (KPIs).<br />

These KPIs are reviewed each<br />

month by the Board against<br />

targets established at the<br />

beginning <strong>of</strong> the year.<br />

<strong>Group</strong> pr<strong>of</strong>it margin<br />

4.3%<br />

2011<br />

4.4%<br />

Pr<strong>of</strong>itability <strong>of</strong> the <strong>Group</strong> and <strong>of</strong> each delivery sector is a key<br />

measure <strong>of</strong> overall performance. We measure EBITA as a<br />

percentage <strong>of</strong> external turnover year to date, as a variance to<br />

the Budget. Our target is Budget or better.<br />

Value <strong>of</strong> long-term public sector<br />

and regulated sector work<br />

Employee satisfaction<br />

67%<br />

2011<br />

65%<br />

Our people are at the front-line <strong>of</strong> the delivery <strong>of</strong> essential<br />

<strong>services</strong> which means that their overall levels <strong>of</strong> satisfaction and<br />

engagement are a key factor in our ability to deliver a great service<br />

for our clients. We measure satisfaction through our <strong>annual</strong><br />

employee survey – ‘Have Your Say’.<br />

2010<br />

4.6%<br />

95%<br />

2011 2010<br />

95% 95%<br />

Our business strategy is focused on developing long-term client<br />

relationships. We measure the value <strong>of</strong> long-term public and<br />

regulated sector work as a percentage <strong>of</strong> our total revenues.<br />

Our target is 90% or more.<br />

2010<br />

65%<br />

<strong>Group</strong> net cash<br />

£11.0m<br />

2011<br />

£36.2m<br />

Cash collection and cash balances are key indicators <strong>of</strong><br />

financial stability and performance. For net cash, our target<br />

is Budget or better.<br />

<strong>Group</strong> order book<br />

Safety<br />

2010<br />

£43.4m<br />

£1.5bn<br />

2011 2010<br />

£1.4bn £1.7bn<br />

The order book measure is impacted by the full value <strong>of</strong> contract wins,<br />

losses and delays, reflects the deferment <strong>of</strong> some client procurement<br />

processes and provides us with a long-term perspective. It’s measured<br />

as a variance to the business plan. Our target is business plan or better.<br />

Employee retention<br />

9%<br />

2011 2010<br />

7% 9%<br />

Our goal is to reduce employee turnover in order to maintain<br />

appropriate levels <strong>of</strong> competence, experience, service delivery, cultural<br />

alignment, teamwork and stability. It’s calculated using the employee<br />

turnover figure less redundancies, TUPE, seasonal workers, fixed-term<br />

contracts, retirements and dismissals. Our target is 17% or less.<br />

0.53<br />

2011 2010<br />

0.62 1 0.31<br />

Our goal is to reduce accidents and injuries at work. It’s measured<br />

using the AFR (Accident Frequency Rate) defined by the HSE<br />

(Health & Safety Executive) as the number <strong>of</strong> RIDDOR accidents<br />

in a 12-month period x 100,000, divided by the total hours worked<br />

in that same 12-month period. Our target is 0.43 or less.<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

Delivering essential ‘place-based’<br />

<strong>services</strong> to communities and<br />

people across the country,<br />

day and night, every day<br />

We work with our clients in the public and regulated sectors<br />

to design and deliver a wide range <strong>of</strong> essential front-line<br />

<strong>services</strong> that reach over 24 million people every day. Put<br />

simply, the <strong>services</strong> we deliver keep the country running.<br />

All <strong>of</strong> our contracts are long-term and are delivered locally.<br />

This means that we have deep relationships with local<br />

communities and make a significant and sustainable<br />

contribution to the local economies where we work.<br />

Our strong local presence means that where we <strong>of</strong>fer multiple<br />

<strong>services</strong> to multiple clients in one place then we can deliver<br />

them together, so that they’re more effective and more<br />

efficient for everyone. And we translate the learning from one<br />

geography or service to another. This is the essence <strong>of</strong> our<br />

unique ‘place-based’ approach to <strong>integrated</strong> service delivery.<br />

Over the following six pages we describe the work we deliver<br />

for three local communities – in Torbay, Lincolnshire and<br />

Norfolk – as examples <strong>of</strong> our ‘place-based’ approach.<br />

22<br />

May Gurney Integrated Services plc<br />

Annual Report and Accounts 2012<br />

1<br />

In our 2011 Annual Report we quoted the AFR as 0.60.<br />

Following an operational review, this was revised to 0.62<br />

May Gurney Integrated Services plc<br />

Annual Report and Accounts 2012<br />

23


Integrating service delivery & maximising effectiveness<br />

Translating the learning from one place to another<br />

Delivering better outcomes for local communities<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

Torbay<br />

7.30am<br />

Maintaining Torbay’s reputation<br />

for tourism, by looking after 3km<br />

<strong>of</strong> beaches and 65 open spaces<br />

12.00pm<br />

Keeping Torbay’s traffic<br />

moving by maintaining<br />

530km <strong>of</strong> roads<br />

9.00am<br />

Reducing Torbay’s<br />

contribution to landfill by<br />

kerbside sort recycling for<br />

60,000 homes<br />

3.00pm<br />

Keeping the South West’s water<br />

flowing by completing over<br />

91,000 reactive and planned<br />

utility maintenance works<br />

8.30pm<br />

Lighting the way in Torbay<br />

by maintaining nearly<br />

17,000 streetlights<br />

We work with our clients Torbay Council, South<br />

West Water and Western Power Distribution to<br />

deliver more than 40 essential front-line <strong>services</strong><br />

that reach Torbay’s 134,200 residents every day.<br />

We have been delivering maintenance and<br />

enhancement <strong>services</strong> in the South West for<br />

many years. We are currently working with<br />

South West Water in a long-term contract to<br />

provide reliable, efficient, high quality drinking<br />

water and waste water <strong>services</strong> throughout<br />

Devon and Cornwall and in small areas <strong>of</strong><br />

Dorset and Somerset. We are also working with<br />

Western Power Distribution to enhance service<br />

delivery for electricity consumers in the region.<br />

In 2010 we extended this range <strong>of</strong> <strong>services</strong><br />

through the creation <strong>of</strong> TOR2, a groundbreaking<br />

joint venture company between Torbay<br />

Council and May Gurney. TOR2 delivers waste<br />

and recycling collections; the maintenance <strong>of</strong><br />

highways, grounds, parks, car parks, buildings<br />

and the Council’s vehicle fleet; street and beach<br />

cleansing; and out-<strong>of</strong>-hours call centre support.<br />

We have also been awarded a new long-term<br />

maintenance contract by Torbay Council, with<br />

our specialist street lighting business, Cartledge.<br />

In total we now employ nearly 300 people from<br />

Torbay to deliver these <strong>services</strong>.<br />

Our ‘place-based’ approach has provided a hub<br />

for skills and training in the area, and has enabled<br />

us to work with other organisations including<br />

South Hams District Council, Torbay NHS Care<br />

Trust, South Devon Healthcare, NHS Foundation,<br />

Torbay Development Agency, Tor Bay Harbour<br />

Authority and the Torbay Town Centres Company.<br />

We also work with local schools and many<br />

community-based organisations and good<br />

causes to improve the local environment<br />

and help young people and the long-term<br />

unemployed get back into work.<br />

A good example <strong>of</strong> this is the initiative we<br />

set up with HMP Channings Wood and local<br />

charity RideOn, a charity that provides cycling<br />

pr<strong>of</strong>iciency lessons and tests to children from<br />

less affluent backgrounds. We have helped<br />

to establish a workshop in the prison, which<br />

we supply with old bikes from the Household<br />

Waste Recycling Centre that we manage. The<br />

prisoners learn transferable skills by refurbishing<br />

the bikes, which are then passed onto RideOn.<br />

The children are provided with the refurbished<br />

bikes to learn to ride on and when they pass their<br />

cycling test they are able to keep the bike.<br />

40+<br />

Delivering more than 40 essential <strong>services</strong><br />

across Torbay<br />

14<br />

Working with 14 clients in the South West<br />

as a whole, and three in Torbay<br />

1,000+<br />

Employing over 1,000 people in the<br />

South West and nearly 300 in Torbay<br />

200+<br />

We work with more than 200 local<br />

suppliers in the South West<br />

TOR2 has been<br />

shortlisted for three<br />

National Recycling<br />

Awards in 2011<br />

and 2012<br />

We won a 2011<br />

Green Apple award<br />

for the recycling<br />

<strong>services</strong> we deliver<br />

to Torbay residents<br />

All six <strong>of</strong> the beaches<br />

we maintain were<br />

awarded the 2011<br />

Blue Flag Award by<br />

Keep Britain Tidy<br />

The 65 parks and gardens<br />

spaces we care for gained<br />

top Green Flag status in<br />

Torbay in 2011<br />

24 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

25<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Integrating service delivery & maximising effectiveness<br />

Translating the learning from one place to another<br />

Delivering better outcomes for local communities<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

Lincolnshire<br />

7.00am<br />

Keeping the water flowing in<br />

Lincolnshire by carrying out<br />

over 500 mechanical and civils<br />

works on sewerage treatment<br />

and potable water works a year<br />

10.00am<br />

Maintaining vehicle efficiency<br />

and safety in Lincolnshire by<br />

managing over 500 specialist<br />

vehicles across nine locations<br />

2.00pm<br />

Operating 24 hours a<br />

day, seven days a week to<br />

complete vital bridge repairs<br />

5.00pm<br />

Keeping the traffic moving in<br />

Lincolnshire by maintaining<br />

9,000 km <strong>of</strong> highways and<br />

supporting major projects like<br />

Teal Park – whatever the weather<br />

12.30pm<br />

Moving people around in<br />

Lincolnshire by carrying 2,000<br />

passengers a day from home<br />

to school, social <strong>services</strong>,<br />

demand responsive and<br />

corporate shuttle<br />

We work with our clients Lincolnshire County<br />

Council (plus four district councils: Boston,<br />

East Lindsey, North Kesteven and West<br />

Lindsey) Anglian Water, British Waterways, The<br />

Environment Agency and Network Rail to design<br />

and deliver more than 30 essential front-line<br />

<strong>services</strong> that reach the 673,530 residents <strong>of</strong><br />

Lincolnshire every day.<br />

In April 2010, we took over responsibility for<br />

Lincolnshire County Council’s highways term<br />

maintenance contract to provide more than ten<br />

maintenance and enhancement <strong>services</strong> for the<br />

county’s highways and footways.<br />

Working under a separate contract we are also<br />

supporting the Lincolnshire Major Projects<br />

Framework team to deliver Teal Park, a business<br />

site six miles from Lincoln city centre that will help<br />

to create employment and business opportunities<br />

in Lincoln.<br />

Early in 2011, we were awarded The Anglian<br />

Water Programme Partner Civil and MEICA<br />

contracts that cover the whole Anglian Water<br />

region and include activities associated with<br />

asset upgrade, maintenance and enhancement<br />

<strong>of</strong> water treatment and waste water treatment<br />

facilities.<br />

Through our Fleet and Passenger Services<br />

business we provide a bespoke end-to-end<br />

service for the residents <strong>of</strong> Lincolnshire.<br />

In total we now employ over 600 people from<br />

the region to deliver these <strong>services</strong>.<br />

Our ‘place-based’ approach in Lincolnshire<br />

means we are heavily involved with the local<br />

community. In particular we provide home to<br />

school, social care and demand responsive<br />

passenger <strong>services</strong> to enable the isolated,<br />

vulnerable, disabled and older people to<br />

become more mobile.<br />

We are also working on a new initiative with<br />

Lincolnshire County Council Social Services<br />

that helps adults with learning difficulties in the<br />

region. We collate any redundant wooden pallets<br />

from our depots on a regular basis and supply<br />

them to the scheme, which recycles them by<br />

turning them into kindling and firewood.<br />

So far over 50 pallets have been donated to<br />

the scheme and this also helps to reduce<br />

waste disposal costs for the county.<br />

30+<br />

Delivering more than 30 essential <strong>services</strong><br />

across Lincolnshire<br />

9<br />

Working with nine clients in Lincolnshire<br />

600+<br />

Employing over 600 people across<br />

Lincolnshire<br />

60+<br />

We work with more than 60 local suppliers<br />

in Lincolnshire<br />

In our partnership with<br />

Engage North Lincolnshire we<br />

have received a Considerate<br />

Constructors Scheme award for<br />

the first new build school to open<br />

in the region for more than 50<br />

years – Melior Community College<br />

We undertake a variety<br />

<strong>of</strong> works to ensure that<br />

Lincolnshire’s beautiful<br />

countryside remains<br />

accessible<br />

We work in partnership with<br />

Lincolnshire County Council<br />

to operate the award winning<br />

CallConnect demand responsive<br />

<strong>services</strong> that make a real difference<br />

to the county’s residents.<br />

26 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

27<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Integrating service delivery & maximising effectiveness<br />

Translating the learning from one place to another<br />

Delivering better outcomes for local communities<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

Norfolk<br />

9.00am<br />

Keeping it clean in Norfolk by<br />

handling more than 60,000<br />

tonnes <strong>of</strong> waste through a<br />

network <strong>of</strong> 18 HWRC sites<br />

11.30am<br />

Conserving resources in<br />

Norfolk by fitting nearly<br />

14,500 water meters<br />

3.30pm<br />

Keeping the roads safe in<br />

Norfolk by maintaining more<br />

than 10,000km <strong>of</strong> roads<br />

10.00am<br />

Making a sustainable<br />

difference by pioneering and<br />

managing six re-use centres<br />

across Norfolk<br />

2.00pm<br />

Regulating the sea in King’s Lynn<br />

by completing a three-year,<br />

£1.9m refurbishment <strong>of</strong> a major<br />

tidal sluice structure<br />

We work with our clients Norfolk County<br />

Council, Anglian Water, Network Rail and<br />

The Environment Agency to deliver more<br />

than 20 essential front-line <strong>services</strong> that<br />

reach Norfolk’s 829,000 residents every day.<br />

As part <strong>of</strong> the Norfolk Strategic Partnership<br />

(NSP), a long-term partnership contract with<br />

Norfolk County Council, we deliver more than<br />

ten maintenance and enhancement <strong>services</strong><br />

covering the county’s highways and footways.<br />

Under a separate long-term contract with the<br />

Council, we also provide a seven-day a week<br />

service to enable people living in Norfolk to<br />

recycle domestic household and garden waste<br />

at the county’s recycling centres (HWRCs).<br />

In addition we also install water meters and<br />

repair and maintain water infrastructure assets<br />

on behalf <strong>of</strong> Anglian Water and carry out flood<br />

defence schemes, infrastructure enhancements<br />

and maintenance <strong>services</strong> on behalf <strong>of</strong> the<br />

Environment Agency.<br />

In total, we employ nearly 800 people from<br />

the region to deliver these essential <strong>services</strong>.<br />

We are always looking at ways to bring our<br />

<strong>services</strong> and the community together. In Norfolk,<br />

a great example <strong>of</strong> this is the re-use shops we<br />

have pioneered and set up at six <strong>of</strong> the HWRCs<br />

we manage. These shops sell good quality<br />

household items and bric-a-brac salvaged from<br />

the recycling to the general public. Any money<br />

generated from sales goes into the May Gurney<br />

Environmental Services Fund providing grants<br />

for local community projects that encourage<br />

people to reduce, re-use and recycle.<br />

In addition, 12 Norfolk-based charities have<br />

benefited from grants from the May Gurney<br />

Foundation. We are also supporting a pilot<br />

scheme called ‘Making Ground’, which gives<br />

low-risk <strong>of</strong>fenders the opportunity to gain work<br />

experience at May Gurney while completing<br />

their prison sentence. The aim is to restore<br />

self-esteem and provide training to help<br />

prisoners find full-time employment on<br />

release as well as reduce the re-<strong>of</strong>fending rate.<br />

The scheme started in June 2011 and we are<br />

currently working with seven prisons, though<br />

in time we plan to roll it out nationally. To date,<br />

16 inmates have gone through the scheme in<br />

Norfolk and we have <strong>of</strong>fered five individuals a<br />

fixed-term contract.<br />

20+<br />

Delivering more than 20 essential <strong>services</strong><br />

across Norfolk<br />

4<br />

Working with four clients in Norfolk<br />

800+<br />

Employing over 800 people across Norfolk<br />

180+<br />

We work with more than 180 local suppliers<br />

in Norfolk<br />

We have sponsored the<br />

May Gurney free events<br />

at the Norfolk and Norwich<br />

Festival for five successive<br />

years which attracts nearly<br />

300,000 people<br />

We have supported 12 Norfolk<br />

based charities through the<br />

May Gurney Foundation<br />

We have provided work experience<br />

for 16 low-risk <strong>of</strong>fenders from HMP<br />

Norwich and HMP Wayland and<br />

have <strong>of</strong>fered five individuals<br />

a fixed-term contract<br />

<strong>28</strong> May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

29<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Corporate social responsibility review<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

May Gurney delivers essential<br />

front-line <strong>services</strong> that make a real<br />

difference to the quality <strong>of</strong> life. Our<br />

business model is therefore closely<br />

tied to delivering positive outcomes<br />

for local communities across the UK.<br />

Our approach to Corporate Social Responsibility<br />

(CSR) covers four core areas: People; Health &<br />

Safety; Community Investment; and Sustainability<br />

& Environment.<br />

Four core values continue<br />

to underpin everything we do:<br />

Safe<br />

Innovative<br />

Honest<br />

Collaborative<br />

We make sure everyone<br />

goes home safely<br />

We think and act<br />

differently<br />

We do the right thing<br />

We work together to<br />

get things done<br />

People<br />

We are committed to ensuring that May<br />

Gurney is the best place to work. Our goal is<br />

to attract and retain the best talent by creating<br />

an environment where people can flourish and<br />

take great pride in doing the right thing for their<br />

colleagues and our clients.<br />

Our 6,000 people deliver essential front-line<br />

<strong>services</strong> to local communities across the UK.<br />

They are the people that keep the country<br />

running so that everyone can go about their daily<br />

lives safely and easily. Therefore, it is crucial that<br />

they are motivated and engaged with our vision to<br />

be the best support <strong>services</strong> business in the UK.<br />

This is why we continue to invest in their training,<br />

development and safety.<br />

Our employee numbers are growing – by a net<br />

1,300 people (2011: 4,700). We welcomed<br />

453 new employees through the acquisition<br />

<strong>of</strong> TransLinc and a further 1,232 through new<br />

contract mobilisations. As part <strong>of</strong> our restructuring<br />

programme and as a result <strong>of</strong> contracts reaching<br />

their planned conclusion, we also made 615 TUPE<br />

transfers and redundancies during the year.<br />

Training & development<br />

The development <strong>of</strong> people at the start <strong>of</strong> their<br />

careers is an essential part <strong>of</strong> our commitment<br />

to the future and we increased the number <strong>of</strong><br />

apprentices, trainees and graduates on our<br />

‘Starting Out’ programme.<br />

The scheme aims to deliver benefit to society<br />

through helping recruits into new careers.<br />

To be eligible, candidates should: be new to the<br />

world <strong>of</strong> work or the industry; have potential to be<br />

fast-tracked within the company; be preparing<br />

for a specific change <strong>of</strong> career or have recently<br />

changed career.<br />

Apprentices are employed to undertake front-line<br />

operative roles with the view <strong>of</strong> developing through<br />

the ganger, supervisor route. Our apprenticeships<br />

are a qualification framework that includes:<br />

key skills (English, Maths and IT); a Technical<br />

Certificate (Diploma); and an NVQ level 2/3.<br />

Apprenticeships can be completed on either a<br />

block-release or day-release basis in a number<br />

<strong>of</strong> different disciplines.<br />

To ensure the scheme meets the evolving needs<br />

<strong>of</strong> our business, our Starting Out team work<br />

closely with stakeholders in the business and<br />

external providers to source and develop suitable<br />

qualifications. May Gurney has been involved in the<br />

development and launch <strong>of</strong> a new apprenticeship<br />

in Sustainable Resource Management and,<br />

during 2011, played an active part in developing<br />

a new MSc in Highways Maintenance, which<br />

will be delivered by The University <strong>of</strong> Brighton.<br />

The new course, the first <strong>of</strong> its kind in the UK,<br />

was developed as part <strong>of</strong> the SE7 Local Authority<br />

Initiative. The SE7 is a group <strong>of</strong> local authorities<br />

across south east England, including East Sussex,<br />

West Sussex, Kent, Hampshire, Surrey, Medway<br />

and Brighton & Hove. The SE7 looks at how these<br />

authorities can work together to save money and<br />

generate improvements.<br />

We have ensured the continuing development<br />

<strong>of</strong> our staff with an average <strong>of</strong> 3.3 training days<br />

delivered per person (2011: 3.3 days). We<br />

have continued delivery <strong>of</strong> the management<br />

and leadership programmes launched in 2010,<br />

building on our capability to ensure the future<br />

growth <strong>of</strong> the business. We continue to develop<br />

this platform for leadership excellence with<br />

further activity planned during 2012/13.<br />

Awards & recognition<br />

At the HEA Awards (formerly known as the<br />

ASLEC/HEMSA Awards), employee Ben Cartledge<br />

was named Trainee <strong>of</strong> the Year. Ben follows in the<br />

footsteps <strong>of</strong> employees Jack Emmett Hall, who<br />

won the award in 2010 and Matthew Fortune<br />

who won in 2009. Daniel Dyke was a finalist in the<br />

Experienced Operative category.<br />

Two May Gurney apprentices were nominated<br />

for a prestigious award in the 2011 National<br />

Construction College Awards, with Edd Bell being<br />

named Highways Maintenance Apprentice <strong>of</strong> the<br />

Year. Edd is the fourth May Gurney apprentice in<br />

the past seven years to win this award.<br />

The ‘Be the Best Awards’ – our employee<br />

recognition scheme – are given to those who<br />

act in a way that demonstrates that they are<br />

Safe, Honest, Innovative or Collaborative (our<br />

core values). Employees can be nominated<br />

by their peers, manager, clients or suppliers.<br />

The overall winner for 2011 was Tim Cartwright<br />

(Rail Services), who excelled in the ‘Safe’<br />

category. The runners up were Richard Allen<br />

(Environmental Services), Liz Bond (<strong>Group</strong><br />

Services), Ian Fawcus (Utility Services) and<br />

Leo Plant (Highway Services).<br />

Our Long Service Award recognises 25 years’<br />

service and this year 24 <strong>of</strong> our employees<br />

were recognised.<br />

May Gurney has long been an Investor in<br />

People and in 2011 achieved Bronze standard<br />

under the new framework guidelines. Work is<br />

being undertaken to build on this and generate<br />

further improvements to the way in which we<br />

manage and develop our staff, with a structured<br />

framework <strong>of</strong> capabilities and behaviours that<br />

reflect our vision and values.<br />

Communication & engagement<br />

We have an established internal communications<br />

strategy to ensure that our people have<br />

opportunities to make a contribution and<br />

influence change in the business. These include<br />

Employee Forums (organised at a local and<br />

national level); a monthly face-to-face Team Brief<br />

cascaded to everyone at May Gurney; weekly<br />

news updates; a quarterly employee newsletter,<br />

the MaG (available in print and online); intranet<br />

forums; tool-box talks and an <strong>annual</strong> Chief<br />

Executive’s Roadshow.<br />

The Chief Executive’s Roadshow took place in<br />

Exeter, Falkirk, Norwich, Stevenage and York<br />

during April and May where Philip Fellowes-<br />

Prynne and other members <strong>of</strong> the senior<br />

management team met with more than 250<br />

managers from across the <strong>Group</strong>. The aim <strong>of</strong><br />

the roadshow is to communicate the Company’s<br />

vision and to allow managers the opportunity to<br />

discuss key issues from around the business<br />

and then to cascade these to their teams. The<br />

feedback from participants has been very<br />

positive, with more than 98% <strong>of</strong> delegates saying<br />

that they had a clear understanding <strong>of</strong> our plans<br />

and priorities for the future, and were engaged<br />

and motivated by our vision.<br />

The results <strong>of</strong> our <strong>annual</strong> ‘Have Your Say’<br />

employee survey were very positive with<br />

scores the same or better in 29 <strong>of</strong> the 30 areas<br />

measured, compared to 2011. The overall<br />

response rate was 67% (2011: 70%).<br />

Since 2007, we have enabled our people to<br />

share in the success <strong>of</strong> the business through<br />

our Sharesave Scheme, which is available to<br />

employees who have been with the Company<br />

for a period <strong>of</strong> six months. In the year we<br />

also introduced a Share Incentive Plan.<br />

Both programmes will be rolled out again<br />

during the coming year. We also launched<br />

MGPlus, a shopping discount scheme for all<br />

May Gurney employees.<br />

Be the Best Award winner Tim Cartwright<br />

(right, pictured with Philip Fellowes-Prynne, CE).<br />

When an elderly lady accidentally drove onto the train<br />

tracks at Hingham Station in Suffolk, Tim acted quickly<br />

to stop trains in both directions, thus preventing a<br />

serious collision<br />

We have long been an Investor In People and in<br />

2011 achieved Bronze standard under the new<br />

framework guidelines<br />

Highways Maintenance Apprentice <strong>of</strong> the Year,<br />

Edd Bell (left), received his award from<br />

Ge<strong>of</strong>f Miller, ex-England cricketer<br />

30 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

31<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Corporate social responsibility review<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

RoSPA Gold Medal Award<br />

The health and safety <strong>of</strong> our workforce, and the<br />

communities where we work, is our priority. For<br />

the eighth year in succession, we have received a<br />

RoSPA Occupational Health & Safety Gold Award,<br />

a significant achievement for everyone<br />

Making sure everyone goes home safely<br />

More than 100 <strong>of</strong> May Gurney’s senior managers<br />

attended our <strong>annual</strong> Health & Safety conference<br />

to preview the evolution <strong>of</strong> our award-winning<br />

behavioural change programme, MAD (Making<br />

a Difference)<br />

1,800<br />

Health surveillance and wellbeing<br />

assessments carried out in 2011/12<br />

Equality & diversity<br />

Our goal is to create a working culture that<br />

respects the value <strong>of</strong> differences among<br />

colleagues and encourages individuals to<br />

contribute their best. We strive to ensure<br />

equality <strong>of</strong> access, process and outcomes<br />

within an environment that is inclusive,<br />

open, flexible and fair.<br />

Our 60 Diversity Ambassadors continue to<br />

embed best practice across the business –<br />

building on the training programme delivered<br />

to our managers. We also deploy a Work Life<br />

Balance Policy incorporating flexible working for<br />

all employees, together with a Sabbatical Policy<br />

for taking unpaid leave.<br />

From our workforce <strong>of</strong> 6,108 (at 31st March<br />

2012) 89% are men (2011: 90%) and 11%<br />

women (2011: 10%) – slightly less than the<br />

industry average. From declared data, 71%<br />

are white and 29% non-white.<br />

Health & safety<br />

The health and safety <strong>of</strong> our workforce, and<br />

the communities where we work, is our priority.<br />

Our goal is to make sure that everyone goes<br />

home safely – being safe is one <strong>of</strong> our core<br />

Company values:<br />

We aim to achieve zero health, safety and<br />

environmental incidents<br />

We take responsibility for the safety <strong>of</strong> the<br />

communities and environments where<br />

we work<br />

We train, coach and equip our employees<br />

to ensure their personal health and safety<br />

Our Health and Safety management systems set<br />

out our vision for the protection <strong>of</strong> our workforce<br />

and those affected by our operations. Our<br />

systems are both internally and externally audited<br />

and conform to international and domestic<br />

standards (BS 18001, ISO 9001 and 14001).<br />

To ensure our commitment to health, safety<br />

and the environment, our <strong>Group</strong> Safety, Health,<br />

Environment and Assurance Director <strong>report</strong>s to<br />

the Chief Executive and advises the Board.<br />

Performance measures are detailed throughout<br />

the organisation for health and safety, ensuring<br />

that all levels <strong>of</strong> management understand<br />

their role, responsibilities and accountabilities,<br />

therefore promoting best practice.<br />

Occupational health<br />

In partnership with our occupational health<br />

provider, we provide occupational health<br />

benefits for all May Gurney employees covering<br />

confidential health and wellbeing medicals and<br />

support and advice on healthy living. Through<br />

supporting our employees our goal is to reduce<br />

absence rates, ensure that best practice and<br />

legal compliance is maintained and to provide<br />

clear and timely advice to our managers.<br />

During 2011/12 we carried out over 1,800<br />

health surveillance and wellbeing assessments<br />

for our people as part <strong>of</strong> this occupational health<br />

programme.<br />

May Gurney has also launched ‘Health Matters’.<br />

It provides access to information, support and<br />

advice on a range <strong>of</strong> topics such as eating well,<br />

lowering your cholesterol, looking after your back,<br />

exercising and outdoor activities and preventing<br />

aches and pains whilst sitting at a desk in work.<br />

Awards<br />

For the eighth year in succession, May Gurney<br />

has received a RoSPA Occupational Health<br />

& Safety Gold Award, which is a significant<br />

achievement for our people. Founded in 1956,<br />

the RoSPA Occupational Health and Safety<br />

Awards scheme is the largest and longest<br />

running programme <strong>of</strong> its kind in the UK. It<br />

recognises commitment to accident and ill<br />

health prevention and is open to businesses and<br />

organisations <strong>of</strong> all types and sizes from across<br />

the UK and overseas. The scheme does not<br />

simply look at accident records, but also entrants’<br />

overarching health and safety management<br />

systems, including important practices such as<br />

strong leadership and workforce involvement.<br />

Innovation<br />

More than 100 <strong>of</strong> May Gurney’s senior managers<br />

attended our <strong>annual</strong> Health & Safety conference<br />

to preview the evolution <strong>of</strong> our award-winning<br />

behavioural change programme, MAD (Making<br />

a Difference). MAD, which was developed<br />

in-house, was launched in 2007 and has played<br />

a key role in driving behavioural change in health<br />

and safety across May Gurney. The re-energised<br />

programme will roll-out across the <strong>Group</strong> over the<br />

coming year.<br />

In order to create a safer working environment,<br />

we are working closely with one <strong>of</strong> our key<br />

supply chain partners, to develop a behavioural<br />

based drama called ‘Your Call’, specifically<br />

addressing the type <strong>of</strong> work we do and designed<br />

to engage our people. The play is based upon<br />

excavation works and describes an emergency<br />

response to a mains water-pipe leak. It depicts<br />

the conversations and behaviours <strong>of</strong> those<br />

undertaking the work, those managing the works<br />

and the systems and procedures that were either<br />

followed or not followed.<br />

<strong>Group</strong> Business Assurance Manual<br />

(GBAM)<br />

To further improve our governance and to ensure<br />

that our Vision and Values are incorporated into<br />

our operations, we have developed a framework<br />

document creating a set <strong>of</strong> 12 Core Principles<br />

underpinning our values. Each <strong>of</strong> these principles<br />

has a subset <strong>of</strong> performance principles that are<br />

used when developing <strong>Group</strong> Standard Operating<br />

Procedures (GSOPs). In essence this means that<br />

we live our values through operational excellence.<br />

Accident Frequency Rate (AFR)<br />

Our AFR is 0.53, a 15% improvement from last<br />

year (2010/11: 0.62) 1 . We have set key objectives<br />

and management plans in order to reduce this<br />

further in 2012/13 and going forward.<br />

Community investment<br />

Community impact is a key consideration for<br />

May Gurney because we deliver <strong>services</strong> directly<br />

to the public, which means that customer service<br />

and brand reputation are essential. These factors<br />

are also essential elements in our ‘place-based’<br />

approach to service delivery.<br />

The May Gurney Foundation<br />

The May Gurney Foundation (the ‘Foundation’<br />

www.mgfoundation.co.uk) was set up in 2009<br />

to support local community-based charities<br />

and good causes which help young people and<br />

the long-term unemployed get back into work,<br />

specifically focused on the local communities<br />

where we operate. The aim is to improve<br />

opportunities, including education, self-help,<br />

health and wellbeing, as well as supporting<br />

environmental issues.<br />

The work <strong>of</strong> the Foundation was formally<br />

recognised with the Community Impact Award<br />

at the Business in the Community (BITC) East <strong>of</strong><br />

England 2011 Awards for Excellence. The Award<br />

recognises ‘outstanding commitment to having<br />

a positive impact on society, the environment<br />

and the business through responsible business<br />

practice across the four disciplines <strong>of</strong> community,<br />

environment, marketplace and workplace’.<br />

During the year the Foundation has supported 17<br />

local community groups in East Anglia, Scotland,<br />

Surrey and Wales with grants, together with<br />

match-funding for 45 May Gurney employees.<br />

Kickstart Norfolk<br />

The May Gurney Foundation grant is used to provide<br />

equipment and training for people renting a scooter<br />

in rural areas <strong>of</strong> Norfolk to access work or training<br />

The work <strong>of</strong> the May Gurney Foundation was<br />

formally recognised with a Community Impact<br />

Award from Business in the Community (BITC)<br />

1<br />

In our 2011 Annual Report we quoted the AFR as 0.60.<br />

Following an operational review, this was revised to 0.62<br />

32 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

33<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Corporate social responsibility review<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

Rag Tag ’n Textile Collective, Scotland<br />

The May Gurney Foundation grant is used to provide<br />

support, training and entry to employment for people<br />

recovering from mental illness – through training, work<br />

experience and volunteer placements<br />

24%<br />

In May Gurney’s Community Pride Index 2012,<br />

police <strong>of</strong>ficers were voted as Britain’s ‘Town<br />

Hall Heroes’ by 24 % <strong>of</strong> those polled saying<br />

that they provided the most valuable service in<br />

their community. They were followed by refuse<br />

collectors and local councillors (both with 12%<br />

<strong>of</strong> the vote) and school teachers (11%) 1<br />

Examples <strong>of</strong> grants awarded to local<br />

community groups<br />

Kickstart Norfolk provides motor scooters,<br />

equipment and training to help people <strong>of</strong> all<br />

ages living in rural areas to overcome their<br />

transport difficulties and access work-based<br />

training. The Foundation grant will be used to<br />

help 10 unemployed people, typically young<br />

and disadvantaged.<br />

The Hebron Trust provides specialist residential<br />

care for women with a life-threatening<br />

addiction to drugs or alcohol, to help them<br />

overcome that addiction. The Foundation grant<br />

will help fund the aftercare programme which<br />

helps them stay rehabilitated.<br />

The St John’s Housing Trust provides support<br />

and resettlement <strong>services</strong> for people who<br />

are vulnerable as a result <strong>of</strong> homelessness.<br />

The grant will be used to <strong>of</strong>fer a programme<br />

<strong>of</strong> voluntary work experience placements<br />

to boost employability and skills in Thetford<br />

(Norfolk) and a 19-week entry to employment<br />

programme for people who are long-term<br />

unemployed in Waveney (Suffolk).<br />

Workwise Suffolk rehabilitates and trains<br />

adults with short and long-term mental health<br />

problems in a genuine business environment<br />

and encourages self-esteem and personal<br />

development. The Foundation grant will be<br />

used to train two members <strong>of</strong> staff to become<br />

GOALS trainers to deliver the programme as<br />

part <strong>of</strong> their work placement, and also to other<br />

organisations working with marginalised adults,<br />

thereby motivating people on the path <strong>of</strong><br />

employment.<br />

The Haverhill Volunteer Centre in Suffolk<br />

recruits, supports, and trains people <strong>of</strong> all ages<br />

and abilities to volunteer in the community<br />

and work with charitable groups and statutory<br />

organisations to raise awareness <strong>of</strong> the benefits<br />

<strong>of</strong> volunteering. The Foundation grant will be<br />

used to help unemployed people gain work<br />

experience through volunteering in Haverhill<br />

and the surrounding area, thereby improving<br />

their chances <strong>of</strong> securing new employment.<br />

The Suffolk Befriending Scheme provides help<br />

and support to adults with learning disabilities,<br />

mental health problems and other vulnerable<br />

groups across the county. The Foundation<br />

grant will be used to provide four laptop<br />

computers to be used at the scheme’s APT<br />

(A Place to Talk) centres in Haverhill and<br />

Ipswich, thereby enabling them to <strong>of</strong>fer job<br />

clubs and IT training for people wishing to<br />

move into employment.<br />

Fly Cup Catering in Inverurie, Aberdeenshire,<br />

provides catering training, accredited NVQ<br />

qualifications and employment placements<br />

for adults with learning difficulties. Fly Cup’s<br />

main aim is to reduce social exclusion by<br />

providing people with transferable skills that<br />

will aid their trainees into work and more<br />

independent living. The Foundation grant is<br />

being put towards expanding and refurbishing<br />

the kitchen at their training facility, enabling<br />

them to help more people.<br />

Kirkshaws Neighbourhood Centre, in<br />

Coatbridge, North Lanarkshire is a<br />

community-based centre open six days a<br />

week <strong>of</strong>fering a wide variety <strong>of</strong> activities for<br />

local residents including cookery classes, IT<br />

training and a Work Club programme aimed<br />

at the young and long-term unemployed.<br />

The Foundation grant will be used to provide<br />

a Work Club for more than 200 people, with<br />

training sessions covering basic computer<br />

and job search skills, confidence building,<br />

self esteem, job interview skills and CV writing.<br />

The St Peter’s House Project in Redhill,<br />

provides guidance, advice and a variety <strong>of</strong><br />

support <strong>services</strong> for people living with HIV,<br />

including health advice, advocacy, benefit<br />

advice, employment advice, counselling,<br />

drop-in <strong>services</strong> and peer support groups.<br />

The Foundation grant will be used to provide a<br />

‘Back to Education, Training and Employment’<br />

(BETE) programme for people who are living<br />

with HIV.<br />

Surrey Care Trust’s vision is to transform the<br />

life chances and aspirations <strong>of</strong> local people.<br />

The Trust runs Social Training and Education<br />

Programmes in Surrey (STEPS) for underachieving<br />

young people. The Foundation<br />

grant will be used to fund a STEPS Ahead<br />

Programme – personal development,<br />

functional skills and vocational learning for<br />

unemployed young adults.<br />

SATRO (Science and Technology Regional<br />

Organisation) aims to engage and enthuse<br />

young people about all the opportunities in<br />

the world <strong>of</strong> work; providing them with the<br />

skills they will need to reach their full potential.<br />

The grant will be used to provide accredited<br />

training in construction, building <strong>services</strong> and<br />

engineering.<br />

SHIFA is a community group supporting Asian<br />

women in Woking, which organises activities<br />

to improve members’ self-confidence and<br />

develop skills. The Foundation grant will be<br />

used to provide sewing courses for an Asian<br />

women’s support group.<br />

The Construction Youth Trust in Cardiff<br />

works with young people to help them<br />

access training, education and employment<br />

opportunities. The Foundation grant will be<br />

used to fund ‘taster sessions’ targeting NEET<br />

(Not in Education, Employment or Training)<br />

people in deprived communities in Cardiff.<br />

The project aims to engage with those<br />

furthest from the workplace, many <strong>of</strong><br />

whom are third-generation unemployed.<br />

Care and Repair, in Port Talbot, supports<br />

older and disabled people through the<br />

sometimes difficult and complex process <strong>of</strong><br />

repairing, improving or adapting their homes.<br />

The service helps to overcome health and<br />

social care problems arising from inadequate<br />

housing. The Foundation grant will help<br />

deliver training for young people to learn the<br />

skills required for a minor maintenance and<br />

gardening scheme to help older and disabled<br />

people and their carers.<br />

Llamau, in South Glamorgan, delivers <strong>services</strong><br />

to vulnerable, socially excluded young people<br />

who are in danger <strong>of</strong> becoming homeless in<br />

South East Wales. The charity currently works<br />

in ten local authority areas in Wales, giving<br />

advice and support to help people build a more<br />

independent and sustainable way <strong>of</strong> life. The<br />

Foundation grant will fund an ongoing training<br />

project for young people who have struggled in<br />

educational environments to gain basic skills<br />

and accreditation.<br />

Employee match-funding<br />

In addition, the Foundation also supports<br />

May Gurney employees through an ongoing<br />

programme <strong>of</strong> match-funding. During the year<br />

the Foundation supported 45 employees from<br />

our operations across the UK to raise funds<br />

for a wide range <strong>of</strong> good causes including the<br />

Big C Appeal, Railway Children, Race for Life,<br />

Air Ambulance (in East Anglia, Lincolnshire<br />

and Nottinghamshire) and Leeds Mind.<br />

Ongoing community investment<br />

programmes<br />

May Gurney is working in partnership with<br />

HM Prisons (HMP) to develop a scheme<br />

called ‘Making Ground’ which <strong>of</strong>fers low-risk<br />

<strong>of</strong>fenders the opportunity to gain work<br />

experience on a day release basis. We are<br />

currently working with seven prisons<br />

(in Norfolk. Suffolk, Lincolnshire and Torbay),<br />

with more planned in the coming year.<br />

The ‘Making Ground’ scheme gives <strong>of</strong>fenders<br />

work experience in a real work place<br />

environment, something that does not happen<br />

whilst in custody. It also helps to bring back a<br />

level <strong>of</strong> self esteem that <strong>may</strong> well have been<br />

eroded since the start <strong>of</strong> their sentence.<br />

The scheme is in its early stages, but has already<br />

shown how successful it can be. We have given<br />

work experience to 22 prisoners and fixed<br />

contracts to five.<br />

Air Ambulance<br />

Employees this year raised £800 for the East Anglian Air<br />

Ambulance charity, this was match-funded by the May<br />

Gurney Foundation which brought the total to £1,600<br />

Kenya Cycle Challenge<br />

Employees Nichola Burr and Maria Wilson<br />

successfully completed the gruelling challenge<br />

and raised the staggering sum <strong>of</strong> £11,430 with<br />

help from the May Gurney Foundation<br />

1 <br />

The ‘May Gurney Community Pride Index 2012’.<br />

ICM polled British adults aged 18+ using an online<br />

methodology. The research was conducted in May 2012.<br />

34 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

35<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Corporate social responsibility review<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

14.8m<br />

The May Gurney Community Pride Index 2012<br />

reveals that the UK now has a volunteer army <strong>of</strong><br />

more than 14.8 million people who donate an<br />

average <strong>of</strong> 20 hours a month each to help run<br />

<strong>services</strong> in their local communities 1<br />

We have sponsored the May Gurney free<br />

events at the Norfolk and Norwich Festival<br />

for five successive years which attract more<br />

than 32,000 people<br />

Our support for the Norfolk & Norwich Festival<br />

(NNF), continues to be a key part <strong>of</strong> our local<br />

community investment programme in East<br />

Anglia. This is the fifth year we have sponsored<br />

the NNF’s outdoor free events programme<br />

– branded as ‘MG Free’ – which we have<br />

developed to attract and engage people <strong>of</strong> all<br />

ages and from every part <strong>of</strong> the local community.<br />

The NNF is the fourth largest arts festival in the<br />

UK and this year our MG Free events attracted<br />

more than 32,000 people.<br />

Once again, May Gurney was the main sponsor<br />

<strong>of</strong> Coast Along for Water Aid 2011 with two teams<br />

from the Company taking part – from Utility<br />

Services (Exeter) and Highway Services (East<br />

Sussex). More than 1,100 people took part,<br />

walking almost 250 coastal paths in Scotland,<br />

England and Wales.<br />

Sustainability<br />

& environment<br />

May Gurney has continued with its goal <strong>of</strong><br />

embedding sustainable thinking throughout<br />

its business management systems. We have<br />

developed a sustainability and environmental<br />

risk management policy and strategy which<br />

controls our improvement programme<br />

throughout the organisation.<br />

This strategy has three key action themes:<br />

delivering sustainable business growth;<br />

delivering sustainable efficiency; and improving<br />

environmental risk management. Key elements<br />

<strong>of</strong> the strategy have been delivered this year,<br />

including the overhauling <strong>of</strong> our governance<br />

<strong>of</strong> sustainability and strengthening the linkage<br />

between decision making and our grass-roots<br />

activities. We have also combined our systems<br />

for environmental risk management and<br />

sustainability, giving us an efficient and seamless<br />

process for delivering compliance and moving<br />

forward into deeper efficiency and sustainability.<br />

An important part <strong>of</strong> our strategy is to work more<br />

closely with our supply chain through improving<br />

sustainability processes and knowledge within<br />

our procurement function. Correspondingly, our<br />

procurement team is helping to streamline flows<br />

<strong>of</strong> data from our own suppliers to assist us in<br />

measuring our sustainability results.<br />

Currently, our environmental sustainability<br />

programme measures two key indicators<br />

– CO 2 and CO 2 per £m turnover. We have<br />

a goal to <strong>report</strong> other sustainability indicators<br />

specified within the Global Reporting Index<br />

(GRI) framework and a plan for achieving this<br />

level <strong>of</strong> <strong>report</strong>ing detail by the end <strong>of</strong> 2014.<br />

Our sustainability programme covers seven<br />

areas: carbon measurement and reduction,<br />

waste measurement and diversion, fuel and<br />

energy efficiency, renewable energy, sustainable<br />

resources, resource efficiency and supply chain<br />

sustainability, climate change adaptation and<br />

biodiversity and society.<br />

Carbon measurement and reduction<br />

May Gurney is in its fourth year <strong>of</strong> having a<br />

focused programme to manage its carbon<br />

emissions. We have been accredited by CEMARS<br />

since 2009 for our carbon management systems.<br />

Our carbon emissions relative to turnover fell from<br />

77.3 tonnes/£m in 2010/11 to 74.8 tonnes/£m<br />

in 2011/12 (estimated). Due to the growth <strong>of</strong><br />

our business and new contract mobilisations<br />

our absolute CO 2 emissions rose year-on-year<br />

to an estimated 49,741 tonnes (44,325 tonnes<br />

in 2010/11). These figures compare well with<br />

our baseline year <strong>of</strong> 2008/9, which had CO 2<br />

emissions <strong>of</strong> 42,746 tonnes and an intensity<br />

<strong>of</strong> 90.89 TCO 2e/£m.<br />

<br />

Waste measurement and diversion<br />

May Gurney is committed to optimising its use<br />

<strong>of</strong> materials within the waste hierarchy and a<br />

key element <strong>of</strong> this is bringing our end disposal<br />

<strong>of</strong> waste under better control, diverting more <strong>of</strong><br />

this material into internal re-use and external<br />

recycling.<br />

We have delivered significant improvements in<br />

waste at several <strong>of</strong> our contracts, transforming<br />

operations at depots in our new Lincolnshire<br />

operations and starting to achieve similar results<br />

within our Surrey contract. We have achieved our<br />

goal which was to have developed a system to<br />

measure directly (rather than estimate), all <strong>of</strong><br />

May Gurney’s operational waste by early 2012<br />

and will deploy that system over the next year.<br />

Fuel and energy efficiency<br />

As our vehicle fleet accounts for over 90% <strong>of</strong> our<br />

corporate carbon footprint, we have continued<br />

to focus on reducing our fleet CO 2. Based on<br />

work to update May Gurney’s innovative ‘SLIM<br />

UR CO 2’ programme, in 2012 we will launch an<br />

<strong>integrated</strong> programme to improve fuel efficiency<br />

and cut mileage within our commercial vehicle<br />

and company car fleets.<br />

In addition to improving fuel efficiency, we also<br />

aim to reduce the number <strong>of</strong> miles driven per<br />

unit <strong>of</strong> value delivered to our stakeholders.<br />

The transformative processes necessary for<br />

this are being spearheaded by our Business<br />

Improvement Teams. Our innovative work in<br />

Lincolnshire has enabled us to reduce our<br />

mileage per work crew by 10% in one year,<br />

thereby reducing CO 2 by around 133 tonnes,<br />

improving productivity and delivering more<br />

value for our client.<br />

There are also opportunities linked to the<br />

buildings and <strong>of</strong>fices across our operations.<br />

Our Sustainability Steering <strong>Group</strong> has developed<br />

a ‘Sustainable Office Toolkit’ which will highlight<br />

improvement opportunities and give best practice<br />

advice on reducing <strong>of</strong>fice and building energy.<br />

Renewable energy<br />

The area <strong>of</strong> renewables where May Gurney<br />

can make the biggest impact is in assisting our<br />

clients with the installation <strong>of</strong> renewable power<br />

generation plant, particularly in the Water<br />

Utilities market.<br />

To date we have installed seven new technology<br />

micro-hydro turbines for South West Water and<br />

we are developing an entirely new approach<br />

to hydro power which will open up new<br />

opportunities for low carbon power, but with<br />

significantly reduced capital investment.<br />

In fact the May Gurney technology promises<br />

to reduce the investment cost per tonne <strong>of</strong><br />

CO 2 saved by over 60% compared with the<br />

current market solution. We have also installed<br />

solar power systems in the West Country and<br />

we are investigating other opportunities in<br />

renewable power.<br />

In terms <strong>of</strong> May Gurney’s own energy demand,<br />

we currently procure renewable power for <strong>Group</strong>wide<br />

operations. We recognise that this power is<br />

not carbon-free but we are publicising this activity<br />

to raise awareness <strong>of</strong> the importance <strong>of</strong> support<br />

for the renewable energy market in the UK.<br />

Cemars<br />

May Gurney’s carbon footprint is third-party certified<br />

by the Achilles carbon reduction programme to<br />

the CEMARS standard (for the past four years).<br />

CEMARS is the world’s first internationally accredited<br />

greenhouse gas certification scheme to ISO 14065<br />

In 2012 we will launch an <strong>integrated</strong><br />

programme to improve fuel efficiency and<br />

cut mileage within our commercial vehicle<br />

and company car fleets. This will build on our<br />

previous innovative ‘SLIM UR CO 2’ programme.<br />

1 <br />

The ‘May Gurney Community Pride Index 2012’.<br />

ICM polled British adults aged 18+ using an online<br />

methodology. The research was conducted in May 2012.<br />

36 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

37<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

Environmental champions<br />

This year we enjoyed triple success in the<br />

Green Apple Awards which recognise and reward<br />

environmental best practice around the world<br />

Our waste collection contract in Bristol has saved<br />

around 1,900 tonnes <strong>of</strong> plastic through recycling old<br />

wheelie bins as it replaces them with new ones<br />

Sustainable resources, resource<br />

efficiency and supply chain<br />

sustainability<br />

May Gurney continues to work with its clients and<br />

the supply chain to reduce the demand for virgin<br />

materials and to reduce the quantity <strong>of</strong> material<br />

that goes to waste.<br />

Our Highways and Utilities businesses are<br />

developing new processes for re-using existing<br />

on-site materials in the jobs they carry out. This<br />

exciting concept <strong>of</strong>fers the ultimate in resource<br />

efficiency and sustainable resources, essentially<br />

closing the loop and minimising the need for<br />

virgin materials. Our Highways contracts are<br />

trialling in-situ reconstitution <strong>of</strong> excavated<br />

footways, reducing the need for transport <strong>of</strong><br />

fresh, hot material from quarries and depots.<br />

Meanwhile, our contract to deliver an improved<br />

water supply pipeline for South West Water<br />

employed Early Contractor Involvement and<br />

innovative planning to recycle excavated<br />

materials back into the project, saving over<br />

37,000 tonnes <strong>of</strong> primary aggregates,<br />

1,100m 3 <strong>of</strong> concrete and cutting over<br />

156,000km <strong>of</strong> lorry journeys. The financial<br />

savings allowed the project to invest in<br />

enhancing the local environment and<br />

protect biodiversity in the River Plym.<br />

Our waste collection contract in Bristol has<br />

saved around 1,900 tonnes <strong>of</strong> plastic through<br />

recycling old wheelie bins as it replaces them<br />

with new bins. Most <strong>of</strong> this plastic saved will itself<br />

end up back on the streets as bins elsewhere in<br />

the country and we are talking with our suppliers<br />

to further develop this concept.<br />

We are also working hard within our waste<br />

collection contracts to improve the quality<br />

and range <strong>of</strong> materials that we collect and<br />

recycle from the households that we serve. Our<br />

contracts deliver recycling rates in the top 10%<br />

<strong>of</strong> UK performance, playing a significant role in<br />

delivering our national targets in this vital area.<br />

Climate change adaptation<br />

We are working across all <strong>of</strong> our contracts<br />

to ensure that they are prepared for climate<br />

variability and have appropriate plans agreed with<br />

our clients. This process is being carried out in<br />

accordance with international best practice.<br />

Biodiversity & society<br />

Our <strong>integrated</strong> sustainability and environmental<br />

risk management system allows us to identify<br />

risks and opportunities, delivering works which<br />

have lower impact on the local environment and<br />

the communities within which we work. This year<br />

we have developed and are deploying improved<br />

survey tools at site level and better training.<br />

These are helping our delivery teams to manage<br />

the habitats and organisms which are at risk<br />

<strong>of</strong> disruption during any works and to manage<br />

nuisance to local residents and communities.<br />

Our newest contract <strong>of</strong>ferings are integrating local<br />

community benefits, SMEs and the third sector<br />

to embed our delivery <strong>of</strong> sustainability down into<br />

local communities and the local economy.<br />

For example, we are exploring how we could<br />

assist communities in delivering and augmenting<br />

<strong>services</strong> that are aligned with our own, improving<br />

local quality <strong>of</strong> life.<br />

Public Sector<br />

Services division<br />

Our Public Sector Services division includes<br />

Highway Services, Environmental Services,<br />

Fleet & Passenger Services and Facility Services.<br />

Public Sector Services generated 60% <strong>of</strong><br />

<strong>Group</strong> revenues and 59% <strong>of</strong> EBITA in the year.<br />

Revenues have increased to £418.2 million<br />

(2011: £376.3 million), representing growth <strong>of</strong><br />

11.1%. Divisional EBITA stands at £17.8 million<br />

(2011: £17.3 million) with margins at 4.3%<br />

(2011: 4.6%) due to a high level <strong>of</strong> bidding<br />

and mobilisation costs, together with some<br />

operational challenges on the new Environmental<br />

Services contracts and in the Facility Services<br />

business, as previously announced.<br />

The addressable market is worth £12.5 billion<br />

per annum. Of this, around 38% is currently<br />

in-house, with pressures on public spending<br />

<strong>of</strong>fering good opportunities for increased<br />

outsourcing. May Gurney is a leading player<br />

across the public sector, with a significant<br />

market share and working with more than<br />

80 local authorities.<br />

Highway Services<br />

May Gurney is a leading highways maintenance<br />

<strong>services</strong> provider for local authorities. We<br />

maintain almost 35,000 kilometres <strong>of</strong> roads and<br />

more than 500,000 street lights and illuminated<br />

road signs across the UK. We deliver highway<br />

<strong>services</strong> to 20 local authorities – all under<br />

long-term contracts. Our core <strong>services</strong> include<br />

highways maintenance, street lighting and road<br />

surface dressing.<br />

The market for local authority highways<br />

maintenance in England is worth just under<br />

£3.0 billion per annum and our estimated share<br />

is 12%. The markets in Scotland and Wales are<br />

worth an additional £570 million per annum.<br />

The local authority street lighting market is worth<br />

around £780 million per annum, <strong>of</strong> which<br />

May Gurney has an estimated market share<br />

<strong>of</strong> 8% in England and 30% in London.<br />

As expected, the maintenance-focused<br />

activities provided by May Gurney have proved<br />

resilient in the face <strong>of</strong> a reduction in overall<br />

local authority highways spending, while<br />

capital projects – to which May Gurney is not<br />

exposed – have suffered a significant reduction<br />

in activity. Although we expect this trend to<br />

continue, the business is well positioned to<br />

react appropriately in the event <strong>of</strong> changes in<br />

our target markets.<br />

Performance<br />

Highway Services has delivered a good<br />

performance during the year, underpinned by its<br />

essential maintenance-based income streams,<br />

primarily driven by an increase in highways<br />

maintenance on the back <strong>of</strong> extra Government<br />

funding, a higher than anticipated additional<br />

spend by local authority clients and our clients’<br />

need to maintain existing assets due to reduced<br />

availability <strong>of</strong> capital.<br />

We have successfully completed the mobilisation<br />

<strong>of</strong> our new highways maintenance contracts with<br />

Surrey County Council, which have a combined<br />

value <strong>of</strong> up to £93 million over a six-year period<br />

(plus a possible four-year extension). We have<br />

resurfaced or repaired almost 300 miles <strong>of</strong> road<br />

– equivalent to the driving distance between<br />

London and Land’s End. Surrey’s roads are<br />

the fourth busiest in Britain and our contract<br />

with the Council saves taxpayers £4.1 million<br />

a year whilst providing faster and higher quality<br />

road improvements. Furthermore, in partnership<br />

with Surrey, we are exploring the benefits <strong>of</strong><br />

developing an expanded programme <strong>of</strong> roads’<br />

maintenance.<br />

East Sussex County Council has awarded an<br />

extension to its contract with May Gurney for<br />

a further three years, to August 2015, valued<br />

at up to £60 million. The contract has been<br />

remodelled, using new technology and working<br />

practices, to provide further cost savings and<br />

boost efficiency.<br />

Control Hub<br />

We have successfully mobilised our new highways<br />

maintenance contract with Surrey County Council<br />

which is saving taxpayers £4.1m a year<br />

38 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

39<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Performance <strong>report</strong><br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

41%<br />

In May Gurney’s Community Pride Index 2012,<br />

the majority <strong>of</strong> people we polled said that ‘roads’<br />

is the council service that most needs improving<br />

– more than any other local authority service<br />

area. This was followed by <strong>services</strong> for old<br />

people and hospitals and medical <strong>services</strong> 1<br />

Hot box vehicle<br />

The ‘hot box’ vehicle carries permanent hot<br />

material that can be used to carry out pot-hole<br />

repairs throughout the day<br />

During the year, May Gurney was awarded<br />

Harrow Council’s highways maintenance<br />

contract, valued at up to £50 million. Starting<br />

in April 2012, the initial contract period is for<br />

five years with an option to extend for a further<br />

two years. The contract has been awarded<br />

in three ‘bundled <strong>services</strong>’ lots and includes<br />

maintenance <strong>of</strong> the council’s key infrastructure<br />

assets – highways, carriageways, footways,<br />

streetlights, gullies and watercourses. As part<br />

<strong>of</strong> the contract, May Gurney will also undertake<br />

maintenance <strong>of</strong> highways infrastructure<br />

assets belonging to London Underground and<br />

Overground, as well as watercourses belonging<br />

to the Environment Agency.<br />

In Lincolnshire, May Gurney is carrying out a<br />

range <strong>of</strong> trials to help improve the efficiency and<br />

effectiveness <strong>of</strong> network repairs. New materials,<br />

equipment and operational processes are all<br />

being trialled and evaluated to ensure that they<br />

provide a durable repair, <strong>of</strong>fer a cost benefit over<br />

traditional methods and improve the image <strong>of</strong><br />

the highways maintenance service among the<br />

county’s residents. In addition, May Gurney’s<br />

established Lincolnshire highways operations<br />

are supporting a highways improvement scheme<br />

being delivered under the Lincolnshire Major<br />

Projects Framework which will help to create<br />

employment and business opportunities through<br />

improving access to Teal Business Park. The<br />

scheme also covers improvements to the A46.<br />

May Gurney’s specialist street lighting business,<br />

Cartledge, has been awarded a new long-term<br />

maintenance contract by our existing long-term<br />

client, Torbay Council. Cartledge, the UK’s third<br />

largest street lighting contractor, has been working<br />

in long-term partnerships with local authorities<br />

for more than 40 years. The contract with Torbay<br />

Council started on 1 April 2012 and is for an<br />

initial period <strong>of</strong> five years with a possible threeyear<br />

extension. It covers 17,000 street lighting<br />

units and is valued at between £4 million and<br />

£5 million.<br />

At the 2011 Highway Electrical Association<br />

Awards, (the street lighting industry ‘Oscars’)<br />

Cartledge won Large Contractor <strong>of</strong> the Year Award<br />

and Trainee <strong>of</strong> the Year. Cartledge was also highly<br />

commended in the Safety award, and a finalist in<br />

the Experienced Operative category.<br />

In Northamptonshire, MGWSP (a partnership<br />

between May Gurney and WSP) was named<br />

‘most innovative’ at the Council’s Celebrating<br />

Success Awards, voted for by council employees<br />

and anyone who lives and works in the County.<br />

MGWSP’s award was for the Northamptonshire<br />

Highways Maintenance Initiative, which has<br />

changed the way the partnership works and<br />

improved customer satisfaction and perception.<br />

During the year, as expected, we have<br />

de-mobilised our contracts with Essex County<br />

Council and West Sussex County Council.<br />

The effect <strong>of</strong> which has been largely <strong>of</strong>fset by<br />

increased activity in other areas – specifically,<br />

in Lincolnshire, Surrey and Harrow.<br />

Environmental Services<br />

May Gurney is the fourth largest provider <strong>of</strong><br />

municipal waste collection <strong>services</strong> in the UK,<br />

covering 2.2 million households. We work with<br />

19 local authorities to develop better waste<br />

collection strategies to extract the maximum<br />

value from recycled materials and reduce the<br />

amount <strong>of</strong> waste going to landfill. Our core<br />

<strong>services</strong> include kerbside recycling (MaGOS),<br />

refuse collections, street cleansing and the<br />

management <strong>of</strong> household waste recycling<br />

centres (HWRCs).<br />

The environmental <strong>services</strong> market is worth<br />

in the region <strong>of</strong> £3.1 billion per annum,<br />

complemented by the street cleansing market<br />

at £900 million per annum – which is becoming<br />

increasingly <strong>integrated</strong> within collection<br />

contracts. May Gurney has estimated market<br />

shares <strong>of</strong> 10% <strong>of</strong> the outsourced municipal<br />

collections market and 9% <strong>of</strong> the HWRC market.<br />

Key market drivers are the increase in landfill tax<br />

and local authority recycling targets.<br />

Our senior management and operational teams<br />

have moved swiftly to address the operational<br />

challenges on some <strong>of</strong> our newly-won contracts.<br />

We are confident that we have complete visibility<br />

<strong>of</strong> the issues and plans have been put in place<br />

to address them. As with our other long-term<br />

contracts, mobilisation costs are written <strong>of</strong>f as<br />

incurred and the impact <strong>of</strong> this, together with the<br />

fact that we are implementing transformational<br />

service change, means that margins improve as<br />

contracts mature.<br />

Performance<br />

In September, we secured Cheshire West &<br />

Chester Council’s new waste and recycling<br />

contract, which is valued at up to £126 million<br />

for a 14-year period, with the potential for an<br />

extension <strong>of</strong> a further seven years. The contract<br />

will enable the Council to harmonise collection<br />

arrangements across the new unitary borough, as<br />

well as maximising recycling volumes, minimising<br />

carbon emissions and reducing costs ahead <strong>of</strong><br />

the Council’s original target <strong>of</strong> 15% per annum.<br />

The contract is currently in mobilisation, with<br />

full-service roll-out scheduled for the summer.<br />

Bridgend County Borough Council (‘BCBC’)<br />

appointed May Gurney in April 2010 to deliver a<br />

new and improved waste and recycling service<br />

for local residents. In less than a year, Bridgend<br />

went from being the second worst performer for<br />

recycling among Wales’ 22 local authority areas to<br />

one <strong>of</strong> the best. BCBC was named Wales’ council<br />

recycling champion at the <strong>annual</strong> Cylch Awards<br />

and has also won a Gold Green Apple Award.<br />

Our long-term bundled <strong>services</strong> contract for<br />

Torbay – through TOR2, a joint venture between<br />

Torbay Council and May Gurney – continues to<br />

deliver on client expectations. By April 2011,<br />

just eight months after the new service was<br />

introduced, Torbay’s recycling rate had increased<br />

by 9%, representing a 25% improvement in<br />

performance. This puts Torbay well on the way<br />

to achieving the Government’s national recycling<br />

target <strong>of</strong> 50% in 2012 – a full eight years ahead<br />

<strong>of</strong> schedule.<br />

Our new contract for Bristol City Council’s<br />

waste collection, street cleansing and winter<br />

maintenance contract, which is valued at around<br />

£96 million over seven years, with a potential<br />

seven-year extension, is currently in the later<br />

stages <strong>of</strong> mobilisation, with full-service roll-out<br />

later in the year. The new service is expected<br />

to save the council around £2.5 million a year<br />

and help contribute towards the council’s goal<br />

<strong>of</strong> sending zero untreated waste to landfill within<br />

three years.<br />

North Somerset has the best recycling rate in the<br />

South West and the second best in the country,<br />

according to new Government figures – during<br />

the first quarter <strong>of</strong> 2011/12 North Somerset<br />

recycled almost 59% <strong>of</strong> its waste. Working under<br />

a seven-year contract, May Gurney took over<br />

responsibility for North Somerset Council’s waste<br />

and recycling contract in March 2010. Since<br />

then, the authority has seen a 58% increase<br />

in the amount <strong>of</strong> waste recycled or composted.<br />

A survey <strong>of</strong> residents has also shown that most<br />

are happy with the new waste regime, with 92%<br />

happy with the household collections and 94%<br />

<strong>of</strong> people satisfied with the recycling service.<br />

91% <strong>of</strong> residents are happy with the food waste<br />

collection service, while 95% welcome the<br />

garden waste service. The national average<br />

satisfaction rate is 78% for these <strong>services</strong>.<br />

Fleet & Passenger Services<br />

May Gurney is the UK’s leading provider <strong>of</strong><br />

end-to-end fleet management and passenger<br />

<strong>services</strong> to local authorities. We manage over<br />

6,000 specialist vehicles across 146 locations<br />

and carry more than 5,000 passengers a day<br />

(home to school, social <strong>services</strong>, demand<br />

response and corporate shuttle). The specialist<br />

vehicles we supply and manage include waste<br />

and recycling trucks, snow ploughs/gritters, street<br />

sweeping and cleaning vehicles, and HGVs.<br />

May Gurney is the UK leader in the local authority<br />

outsourced fleet <strong>services</strong> market with a share<br />

<strong>of</strong> 8%. This market is worth £730 million per<br />

annum, and remains highly fragmented. In the<br />

£3.1 billion local authority outsourced passenger<br />

<strong>services</strong> market, we are number five in the UK.<br />

Outsourcing rates in these markets currently<br />

stand at 50 to 60% respectively, <strong>of</strong>fering good<br />

opportunities for growth.<br />

Torbay recycling service<br />

Eight months after the new service was introduced,<br />

Torbay’s recycling rate had increased by 9%,<br />

representing a 25% improvement in performance<br />

94%<br />

94% <strong>of</strong> North Somerset’s residents<br />

are happy with the recycling service<br />

1 <br />

The ‘May Gurney Community Pride Index 2012’.<br />

ICM polled British adults aged 18+ using an online<br />

methodology. The research was conducted in May 2012.<br />

40 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

41<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Performance <strong>report</strong><br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

58%<br />

The Regulated Sector Services division<br />

delivered a 58% increase in EBITA<br />

Copeland Borough Council<br />

Under a ten-year fleet management contract we<br />

have helped Copeland Borough Council to become<br />

the first local authority in the country to introduce<br />

quieter and more environmentally-friendly refuse<br />

collection vehicles<br />

Performance<br />

The integration <strong>of</strong> TransLinc, which the Company<br />

acquired in November 2011, is proceeding<br />

to plan. During the period the Company has<br />

secured three significant contract extensions with<br />

a combined value <strong>of</strong> £8 million with Solutions SK,<br />

Trafford and Rotherham.<br />

This confirms our clients’ confidence in the<br />

extended capabilities <strong>of</strong> the combined <strong>Group</strong>.<br />

Since the year end, we have secured a new<br />

six-year contract with West Lancashire Borough<br />

Council for fully outsourced fleet management<br />

<strong>services</strong> valued at £4 million.<br />

Under a ten-year fleet management contract we<br />

have helped Copeland Borough Council to become<br />

the first local authority in the country to introduce<br />

quieter and more environmentally-friendly refuse<br />

collection vehicles. In trials, fuel reductions <strong>of</strong> up<br />

to 14% per vehicle were achieved – and there is<br />

also the promise <strong>of</strong> significant reductions in carbon<br />

emissions. In addition to the new refuse vehicles,<br />

we have also supplied five new tippers for the street<br />

cleansing service.<br />

In addition, we are benefiting from the integration<br />

<strong>of</strong> TransLinc’s operations with May Gurney’s<br />

existing plant and transport operations,<br />

specifically through the use <strong>of</strong> acquired fleet<br />

management systems and a strengthened<br />

management team.<br />

Facility Services<br />

May Gurney delivers facility <strong>services</strong> under<br />

long-term contracts for local authorities with a<br />

specific focus on the education sector (non-PFI)<br />

and regional frameworks.<br />

The performance within the Facility Services<br />

business, which represents £46.6 million (7%)<br />

<strong>of</strong> the Company’s turnover, proved disappointing.<br />

The business suffered certain supplier issues and<br />

steps are being taken to rectify this. As previously<br />

announced, this is a non-core activity and the<br />

Company is planning to fulfil its existing client<br />

obligations.<br />

Facility Services has ongoing work with the Smarte<br />

East framework, North Lincolnshire County<br />

Council and the London Borough <strong>of</strong> Lambeth.<br />

Regulated Sector<br />

Services division<br />

The Regulated Sector Services division generated<br />

40% <strong>of</strong> <strong>Group</strong> revenues and 41% <strong>of</strong> EBITA<br />

in the year. A strong operational performance<br />

has delivered a 58% increase in EBITA to<br />

£12.3 million (2011: £7.8 million). Divisional<br />

revenues increased by 42% to £277.1 million<br />

(2011: £195.1 million) with margins increasing<br />

to 4.4% (2011: 4.0%). This reflects a strong<br />

operational performance as AMP5 contracts have<br />

become fully operational, the integration <strong>of</strong> Turriff<br />

has been completed and there has been more<br />

work from British Waterways. Our Regulated<br />

Services division includes Utility Services, Rail<br />

Services and Waterways Services.<br />

This strong operational performance – particularly<br />

in M&E and R&M activities – was balanced by a<br />

small number <strong>of</strong> under-performing contracts in<br />

Scotland which have, as previously announced,<br />

been discontinued.<br />

The regulated <strong>services</strong> market is worth<br />

approximately £11.6 billion per annum,<br />

with periodic spending reviews in the rail and<br />

water sectors securing significant increases in<br />

expenditure. The primary market drivers are<br />

tw<strong>of</strong>old: ambitious targets for excellent customer<br />

service and the need for increased operational<br />

efficiencies.<br />

Utility Services<br />

May Gurney delivers utility maintenance and<br />

asset enhancement <strong>services</strong> in water, gas,<br />

power and telecommunications across the<br />

UK. Our core <strong>services</strong> include clean and waste<br />

water improvements, asset and infrastructure<br />

maintenance, multi-utility <strong>services</strong>, mechanical<br />

and electrical (M&E) design and maintenance,<br />

inspection and maintenance for bridges and<br />

masts, and design.<br />

Ofwat’s Final Determinations for the AMP5<br />

period (2010-2015) allows for average<br />

expenditure <strong>of</strong> £4.4 billion per annum across<br />

England and Wales, an increase <strong>of</strong> 32% on<br />

AMP4 levels, and there is a further £1.2 billion<br />

per annum in Scotland. There is a continued<br />

emphasis on capital maintenance, especially<br />

with the recent transfer <strong>of</strong> private drains and<br />

sewers (PDaS) to the water companies. The<br />

gas distribution market is worth £1.8 billion per<br />

annum. The new regulatory period, RIIO-GD1,<br />

starts in April 2013 and will be eight-years<br />

long with Ofgem’s focus on efficiency, safety,<br />

customer satisfaction and environmental issues.<br />

Performance<br />

We continue to see an excellent performance<br />

from our core water network and M&E teams,<br />

driven by the shift towards on-going R&M<br />

activities.<br />

The first half saw an increased workflow<br />

from the AMP5 contracts and the successful<br />

mobilisation <strong>of</strong> the Sewerage Services East<br />

Region maintenance contract for Severn<br />

Trent Water. In addition, responsibility for<br />

PDaS passed to the water companies, <strong>of</strong>fering<br />

potential new revenue opportunities. May<br />

Gurney is well placed in this new market,<br />

given its existing experience <strong>of</strong> community<br />

engagement and focus on customer service.<br />

The integration <strong>of</strong> Turriff is now complete,<br />

consolidating our position in water and gaining<br />

entry to the UK’s £1.8 billion gas market and<br />

Scotland’s £2.4 billion support <strong>services</strong> market.<br />

We have completed the mobilisation <strong>of</strong> the<br />

Scottish Water contract and are working in<br />

England for Southern Gas Networks, leveraging<br />

the resources <strong>of</strong> our utility <strong>services</strong> and highway<br />

<strong>services</strong> teams.<br />

We have successfully completed a high pr<strong>of</strong>ile<br />

gas mains replacement project in the heart <strong>of</strong><br />

Edinburgh. The project is part <strong>of</strong> Scotland Gas<br />

Networks’ policy replacement programme to<br />

replace all metallic gas pipes within 30 metres<br />

<strong>of</strong> property over 30 years. The project team<br />

utilised specialist equipment and techniques<br />

(provided by May Gurney’s underground moling<br />

<strong>services</strong>) including suction excavators, horizontal<br />

directional drilling and under-pressure drilling.<br />

Our first gas contract in England, for Southern<br />

Gas Networks, is underway. Working in East<br />

Sussex, we have been able to leverage our<br />

existing highways presence in the county to<br />

ensure better use <strong>of</strong> resources and more effective<br />

delivery on the ground. This is an excellent case<br />

study showcasing the benefits <strong>of</strong> our ‘placebased’<br />

approach.<br />

May Gurney was short listed for three <strong>of</strong> the six<br />

categories in the 2011 National Joint Utilities<br />

<strong>Group</strong> (NJUG) Awards, which recognise best<br />

practice in the street-works sector. We also<br />

secured the ‘Best Scheme Award’ in the 2011<br />

Anglian Water ‘We Love What You Do’ Awards<br />

and two <strong>of</strong> our employees received South West<br />

Water Pure Awards in recognition <strong>of</strong> service and<br />

consideration for the environment.<br />

May Gurney is becoming increasingly involved<br />

in the development <strong>of</strong> hydro-power generation<br />

for its clients in the water sector, where there<br />

are significant targets for generating renewable<br />

electricity. We have designed and installed<br />

hydro-generation turbines at five South<br />

West Water sites and are currently looking at<br />

additional sites. These are the first <strong>of</strong> many<br />

hydro-generation sites which will be released<br />

for tendering by UK water utility companies.<br />

Working on behalf <strong>of</strong> Wessex Water, May Gurney<br />

has successfully completed an impressive<br />

operation to construct a 620 cubic metre<br />

reservoir base in a single 13-hour concrete pour.<br />

The project team working on the gas mains<br />

replacement in the heart <strong>of</strong> Edinburgh utilised<br />

specialist equipment and techniques including<br />

suction excavators, horizontal directional drilling<br />

and under-pressure drilling.<br />

Having been nominated for two awards, we<br />

picked up the ‘Best Scheme Award’ in the 2011<br />

Anglian Water ‘We Love What You Do Awards’<br />

42 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

43<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Performance <strong>report</strong><br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

We have recently completed a major scheme <strong>of</strong><br />

works to extend the life <strong>of</strong> the existing structural<br />

steel platform canopies at Finsbury Park station in<br />

North London. The station has a footfall in excess<br />

<strong>of</strong> two million people per year and remained fully<br />

operational throughout our works<br />

The refurbishment and replacement <strong>of</strong> the ro<strong>of</strong> at<br />

Victoria Station in central London has been completed<br />

May Gurney is one <strong>of</strong> two framework partners<br />

delivering civil and MEICA (mechanical,<br />

electrical, instrumentation, control and<br />

automation) works for the £180 million<br />

Water Supply Grid, the largest project Wessex<br />

Water has ever undertaken. The reservoir will<br />

provide additional storage to allow for effective<br />

maintenance <strong>of</strong> Wessex Water’s existing assets<br />

without risk to supply and will support the<br />

operation <strong>of</strong> the new Grid Network.<br />

During the year, we were appointed to Welsh<br />

Water’s (‘Dwr Cymru’) £170 million major civil<br />

engineering framework. The contract started<br />

on 1 February 2012 and is for a period <strong>of</strong> four<br />

years with the option to extend <strong>annual</strong>ly for a<br />

further two years. A number <strong>of</strong> outsourcing<br />

partners are included within the framework,<br />

with work awarded subject to mini-tender<br />

processes amongst the framework participants.<br />

The work will comprise civil engineering works,<br />

maintenance, improvement and design <strong>services</strong><br />

across Welsh Water’s clean water and waste<br />

water assets.<br />

Rail Services<br />

We work in long-term partnership with our<br />

client, Network Rail, to deliver maintenance<br />

and refurbishment works on rail structures, rail<br />

property and in signalling. In addition, we work<br />

with Nexus (the Tyne & Wear Metro). We have<br />

a solid safety record and have won numerous<br />

awards for the quality <strong>of</strong> our delivery.<br />

Planned expenditure by Network Rail over<br />

Control Period 4 (2009-2014) is worth on<br />

average over £1 billion per annum. This is<br />

supplemented by enhancements expenditure,<br />

worth on average £2.3 billion per annum.<br />

Following the appointment <strong>of</strong> David Higgins,<br />

the release <strong>of</strong> the Value for Money Study by<br />

Sir Roy McNulty and the subsequent Command<br />

Paper, we continue to change to meet new<br />

demands. The industry drivers <strong>of</strong> increased<br />

collaboration, greater passenger influence and<br />

whole-life asset management play to our core<br />

strengths. Our rail capability will continue to<br />

evolve in this changing environment, founded<br />

on our core values and reputation.<br />

Performance<br />

Our long-term commitment to the Rail Industry<br />

is delivered through zero-value frameworks:<br />

Network Rail (NR) Building and Civil Delivery<br />

Partnerships; NR Type C Signalling Framework;<br />

Nexus Frameworks; and the British Railways<br />

Board (BRB) Frameworks. By forecasting<br />

changes in the client we have very successfully<br />

developed a competitive tendering capability and<br />

won several key projects, including an element <strong>of</strong><br />

the high-pr<strong>of</strong>ile collaborative Network Rail project<br />

on the GN/GE (Great Northern/Great Eastern)<br />

Joint Line between Peterborough and Doncaster.<br />

The refurbishment and replacement <strong>of</strong> the<br />

ro<strong>of</strong> at Victoria Station in central London has<br />

been completed. In addition, May Gurney has<br />

successfully completed a project to provide stepfree<br />

access to all platforms at Haymarket Station,<br />

Scotland’s third busiest railway station and the<br />

refurbishment <strong>of</strong> the Arnside Viaduct, a 52-span<br />

viaduct that was replaced in half the time <strong>of</strong> an<br />

identical project 5 years ago.<br />

Our work for Network Rail at Bishop’s Grange<br />

won the ‘Major Civil Engineering Award’ at the<br />

2011 National Rail Awards. The scheme was<br />

delivered ahead <strong>of</strong> schedule and is believed to be<br />

the fastest mainline bridge reconstruction carried<br />

out in the LNE (London & North East) area.<br />

May Gurney has started work under a new<br />

£6.5 million contract to replace 12 rail bridges<br />

located in the LNE region between Peterborough<br />

and Doncaster, on behalf <strong>of</strong> Network Rail, due for<br />

completion by the end <strong>of</strong> 2013. There is also the<br />

possibility <strong>of</strong> a number <strong>of</strong> additional structures<br />

being added to the contract.<br />

Working on behalf <strong>of</strong> Network Rail, May Gurney<br />

has recently completed a major scheme <strong>of</strong><br />

works to extend the life <strong>of</strong> the existing structural<br />

steel platform canopies at Finsbury Park station<br />

in North London. Finsbury Park is a major<br />

interchange with the London Underground and<br />

has an <strong>annual</strong> footfall in excess <strong>of</strong> two million<br />

people, with thousands <strong>of</strong> passengers passing<br />

through at peak times. The station remained<br />

fully operational throughout our works.<br />

The £3 million project, which started in<br />

January 2011, comprised the renewal <strong>of</strong> all<br />

existing canopy cladding systems, including<br />

waterpro<strong>of</strong>ing, drainage and lighting.<br />

May Gurney has been awarded a new framework<br />

contract to maintain redundant structures<br />

across the rail network in northern England and<br />

Scotland. The Major & Minor Works contract<br />

has been awarded by BRB Residuary Ltd,<br />

which is Government owned and falls under the<br />

jurisdiction <strong>of</strong> the Department for Transport. The<br />

framework is for a three-year period starting from<br />

April 2012, and is likely to be worth in the region<br />

<strong>of</strong> £3 million per annum. It covers all works north<br />

<strong>of</strong> a line drawn between the Humber and the<br />

Mersey, including Scotland.<br />

May Gurney is at the midway point <strong>of</strong> a<br />

£4.1 million project to refurbish one <strong>of</strong> the<br />

busiest stations on the Tyne & Wear Metro.<br />

May Gurney was appointed to the three-year<br />

Surface Stations’ Refurbishment Framework in<br />

2010, by Nexus, the Tyne and Wear Passenger<br />

Transport Executive. The current project<br />

involves the demolition and rebuilding <strong>of</strong> North<br />

Shields Metro Station, an important interchange<br />

providing bus, ferry and taxi links to other parts<br />

<strong>of</strong> the region. It is the sixth busiest commuter<br />

station in the north east, with more than two<br />

million people passing through every year.<br />

Waterways Services<br />

May Gurney continues to play an essential<br />

role in the regeneration, maintenance and<br />

renaissance <strong>of</strong> the UK’s waterways network.<br />

We deliver maintenance <strong>services</strong>, including<br />

mechanical, civil and electrical engineering for<br />

British Waterways (‘Glandwr Cymru’ in Wales)<br />

across the national canal and river network<br />

infrastructure and are its sole contractor.<br />

We also work closely with the Environment<br />

Agency in order to protect communities from<br />

coastal and river flooding by constructing and<br />

maintaining flood protection assets.<br />

We deliver over £20 million <strong>of</strong> work per annum<br />

for British Waterways (and its private partners).<br />

Government expenditure to improve flood<br />

defence and coastal management assets,<br />

through the Environment Agency, now accounts<br />

for £830 million per annum.<br />

Performance<br />

May Gurney has been awarded the MEICA<br />

framework for the northern and southern regions<br />

<strong>of</strong> England and Wales by British Waterways. This<br />

new contract is in addition to May Gurney’s<br />

existing £25 million per annum Omnibus<br />

contract with the same client. The framework,<br />

which started on 1 April 2012, will run for three<br />

years and is worth approximately<br />

£1 million per annum. It covers the<br />

maintenance, repair and emergency repair <strong>of</strong><br />

MEICA equipment on mechanised and manually<br />

operated assets located throughout the British<br />

Waterways network. These are typically powered<br />

or manually operated bridges and locks, although<br />

a number <strong>of</strong> bespoke assets and overhead<br />

cranes are included.<br />

Since the period end, we have secured a<br />

two-year extension to our Omnibus contract with<br />

British Waterways, valued at up to £40 million.<br />

Working on behalf <strong>of</strong> the Environment Agency,<br />

May Gurney has successfully completed a<br />

£1.9 million refurbishment project at King’s Lynn<br />

in Norfolk. The ‘Tail Sluice’ project started in April<br />

2009 and ran for three years during non-flooding<br />

times. The works, carried out in three <strong>annual</strong><br />

phases, comprised refurbishment <strong>of</strong> a major<br />

tidal sluice structure. All three phases were<br />

completed on budget and years two and three<br />

were completed ahead <strong>of</strong> programme.<br />

Working on behalf <strong>of</strong> British Waterways, May Gurney<br />

is undertaking a number <strong>of</strong> projects funded or partfunded<br />

by the ODA (Olympic Delivery Authority) in<br />

preparation for the London 2012 Olympic Games<br />

We have successfully completed a £1.9m<br />

‘Tail Sluice’ project which was completed<br />

ahead <strong>of</strong> time and on budget<br />

44 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

45<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Financial review<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

May Gurney has delivered another strong<br />

result for the year, continuing the <strong>Group</strong>’s<br />

track record <strong>of</strong> pr<strong>of</strong>itable growth, excellent<br />

cash generation and improved dividends.<br />

Mark Hazlewood<br />

<strong>Group</strong> Finance Director<br />

Dividend (pence per share)<br />

Five-year compound <strong>annual</strong> growth rate<br />

16.2%<br />

4.6<br />

5.1<br />

5.5<br />

6.6<br />

8.4<br />

2007/08 2008/09 2009/10 2010/11 2011/12<br />

Underlying EPS (pence per share)<br />

Five-year compound <strong>annual</strong> growth rate<br />

12.4%<br />

18.5<br />

20.5 21.9<br />

24.8<br />

29.5<br />

2007/08 2008/09 2009/10 2010/11 2011/12<br />

Total revenues grew by 22% to £695.3 million<br />

(2011: £571.4 million), with EBITA 1 up 20%<br />

to £30.1 million (2011: £25.1 million) and<br />

underlying earnings per share (EPS 2 ) increasing<br />

by 19% to 29.47 pence (2011: 24.77 pence).<br />

Adjusting for the acquisition <strong>of</strong> TransLinc in<br />

November 2011, underlying revenue and<br />

EBITA increased year-on-year by 19% and<br />

12% respectively.<br />

The <strong>Group</strong> has continued its track record<br />

<strong>of</strong> delivering excellent cash generation, with<br />

£42.4 million <strong>of</strong> cash generated from operations,<br />

equivalent to more than 100% <strong>of</strong> EBITA.<br />

The <strong>Group</strong> ended the year with gross cash<br />

<strong>of</strong> £31.0 million (2011: £36.2 million),<br />

short-term debt <strong>of</strong> £20.0 million and contractbacked<br />

finance leases <strong>of</strong> £60.2 million<br />

(2011: £25.3 million). We have no long-term debt.<br />

The year has seen substantial bid levels across<br />

the <strong>Group</strong> and we have increased the order book<br />

to £1.5 billion (including framework agreements)<br />

with potential contract extensions <strong>of</strong> a further<br />

£1.1 billion.<br />

We continue to enjoy long-term revenue<br />

visibility, with 76% <strong>of</strong> consensus 2012/13<br />

revenues covered by the order book. This<br />

has fallen from 90% at the same time last year,<br />

reflecting Network Rail’s change in procurement<br />

policy to mini-bids and the growth <strong>of</strong> M&E<br />

zero-value frameworks.<br />

The continued strong performance <strong>of</strong> the<br />

<strong>Group</strong> and our confidence in our prospects,<br />

has enabled the Board to continue its<br />

progressive dividend policy and to recommend<br />

a final dividend for the year <strong>of</strong> 5.63 pence per<br />

share, resulting in a total for the year <strong>of</strong> 8.42<br />

pence per share, up <strong>28</strong>% compared to 2011.<br />

Turnover<br />

The <strong>Group</strong>’s revenue for the year was £695.3<br />

million (2011: £571.4 million), an increase<br />

<strong>of</strong> 22%. Revenue before the inclusion <strong>of</strong> the<br />

acquired TransLinc revenues was £681.7 million,<br />

giving an underlying increase <strong>of</strong> 19%.<br />

This growth has been primarily driven by the full<br />

year effect <strong>of</strong> the acquisition <strong>of</strong> Turriff (completed<br />

in January 2011); strong performances in the<br />

long-term utility contracts, notably in M&E<br />

and R&M activities; the ramp-up <strong>of</strong> the new<br />

Environmental Services contracts; and increased<br />

local authority highways maintenance.<br />

Margins<br />

EBITA increased by 20% to £30.1 million (2011:<br />

£25.1 million) at a margin <strong>of</strong> 4.3% (2011: 4.4%).<br />

EBITA before the inclusion <strong>of</strong> TransLinc was<br />

£<strong>28</strong>.0 million, an underlying increase <strong>of</strong> 12%<br />

and a margin <strong>of</strong> 4.0%.<br />

The margin was affected in the year by the newly<br />

won Environmental Services contracts taking longer<br />

to reach their expected margins, a disappointing<br />

performance from Facility Services and a small<br />

number <strong>of</strong> under-performing contracts in Scotland<br />

(which have been discontinued).<br />

We have maintained our level <strong>of</strong> spend on<br />

bidding and contract mobilisations and continue<br />

to prudently write <strong>of</strong>f these costs as they are<br />

incurred. This approach, combined with the<br />

need to transition contracts to our improved<br />

processes, means that margins for the first<br />

year <strong>of</strong> a contract are typically lower, with<br />

improvements flowing in subsequent years.<br />

Our recent Environmental Services contracts<br />

with Bristol City and Cheshire West & Chester<br />

are still in the early stages <strong>of</strong> mobilisation.<br />

As previously announced, the speed in achieving<br />

expected margins in the newly-won Environmental<br />

Services contracts is being actively addressed by<br />

our operational teams. We continue to achieve<br />

recycling rates above client expectations and the<br />

corrective actions put in place mean that we are<br />

confident that we will see margin improvements<br />

to these long-term contracts.<br />

Public Sector Services EBITA margin was 4.3%<br />

(2011: 4.6%), the reduction being due to the high<br />

level <strong>of</strong> bidding and mobilisation costs incurred<br />

in the year, a higher proportion <strong>of</strong> new contracts<br />

and the challenges on the Environmental Services<br />

contracts. Public Sector <strong>services</strong> also includes<br />

the Facility Services business activity, which is<br />

no longer core to May Gurney, and where the<br />

financial performance has been disappointing.<br />

Regulated Sector Services EBITA margin was<br />

4.4% (2011: 4.0%) due to a strong operational<br />

performance – particularly in M&E and R&M<br />

activities – slightly <strong>of</strong>fset by a small number <strong>of</strong><br />

under-performing contracts in Scotland which<br />

have been discontinued.<br />

Pr<strong>of</strong>it before tax<br />

Underlying pr<strong>of</strong>it before tax 3 has risen by<br />

17% to £<strong>28</strong>.4 million (2011: £24.3 million).<br />

Underlying pr<strong>of</strong>it before tax and before the<br />

inclusion <strong>of</strong> TransLinc was £26.7 million.<br />

The <strong>Group</strong> had a net interest charge for the year<br />

<strong>of</strong> £1.7 million (2011: £0.8 million), primarily<br />

representing the cost <strong>of</strong> borrowings to complete<br />

the TransLinc acquisition and interest charges<br />

on additional finance leased assets used within<br />

the business.<br />

Pr<strong>of</strong>it before tax for the year increased by<br />

3% to £19.3 million (2011: £18.8 million).<br />

Earnings per share<br />

Underlying earnings per share (EPS) has<br />

increased by 19% to 29.47 pence (2011:<br />

24.77 pence). Underlying EPS is calculated by<br />

adding back shares held by employee trusts to<br />

the weighted average number <strong>of</strong> shares and by<br />

excluding amortisation and non-recurring costs.<br />

Cash<br />

The <strong>Group</strong>’s cash generation remains strong with<br />

cash generated in the year from operations <strong>of</strong><br />

£42.4 million (2011: £<strong>28</strong>.6 million), representing<br />

a conversion <strong>of</strong> more than 100% <strong>of</strong> EBITA.<br />

The <strong>Group</strong> ended the year with gross cash<br />

<strong>of</strong> £31.0 million (2011: £36.2 million) after<br />

funding the acquisition <strong>of</strong> TransLinc. Set<br />

against this was short-term debt <strong>of</strong> £20 million,<br />

giving a net cash 4 balance <strong>of</strong> £11.0 million<br />

(2011: £36.2 million).<br />

The business also employs finance leases to<br />

fund vehicles and plant dedicated for use within<br />

client contracts. The obligation to repay the<br />

capital and interest related to this asset financing<br />

is contained within the contracts where the<br />

assets are utilised. Therefore, we do not carry<br />

a repayment risk. As at March 2012, the total<br />

outstanding obligations under finance leases<br />

were £60.2 million, <strong>of</strong> which £<strong>28</strong>.3 million relates<br />

to assets within the acquired TransLinc business.<br />

Balance sheet<br />

The <strong>Group</strong>’s balance sheet remains strong<br />

at the year end, with net assets <strong>of</strong> £93 million<br />

(2011: £84 million). At the year end, we had<br />

short-term borrowings <strong>of</strong> £20 million, which were<br />

used to part-fund the acquisition <strong>of</strong> TransLinc.<br />

Investment in fixed assets in the year was £22.8<br />

million, primarily in our Environmental Services<br />

business on the back <strong>of</strong> the implementation <strong>of</strong><br />

new long-term contracts. Investment in these<br />

assets is secured against long-term contract<br />

revenue streams and the assets are matched<br />

with appropriate finance leases.<br />

At the time <strong>of</strong> the TransLinc acquisition, the<br />

Company increased its debt facilities to provide<br />

additional headroom and flexibility. In line with its<br />

strategy, the <strong>Group</strong> has no long-term debt.<br />

The <strong>Group</strong>’s IAS 19 pension fund deficit has<br />

been maintained at £0.4 million at 31 March<br />

2012 (2011: £0.4 million). A full (triennial)<br />

actuarial valuation as at 31 March 2011 has been<br />

completed. The defined benefit pension scheme<br />

acquired with the TransLinc acquisition shows<br />

an IAS 19 accounting surplus <strong>of</strong> £2.9 million<br />

as at March 2012. This surplus has not been<br />

consolidated onto the <strong>Group</strong>’s balance sheet.<br />

Dividends<br />

The <strong>Group</strong>’s progressive dividend policy, adopted<br />

in 2010, will be maintained. A final dividend <strong>of</strong><br />

5.63 pence per share (2011: 4.52 pence per<br />

share) is proposed and, if approved at the<br />

AGM, will be paid on 31 July 2012 to those<br />

on the register at 22 June 2012. This brings<br />

the total dividend for the year to 8.42 pence<br />

(2011: 6.60 pence), up <strong>28</strong>% on 2011.<br />

Cost management & business investment<br />

In line with its stated strategy to align its <strong>services</strong><br />

more closely with clients and focus on quality <strong>of</strong><br />

earnings, the Company has completed a review<br />

and restructuring <strong>of</strong> its operations, which started<br />

in May 2011. It has consolidated its operations<br />

into two market-facing divisions – Public Sector<br />

Services and Regulated Sector Services.<br />

Exceptional costs<br />

In the year, £4.9 million <strong>of</strong> exceptional costs were<br />

incurred. This included the £2.9 million invested<br />

in the business reorganisation described above,<br />

comprising largely <strong>of</strong> redundancy and termination<br />

costs. At the year end, £1.5 million <strong>of</strong> this had<br />

been paid in cash. The majority <strong>of</strong> the benefit<br />

derived to date from this, has been reinvested in<br />

the business. A further £2.0 million in exceptional<br />

costs has been expensed for fees and integration<br />

costs associated with the TransLinc acquisition.<br />

Accounting policies<br />

All our policies are IFRS compliant and remain<br />

consistent with the previous year.<br />

Employee Share Ownership Trusts<br />

The business operates an Employee Share<br />

Ownership Trust (ESOT) and an Employee Benefit<br />

Trust (EBT). Shares owned by the ESOT and by<br />

the EBT are shown as a reduction in reserves.<br />

1 <br />

EBITA is <strong>Group</strong> operating pr<strong>of</strong>it before amortisation and<br />

non-recurring costs after writing <strong>of</strong>f bidding and mobilisation<br />

3<br />

Pr<strong>of</strong>it before tax, amortisation and non-recurring costs<br />

46 May Gurney Integrated Services plc<br />

Annual Report and Accounts 2012<br />

costs as incurred<br />

2<br />

Underlying EPS is defined in Note 10<br />

4<br />

Excluding finance leases and including short-term bank loans<br />

May Gurney Integrated Services plc<br />

Annual Report and Accounts 2012<br />

47


Governance <strong>report</strong><br />

Board <strong>of</strong> Directors<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

Baroness Margaret Ford<br />

Non-Executive Chairman<br />

Philip Fellowes-Prynne<br />

Chief Executive<br />

Mark Hazlewood<br />

<strong>Group</strong> Finance Director<br />

Ishbel Macpherson<br />

Non-Executive Director<br />

Tim Ross<br />

Senior Independent<br />

Non-Executive Director<br />

Andrew Walker<br />

Non-Executive Director<br />

Willie MacDiarmid<br />

Non-Executive Director<br />

Simon Howell<br />

Company Secretary<br />

Baroness Margaret Ford<br />

Non-Executive Chairman<br />

Appointment: Margaret Ford, the<br />

Baroness Ford <strong>of</strong> Cunninghame,<br />

was appointed to the Board as a<br />

Non-Executive Director in May 2011<br />

and as Non-Executive Chairman <strong>of</strong><br />

the Company in July 2011.<br />

Experience: Margaret was<br />

appointed a Working Peer in 2006<br />

and has extensive public company<br />

and public sector experience. Prior<br />

to joining May Gurney Margaret<br />

was Senior Independent Director <strong>of</strong><br />

Serco plc. Age 54.<br />

Committee membership: Chairman<br />

<strong>of</strong> May Gurney’s Nomination<br />

Committee and member <strong>of</strong> the<br />

Remuneration Committee.<br />

External appointments:<br />

Non-Executive Director <strong>of</strong><br />

Grainger Trust plc and Chairman<br />

<strong>of</strong> Barchester Healthcare Limited.<br />

Philip Fellowes-Prynne<br />

Chief Executive<br />

Appointment: Philip was appointed<br />

as a Director <strong>of</strong> May Gurney in April<br />

2008 and as Chief Executive <strong>of</strong> May<br />

Gurney in July 2008.<br />

Experience: Philip has a wealth <strong>of</strong><br />

experience in the infrastructure and<br />

support <strong>services</strong> sectors and prior<br />

to joining May Gurney he was Chief<br />

Executive <strong>of</strong> Accord plc. Age 50.<br />

Committee membership:<br />

Chairman <strong>of</strong> the Executive<br />

Management Team. As well<br />

as overall responsibility for the<br />

operational and commercial<br />

performance and strategic<br />

development <strong>of</strong> the Company,<br />

Philip also has Board responsibility<br />

for human resources and health<br />

and safety.<br />

External appointments: None.<br />

Mark Hazlewood<br />

<strong>Group</strong> Finance Director<br />

Appointment: Mark was appointed<br />

as a Director and <strong>Group</strong> Finance<br />

Director in March 2012.<br />

Experience: Mark joined May<br />

Gurney in November 2010 as<br />

<strong>Group</strong> Corporate Development<br />

Director. Mark is a chartered<br />

accountant and began his career<br />

at Coopers & Lybrand. Mark<br />

has extensive experience <strong>of</strong> the<br />

regulated and support <strong>services</strong><br />

sectors having held senior positions<br />

at South Staffordshire Water,<br />

Homeserve Emergency Services<br />

and Anglian Home Improvements<br />

<strong>Group</strong>. Age 45.<br />

Committee membership:<br />

Member <strong>of</strong> the Executive<br />

Management Team. Mark has<br />

overall Board responsibility for all<br />

financial functions <strong>of</strong> the <strong>Group</strong>,<br />

including corporate finance.<br />

External appointments: None.<br />

Ishbel Macpherson<br />

Non-Executive Director<br />

Appointment: Ishbel was appointed<br />

to the Board as a Non-Executive<br />

Director in April 2010.<br />

Experience: Ishbel has extensive<br />

City experience, specialising in UK<br />

mid-market corporate finance,<br />

and was a Head <strong>of</strong> UK Emerging<br />

Companies Corporate Finance at<br />

Dresdner Kleinwort Wasserstein<br />

from 1999 to 2005. Age 51.<br />

Committee membership: Chairman<br />

<strong>of</strong> May Gurney’s Audit Committee<br />

and a member <strong>of</strong> the Nomination<br />

and Remuneration Committees.<br />

Ishbel will succeed Tim Ross as<br />

Senior Independent Non-Executive<br />

Director in July 2012.<br />

External appointments:<br />

Non-Executive Chairman <strong>of</strong> Speedy<br />

Hire plc, senior Non-Executive<br />

Director <strong>of</strong> Hydrogen <strong>Group</strong> plc and<br />

a Non-Executive Director <strong>of</strong> Dignity<br />

plc and Yule Catto & Co plc.<br />

Tim Ross<br />

Senior Independent<br />

Non-Executive Director<br />

Appointment: Tim was appointed<br />

to the Board in 2002 and was Non-<br />

Executive Chairman <strong>of</strong> May Gurney<br />

from January 2005 to July 2008.<br />

Experience: Tim is a solicitor and<br />

past Director <strong>of</strong> George Wimpey<br />

plc and has extensive board and<br />

general management experience,<br />

having served on various company<br />

boards for many years. Age 63.<br />

Committee membership: Member<br />

<strong>of</strong> the Remuneration, Nomination<br />

and Audit Committees. Tim will<br />

retire from the Board at the<br />

Company’s Annual General<br />

Meeting in July 2012.<br />

External appointments:<br />

Non-Executive Chairman <strong>of</strong><br />

Hargreaves Services plc and<br />

Superglass Holdings plc, in addition<br />

to board positions with a number <strong>of</strong><br />

private and venture capital-backed<br />

companies. Chairman <strong>of</strong> the council<br />

<strong>of</strong> Clifton College and a member<br />

<strong>of</strong> the governing council <strong>of</strong> the<br />

University <strong>of</strong> Bristol.<br />

Andrew Walker<br />

Non-Executive Director<br />

Appointment: Andrew was<br />

appointed as a Non-Executive<br />

Director <strong>of</strong> May Gurney in<br />

January 2009.<br />

Experience: Andrew is an engineer<br />

with wide public company<br />

experience and was formerly Chief<br />

Executive <strong>of</strong> South Wales Electricity<br />

plc and McKechnie plc. Age 60.<br />

Committee membership: Chairman<br />

<strong>of</strong> May Gurney’s Remuneration<br />

Committee and a member <strong>of</strong> the<br />

Audit and Nomination Committees.<br />

External appointments: Non-<br />

Executive Chairman <strong>of</strong> Metalrax<br />

<strong>Group</strong> plc and holds Non-Executive<br />

Directorships at API <strong>Group</strong> plc,<br />

Manganese Bronze Holdings plc,<br />

Plastics Capital plc and Porvair plc.<br />

Willie MacDiarmid<br />

Non-Executive Director<br />

Appointment: Willie MacDiarmid<br />

was appointed to the Board as<br />

a Non-Executive Director in<br />

June 2012.<br />

Experience: Willie has had a long<br />

and successful business career<br />

and has extensive experience <strong>of</strong><br />

the regulated sector market. From<br />

2009 to 2011 Willie served as Chief<br />

Operating Officer and main Board<br />

Director <strong>of</strong> Eaga plc. Prior to that<br />

Willie held a number <strong>of</strong> senior<br />

roles at Scottish Power, including<br />

as Managing Director <strong>of</strong> its<br />

Retail Division. Age 51.<br />

Committee membership: Member<br />

<strong>of</strong> May Gurney’s Audit, Nomination<br />

and Remuneration Committees.<br />

External appointments: None.<br />

Simon Howell<br />

Company Secretary<br />

Appointment: Simon was appointed<br />

<strong>Group</strong> Company Secretary <strong>of</strong><br />

May Gurney in January 2009.<br />

Experience: Prior to joining May<br />

Gurney, Simon was Company<br />

Secretary <strong>of</strong> the AIM-listed company<br />

UBC Media <strong>Group</strong> plc. He is a<br />

Fellow <strong>of</strong> the Institute <strong>of</strong> Chartered<br />

Secretaries. Age 50.<br />

Committee membership: Secretary<br />

to the Board and all Committees<br />

<strong>of</strong> the Board. Secretary to the<br />

Executive Management Team.<br />

External appointments: None.<br />

48 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

49<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Report <strong>of</strong> the Directors<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

The Directors present their <strong>report</strong> and<br />

the audited financial statements for<br />

the year ended 31 March 2012.<br />

Business review and principal<br />

activities<br />

Details <strong>of</strong> the <strong>Group</strong>’s performance and activities<br />

during the year are contained in the overview<br />

and performance sections on pages 2 to 47.<br />

The principal activities <strong>of</strong> the <strong>Group</strong> during the<br />

year were infrastructure support <strong>services</strong>.<br />

The purpose <strong>of</strong> the Annual Report is to provide<br />

information to the members <strong>of</strong> the Company.<br />

The Annual Report contains certain forwardlooking<br />

statements with respect to the operation,<br />

performance and financial position <strong>of</strong> the<br />

Company. By their nature, these statements<br />

involve risk and uncertainty, since future events<br />

and circumstances can cause results and<br />

developments to differ from those anticipated<br />

and nothing in this Annual Report should be<br />

construed as a pr<strong>of</strong>it forecast.<br />

Results<br />

The results for the year and the <strong>Group</strong>’s financial<br />

position at the end <strong>of</strong> the year are shown in the<br />

attached financial statements.<br />

Future developments<br />

An indication <strong>of</strong> future developments is contained<br />

in the overview and performance sections on<br />

pages 2 to 47.<br />

Going concern<br />

Detailed cash flow forecasts are prepared and<br />

regularly reviewed by the Board to assess the<br />

<strong>Group</strong>’s financial position. The business is<br />

forecast to remain cash generative and to have<br />

adequate resources to meet its future obligations.<br />

The <strong>Group</strong>’s resources are supported by the<br />

strong order book at £1.5 billion.<br />

The Directors have a reasonable expectation that<br />

the <strong>Group</strong> has adequate resources to continue<br />

operating for the foreseeable future. On these<br />

grounds the Board has continued to adopt the<br />

going concern basis for the preparation <strong>of</strong> the<br />

financial statements.<br />

Dividends<br />

The Directors recommend a final dividend on<br />

ordinary shares <strong>of</strong> 5.63 pence per share, making,<br />

with the interim dividend <strong>of</strong> 2.79 pence per<br />

share, a total dividend <strong>of</strong> 8.42 pence per share.<br />

Directors and their interests<br />

in the shares <strong>of</strong> the Company<br />

The Directors who held <strong>of</strong>fice during the year<br />

were as follows:<br />

Margaret Ford (non-executive)<br />

Philip Fellowes-Prynne<br />

Mark Hazlewood<br />

Ishbel Macpherson (non-executive)<br />

Tim Ross (non-executive)<br />

David Sterry (non-executive)<br />

Matt Stevens<br />

Andrew Walker (non-executive)<br />

On 20 May 2011 Margaret Ford was appointed<br />

as a Non-Executive Director <strong>of</strong> the Company.<br />

Mark Hazlewood was appointed as a Director <strong>of</strong><br />

the Company on 14 March 2012.<br />

Willie MacDiarmid was appointed as a<br />

Non-Executive Director <strong>of</strong> the Company on<br />

1 June 2012.<br />

David Sterry retired as a Director <strong>of</strong> the Company<br />

on 6 July 2011 and Matt Stevens resigned as a<br />

Director <strong>of</strong> the Company on 14 March 2012.<br />

Details <strong>of</strong> the Directors’ interests in shares in the<br />

Company appear in the Directors’ Remuneration<br />

Report on pages 56 to 61.<br />

Directors’ liability insurance<br />

The Company maintains liability insurance for the<br />

Directors and <strong>of</strong>ficers <strong>of</strong> all <strong>Group</strong> companies.<br />

The Directors and <strong>of</strong>ficers have also been<br />

granted a qualifying third party provision under<br />

the Companies Act 2006. Neither the <strong>Group</strong>’s<br />

indemnity nor insurance provides cover in the<br />

event that a Director or Officer is proved to have<br />

acted fraudulently or dishonestly.<br />

Substantial interests<br />

As at 21 May 2012, the following interests in 3%<br />

or more <strong>of</strong> the Company’s ordinary share capital<br />

had been notified to the Company:<br />

Number Percentage<br />

<strong>of</strong> shares held<br />

David Sterry OBE 6,758,800 9.62<br />

& Mrs Wendy Sterry<br />

Chase Nominees 4,992,004 7.11<br />

Limited<br />

Europe Nominees 3,534,148 5.03<br />

Limited<br />

The Bank <strong>of</strong> New York 3,422,022 4.87<br />

(Nominees) Limited<br />

Robert Ian Findlater 2,950,000 4.20<br />

& Mrs Gillian Findlater<br />

Octopus Investments 2,614,734 3.72<br />

Nominees Limited<br />

BBHISL Nominees 2,400,000 3.42<br />

Limited<br />

State Street Nominees 2,312,869 3.29<br />

Limited<br />

Re-election <strong>of</strong> Directors<br />

In accordance with the Articles <strong>of</strong> Association<br />

Philip Fellowes-Prynne and Ishbel Macpherson<br />

will retire by rotation at the Company’s Annual<br />

General Meeting and, being eligible, <strong>of</strong>fer<br />

themselves for re-election. Mark Hazlewood<br />

was appointed as a Director on 14 March 2012<br />

and Willie MacDiarmid was appointed as a<br />

Non-Executive Director on 1 June 2012 and<br />

therefore, being eligible, <strong>of</strong>fer themselves for<br />

election at the Annual General Meeting. The<br />

Board has considered the requirements <strong>of</strong> the<br />

Combined Code in respect <strong>of</strong> these matters and<br />

believes that these members continue to be<br />

effective and to demonstrate their commitment<br />

to their roles, the Board and the <strong>Group</strong>. Tim<br />

Ross is retiring as a Director at the Company’s<br />

Annual General Meeting on 24 July 2012.<br />

Brief particulars <strong>of</strong> all Directors can be found<br />

on page 48 and 49.<br />

Fixed assets<br />

In the opinion <strong>of</strong> the Directors the market value<br />

<strong>of</strong> the freehold land and buildings does not<br />

differ substantially from the carrying value in the<br />

financial statements.<br />

Employee involvement<br />

The <strong>Group</strong> places considerable value on the<br />

involvement <strong>of</strong> its employees and encourages<br />

the development <strong>of</strong> employee involvement in<br />

each <strong>of</strong> its operating companies through formal<br />

and informal meetings. It is the <strong>Group</strong>’s policy<br />

to ensure that all employees are made aware <strong>of</strong><br />

significant matters affecting the performance <strong>of</strong><br />

the <strong>Group</strong> through the operation <strong>of</strong> employee<br />

forums, information bulletins, informal meetings,<br />

team briefings, internal newsletters and the<br />

<strong>Group</strong>’s website and intranet.<br />

Employment policy<br />

The <strong>Group</strong> is an Equal Opportunity Employer<br />

and its policy is to ensure that all employees and<br />

job applicants will be given equal opportunity,<br />

irrespective <strong>of</strong> their sex, race, ethnic origin,<br />

disability, age, marital status, sexual orientation or<br />

religious affiliation in all aspects <strong>of</strong> employment<br />

and training, and that no such person is placed<br />

at a disadvantage by requirements or conditions<br />

which cannot be shown to be justified.<br />

The <strong>Group</strong> encourages, where practicable, the<br />

employment <strong>of</strong> disabled people and the retention<br />

<strong>of</strong> those who become disabled during their<br />

employment with the <strong>Group</strong>.<br />

A number <strong>of</strong> employees are shareholders <strong>of</strong><br />

May Gurney Integrated Services plc. The <strong>Group</strong><br />

also operates an Employee Share Ownership<br />

Trust and an Employee Benefit Trust. Within<br />

the bounds <strong>of</strong> commercial confidentiality,<br />

management disseminates information to<br />

all levels <strong>of</strong> staff about matters that affect the<br />

progress <strong>of</strong> the <strong>Group</strong> and are <strong>of</strong> interest and<br />

concern to them as employees.<br />

Corporate responsibility policy<br />

The <strong>Group</strong>’s business impacts on the lives <strong>of</strong><br />

everyone who lives in, or uses, the communities<br />

it serves – now and in the future. Therefore, its<br />

corporate responsibility is to deliver social and<br />

environmental sustainability in everything it does.<br />

At May Gurney, corporate responsibility is much<br />

more than just a set <strong>of</strong> policies, it is delivered on<br />

the ground, every day through its operational<br />

teams working in partnership with its clients, their<br />

customers, supply chain and local communities.<br />

The <strong>Group</strong> creates value in five key areas,<br />

closely aligned to its stakeholders’ social and<br />

environmental sustainability agendas. These are:<br />

Climate Change (carbon reduction); Sustainable<br />

Resources (using resources responsibly);<br />

Community Investment (changing behaviours<br />

and helping to create a better society); Waste<br />

Minimisation (addressing the need to reduce<br />

waste); and Biodiversity & Ecosystems<br />

(developing a holistic approach to<br />

environmental management).<br />

The <strong>Group</strong> recognises the benefits <strong>of</strong><br />

sustainability and protecting the environment<br />

whilst delivering its <strong>services</strong> and associated<br />

activities. All <strong>Group</strong> activities are carried out<br />

in a way that manages environmental impact,<br />

fulfils opportunities to enhance the environment,<br />

prevents pollution, minimises waste, controls<br />

noise, uses materials and resources efficiently,<br />

and protects wildlife.<br />

The <strong>Group</strong> complies with environmental<br />

legislation and environmental codes <strong>of</strong> practice<br />

applicable to its industry.<br />

Health and safety policy<br />

It is <strong>Group</strong> policy to fulfil its duties under the<br />

Health and Safety at Work Act 1974 and all other<br />

associated acts and legal obligations applicable<br />

to the business. In order to achieve the standards<br />

required, line management aim to provide<br />

suitable and sufficient resources and properly<br />

trained supervision to ensure all work places can<br />

carry out their activities in a safe manner.<br />

It is the responsibility <strong>of</strong> the <strong>Group</strong>’s management<br />

at all levels to be conversant with the contents<br />

<strong>of</strong> the policy and to plan work such that<br />

foreseeable risks are identified and reduced to<br />

an acceptable level through the implementation<br />

<strong>of</strong> risk assessments. All employees must take<br />

care <strong>of</strong> the health and safety <strong>of</strong> themselves and<br />

actively participate and co-operate with the <strong>Group</strong><br />

to enable the <strong>Group</strong> to discharge its statutory<br />

responsibilities and fulfil its desire for continual<br />

improvement in all safety, health and welfare<br />

matters.<br />

The Bribery Act 2010<br />

The Bribery Act 2010 came into effect on 1 July<br />

2011. The objectives and provisions <strong>of</strong> the Act<br />

accord with the values May Gurney applies in all<br />

its business dealings and which are reflected in<br />

its policies and procedures already in place.<br />

As part <strong>of</strong> its compliance with the provisions <strong>of</strong><br />

The Bribery Act the Company’s policies and<br />

procedures were reviewed and appropriate<br />

information and training was provided to staff,<br />

with a view to ensuring ongoing compliance with<br />

the standards <strong>of</strong> the Act.<br />

Supplier payment policy<br />

The <strong>Group</strong> applies a policy <strong>of</strong> agreeing and<br />

clearly communicating terms and conditions<br />

for business transactions with its suppliers.<br />

Payment is then made in accordance with<br />

these terms, subject to terms and conditions<br />

being oup had 51 (2011: 58) days <strong>of</strong> purchases<br />

in trade payables.<br />

50 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

51<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Report <strong>of</strong> the Directors<br />

Corporate governance<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

Key Performance Indicators<br />

Details <strong>of</strong> the <strong>Group</strong>’s Key Performance<br />

Indicators can be found on page 22.<br />

Risks and uncertainties<br />

Details <strong>of</strong> the risks and uncertainties faced by<br />

the <strong>Group</strong> can be found in the business review<br />

on pages 20 and 21.<br />

Treasury<br />

The <strong>Group</strong>’s financial instruments, other<br />

than derivatives, comprise cash and liquid<br />

investments and borrowings. The <strong>Group</strong> enters<br />

into derivatives transactions, namely forward<br />

foreign currency contracts, albeit infrequently,<br />

to manage the currency risks arising from the<br />

<strong>Group</strong>’s operations and its sources <strong>of</strong> finance.<br />

The <strong>Group</strong>’s foreign currency risk is minimal as<br />

the volume <strong>of</strong> foreign currency transactions is not<br />

significant. The <strong>Group</strong> currently has no derivative<br />

instruments and sees no immediate requirement<br />

for any.<br />

It is the <strong>Group</strong>’s policy that no speculative trading<br />

in financial instruments shall be undertaken. The<br />

use <strong>of</strong> financial instruments exposes the <strong>Group</strong><br />

to a number <strong>of</strong> risks, the main ones being credit<br />

risk, finance and liquidity risk, currency risk and<br />

interest rate risk. The Board reviews and agrees<br />

policies for managing each <strong>of</strong> these risks and<br />

they are summarised below.<br />

Credit risk<br />

The <strong>Group</strong>’s principal credit risk relates to<br />

recovery <strong>of</strong> amounts due under contracts.<br />

This risk is mitigated by regular application for,<br />

and certification <strong>of</strong>, works completed under<br />

contracted arrangements.<br />

Finance and liquidity risk<br />

The <strong>Group</strong>’s cash and liquid investments<br />

comprise cash and term deposits.<br />

Surplus cash resources are placed on deposit<br />

to maximise returns to the <strong>Group</strong>, whilst<br />

maintaining flexibility to meet day-to-day<br />

working capital requirements.<br />

Currency risk<br />

The <strong>Group</strong> is not exposed to currency risk.<br />

Interest rate risk<br />

The <strong>Group</strong> has fixed and floating rate finance<br />

lease commitments. In addition, the <strong>Group</strong> has<br />

a revolving credit facility with Lloyds Banking<br />

<strong>Group</strong> which was put in place at the time <strong>of</strong><br />

the Company’s acquisition <strong>of</strong> Senturion <strong>Group</strong><br />

Limited. Further information on exposure to<br />

interest rate risk is provided in Note 20.<br />

Donations<br />

The <strong>Group</strong> made charitable donations in the year<br />

<strong>of</strong> £176,444 (2011: £135,809). May Gurney<br />

has established an independent charitable<br />

foundation, The May Gurney Foundation,<br />

through which the <strong>Group</strong> channels much <strong>of</strong> its<br />

charitable donations. Further information on the<br />

activities <strong>of</strong> The May Gurney Foundation can be<br />

found in the corporate and social responsibility<br />

review on pages 30 to 38. The <strong>Group</strong> made no<br />

political donations during the year.<br />

Auditors<br />

The auditors, Grant Thornton UK LLP, have<br />

indicated their willingness under section 489 <strong>of</strong><br />

the Companies Act 2006 to continue in <strong>of</strong>fice<br />

and a resolution that they be re-appointed will be<br />

proposed at the Annual General Meeting.<br />

Directors’ responsibilities for the<br />

financial statements<br />

The Directors are responsible for preparing the<br />

Annual Report and the financial statements in<br />

accordance with applicable law and regulations.<br />

Company law requires the Directors to prepare<br />

financial statements for each financial year.<br />

Under that law the Directors have to prepare<br />

financial statements in accordance with<br />

International Financial Reporting Standards<br />

as adopted by the European Union (IFRSs).<br />

The financial statements are required by law<br />

to give a true and fair view <strong>of</strong> the state <strong>of</strong> affairs<br />

<strong>of</strong> the Company and <strong>of</strong> the pr<strong>of</strong>it or loss <strong>of</strong> the<br />

Company for that period.<br />

In preparing these financial statements,<br />

the Directors are required to prepare the financial<br />

statements on the going concern basis unless it<br />

is inappropriate to presume that the <strong>Group</strong> will<br />

continue in business.<br />

The Directors are responsible for maintaining<br />

proper accounting records that disclose with<br />

reasonable accuracy at any time the financial<br />

position <strong>of</strong> the Company and enable them to<br />

ensure that the financial statements comply<br />

with the Companies Act 2006. They are also<br />

responsible for safeguarding the assets <strong>of</strong> the<br />

Company and hence for taking reasonable steps<br />

for the prevention and detection <strong>of</strong> fraud and<br />

other irregularities.<br />

In so far as the Directors are aware:<br />

u there is no relevant audit information <strong>of</strong> which<br />

the Company’s auditors are unaware; and<br />

u the Directors have taken all steps that they<br />

ought to have taken to make themselves<br />

aware <strong>of</strong> any relevant audit information and<br />

to establish that the auditor is aware <strong>of</strong> that<br />

information.<br />

The Directors are responsible for the<br />

maintenance and integrity <strong>of</strong> the corporate<br />

and financial information included in the<br />

Company’s website. Legislation in the United<br />

Kingdom governing the preparation and<br />

dissemination <strong>of</strong> financial statements <strong>may</strong><br />

differ from legislation in other jurisdictions.<br />

By order <strong>of</strong> the Board<br />

Simon Howell<br />

Company Secretary<br />

11 June 2012<br />

Corporate Governance Code<br />

Compliance<br />

The Board is committed to maintaining high<br />

standards <strong>of</strong> corporate governance. Whilst the<br />

Company is not bound by the provisions <strong>of</strong> the<br />

UK Corporate Governance Code, the Board<br />

endeavours, so far as practical, to comply with<br />

the Code.<br />

The Board<br />

The Board comprises seven Directors, five<br />

<strong>of</strong> whom, including the Chairman, are Non-<br />

Executive Directors. The Directors believe that<br />

the Board continues to include an appropriate<br />

balance <strong>of</strong> skills and has the ability to provide<br />

effective leadership for the <strong>Group</strong>. Brief<br />

biographical details <strong>of</strong> the Directors are given<br />

on pages 48 and 49.<br />

Margaret Ford was appointed as a Director <strong>of</strong><br />

the Company on 20 May 2011 and became<br />

Non-Executive Chairman <strong>of</strong> the Company on<br />

6 July 2011. Mark Hazlewood was appointed<br />

as a Director <strong>of</strong> the Company on 14 March<br />

2012 and Willie MacDiarmid was appointed<br />

as a Director on 1 June 2012.<br />

David Sterry retired as Non-Executive Chairman<br />

and as a Director <strong>of</strong> the Company on 6 July 2011<br />

and Matt Stevens resigned as a Director on<br />

14 March 2012.<br />

Tim Ross is to retire from the Board at the<br />

Company’s Annual General Meeting on<br />

24 July 2012.<br />

The role <strong>of</strong> the Board<br />

The Board’s principal responsibility is to deliver<br />

shareholder value and provide an overall vision<br />

and leadership for the <strong>Group</strong>. It also has an<br />

oversight role, monitoring operational plans and<br />

ensuring internal controls and risk management<br />

are effective. There is a formal schedule <strong>of</strong><br />

matters reserved for the Board, which provides a<br />

framework for the Board to oversee the control <strong>of</strong><br />

the <strong>Group</strong>’s direction and affairs. These include the<br />

approval <strong>of</strong> the financial statements and dividends,<br />

strategy, acquisitions and disposals, major<br />

projects, contracts, delegated authorities, major<br />

capital expenditure, risk management strategies,<br />

health and safety and succession planning. Whilst<br />

the Board is responsible for the overall strategy <strong>of</strong><br />

the <strong>Group</strong> and regularly reviews strategy and the<br />

future <strong>of</strong> the business, the implementation <strong>of</strong> the<br />

strategy is delegated to the Chief Executive.<br />

Board processes<br />

All Directors have access to the advice and<br />

<strong>services</strong> <strong>of</strong> the Company Secretary and there is<br />

a procedure for Directors to seek independent<br />

pr<strong>of</strong>essional advice, in furtherance <strong>of</strong> their<br />

duties, at the Company’s expense. The Company<br />

Secretary is responsible for ensuring the Board<br />

procedures and applicable rules and regulations<br />

are followed. The Company Secretary, in<br />

consultation with the Chairman, ensures that the<br />

information presented to the Board is not only<br />

timely but <strong>of</strong> sufficient quality to enable members<br />

to make an informed decision.<br />

Board and Committee attendance<br />

In the year to 31 March 2012 the Board met<br />

eight times, including an <strong>of</strong>f-site meeting solely to<br />

discuss strategy. The Board and its committees<br />

also meets as required on an ad hoc basis to<br />

deal with urgent business, including in the case<br />

<strong>of</strong> the Board, the consideration and approval <strong>of</strong><br />

transactions. The table below lists the Directors’<br />

attendance at Board meetings and Committee<br />

meetings during the year to 31 March 2012.<br />

Re-election <strong>of</strong> Directors<br />

All Directors are subject to election by<br />

shareholders at the first AGM following<br />

appointment. In addition, all Directors are<br />

submitted for re-election at regular intervals <strong>of</strong><br />

not more than three years at the Annual General<br />

Meeting subject to continued satisfactory<br />

performance. At the Annual General Meeting in<br />

2011 Andrew Walker and Philip Fellowes-Prynne<br />

were re-elected to the Board and Margaret<br />

Ford was elected to the Board. Philip Fellowes-<br />

Prynne and Ishbel Macpherson are proposed<br />

for re-election and Mark Hazlewood and Willie<br />

MacDiarmid are proposed for election at the<br />

forthcoming AGM.<br />

The Company has adopted the Model Code<br />

for Directors’ dealings as applicable to AIM<br />

companies.<br />

Audit Remuneration Nomination<br />

Board Committee Committee Committee<br />

Executive Directors<br />

Philip Fellowes-Prynne 8 – – –<br />

Matt Stevens* 7 – – –<br />

Mark Hazlewood** 1 – – –<br />

Non-Executive Directors<br />

Margaret Ford*** 6 – 1 1<br />

Ishbel Macpherson 8 3 2 –<br />

Tim Ross 8 3 2 1<br />

Andrew Walker 7 3 1 1<br />

David Sterry**** 3 – 1 –<br />

Willie MacDiarmid***** – – – –<br />

* Matt Stevens resigned as a Director on 14 March 2012<br />

** Mark Hazlewood was appointed as a Director on 14 March 2012<br />

*** Margaret Ford was appointed as a Director on 20 May 2011<br />

**** David Sterry retired as a Director on 6 July 2011<br />

***** Willie MacDiarmid was appointed as a Director on 1 June 2012<br />

52 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

53<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Corporate governance<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

Board performance and evaluation<br />

The Board is committed to evaluating its own<br />

performance. Each year the Board undertakes a<br />

formal evaluation <strong>of</strong> its own performance and that<br />

<strong>of</strong> its committees and individual Directors. The<br />

evaluation process is led by the Chairman and is<br />

used constructively as a mechanism to improve<br />

Board effectiveness, maximise strengths and<br />

tackle weaknesses.<br />

Committees <strong>of</strong> the Board<br />

The Board has established three committees,<br />

being the Audit Committee, the Remuneration<br />

Committee and the Nomination Committee,<br />

each <strong>of</strong> which operate within defined terms <strong>of</strong><br />

reference. The terms <strong>of</strong> reference were reviewed<br />

during the year for compliance with best practice.<br />

Membership <strong>of</strong> these committees as at the date<br />

<strong>of</strong> this <strong>report</strong> is shown below.<br />

Audit Committee<br />

The purpose <strong>of</strong> the Audit Committee is to<br />

provide formal and transparent arrangements for<br />

considering how to apply the financial <strong>report</strong>ing<br />

and internal control principles set out in the Code,<br />

and to maintain an appropriate relationship with<br />

the Company’s auditors.<br />

The Audit Committee consists <strong>of</strong> Ishbel<br />

Macpherson, as chairman, Tim Ross, Andrew<br />

Walker and Willie MacDiarmid. The Chairman<br />

and <strong>Group</strong> Finance Director and other senior<br />

management also attend committee<br />

meetings by invitation.<br />

The terms <strong>of</strong> reference for the Audit Committee,<br />

which are available at the Company’s website<br />

www.<strong>may</strong><strong>gurney</strong>.co.uk, give the committee<br />

responsibility for:<br />

u Monitoring the integrity <strong>of</strong> the financial<br />

statements <strong>of</strong> the Company, and any<br />

formal announcements relating to financial<br />

performance;<br />

u Reviewing significant financial <strong>report</strong>ing<br />

judgements and accounting policies;<br />

u Reviewing the effectiveness <strong>of</strong> the Company’s<br />

financial <strong>report</strong>ing and internal control systems;<br />

u Considering, and making recommendations<br />

to the Board in relation to the appointment,<br />

reappointment and removal <strong>of</strong> the Company’s<br />

auditors;<br />

u Monitoring the external auditor’s independence<br />

and effectiveness; and<br />

u Considering the requirements <strong>of</strong> the AIM rules.<br />

The Audit Committee has responsibility for<br />

monitoring the independence <strong>of</strong> the Company’s<br />

auditors, Grant Thornton UK LLP (‘Grant Thornton’).<br />

In accordance with auditing standards, Grant<br />

Thornton has advised the Company in writing<br />

that the firm is independent within the meaning<br />

<strong>of</strong> regulatory and pr<strong>of</strong>essional requirements and<br />

that the objectivity <strong>of</strong> the engagement partner<br />

and audit staff is not impaired. Having reviewed<br />

that opinion, the Board believes that the<br />

continuing provision to the <strong>Group</strong> <strong>of</strong> audit service<br />

has not compromised the independence <strong>of</strong> the<br />

auditors in relation to their audit <strong>of</strong> the affairs <strong>of</strong><br />

the Company and the <strong>Group</strong>.<br />

Audit Remuneration Nomination<br />

Committee Committee Committee<br />

Non-Executive Directors<br />

Margaret Ford – Member Chairman<br />

Willie MacDiarmid Member Member Member<br />

Ishbel Macpherson Chairman Member Member<br />

Tim Ross Member Member Member<br />

Andrew Walker Member Chairman Member<br />

Executive Directors<br />

Philip Fellowes-Prynne – – –<br />

Mark Hazlewood – – –<br />

Sums payable to Grant Thornton in relation to<br />

the 2012 audit were £168,000 and in relation<br />

to non-audit <strong>services</strong> provided in the year were<br />

£141,500. Non-audit <strong>services</strong> comprised the<br />

purchase <strong>of</strong> the Vendor Due Diligence work for<br />

Senturion <strong>Group</strong> Limited in connection with its<br />

acquisition by the <strong>Group</strong>.<br />

During the year the Audit Committee reviewed<br />

the terms <strong>of</strong> reference <strong>of</strong> the Committee and<br />

agreed a number <strong>of</strong> changes, including that the<br />

external auditor <strong>may</strong> not undertake non-audit<br />

work for the Company exceeding £30,000<br />

except with the prior consent <strong>of</strong> the Chairman <strong>of</strong><br />

the Audit Committee, and the Audit Committee<br />

must approve in advance any appointment <strong>of</strong><br />

the external auditor to undertake non-audit work<br />

which cumulatively exceeds 75% <strong>of</strong> the audit fee.<br />

Ernst & Young LLP have been appointed to<br />

advise the Company on non-audit matters,<br />

such as tax compliance and tax planning, and<br />

to provide advice to the Company on financial<br />

assurance and risk management.<br />

Internal audit<br />

The Company undertakes a regular review <strong>of</strong><br />

the audit and risk review processes that are<br />

in place across the <strong>Group</strong>. In May 2011 the<br />

Audit Committee considered recommendations<br />

arising from a review undertaken by Ernst &<br />

Young on the Company’s financial assurance<br />

arrangements. Following the Audit Committee’s<br />

review the Company has expanded its internal<br />

audit and financial assurance procedures.<br />

Nomination Committee<br />

The purpose <strong>of</strong> the Nomination Committee is<br />

to establish a formal, rigorous and transparent<br />

procedure for the appointment <strong>of</strong> new Directors<br />

to the Board.<br />

The committee comprises Margaret Ford, as<br />

chairman, Ishbel Macpherson, Tim Ross, Andrew<br />

Walker and Willie MacDiarmid and the committee<br />

meets formally as necessary and at least once<br />

each year. Margaret Ford was appointed as<br />

Chairman <strong>of</strong> the Nomination Committee on<br />

25 May 2012, succeeding Tim Ross.<br />

The terms <strong>of</strong> reference for the Nomination<br />

Committee, which are available at the Company’s<br />

website www.<strong>may</strong><strong>gurney</strong>.co.uk, give the<br />

committee responsibility for:<br />

u Evaluating the structure, size and composition<br />

(including the skills, knowledge and<br />

experience) <strong>of</strong> the Board and, as appropriate,<br />

preparing a description <strong>of</strong> the role and<br />

capabilities required;<br />

u Identifying, and nominating for approval by the<br />

Board, candidates to fill Board vacancies as<br />

and when they arise;<br />

u Reviewing the leadership needs <strong>of</strong> the Company,<br />

both executive and non-executive, with a view to<br />

ensuring the ability <strong>of</strong> the Company to complete<br />

effectively in the market;<br />

u Considering succession planning; and<br />

u Making recommendations to the Board<br />

concerning the composition <strong>of</strong> the audit<br />

and Remuneration Committees.<br />

Remuneration Committee<br />

The purpose <strong>of</strong> the Remuneration Committee is<br />

to establish a formal and transparent procedure<br />

for developing policy on executive remuneration<br />

and to set the remuneration packages for<br />

individual Directors. The Remuneration<br />

Committee comprises Andrew Walker, as<br />

chairman, Margaret Ford, Ishbel Macpherson,<br />

Tim Ross and Willie MacDiarmid. Andrew Walker<br />

was appointed as Chairman <strong>of</strong> the Remuneration<br />

Committee on 11 January 2012, succeeding<br />

Tim Ross. The committee’s <strong>report</strong> on Directors’<br />

remuneration <strong>may</strong> be found on pages 56 to 61.<br />

In addition to the Executive Directors’<br />

remuneration, the Remuneration Committee’s<br />

terms <strong>of</strong> reference, which are available at the<br />

Company’s website, www.<strong>may</strong><strong>gurney</strong>.co.uk,<br />

also extend to the top tier <strong>of</strong> senior management<br />

below the Board.<br />

Board balance and independence<br />

The Non-Executive Directors are appointed by the<br />

Board, on the recommendation <strong>of</strong> the Nomination<br />

Committee, for specified terms. They are subject<br />

to periodic reappointment by shareholders and<br />

statutory provisions regarding removal.<br />

Currently there are, in addition to the Chairman,<br />

four Non-Executive Directors on the Board. The<br />

Non-Executive Directors have significant external<br />

commercial experience and bring expert advice<br />

and strong judgement to the Board.<br />

The Board believes that the Non-Executive<br />

Directors are independent <strong>of</strong> management and<br />

have no business or other relationships which<br />

could materially interfere with the exercise <strong>of</strong> their<br />

independent judgement and that the relatively<br />

low value <strong>of</strong> shares held by Non-Executive<br />

Directors does not impair their independence.<br />

The roles <strong>of</strong> the Chairman and Chief Executive<br />

are separate and clearly defined.<br />

The Senior Independent Non-Executive Director<br />

is Tim Ross, who is available to meet with<br />

shareholders to address any concerns that<br />

cannot be dealt with through the Chief Executive<br />

or Chairman. Tim Ross has indicated his<br />

intention to retire as a Director at the Company’s<br />

Annual General Meeting on 24 July 2012. It is<br />

proposed to appoint Ishbel Macpherson as Senior<br />

Independent Non-Executive Director following the<br />

retirement <strong>of</strong> Tim Ross.<br />

The remuneration <strong>of</strong> the Non-Executive Directors<br />

and the Chairman is detailed in the Directors’<br />

Remuneration Report.<br />

Internal control and risk management<br />

The Board is responsible for establishing,<br />

reviewing and maintaining the <strong>Group</strong>’s systems<br />

<strong>of</strong> internal control and risk management and<br />

ensuring that these systems are effective for<br />

managing the business risk within the <strong>Group</strong>.<br />

The <strong>Group</strong> has established a framework for<br />

identifying, evaluating and managing significant<br />

risks faced by the <strong>Group</strong>. The <strong>Group</strong>’s internal<br />

control and risk management system is designed<br />

to safeguard shareholders’ investments and<br />

the <strong>Group</strong>’s assets whilst ensuring that proper<br />

accounting records are maintained. The <strong>Group</strong><br />

<strong>annual</strong>ly reviews the effectiveness <strong>of</strong> the risk<br />

management system and its internal controls.<br />

It is the responsibility <strong>of</strong> the management to<br />

ensure that the controls and procedures that<br />

operate within the framework are followed and<br />

that the Board is kept fully appraised <strong>of</strong> any risks<br />

and control issues, both operational and financial.<br />

The Board recognises that any system <strong>of</strong> internal<br />

control exists to minimise the risk <strong>of</strong> failure rather<br />

than eliminate it, and that any system <strong>of</strong> internal<br />

control can only provide reasonable, not absolute,<br />

assurance against material misstatement or loss.<br />

The risk management <strong>of</strong> joint ventures and<br />

strategic partnerships is agreed between the parties<br />

and periodic reviews carried out where appropriate.<br />

Executive Management Team<br />

The Executive Directors, Philip Fellowes-Prynne<br />

and Mark Hazlewood, the Managing Directors<br />

<strong>of</strong> the Public Sector Services, Regulated Sector<br />

Services and <strong>Group</strong> Services divisions, the <strong>Group</strong><br />

Strategy & Business Development Director,<br />

the <strong>Group</strong> Human Resources Director and the<br />

Company Secretary comprise the Executive<br />

Management Team which meets to deal with all<br />

executive business <strong>of</strong> the <strong>Group</strong> not specifically<br />

reserved to the Board or its other committees.<br />

The Director <strong>of</strong> Safety, Health, Environment<br />

and Assurance acts as an adviser to the<br />

Chief Executive. Other senior managers<br />

<strong>of</strong> the Company also attend the Executive<br />

Management Team by invitation.<br />

Relations with shareholders<br />

The Board is committed to a continuing dialogue<br />

with its shareholders. Following the announcement<br />

and presentation <strong>of</strong> the interim and year-end results,<br />

there are a series <strong>of</strong> formal meetings with institutional<br />

shareholders. These meetings enable the Executive<br />

Directors to appraise the investors <strong>of</strong> the <strong>Group</strong>’s<br />

business and future plans and the shareholders<br />

can communicate any concerns they <strong>may</strong> have.<br />

The Company’s brokers and financial PR advisers<br />

provide feedback from the shareholder and analyst<br />

meetings and present the results to the Board.<br />

The Company responds formally to all queries<br />

and requests for information from existing<br />

and prospective shareholders. In addition,<br />

the Chairman and Senior Independent Non-<br />

Executive Director are available to shareholders<br />

to ensure that any potential concerns can be<br />

raised directly. The <strong>Group</strong>’s investor relations<br />

section on its website contains information on the<br />

<strong>Group</strong>’s financial results and its stock exchange<br />

announcements. Additionally, the Annual<br />

General Meeting provides a useful interface<br />

with shareholders. All shareholders are invited<br />

to attend the Annual General Meeting and all<br />

members <strong>of</strong> the Board will be available at the<br />

meeting to answer questions. Full interim and<br />

<strong>annual</strong> <strong>report</strong>s are sent to all shareholders.<br />

This <strong>report</strong> has been approved by the Board and<br />

has been signed on behalf <strong>of</strong> the Board by:<br />

Simon Howell<br />

Company Secretary<br />

11 June 2012<br />

54 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

55<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Directors’ Remuneration Report<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

This <strong>report</strong> sets out the Company’s Remuneration<br />

Policy for Directors. It provides details <strong>of</strong> the<br />

Remuneration Committee and its duties<br />

relating to remuneration, a description <strong>of</strong> the<br />

Remuneration Policy <strong>of</strong> the Company and details<br />

<strong>of</strong> the remuneration <strong>of</strong> all Executive Directors<br />

and Non-Executive Directors for the year ended<br />

31 March 2012.<br />

An Ordinary Resolution to approve this <strong>report</strong> will<br />

be put to members at this year’s Annual General<br />

Meeting, but the Directors’ remuneration is not<br />

conditional upon the resolution being passed.<br />

Members <strong>of</strong> the Remuneration<br />

Committee<br />

The current members <strong>of</strong> the Remuneration<br />

Committee are:<br />

Andrew Walker (Chairman)<br />

Margaret Ford<br />

Willie MacDiarmid<br />

Ishbel Macpherson<br />

Tim Ross<br />

David Sterry retired as a member <strong>of</strong> the<br />

Remuneration Committee on 6 July 2011<br />

when he retired from the Board.<br />

Willie MacDiarmid was appointed as a member<br />

<strong>of</strong> the Remuneration Committee on 1 June 2012.<br />

Andrew Walker was appointed as Chairman <strong>of</strong><br />

the Remuneration Committee on 11 January<br />

2012, succeeding Tim Ross, who has indicated<br />

his intention to retire from the Board at the<br />

Company’s Annual General Meeting on<br />

24 July 2012.<br />

The terms <strong>of</strong> reference for the Remuneration<br />

Committee are available on the May Gurney<br />

website (www.<strong>may</strong><strong>gurney</strong>.co.uk).<br />

Executive Directors’<br />

Remuneration Policy<br />

The Remuneration Committee determines the<br />

overall remuneration package for each Executive<br />

Director, with the aim <strong>of</strong> attracting, motivating and<br />

retaining Executive Directors <strong>of</strong> a high calibre.<br />

To this end, the Remuneration Committee takes<br />

external independent advice where it considers it<br />

is appropriate to do so.<br />

Basic salary<br />

The salary <strong>of</strong> each Executive Director is<br />

determined by the committee, taking into<br />

account their personal performance and giving<br />

appropriate weight to the prevailing rates in the<br />

employment market for executives <strong>of</strong> comparable<br />

status, responsibility, skill, and position in other<br />

relevant companies. When determining Directors’<br />

salaries the committee is sensitive to pay and<br />

employment conditions throughout the Company.<br />

Executive Bonus Scheme<br />

Each <strong>of</strong> the Executive Directors participates in an<br />

<strong>annual</strong> bonus scheme. The payment <strong>of</strong> any such<br />

bonus is dependent upon the extent to which<br />

certain financial and non-financial targets and<br />

objectives <strong>of</strong> the <strong>Group</strong> are met, or exceeded.<br />

Such targets and objectives are determined by<br />

the Remuneration Committee in relation to each<br />

Director at the beginning <strong>of</strong> the financial year.<br />

Any such bonus is paid in the financial year<br />

following the period during which the targets and<br />

objectives have been met.<br />

Executive Directors are required to take onethird<br />

<strong>of</strong> any bonus in the form <strong>of</strong> an award over<br />

deferred shares under the terms <strong>of</strong> the May<br />

Gurney Deferred Share Bonus Plan (‘DSBP’).<br />

The DSBP is designed to aid retention, with the<br />

award vesting on the second anniversary <strong>of</strong> grant.<br />

Awards under the DSBP are subject to forfeiture<br />

on resignation within two years <strong>of</strong> grant. There<br />

are no further performance conditions once the<br />

award has been made. There is no dividend<br />

equivalent entitlement over the deferred period.<br />

The May Gurney Long-Term Incentive Plan<br />

(‘LTIP’)<br />

The Company operates a long-term incentive<br />

plan for Executive Directors and senior managers.<br />

The scheme is intended to align the interests<br />

<strong>of</strong> participating managers with shareholders by<br />

setting earnings per share targets measured over<br />

a three-year period.<br />

Awards take the form <strong>of</strong> nil cost options with<br />

an exercise price set at zero. The awards are<br />

granted by the trustee <strong>of</strong> the Employee Share<br />

Ownership Trust, upon recommendation by the<br />

Remuneration Committee.<br />

No employee is entitled to receive an award<br />

under the LTIP in any financial year if the market<br />

value <strong>of</strong> the ordinary shares subject to that award,<br />

when aggregated with the market value <strong>of</strong> the<br />

ordinary shares subject to all or any other awards<br />

made under the LTIP to that person in the same<br />

year, would exceed 100% <strong>of</strong> their <strong>annual</strong> salary.<br />

For the purpose <strong>of</strong> calculating this limit, the<br />

market value <strong>of</strong> ordinary shares subject to any<br />

award shall be taken to be their market value as<br />

at the date <strong>of</strong> grant <strong>of</strong> the award in question.<br />

The exercise <strong>of</strong> awards granted under the LTIP<br />

will in normal circumstances be conditional upon<br />

the achievement <strong>of</strong> objective performance targets<br />

set at the time <strong>of</strong> grant. Such performance targets<br />

shall be measured over a performance period<br />

(determined by the Remuneration Committee at<br />

the time <strong>of</strong> grant, but which shall not be less than<br />

three years) (the ‘Performance Period’). In 2011<br />

the Remuneration Committee undertook a review<br />

and consultation with regard to the performance<br />

conditions applying to awards. Following this<br />

review, the performance target applying to the<br />

grant <strong>of</strong> initial awards will be as follows:<br />

u In normal circumstances, an award cannot<br />

be exercised unless the average <strong>annual</strong><br />

percentage growth in adjusted earnings per<br />

share over the Performance Period is equal<br />

to the average <strong>annual</strong> percentage growth<br />

in the retail price index plus 3% over the<br />

Performance Period.<br />

u If the average <strong>annual</strong> percentage growth<br />

in adjusted earnings per share over the<br />

Performance Period is equal to the average<br />

<strong>annual</strong> percentage growth in the retail price<br />

index plus 3% over the Performance Period<br />

(the ‘Lower Target’), the award <strong>may</strong> be<br />

exercised as to 10% <strong>of</strong> the ordinary shares<br />

subject to the award (rounded down to the<br />

nearest whole number <strong>of</strong> ordinary shares).<br />

u If the average <strong>annual</strong> percentage growth<br />

in adjusted earnings per share over the<br />

Performance Period is equal to or greater<br />

than the average <strong>annual</strong> percentage growth<br />

in the retail price index plus 15% over the<br />

Performance Period (the ‘Upper Target’), the<br />

award <strong>may</strong> be exercised as to 100% <strong>of</strong> the<br />

ordinary shares subject to the award.<br />

u Where the average <strong>annual</strong> percentage growth<br />

in adjusted earnings per share falls between<br />

the Lower Target and the Upper Target, the<br />

number <strong>of</strong> ordinary shares over which an<br />

award <strong>may</strong> be capable <strong>of</strong> exercise shall be<br />

determined on a straight-line basis between<br />

10% and 100% <strong>of</strong> the ordinary shares subject<br />

to the award.<br />

For these purposes adjusted earnings per share<br />

shall be the earnings per share as shown in the<br />

consolidated audited accounts <strong>of</strong> the Company,<br />

subject to any adjustments as the Remuneration<br />

Committee, in its discretion considers reasonable<br />

including adjustments for exceptional pr<strong>of</strong>its or<br />

losses generated by the sale <strong>of</strong> fixed assets. If<br />

events occur which cause the Remuneration<br />

Committee to reasonably consider that a different<br />

or amended target would be a fairer measure <strong>of</strong><br />

performance, the Remuneration Committee <strong>may</strong><br />

recommend that the Trustee waives or amends<br />

the original performance target provided that any<br />

such amended target is not more difficult or easier<br />

to achieve than the original performance target.<br />

May Gurney Integrated Services plc Company<br />

Share Option Plan (‘CSOP’)<br />

All employees <strong>of</strong> the Company and any <strong>of</strong> its<br />

subsidiaries <strong>may</strong> be granted options over ordinary<br />

shares under the CSOP provided that they are not<br />

prohibited under the relevant legislation relating<br />

to HMRC approved company share option plans<br />

from being granted an option by virtue <strong>of</strong> having a<br />

material interest in the Company.<br />

The Remuneration Committee has absolute<br />

discretion to select the persons to whom options<br />

are to be granted and subject to certain limits set<br />

by HMRC in determining the number <strong>of</strong> shares<br />

subject to each option. No consideration is<br />

payable for the grant <strong>of</strong> an option.<br />

Each employee’s participation is limited so that<br />

the aggregate market value <strong>of</strong> shares subject to<br />

all options held by that individual and granted<br />

under the CSOP and any other HMRC approved<br />

company share option plan operated by the<br />

Company shall not exceed £30,000.<br />

The exercise price <strong>of</strong> an option is determined by<br />

the Remuneration Committee at the time <strong>of</strong> grant<br />

but <strong>may</strong> not be less than the greater <strong>of</strong> (a) the<br />

market value <strong>of</strong> the shares as agreed with HMRC<br />

and (b) the nominal value <strong>of</strong> a share.<br />

The exercise <strong>of</strong> options granted under the CSOP<br />

will be conditional upon the achievement <strong>of</strong> an<br />

objective performance target set at the time <strong>of</strong><br />

grant. The performance period will be three-years<br />

long from the first day <strong>of</strong> the financial year in<br />

which the option is granted and the performance<br />

target will be an earnings per share target. In<br />

2011 the Remuneration Committee undertook<br />

a review and consultation with regard to the<br />

performance conditions applying to awards.<br />

Following this review, the option will not be<br />

capable <strong>of</strong> exercise unless the average <strong>annual</strong><br />

percentage growth in earnings per share over<br />

the performance period is equal to the average<br />

<strong>annual</strong> percentage growth in retail price index<br />

plus 3% over the performance period.<br />

May Gurney Integrated Services plc<br />

Savings Related Share Option Scheme<br />

(‘Sharesave Scheme’)<br />

Participation in the Sharesave Scheme operated<br />

by the Company is <strong>of</strong>fered to all employees <strong>of</strong><br />

the Company and participating subsidiaries who<br />

have been employed for a continuous period<br />

which is determined by the Board <strong>of</strong> Directors.<br />

Under the Sharesave contract participating<br />

employees will save a regular sum each month<br />

for three years, <strong>of</strong> not less than £5 or more than<br />

£250/month. Employees who complete the threeyear<br />

savings contract <strong>may</strong> be entitled to a bonus<br />

from the building society or bank who is acting<br />

as the savings carrier. The bonus is fixed at the<br />

inception <strong>of</strong> the contract.<br />

An option to acquire ordinary shares in the<br />

capital <strong>of</strong> the Company will be granted to each<br />

eligible employee who enters into a Sharesave<br />

contract. The number <strong>of</strong> ordinary shares subject<br />

to such an option will be that number <strong>of</strong> ordinary<br />

shares which have an aggregate option price<br />

not exceeding the projected proceeds <strong>of</strong> the<br />

Sharesave contract including the bonus.<br />

No consideration is payable for the grant<br />

<strong>of</strong> an option.<br />

The option price per ordinary share will not be<br />

less than 80% <strong>of</strong> the market value <strong>of</strong> an ordinary<br />

share on the day on which invitations to apply for<br />

options are issued. Whilst the ordinary shares are<br />

traded on AIM, the market value <strong>of</strong> an ordinary<br />

share shall be agreed with HM Revenue &<br />

Customs (‘HMRC’) prior to the date <strong>of</strong> invitation.<br />

No option will be granted if as a result the<br />

aggregate nominal value <strong>of</strong> ordinary shares<br />

issued or issuable pursuant to options granted<br />

during the previous ten years under the<br />

Sharesave Scheme or any other employees share<br />

scheme or pr<strong>of</strong>it sharing scheme or employee<br />

share ownership plan adopted by the Company<br />

would require the issue <strong>of</strong> more than 10% <strong>of</strong><br />

the nominal value <strong>of</strong> the share capital <strong>of</strong> the<br />

Company in issue at that date.<br />

56 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

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Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Directors’ Remuneration Report<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

For the purposes <strong>of</strong> this limit, shares issued or<br />

then capable <strong>of</strong> issue pursuant to any options or<br />

other rights obtained on or prior to the date that<br />

the Company’s shares were first admitted to AIM<br />

and any share subject to an option which has<br />

lapsed or been surrendered will not be taken into<br />

account.<br />

The Sharesave Scheme provides the facility for<br />

the exercise <strong>of</strong> options to be satisfied by either the<br />

issue <strong>of</strong> ordinary shares, the transfer <strong>of</strong> ordinary<br />

shares held by trustees <strong>of</strong> an employee benefit<br />

trust or by the transfer <strong>of</strong> ordinary shares held<br />

in treasury. Until options are exercised, option<br />

holders have no voting or other rights in relation<br />

to the ordinary shares subject to those options.<br />

The Sharesave Scheme <strong>may</strong> be terminated at<br />

any time by resolution <strong>of</strong> the Board and shall in<br />

any event terminate on the tenth anniversary <strong>of</strong><br />

its adoption.<br />

May Gurney Integrated Services plc<br />

Share Incentive Plan (‘SIP’)<br />

Participation in the SIP operated by the Company<br />

is <strong>of</strong>fered to all employees <strong>of</strong> the Company<br />

and participating subsidiaries who have been<br />

employed for a continuous period which is<br />

determined by the Board <strong>of</strong> Directors. The SIP<br />

is an HMRC approved plan which is operated<br />

in conjunction with a UK resident trust that<br />

complies with the relevant HMRC legislation. The<br />

SIP provides a facility for employees to purchase<br />

ordinary shares in the Capital <strong>of</strong> the Company<br />

from their pre-tax salary (‘partnership shares’).<br />

In addition to partnership shares, the rules <strong>of</strong> the<br />

SIP also permit free shares and matching shares<br />

to be awarded to eligible employees.<br />

Defined Contribution Pension Scheme<br />

Philip Fellowes-Prynne and Mark Hazlewood<br />

are members <strong>of</strong> the May Gurney Defined<br />

Contribution Pension Scheme (the ‘Defined<br />

Contribution Scheme’). Philip Fellowes-Prynne<br />

and Mark Hazlewood are each entitled under<br />

their terms <strong>of</strong> engagement to an <strong>annual</strong> pension<br />

allowance <strong>of</strong> 15% <strong>of</strong> their basic salary. The<br />

Company contributes the pension allowance to<br />

the Friends Life Stakeholder Pension Scheme.<br />

The Company contributed a sum £46,000 and<br />

£2,000 towards Philip Fellowes-Prynne’s and<br />

Mark Hazlewood’s pension provision during<br />

the year, respectively. Life assurance cover <strong>of</strong><br />

four times basic salary is provided through a life<br />

assurance policy with Norwich Union (Aviva).<br />

Matt Stevens resigned as a Director <strong>of</strong> the<br />

Company on 14 March 2012, on which date the<br />

Company ceased contributions on his behalf to<br />

the May Gurney Defined Contribution Pension<br />

Scheme.<br />

Defined Benefit Pension Scheme<br />

David Sterry, who retired as a Director <strong>of</strong> the<br />

Company on 6 July 2011, is a member <strong>of</strong> the May<br />

Gurney Defined Benefit Pensions Scheme (the<br />

‘Defined Benefit Scheme’) (further information<br />

is given in Note <strong>28</strong> <strong>of</strong> the financial statements).<br />

David Sterry ceased to be an active member <strong>of</strong><br />

the Defined Benefit Pension Scheme on 4 August<br />

2008 when he retired as a full-time Executive <strong>of</strong><br />

the Company.<br />

Other Benefits<br />

Each <strong>of</strong> the Executive Directors is provided by<br />

the <strong>Group</strong> with a car for their use, or received<br />

an <strong>annual</strong> cash sum in lieu <strong>of</strong> such provision.<br />

Each <strong>of</strong> the Executive Directors <strong>may</strong> elect to<br />

have the Company make the benefits <strong>of</strong> private<br />

health insurance available for themselves and, if<br />

they choose, their spouse and/or children. The<br />

Company contributes to the relocation costs <strong>of</strong><br />

Directors where it considers this to be necessary<br />

to procure their <strong>services</strong>.<br />

Non-Executive Directors’<br />

Remuneration Policy<br />

The Chairman’s remuneration is determined<br />

by the Remuneration Committee and other<br />

Non-Executive Directors’ remuneration<br />

is determined by the Board. The level <strong>of</strong><br />

remuneration reflects the time commitment<br />

and responsibilities <strong>of</strong> the roles. During the<br />

year, the Board undertook a review <strong>of</strong><br />

Non-Executive Directors’ remuneration and<br />

adjusted them accordingly.<br />

Service Contracts<br />

Details <strong>of</strong> the Directors’ service agreements or letters <strong>of</strong> appointment are set out below:<br />

Date <strong>of</strong> Unexpired Notice period Notice period<br />

Directors agreement term by Company by Director<br />

Executive<br />

Philip Fellowes-Prynne 14 April 2008 – 12 months 6 months<br />

Mark Hazlewood (appointed 14 March 2012) 14 March 2012 – 12 months 12 months<br />

Matt Stevens (resigned 14 March 2012) 9 December 2009 – 12 months 6 months<br />

Non-Executive<br />

Margaret Ford (appointed 20 May 2011) 20 May 2011 11 months 3 months 3 months<br />

David Sterry (resigned 6 July 2011) 4 August 2008 – 3 months 3 months<br />

Willie MacDiarmid (appointed 1 June 2012) 1 June 2012 11 months 3 months 3 months<br />

Ishbel Macpherson 20 April 2010 10 months 3 months 3 months<br />

Tim Ross 4 August 2008 2 months 3 months 3 months<br />

Andrew Walker 22 December 2008 6 months 3 months 3 months<br />

Directors’ emoluments<br />

Salary/fees Bonus scheme Pension Other benefits Total 2012 Total 2011<br />

Directors £000 £000 £000 £000 £000 £000<br />

Executive<br />

Philip Fellowes-Prynne 305 100 46 13 464 410<br />

Mark Hazlewood (appointed 14 March 2012) 11 – 2 – 13 –<br />

Matt Stevens (resigned 14 March 2012) 201 67 30 11 309 249<br />

Ian Findlater (resigned 7 May 2010) – – – – – 63<br />

Non-Executive<br />

Margaret Ford (appointed 20 May 2011) 78 – – – 78 –<br />

Tim Ross 40 – – – 40 40<br />

Willie MacDiarmid (appointed 1 June 2012) – – – – – –<br />

Ishbel Macpherson (appointed 20 April 2010) 39 – – – 39 32<br />

Andrew Walker 35 – – – 35 30<br />

David Sterry (resigned 6 July 2011) 16 – – – 16 60<br />

David Galloway (resigned 7 July 2010) – – – – – 9<br />

Total 725 167 78 24 994 893<br />

The bonus figures above relate to payments received during the year ended 31 March 2012. It is not proposed to pay any bonuses under the Executive Bonus Scheme in<br />

connection with performance in the year ended 31 March 2012.<br />

58 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

59<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Directors’ Remuneration Report<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

Long-Term Incentive Plan<br />

Directors held awards over ordinary shares under the May Gurney Long-Term Incentive Plan as follows:<br />

Date <strong>of</strong> Market value at Earliest Awarded at Awarded at<br />

Directors award date <strong>of</strong> award vesting date 1 April 2011 Granted in year Vested in year Lapsed in year 31 March 2012<br />

Philip Fellowes-Prynne 8 July 2008 236.00p 8 July 2011 126,984 – – 126,984 –<br />

8 July 2009 160.05p 8 July 2012 186,915 – – – 186,915<br />

8 July 2010 192.00p 8 July 2013 156,250 – – – 156,250<br />

8 July 2011 <strong>28</strong>2.00p 8 July 2014 – 108,510 – – 108,510<br />

Matt Stevens 15 December 2009 252.25p 15 December 2012 79,<strong>28</strong>6 – – 79,<strong>28</strong>6 –<br />

(resigned 14 March 2012) 8 July 2010 192.00p 8 July 2013 104,166 – – 104,166 –<br />

8 July 2011 <strong>28</strong>2.00p 8 July 2014 – 76,241 – 76,241 –<br />

Company Share Option Plan<br />

Directors held awards over ordinary shares under the May Gurney Company Share Option Plan as follows:<br />

Date <strong>of</strong> Market value at Earliest Awarded at Awarded at<br />

Directors award date <strong>of</strong> award vesting date 1 April 2011 Granted in year Vested in year Lapsed in year 31 March 2012<br />

Mark Hazlewood<br />

(appointed 14 March 2012) 8 July 2011 <strong>28</strong>2.00p 8 July 2014 – 3,546 – – 3,546<br />

Deferred Bonus<br />

Directors held awards over ordinary shares under the May Gurney Deferred Bonus Scheme as follows:<br />

Date <strong>of</strong> Market value at Earliest Awarded at Awarded at<br />

Directors award date <strong>of</strong> award vesting date 1 April 2011 Granted in year Vested in year Lapsed in year 31 March 2012<br />

Philip Fellowes-Prynne 8 July 2010 192.00p 8 July 2012 13,020 – – – 13,020<br />

8 July 2011 <strong>28</strong>2.00p 8 July 2013 – 17,730 – – 17,730<br />

Matt Stevens 8 July 2010 192.00p 8 July 2012 2,187 – – 2,187 –<br />

(resigned 14 March 2012) 8 July 2011 <strong>28</strong>2.00p 8 July 2013 – 11,702 – 11,702 –<br />

Savings Related Share Option Scheme<br />

Directors held awards over ordinary shares under the May Gurney Savings Related Share Option Scheme as follows:<br />

Date <strong>of</strong> Market value at Earliest Awarded at Awarded at<br />

Directors award date <strong>of</strong> award vesting date 1 April 2011 Granted in year Vested in year Lapsed in year 31 March 2012<br />

Matt Stevens<br />

(resigned 14 March 2012) 30 July 2010 159.00p 1 October 2013 5,660 – – 5,660 –<br />

Mark Hazlewood<br />

(appointed 14 March 2012) 30 July 2011 219.00p 1 October 2014 – 4,121 – – 4,121<br />

Share Incentive Plan<br />

Directors held ordinary shares under the May Gurney Integrated Services plc Share Incentive Plan (SIP) as follows:<br />

Date <strong>of</strong> Market value at Awarded at Awarded at<br />

Directors award date <strong>of</strong> award 1 April 2011 Granted in year Vested in year Lapsed in year 31 March 2012<br />

Philip Fellowes-Prynne 30 July 2011 <strong>28</strong>2.00p<br />

– 31 March 2012 – 299.90p – 259 – – 259<br />

Directors’ interests in shares<br />

The interests <strong>of</strong> the Directors (including their spouses’ interests) in the shares <strong>of</strong> the Company at 31 March 2012 were as follows:<br />

5p ordinary shares<br />

5p ordinary shares<br />

Directors at 31 March 2012 at 31 March 2011<br />

Beneficial<br />

Philip Fellowes-Prynne 1 29,759 29,500<br />

Mark Hazlewood – –<br />

Margaret Ford 18,165 –<br />

Tim Ross 100,000 200,000<br />

Ishbel Macpherson 21,900 5,000<br />

Andrew Walker 7,500 7,500<br />

Willie MacDiarmid who was appointed as a Director on 1 June 2012 has no interest in the ordinary shares <strong>of</strong> the Company.<br />

1<br />

Philip Fellowes-Prynne’s interest in the shares <strong>of</strong> the Company at 31 March 2012 includes 259 shares held under the May Gurney Integrated Services plc Share Incentive Plan.<br />

60 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

61<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Financial statements<br />

Independent auditor’s <strong>report</strong> to the members<br />

<strong>of</strong> May Gurney Integrated Services plc<br />

<strong>Group</strong> income statement<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

We have audited the financial statements <strong>of</strong><br />

May Gurney Integrated Services plc for the<br />

year ended 31 March 2012 which comprise<br />

the <strong>Group</strong> income statement, the <strong>Group</strong><br />

statement <strong>of</strong> comprehensive income, the <strong>Group</strong><br />

and Parent Company statements <strong>of</strong> changes<br />

in equity, the <strong>Group</strong> and Parent Company<br />

statements <strong>of</strong> financial position, the <strong>Group</strong><br />

and Parent Company statements <strong>of</strong> cash flows<br />

and the related notes. The financial <strong>report</strong>ing<br />

framework that has been applied in their<br />

preparation is applicable law and International<br />

Financial Reporting Standards (IFRSs) as<br />

adopted by the European Union and as regards<br />

the Parent Company financial statements, as<br />

applied in accordance with the provisions <strong>of</strong> the<br />

Companies Act 2006.<br />

This <strong>report</strong> is made solely to the Company’s<br />

members, as a body, in accordance with Chapter<br />

3 <strong>of</strong> Part 16 <strong>of</strong> the Companies Act 2006. Our<br />

audit work has been undertaken so that we might<br />

state to the Company’s members those matters<br />

we are required to state to them in an auditor’s<br />

<strong>report</strong> and for no other purpose. To the fullest<br />

extent permitted by law, we do not accept or<br />

assume responsibility to anyone other than the<br />

Company and the Company’s members as a<br />

body, for our audit work, for this <strong>report</strong>, or for the<br />

opinions we have formed.<br />

Respective responsibilities <strong>of</strong> Directors<br />

and auditors<br />

As explained more fully in the Directors’<br />

Responsibilities Statement set out on page 52,<br />

the Directors are responsible for the preparation<br />

<strong>of</strong> the financial statements and for being<br />

satisfied that they give a true and fair view. Our<br />

responsibility is to audit and express an opinion<br />

on the financial statements in accordance with<br />

applicable law and International Standards on<br />

Auditing (UK and Ireland). Those standards<br />

require us to comply with the Auditing Practices<br />

Board’s (APB’s) Ethical Standards for Auditors.<br />

Scope <strong>of</strong> the audit <strong>of</strong> the financial<br />

statements<br />

A description <strong>of</strong> the scope <strong>of</strong> an audit <strong>of</strong> financial<br />

statements is provided on the APB’s website at<br />

www.frc.org.uk/apb/scope/private.cfm.<br />

Opinion on financial statements<br />

In our opinion:<br />

u the financial statements give a true and fair<br />

view <strong>of</strong> the state <strong>of</strong> the <strong>Group</strong>’s and <strong>of</strong> the<br />

Parent Company’s affairs as at 31 March 2012<br />

and <strong>of</strong> the <strong>Group</strong>’s pr<strong>of</strong>it for the year then<br />

ended;<br />

u the <strong>Group</strong> financial statements have been<br />

properly prepared in accordance with IFRS as<br />

adopted by the European Union;<br />

u the Parent Company financial statements have<br />

been properly prepared in accordance with<br />

IFRS as adopted by the European Union and<br />

as applied in accordance with the provisions <strong>of</strong><br />

the Companies Act 2006; and<br />

u the financial statements have been prepared<br />

in accordance with the requirements <strong>of</strong> the<br />

Companies Act 2006.<br />

Opinion on other matter prescribed<br />

by the Companies Act 2006<br />

In our opinion the information given in the<br />

Directors’ Report for the financial year for<br />

which the financial statements are prepared is<br />

consistent with the financial statements.<br />

Matters on which we are required<br />

to <strong>report</strong> by exception<br />

We have nothing to <strong>report</strong> in respect <strong>of</strong> the<br />

following matters where the Companies Act 2006<br />

requires us to <strong>report</strong> to you if, in our opinion:<br />

u adequate accounting records have not been<br />

kept by the Parent Company, or returns<br />

adequate for our audit have not been received<br />

from branches not visited by us; or<br />

u the Parent Company financial statements are<br />

not in agreement with the accounting records<br />

and returns; or<br />

u certain disclosures <strong>of</strong> Directors’ remuneration<br />

specified by law are not made; or<br />

u we have not received all the information and<br />

explanations we require for our audit.<br />

Philip Westerman<br />

Senior Statutory Auditor<br />

for and on behalf <strong>of</strong> Grant Thornton UK LLP<br />

Statutory Auditor, Chartered Accountants<br />

London, United Kingdom<br />

11 June 2012<br />

for the year ended 31 March 2012<br />

Note<br />

2012<br />

Before<br />

non-recurring<br />

items and<br />

amortisation<br />

£m<br />

2012<br />

Non-recurring<br />

items and<br />

amortisation<br />

£m<br />

2012<br />

Total<br />

£m<br />

2011<br />

Before<br />

non-recurring<br />

items and<br />

amortisation<br />

£m<br />

2011<br />

Non-recurring<br />

items and<br />

amortisation<br />

£m<br />

<strong>Group</strong> revenue 4 695.3 – 695.3 571.4 – 571.4<br />

Cost <strong>of</strong> sales (625.2) – (625.2) (513.4) – (513.4)<br />

Gross pr<strong>of</strong>it 70.1 – 70.1 58.0 – 58.0<br />

Administrative expenses (40.0) – (40.0) (32.9) – (32.9)<br />

<strong>Group</strong> operating pr<strong>of</strong>it before<br />

amortisation and non-recurring items 2 30.1 – 30.1 25.1 – 25.1<br />

– Intangible assets amortisation 13 – (4.2) (4.2) – (2.1) (2.1)<br />

– Other non-recurring costs 3 – (4.9) (4.9) – (3.4) (3.4)<br />

Operating pr<strong>of</strong>it 30.1 (9.1) 21.0 25.1 (5.5) 19.6<br />

Finance income 5 0.3 – 0.3 0.4 – 0.4<br />

Finance costs 5 (2.0) – (2.0) (1.2) – (1.2)<br />

Pr<strong>of</strong>it before taxation <strong>28</strong>.4 (9.1) 19.3 24.3 (5.5) 18.8<br />

Taxation 8 (7.7) 2.2 (5.5) (6.9) 1.4 (5.5)<br />

Pr<strong>of</strong>it for the year from continuing operations<br />

attributable to the equity holders <strong>of</strong> the Parent Company 20.7 (6.9) 13.8 17.4 (4.1) 13.3<br />

Earnings per share (in pence) 10<br />

Total and from continuing operations<br />

Basic earnings per share 20.52p 19.82p<br />

Diluted earnings per share 19.91p 19.34p<br />

Underlying earnings per share 29.47p 24.77p<br />

2011<br />

Total<br />

£m<br />

62 May Gurney Integrated Services plc<br />

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63<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


<strong>Group</strong> statement<br />

<strong>of</strong> comprehensive income<br />

<strong>Group</strong> statement<br />

<strong>of</strong> changes in equity<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

2012 2011<br />

for the year ended 31 March 2012 Note £m £m<br />

Pr<strong>of</strong>it for the year 13.8 13.3<br />

Actuarial gains on defined benefit pension schemes <strong>28</strong> – 0.9<br />

Tax on actuarial gains on defined benefit pension schemes – (0.2)<br />

Other comprehensive income for the year – 0.7<br />

Total comprehensive income for the year attributable to equity holders <strong>of</strong> the Parent Company 13.8 14.0<br />

for the year ended 31 March 2012<br />

Share<br />

capital<br />

£m<br />

Share<br />

premium<br />

account<br />

£m<br />

Merger<br />

relief<br />

reserve<br />

£m<br />

Other<br />

reserves<br />

£m<br />

Retained<br />

earnings<br />

£m<br />

Balance at 31 March 2010 and 1 April 2010 3.5 13.2 1.9 1.4 53.4 73.4<br />

Pr<strong>of</strong>it for the year – – – – 13.3 13.3<br />

Other comprehensive income:<br />

Actuarial gains on defined benefit pension schemes – – – – 0.9 0.9<br />

Tax on actuarial gains on defined benefit pension schemes – – – – (0.2) (0.2)<br />

Total<br />

equity<br />

£m<br />

Total comprehensive income for the year – – – – 14.0 14.0<br />

Transactions with owners:<br />

Share-based payments – income statement charge – – – – 0.3 0.3<br />

Share-based payments – deferred tax relief on future exercise – – – – 0.3 0.3<br />

Dividends paid – – – – (3.9) (3.9)<br />

Balance at 31 March 2011 and 1 April 2011 3.5 13.2 1.9 1.4 64.1 84.1<br />

Pr<strong>of</strong>it for the year – – – – 13.8 13.8<br />

Other comprehensive income:<br />

Actuarial gains on defined benefit pension schemes – – – – – –<br />

Tax on actuarial gains on defined benefit pension schemes – – – – – –<br />

Total comprehensive income for the year – – – – 13.8 13.8<br />

Transactions with owners:<br />

Share-based payments – income statement charge – – – – – –<br />

Share-based payments – deferred tax relief on future exercise – – – – (0.4) (0.4)<br />

Dividends paid – – – – (4.9) (4.9)<br />

Balance at 31 March 2012 3.5 13.2 1.9 1.4 72.6 92.6<br />

64 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

65<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Company statement<br />

<strong>of</strong> changes in equity<br />

<strong>Group</strong> statement<br />

<strong>of</strong> financial position<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

for the year ended 31 March 2012<br />

Share<br />

capital<br />

£m<br />

Share<br />

premium<br />

account<br />

£m<br />

Merger<br />

relief<br />

reserve<br />

£m<br />

Other<br />

reserves<br />

£m<br />

Retained<br />

earnings<br />

£m<br />

Balance at 31 March 2010 and 1 April 2010 3.5 13.2 1.9 1.4 10.7 30.7<br />

Pr<strong>of</strong>it for the year – – – – 3.6 3.6<br />

Other comprehensive income:<br />

Actuarial gains on defined benefit pension schemes – – – – 0.9 0.9<br />

Tax on actuarial gains on defined benefit pension schemes – – – – (0.2) (0.2)<br />

Total comprehensive income for the year – – – – 4.3 4.3<br />

Transactions with owners:<br />

Dividends paid – – – – (3.9) (3.9)<br />

Balance at 31 March 2011 and 1 April 2011 3.5 13.2 1.9 1.4 11.1 31.1<br />

Pr<strong>of</strong>it for the year – – – – 8.3 8.3<br />

Other comprehensive income:<br />

Actuarial gains on defined benefit pension schemes – – – – – –<br />

Tax on actuarial gains on defined benefit pension schemes – – – – – –<br />

Total comprehensive income for the year – – – – 8.3 8.3<br />

Transactions with owners:<br />

Share-based payments – income statement charge – – – – 0.2 0.2<br />

Share-based payments – deferred tax relief on future exercise – – – – (0.3) (0.3)<br />

Dividends paid – – – – (4.9) (4.9)<br />

Balance at 31 March 2012 3.5 13.2 1.9 1.4 14.4 34.4<br />

Total<br />

equity<br />

£m<br />

at 31 March 2012<br />

Non-current assets<br />

Property, plant and equipment 11 92.4 39.2<br />

Goodwill 12 60.3 42.1<br />

Other intangible assets 13 18.8 11.4<br />

Deferred tax asset 15 – 0.9<br />

171.5 93.6<br />

Current assets<br />

Inventories 16 4.5 4.4<br />

Trade and other receivables 17 112.2 110.4<br />

Cash and cash equivalents 18 31.0 36.2<br />

Note<br />

2012<br />

£m<br />

2011<br />

£m<br />

147.7 151.0<br />

Total assets 319.2 244.6<br />

Current liabilities<br />

Trade and other payables 19 (141.2) (132.7)<br />

Current tax liabilities (3.1) (2.0)<br />

Borrowings 21 (20.0) –<br />

Obligations under finance leases 21 (16.9) (7.3)<br />

(181.2) (142.0)<br />

Non-current liabilities<br />

Retirement benefit obligations <strong>28</strong> (0.4) (0.4)<br />

Obligations under finance leases 21 (43.3) (18.0)<br />

Deferred tax liability 15 (1.7) –<br />

Provisions 22 – (0.1)<br />

(45.4) (18.5)<br />

Total liabilities (226.6) (160.5)<br />

Net assets 92.6 84.1<br />

Equity<br />

Share capital 23 3.5 3.5<br />

Share premium account 25 13.2 13.2<br />

Merger relief reserve 25 1.9 1.9<br />

Other reserves 25 1.4 1.4<br />

Retained earnings 25 72.6 64.1<br />

Total equity 92.6 84.1<br />

These financial statements were approved by the Board <strong>of</strong> Directors on 11 June 2012.<br />

Philip Fellowes-Prynne<br />

Director<br />

Company registration number 4321657<br />

66 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

67<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Company statement<br />

<strong>of</strong> financial position<br />

<strong>Group</strong> statement<br />

<strong>of</strong> cash flows<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

at 31 March 2012<br />

Non-current assets<br />

Investments 14 20.3 20.3<br />

Deferred tax asset 15 0.5 0.7<br />

20.8 21.0<br />

Current assets<br />

Trade and other receivables 17 11.8 2.9<br />

Current tax recoverable 0.5 0.4<br />

Cash and cash equivalents 18 3.1 8.6<br />

Note<br />

2012<br />

£m<br />

2011<br />

£m<br />

15.4 11.9<br />

Total assets 36.2 32.9<br />

Current liabilities<br />

Trade and other payables 19 (1.4) (1.4)<br />

Non-current liabilities<br />

Retirement benefit obligations <strong>28</strong> (0.4) (0.4)<br />

Total liabilities (1.8) (1.8)<br />

Net assets 34.4 31.1<br />

Equity<br />

Share capital 23 3.5 3.5<br />

Share premium account 25 13.2 13.2<br />

Merger relief reserve 25 1.9 1.9<br />

Other reserves 25 1.4 1.4<br />

Retained earnings 25 14.4 11.1<br />

Total equity 34.4 31.1<br />

These financial statements were approved by the Board <strong>of</strong> Directors on 11 June 2012.<br />

Philip Fellowes-Prynne<br />

Director<br />

Company registration number 4321657<br />

for the year ended 31 March 2012<br />

Cash flows from operating activities<br />

<strong>Group</strong> operating pr<strong>of</strong>it before amortisation and non-recurring costs 30.1 25.1<br />

Depreciation and non-cash items 16.0 9.2<br />

Working capital movement (3.7) (5.7)<br />

Cash generated from operations 31 42.4 <strong>28</strong>.6<br />

Non-recurring costs (3.5) (1.5)<br />

Corporation tax paid (6.4) (5.2)<br />

Interest received 0.3 0.4<br />

Interest paid (2.0) (1.2)<br />

Net cash received from operating activities 30.8 21.1<br />

Cash flows from investing activities<br />

Purchase <strong>of</strong> property, plant and equipment 11 (22.8) (16.8)<br />

Proceeds from sale <strong>of</strong> property, plant and equipment 1.4 1.4<br />

Payments to acquire intangible assets 13 (0.5) (2.9)<br />

Acquisition <strong>of</strong> subsidiaries and overdraft acquired (18.6) (15.9)<br />

Net cash used in investing activities (40.5) (34.2)<br />

Cash flows from financing activities<br />

Ordinary dividends paid 9 (4.9) (3.9)<br />

New finance leases 17.6 16.7<br />

Payment <strong>of</strong> finance lease obligations (11.0) (6.9)<br />

Loan received 20.0 –<br />

Loans repaid (17.2) –<br />

Net cash received from financing activities 4.5 5.9<br />

Decrease in cash and cash equivalents (5.2) (7.2)<br />

Opening cash and cash equivalents 36.2 43.4<br />

Closing cash and cash equivalents 31.0 36.2<br />

Reconciliation <strong>of</strong> net cash flow to movement in net (debt)/funds<br />

Decrease in cash and cash equivalents (5.2) (7.2)<br />

Increase in finance leases (6.6) (9.8)<br />

Acquired debt (<strong>28</strong>.3) (1.3)<br />

Note<br />

2012<br />

£m<br />

2011<br />

£m<br />

Decrease in net funds in the year (40.1) (18.3)<br />

Opening net funds 10.9 29.2<br />

Closing net (debt)/funds (29.2) 10.9<br />

68 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

69<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Company statement<br />

<strong>of</strong> cash flows<br />

Accounting policies<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

for the year ended 31 March 2012<br />

Cash flows from operating activities<br />

Company operating loss (2.3) (2.2)<br />

Non-cash items 0.1 0.2<br />

Working capital movement 6.1 (1.6)<br />

Cash used in operations 31 3.9 (3.6)<br />

Interest received 0.1 0.2<br />

Interest paid (0.2) –<br />

Net cash used in operating activities 3.8 (3.4)<br />

Cash flows from investing activities<br />

Investment funds paid to subsidiaries (4.4) (9.8)<br />

Net cash used in investing activities (4.4) (9.8)<br />

Cash flows from financing activities<br />

Ordinary dividends paid 9 (4.9) (3.9)<br />

Net cash used in financing activities (4.9) (3.9)<br />

Decrease in cash and cash equivalents (5.5) (17.1)<br />

Opening cash and cash equivalents 8.6 25.7<br />

Closing cash and cash equivalents 3.1 8.6<br />

Reconciliation <strong>of</strong> net cash flow to movement in net funds<br />

Decrease in net funds in the year (5.5) (17.1)<br />

Opening net funds 8.6 25.7<br />

Closing net funds 3.1 8.6<br />

Note<br />

2012<br />

£m<br />

2011<br />

£m<br />

Nature <strong>of</strong> operations<br />

The principal activities <strong>of</strong> the <strong>Group</strong> during the<br />

year were infrastructure support <strong>services</strong>. The<br />

<strong>Group</strong> is incorporated and domiciled in the<br />

United Kingdom and is listed on the Alternative<br />

Investment Market. The registered <strong>of</strong>fice is at<br />

the <strong>Group</strong> <strong>of</strong>fice in Trowse, Norwich, UK. The<br />

presentation currency used is GB Pound Sterling<br />

and figures are quoted in millions, rounded to the<br />

nearest £100,000.<br />

The principal accounting policies adopted in the<br />

presentation <strong>of</strong> these consolidated and Company<br />

financial statements are set out below. These<br />

policies have been consistently applied to the<br />

periods presented unless otherwise stated.<br />

Basis <strong>of</strong> preparation<br />

The financial statements have been prepared<br />

in accordance with International Financial<br />

Reporting Standards as adopted by the European<br />

Union and with parts <strong>of</strong> the Companies Act 2006<br />

applicable to companies <strong>report</strong>ing under IFRS.<br />

The financial statements have been prepared<br />

on the historical cost basis, with the exception<br />

<strong>of</strong> certain financial instruments, which are<br />

recognised using accounting policies as set out<br />

below and applied consistently.<br />

Adoption <strong>of</strong> new and revised<br />

International Financial Reporting<br />

Standards<br />

In the current year, the <strong>Group</strong> has adopted<br />

all <strong>of</strong> the new and revised Standards and<br />

Interpretations issued by the International<br />

Accounting Standards Board (IASB) and the<br />

International Financial Reporting Interpretations<br />

Committee (IFRIC) <strong>of</strong> the IASB that are relevant<br />

to its operations and effective for accounting<br />

periods beginning on 1 April 2011.<br />

Changes in accounting policy<br />

The following standards and interpretations came<br />

into effect and were adopted in the current period<br />

but had no effect on the financial statements:<br />

IFRS 1 (amended) First-time adoption <strong>of</strong> IFRS<br />

– limited exemption from comparative IFRS 7<br />

disclosures;<br />

IAS 24 Related party disclosures (revised 2009);<br />

IAS 32 (amendment) Financial instruments:<br />

Presentation;<br />

IAS 34 (amendment) Interim financial <strong>report</strong>ing;<br />

and<br />

IFRIC 19 Extinguishing financial liabilities with<br />

equity instruments.<br />

At the date <strong>of</strong> authorisation <strong>of</strong> these financial<br />

statements the following standards and<br />

interpretations were in issue but not yet effective<br />

and therefore have not been applied in these<br />

financial statements:<br />

IFRS 1 (amended) Severe hyperinflation and<br />

Removal <strong>of</strong> fixed dates for first-time adopters;<br />

IFRS 7 (amended) Financial instruments:<br />

disclosures;<br />

IFRS 9 Financial instruments – classification and<br />

measurement;<br />

IFRS 10 Consolidated financial statements;<br />

IFRS 11 Joint arrangements;<br />

IFRS 12 Disclosure <strong>of</strong> interests in other entities;<br />

IFRS 13 Fair value measurement;<br />

IAS 1 Presentation <strong>of</strong> financial statements – items<br />

in other comprehensive income;<br />

IAS 12 (amended) Income taxes – deferred tax<br />

recovery <strong>of</strong> underlying assets;<br />

IAS 19 (amended) Employee benefits;<br />

IAS 27 Separate financial statements; and<br />

IAS <strong>28</strong> Investments in associates and joint<br />

ventures.<br />

The Directors anticipate that the adoption <strong>of</strong><br />

these standards and interpretations in future<br />

periods will have no material impact on the<br />

financial statements <strong>of</strong> the <strong>Group</strong>.<br />

Consolidation<br />

(a) Subsidiaries<br />

Subsidiaries are consolidated from the date on<br />

which control is transferred to the <strong>Group</strong> and<br />

deconsolidated from the date at which control<br />

ceases.<br />

The acquisition method <strong>of</strong> accounting is used to<br />

account for the acquisition <strong>of</strong> subsidiaries by the<br />

<strong>Group</strong>. The cost <strong>of</strong> an acquisition is measured at<br />

the fair value <strong>of</strong> the consideration. The assets and<br />

liabilities <strong>of</strong> a subsidiary are measured at their<br />

fair values at the date <strong>of</strong> acquisition. Any excess<br />

<strong>of</strong> the cost <strong>of</strong> acquisition over the fair values <strong>of</strong><br />

the identifiable assets and liabilities acquired is<br />

recognised as goodwill.<br />

The <strong>Group</strong> financial statements consolidate<br />

those <strong>of</strong> the Parent Company and all <strong>of</strong> its<br />

subsidiary undertakings drawn up to 31 March<br />

2012. Subsidiaries are all entities over which<br />

the <strong>Group</strong> has the power to control the financial<br />

and operating policies. The <strong>Group</strong> obtains and<br />

exercises control through more than half <strong>of</strong> the<br />

voting rights.<br />

All transactions and balances between <strong>Group</strong><br />

companies are eliminated on consolidation,<br />

including unrealised gains and losses on<br />

transactions between <strong>Group</strong> companies. Where<br />

unrealised losses on intra-group asset sales<br />

are reversed on consolidation, the underlying<br />

asset is also tested for impairment from a <strong>Group</strong><br />

perspective. Amounts <strong>report</strong>ed in the financial<br />

statements <strong>of</strong> subsidiaries have been adjusted<br />

where necessary to ensure consistency with<br />

the accounting policies adopted by the <strong>Group</strong>.<br />

Pr<strong>of</strong>it or loss and other comprehensive income<br />

<strong>of</strong> subsidiaries acquired or disposed <strong>of</strong> during<br />

the year are recognised from the effective date <strong>of</strong><br />

acquisition, or up to the effective date <strong>of</strong> disposal,<br />

as applicable.<br />

Non-controlling interests, presented as part <strong>of</strong><br />

equity, represent the portion <strong>of</strong> a subsidiary’s<br />

pr<strong>of</strong>it or loss and net assets that is not held by the<br />

<strong>Group</strong>. The <strong>Group</strong> attributes total comprehensive<br />

income or loss <strong>of</strong> subsidiaries between the<br />

owners <strong>of</strong> the Parent Company and the noncontrolling<br />

interests based on their respective<br />

ownership interests.<br />

70 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

71<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Accounting policies<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

(b) Jointly-controlled operations<br />

The <strong>Group</strong> has certain contractual operations with<br />

other participants to engage in joint operations<br />

that do not create an entity carrying on a trade or<br />

business <strong>of</strong> its own. The <strong>Group</strong> includes its share<br />

<strong>of</strong> assets, liabilities and cash flows in such jointly<br />

controlled operations, measured in accordance<br />

with the terms <strong>of</strong> each operation, which is usually<br />

pro-rata to the <strong>Group</strong>’s interest in the risks in the<br />

jointly-controlled operation.<br />

(c) Jointly-controlled entities<br />

A jointly-controlled entity is an entity in which the<br />

<strong>Group</strong> holds a long-term interest and which is<br />

jointly controlled by the <strong>Group</strong> and one or more<br />

other venturers under a contractual arrangement.<br />

Investments in jointly-controlled entities are<br />

accounted for using the equity method <strong>of</strong><br />

accounting and are initially recognised at cost.<br />

The <strong>Group</strong>’s share <strong>of</strong> post acquisition pr<strong>of</strong>its or<br />

losses is recognised in the income statement.<br />

The cumulative post acquisition movements<br />

are adjusted against the carrying amount <strong>of</strong><br />

the investment. Due to the amounts involved<br />

not being significant, they are not separately<br />

disclosed.<br />

Inter-company transactions, balances and<br />

unrealised gains on transactions between <strong>Group</strong><br />

companies have been eliminated on consolidation.<br />

A separate income statement has not been<br />

presented for May Gurney Integrated Services plc<br />

as exempted by Section 408 <strong>of</strong> the Companies<br />

Act 2006. The pr<strong>of</strong>it after tax <strong>of</strong> the Company in<br />

the year was £8.3m (2011: £3.6m).<br />

The <strong>Group</strong> has taken advantage <strong>of</strong> the exemption<br />

under regulation 7 <strong>of</strong> the Partnerships (Accounts)<br />

Regulations 2008 that members <strong>of</strong> a qualifying<br />

partnership do not have to publish partnership<br />

accounts if the partnership is dealt with on a<br />

consolidated basis in <strong>Group</strong> accounts prepared<br />

by a parent undertaking <strong>of</strong> the member.<br />

May Gurney WSP JV partnership has been<br />

consolidated within these <strong>Group</strong> accounts.<br />

Goodwill and other intangible assets<br />

Goodwill arising on consolidation represents the<br />

excess <strong>of</strong> the fair value <strong>of</strong> the cost <strong>of</strong> acquisition<br />

over the <strong>Group</strong>’s interest in the fair value <strong>of</strong> the<br />

identifiable assets and liabilities <strong>of</strong> a subsidiary or<br />

jointly controlled entity at the date <strong>of</strong> acquisition.<br />

Goodwill is recognised as an intangible asset and<br />

is reviewed for impairment <strong>annual</strong>ly. It is carried<br />

at cost less accumulated impairment losses.<br />

Gains and losses on the disposal <strong>of</strong> an entity<br />

include the carrying amount <strong>of</strong> goodwill relating<br />

to the entity sold.<br />

Goodwill is allocated to cash generating units<br />

for the purpose <strong>of</strong> impairment testing along the<br />

lines <strong>of</strong> the <strong>Group</strong>’s operating segments. Any<br />

impairment is recognised immediately in the<br />

income statement.<br />

Other intangible assets, which consist <strong>of</strong> an<br />

acquired order book, customer relationships,<br />

trademarks and s<strong>of</strong>tware development costs,<br />

are stated at cost less accumulated amortisation<br />

and impairment losses. Amortisation is based<br />

on cost and the useful economic lives <strong>of</strong> these<br />

assets. Details <strong>of</strong> these useful economic lives are<br />

included in Note 13.<br />

Costs associated with developing or maintaining<br />

computer s<strong>of</strong>tware are recognised as an expense<br />

as incurred. Costs that are directly associated<br />

with the development <strong>of</strong> identifiable and unique<br />

s<strong>of</strong>tware products controlled by the <strong>Group</strong>, and<br />

that will probably generate economic benefits<br />

beyond one year, are recognised as intangible<br />

assets. Computer s<strong>of</strong>tware development costs<br />

recognised as assets are amortised over their<br />

estimated useful life. The MGConnect TM costs<br />

capitalised in the year are amortised over a<br />

period <strong>of</strong> four years.<br />

Impairment<br />

Assets that have an indefinite useful life are<br />

not subject to amortisation and are reviewed<br />

for impairment <strong>annual</strong>ly and when there<br />

are indications that the carrying value <strong>may</strong><br />

not be recoverable. Assets that are subject<br />

to amortisation are reviewed for impairment<br />

wherever events or changes in circumstances<br />

indicate that the carrying amount <strong>may</strong> not be<br />

recoverable. An impairment loss is recognised<br />

for the amount by which the carrying amount<br />

<strong>of</strong> the asset exceeds its recoverable amount.<br />

The recoverable amount is the higher <strong>of</strong> the<br />

fair value less costs to sell and value in use.<br />

For the purposes <strong>of</strong> assessing impairment,<br />

assets are grouped at the lowest levels for<br />

which there are separately identifiable cash<br />

flows (cash-generating units).<br />

Company investments in subsidiary<br />

undertakings<br />

Company investments are included at cost.<br />

Provision is made for any impairment in value.<br />

Revenue recognition<br />

Revenue is measured at the fair value <strong>of</strong> the<br />

consideration received or receivable and<br />

represents amounts receivable for goods and<br />

<strong>services</strong> provided in the normal course <strong>of</strong><br />

business net <strong>of</strong> Value Added Tax.<br />

Sales <strong>of</strong> goods are recognised when goods are<br />

delivered and title has passed.<br />

Contract revenue reflects the contract activity<br />

during the year and is measured at the fair value<br />

<strong>of</strong> consideration received or receivable. When<br />

the outcome can be assessed reliably, contract<br />

revenue and associated costs are recognised as<br />

revenue and expenses respectively by reference<br />

to the stage <strong>of</strong> completion <strong>of</strong> the contract activity<br />

at the <strong>report</strong>ing date. The stage <strong>of</strong> completion<br />

is measured by reference to the contract costs<br />

incurred up to the <strong>report</strong>ing date as a percentage<br />

<strong>of</strong> total estimated costs for each contract.<br />

Provision is made in full for estimated losses,<br />

if the costs <strong>of</strong> fulfilling the contract exceed the<br />

recoverable amount. Revenue is only recognised<br />

to the extent that it is probable that it will be<br />

recoverable. Where the outcome <strong>of</strong> a long-term<br />

contract cannot be estimated reliably revenue<br />

is recognised only to the extent <strong>of</strong> contract costs<br />

incurred that it is probable will be recoverable,<br />

and contract costs are recognised as an expense<br />

in the period in which they are incurred.<br />

In the case <strong>of</strong> a cost plus contract, the outcome<br />

<strong>of</strong> a contract can be estimated reliably when it is<br />

probable that the economic benefits associated<br />

with the contract will flow to the <strong>Group</strong>, and<br />

the contract costs attributable to the contract,<br />

whether or not specifically reimbursable, can be<br />

clearly identified and measured reliably.<br />

Revenue from the provision <strong>of</strong> fleet and<br />

passenger <strong>services</strong> represents amounts<br />

receivable for vehicle hire, maintenance work<br />

and passenger <strong>services</strong> (excluding VAT) carried<br />

out in the accounting period. Income received<br />

in respect <strong>of</strong> future periods is deferred until the<br />

service is provided.<br />

Maintenance-related income in primary lease<br />

periods is recognised so as to match the revenue<br />

against the expected cost <strong>of</strong> maintenance based<br />

on estimation techniques which use current<br />

experience.<br />

Property, plant and equipment<br />

Property, plant and equipment is stated at<br />

historic cost to the <strong>Group</strong>, being its purchase<br />

cost together with any incidental expenses <strong>of</strong><br />

acquisition.<br />

Depreciation <strong>of</strong> property, plant and equipment is<br />

calculated so as to write <strong>of</strong>f their cost over their<br />

expected economic lives, residual values are<br />

reassessed on an <strong>annual</strong> basis. The principal<br />

<strong>annual</strong> rates <strong>of</strong> depreciation are as follows:<br />

Freehold land – not depreciated<br />

Freehold buildings – between 5 and 50 years<br />

straight line<br />

Short leasehold – 10% straight line<br />

property<br />

or life <strong>of</strong> lease if shorter<br />

Plant, vehicles – between 10% and 33%<br />

and equipment straight line<br />

Inventories and work in progress on<br />

construction contracts<br />

Inventories are valued at the lower <strong>of</strong> cost and<br />

net realisable value. The cost <strong>of</strong> purchase is<br />

determined by means <strong>of</strong> the weighted average<br />

cost formula.<br />

Contract work in progress is valued at cost<br />

plus attributable pr<strong>of</strong>it less foreseeable losses.<br />

Attributable pr<strong>of</strong>it is included when the outcome<br />

<strong>of</strong> a contract can be assessed with reasonable<br />

certainty. The excess <strong>of</strong> book value over amounts<br />

received on individual contracts is included in<br />

current trade receivables and payments received<br />

in excess <strong>of</strong> book value are included in current<br />

trade payables.<br />

Non-recurring items<br />

Material and non-recurring items <strong>of</strong> income and<br />

expense are disclosed in the income statement<br />

as ‘Non-recurring items’. Examples <strong>of</strong> items<br />

which <strong>may</strong> give rise to disclosure as ‘Nonrecurring’<br />

include inter alia gains or losses on the<br />

disposal <strong>of</strong> businesses, investments and property,<br />

plant and equipment, costs <strong>of</strong> restructuring and<br />

reorganisation <strong>of</strong> existing businesses and asset<br />

impairments.<br />

Taxation<br />

The tax expense represents the sum <strong>of</strong> the tax<br />

currently payable and deferred tax.<br />

The tax payable in respect <strong>of</strong> the year is based<br />

on taxable pr<strong>of</strong>it for the year. Taxable pr<strong>of</strong>it<br />

differs from net pr<strong>of</strong>it as <strong>report</strong>ed in the income<br />

statement because it excludes items <strong>of</strong> income<br />

or expense that are taxable or deductible in other<br />

years and it further excludes items that are never<br />

taxable or deductible. The <strong>Group</strong>’s liability for<br />

current tax is calculated using tax rates and laws<br />

that have been enacted or substantially enacted<br />

by the <strong>report</strong>ing date.<br />

Deferred tax is the tax expected to be payable<br />

or recoverable on differences between the<br />

carrying amounts <strong>of</strong> assets and liabilities in the<br />

financial statements and the corresponding tax<br />

bases used in the computation <strong>of</strong> taxable pr<strong>of</strong>it,<br />

and is accounted for using the statement <strong>of</strong><br />

financial position liability method. Deferred tax<br />

liabilities are generally recognised for all taxable<br />

temporary differences and deferred tax assets<br />

are recognised to the extent that it is probable<br />

that taxable pr<strong>of</strong>its will be available against<br />

which deductible temporary differences can<br />

be utilised. Such assets and liabilities are not<br />

recognised if the temporary difference arises<br />

from initial recognition <strong>of</strong> goodwill or from the<br />

initial recognition <strong>of</strong> other assets and liabilities<br />

(other than in a business combination) in a<br />

transaction that affects neither the tax pr<strong>of</strong>it nor<br />

the accounting pr<strong>of</strong>it.<br />

Deferred tax liabilities are recognised for taxable<br />

temporary differences arising on investments<br />

in subsidiaries, associates, and interests in joint<br />

ventures, except where the <strong>Group</strong> is able to<br />

control the reversal <strong>of</strong> the temporary difference<br />

and it is probable that the temporary difference<br />

will not reverse in the foreseeable future.<br />

The carrying amount <strong>of</strong> deferred tax assets is<br />

reviewed at each <strong>report</strong>ing date.<br />

Deferred tax is calculated based on the laws<br />

enacted or substantially enacted by the <strong>report</strong>ing<br />

date and at the tax rates that are expected to<br />

apply in the period when the liability is settled or<br />

the asset is realised. Deferred tax is charged or<br />

credited in the income statement except when<br />

it relates to items charged or credited directly to<br />

equity, in which case the deferred tax is also dealt<br />

with in equity.<br />

Financial instruments<br />

The financial instruments used by the <strong>Group</strong><br />

comprise net funds, trade receivables and trade<br />

payables.<br />

(a) Loans and receivables do not carry any<br />

interest and are initially stated at their fair value<br />

and subsequently measured at amortised cost as<br />

reduced by appropriate allowance for estimated<br />

irrecoverable amounts.<br />

(b) Cash and cash equivalents comprise cash<br />

on hand and demand deposits and other<br />

short-term highly-liquid investments that are<br />

readily convertible to a known amount <strong>of</strong> cash<br />

and are subject to an insignificant risk <strong>of</strong><br />

changes in value.<br />

(c) Trade payables are not interest bearing<br />

and are initially stated at their fair value and<br />

subsequently measured at amortised cost.<br />

(d) Loans are raised for support <strong>of</strong> long-term<br />

funding <strong>of</strong> the <strong>Group</strong>’s operations. They are<br />

recognised at fair value on inception. Finance<br />

charges, including premiums payable on<br />

settlement or redemption, and direct issue costs<br />

are charged to the income statement using an<br />

effective interest method.<br />

(e) Financial liabilities and equity instruments<br />

are classified according to the substance <strong>of</strong><br />

the contractual arrangements entered into. An<br />

equity instrument is any contract that evidences<br />

a residual interest in the assets <strong>of</strong> the <strong>Group</strong> after<br />

deducting all its liabilities.<br />

(f) Equity instruments issued by the Company are<br />

recorded at the proceeds received, net <strong>of</strong> direct<br />

issue costs.<br />

(g) The <strong>Group</strong> has a policy <strong>of</strong> not trading in<br />

financial instruments and thus the only risks<br />

arising, in the normal course <strong>of</strong> business, are<br />

interest rates and liquidity. The <strong>Group</strong>’s foreign<br />

currency risk is minimal as the volume <strong>of</strong> foreign<br />

currency transactions is not significant. The<br />

<strong>Group</strong> currently has no derivative instruments<br />

and sees no immediate requirement for any.<br />

72 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

73<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Accounting policies<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

Accounting for financial assets<br />

Financial assets consist <strong>of</strong> receivables, along with<br />

cash and cash equivalents.<br />

An assessment <strong>of</strong> whether a financial asset<br />

is impaired is made at least at each <strong>report</strong>ing<br />

date. For receivables, this is based on the<br />

latest credit information available, i.e. recent<br />

counterparty defaults and external credit ratings.<br />

Financial assets that are substantially past due<br />

are also considered for impairment. All income<br />

and expense relating to financial assets are<br />

recognised in the income statement line item<br />

‘Finance costs’ or ‘Finance income,’ respectively.<br />

Receivables are non-derivative financial assets<br />

with fixed or determinable payments that<br />

are not quoted in an active market. They are<br />

subsequently measured at amortised cost using<br />

the effective interest method, less provision<br />

for impairment. Any change in their value is<br />

recognised in pr<strong>of</strong>it or loss. The <strong>Group</strong>’s trade<br />

and other receivables fall into this category <strong>of</strong><br />

financial instruments.<br />

Individual receivables are considered for<br />

impairment when they are past due at the<br />

<strong>report</strong>ing date or when objective evidence is<br />

received that a specific counterparty will default.<br />

All other receivables are reviewed for impairment<br />

in groups, which are determined by reference<br />

to the industry <strong>of</strong> a counterparty. The percentage<br />

<strong>of</strong> the write down is then based on recent<br />

historical counterparty default rates for each<br />

identified group.<br />

Accounting for financial liabilities<br />

The <strong>Group</strong>’s financial liabilities include borrowings,<br />

trade and other payables (including finance lease<br />

liabilities), which are measured at amortised cost<br />

using the effective interest rate method.<br />

Financial liabilities are recognised when the<br />

<strong>Group</strong> becomes a party to the contractual<br />

agreements <strong>of</strong> the instrument. All interestrelated<br />

charges and, if applicable, changes in an<br />

instrument’s fair value that are <strong>report</strong>ed in pr<strong>of</strong>it<br />

or loss are included in the income statement line<br />

items ‘Finance costs’ or ‘Finance income’.<br />

For business combinations, any changes to the<br />

consideration transferred, including contingent<br />

consideration, resulting from events after the date<br />

<strong>of</strong> the acquisition are recognised in the income<br />

statement.<br />

Leases<br />

In accordance with IAS 17, the economic<br />

ownership <strong>of</strong> a leased asset is transferred to<br />

the lessee if the lessee bears substantially all<br />

the risks and rewards related to the ownership<br />

<strong>of</strong> the leased asset. Assets held under finance<br />

leases are recognised as assets <strong>of</strong> the <strong>Group</strong><br />

at the lower <strong>of</strong> their fair value or the present<br />

value <strong>of</strong> the minimum lease payments and<br />

the capital elements <strong>of</strong> the commitments are<br />

shown as obligations under finance leases.<br />

Payments are treated as consisting <strong>of</strong> capital<br />

and interest elements. The capital element is<br />

applied to reduce the outstanding obligations<br />

and the interest element is charged against pr<strong>of</strong>it<br />

in proportion to the reducing capital element<br />

outstanding. Assets held under finance leases<br />

are depreciated over the shorter <strong>of</strong> the lease<br />

terms and their useful lives.<br />

All other leases are regarded as operating leases<br />

and the related payments are charged to the<br />

income statement on a straight-line basis over the<br />

lease term.<br />

Share-based payments<br />

All share-based payment arrangements granted<br />

after 7 November 2002 that had not vested prior<br />

to 1 January 2005 are recognised in the financial<br />

statements.<br />

All goods and <strong>services</strong> received in exchange<br />

for the grant <strong>of</strong> any share-based payment are<br />

measured at their fair values. Where employees<br />

are rewarded using share-based payments, the<br />

fair value <strong>of</strong> employees’ <strong>services</strong> are determined<br />

indirectly by reference to the fair value <strong>of</strong> the<br />

instrument granted to the employee. This fair<br />

value is appraised at the grant date and excludes<br />

the impact <strong>of</strong> certain non-market vesting<br />

conditions (for example, pr<strong>of</strong>itability and sales<br />

growth targets).<br />

All equity-settled share-based payments are<br />

ultimately recognised as an expense in the income<br />

statement with a corresponding credit to equity.<br />

If vesting periods or other non-market vesting<br />

conditions apply, the expense is allocated over<br />

the vesting period, based on the best available<br />

estimate <strong>of</strong> the number <strong>of</strong> share options expected<br />

to vest. Estimates are subsequently revised if<br />

there is any indication that the number <strong>of</strong> share<br />

options expected to vest differs from previous<br />

estimates. Any cumulative adjustment prior to<br />

vesting is recognised in the current period.<br />

No adjustment is made to any expense<br />

recognised in prior periods if share options<br />

ultimately exercised are different to that estimated<br />

on vesting.<br />

Upon exercise <strong>of</strong> share options the proceeds<br />

received net <strong>of</strong> attributable transaction costs are<br />

credited to share capital, and where appropriate<br />

share premium.<br />

Employee benefits<br />

The <strong>Group</strong> and Company contribute to eight<br />

defined contribution pension schemes and two<br />

defined benefit pension schemes, the assets<br />

<strong>of</strong> which are held separately from those <strong>of</strong> the<br />

<strong>Group</strong> and are invested in managed funds.<br />

In respect <strong>of</strong> the defined benefit pension<br />

scheme, the cost <strong>of</strong> providing benefits is<br />

determined using the projected unit method,<br />

with actuarial valuations being carried out at each<br />

<strong>report</strong>ing date. Hence actuarial gains and losses<br />

are recognised in full in the period in which they<br />

occur through the statement <strong>of</strong> comprehensive<br />

income. The liability recognised in the statement<br />

<strong>of</strong> financial position is the present value <strong>of</strong> the<br />

defined benefit obligations less the fair value<br />

<strong>of</strong> plan assets. Associated interest credits are<br />

included within finance income and charges<br />

within finance costs. The current service cost<br />

incurred during the year to provide retirement<br />

benefits to employees is charged to operating<br />

pr<strong>of</strong>it. Pension scheme surpluses, to the<br />

extent that they are recoverable from future<br />

contributions, or deficits are recognised in full<br />

and presented on the face <strong>of</strong> the Statement <strong>of</strong><br />

Financial Position net <strong>of</strong> related deferred tax.<br />

In respect <strong>of</strong> the defined contribution pension<br />

schemes, the contributions paid by the <strong>Group</strong>,<br />

Company and the employees are invested within<br />

the individual funds in the month following the<br />

month <strong>of</strong> deduction. The employer contribution<br />

rates are determined by reference to an age,<br />

service or grade related scale or are at a fixed,<br />

level percentage. The amounts contributed by<br />

the <strong>Group</strong> and Company are charged to the<br />

income statement as the contributions fall due.<br />

Certain contracts require that employees transfer<br />

with protected pension rights and the <strong>Group</strong> and<br />

Company are responsible for the pension liability<br />

that exists.<br />

May Gurney <strong>Group</strong> Limited Employee<br />

Share Ownership Trust (‘ESOT’) and<br />

Employee Benefit Trust (‘EBT’)<br />

On <strong>28</strong> March 2008, May Gurney <strong>Group</strong> Trustees<br />

Limited acting in its capacity as trustee <strong>of</strong> the<br />

ESOT transferred 1,783,324 ordinary shares by<br />

way <strong>of</strong> a gift for £nil consideration to Lloyds TSB<br />

Offshore Trust Company Limited acting in its<br />

capacity as trustee <strong>of</strong> the May Gurney Integrated<br />

Services plc Employee Benefit Trust (EBT), an<br />

<strong>of</strong>fshore trust.<br />

Shares in the Company held by the ESOT and<br />

EBT are shown as a deduction in arriving at<br />

equity funds. Where the purchase <strong>of</strong> shares by<br />

the ESOT/EBT is financed by external bank loans,<br />

these loans are shown within current trade and<br />

other payables. Other current assets, liabilities<br />

and reserves <strong>of</strong> the ESOT/EBT are included<br />

within the statutory headings to which they relate.<br />

The ESOT/EBT are included within the Company<br />

financial statements. The ESOT/EBT have been<br />

accounted for in line with the requirements <strong>of</strong><br />

SIC 12 which states that the Company should<br />

consolidate all Special Purpose Entities <strong>of</strong> which<br />

the ESOT/EBT are classified as such.<br />

Dividends<br />

Dividends are recognised in the financial<br />

statements in the period in which they are<br />

approved by the Company’s shareholders.<br />

Interim dividends are recognised in the period in<br />

which they are approved and paid.<br />

Provisions<br />

A provision is recognised in the statement <strong>of</strong><br />

financial position when the <strong>Group</strong> has a present<br />

legal or constructive obligation as a result <strong>of</strong> a<br />

past event, and it is probable that an outflow <strong>of</strong><br />

economic benefits will be required to settle the<br />

obligation. When recognising and measuring a<br />

provision, events occurring after the <strong>report</strong>ing<br />

date, and before authorisation for issue, are<br />

considered to determine whether such events<br />

provide additional evidence <strong>of</strong> conditions that<br />

existed at the <strong>report</strong>ing date and should therefore<br />

be adjusted for.<br />

If the effect is material, provisions are determined<br />

by discounting the expected future cash flows<br />

at a pre-tax rate that reflects current market<br />

assessments <strong>of</strong> the time value <strong>of</strong> money and,<br />

where appropriate, the risks specific to the<br />

liability.<br />

Significant accounting estimates<br />

and judgements<br />

To be able to prepare accounts according to<br />

generally accepted accounting principles,<br />

management must make estimates and<br />

assumptions that affect the asset and liability<br />

items and revenue and expense amounts<br />

recorded in the financial statements. These<br />

estimates are based on historical experience<br />

and various other assumptions that management<br />

and the Board <strong>of</strong> Directors believe are reasonable<br />

under the circumstances. The results <strong>of</strong> this<br />

form the basis for making judgements about the<br />

carrying value <strong>of</strong> assets and liabilities that are not<br />

readily available from other sources.<br />

Areas requiring estimates that <strong>may</strong> significantly<br />

impact on the <strong>Group</strong>’s earnings and financial<br />

position are as follows:<br />

Estimated impairment <strong>of</strong> goodwill<br />

The <strong>Group</strong> tests <strong>annual</strong>ly whether goodwill has<br />

suffered any impairment, in accordance with<br />

the accounting policy previously stated. The<br />

recoverable amounts <strong>of</strong> cash-generating units<br />

have been determined based on value-in-use<br />

calculations. These calculations require the use<br />

<strong>of</strong> estimates. Further details <strong>of</strong> the estimates used<br />

are set out in Note 12.<br />

Areas requiring critical judgement that <strong>may</strong><br />

significantly impact on the <strong>Group</strong>’s earnings<br />

and financial position are as follows:<br />

(a) Revenue recognition<br />

The <strong>Group</strong> uses the percentage-<strong>of</strong>-completion<br />

method to determine the appropriate amount<br />

to recognise in a given period. The stage <strong>of</strong><br />

completion is measured by reference to the<br />

contract costs incurred up to the <strong>report</strong>ing date<br />

as a percentage <strong>of</strong> total estimated costs for each<br />

contract.<br />

(b) Pension benefits<br />

The present value <strong>of</strong> the pension obligations<br />

depends on a number <strong>of</strong> factors that are<br />

determined on an actuarial basis using a number<br />

<strong>of</strong> assumptions. The assumptions used in<br />

determining the net cost/income for pensions<br />

include the discount rate. Any changes in these<br />

assumptions will impact the carrying amount <strong>of</strong><br />

pension obligations.<br />

The <strong>Group</strong> determines the appropriate discount<br />

rate at the end <strong>of</strong> each year. This is the interest<br />

rate that should be used to determine the present<br />

value <strong>of</strong> estimated future cash flows expected to<br />

be required to settle the pension obligations. In<br />

determining the appropriate discount rate, the<br />

<strong>Group</strong> considers the interest rates <strong>of</strong> high-quality<br />

corporate bonds that are denominated in the<br />

currency in which the benefits will be paid, and<br />

that have terms to maturity approximating the<br />

terms <strong>of</strong> the related pension liability.<br />

Other key assumptions for pension obligations<br />

are based in part on current market conditions.<br />

Additional information is disclosed in Note <strong>28</strong>.<br />

(c) Share-based payments<br />

The weighted average fair value <strong>of</strong> options<br />

granted during the period was determined using<br />

the Trinomial pricing model. The assumptions<br />

used are detailed in Note 24.<br />

(d) Intangible assets<br />

The <strong>Group</strong> recognises certain intangible assets<br />

on acquisition. Judgements in respect <strong>of</strong> useful<br />

lives, discount rates and valuation methods affect<br />

the carrying value and amortisation charges in<br />

respect <strong>of</strong> these assets. These judgements are<br />

shown in Note 13.<br />

(e) Impairment <strong>of</strong> work in progress<br />

In assessing whether work in progress is<br />

impaired, estimates are made <strong>of</strong> future sales<br />

revenue, timing and build costs. The <strong>Group</strong> has<br />

controls in place to ensure that estimates <strong>of</strong> sales<br />

revenue are consistent, and external valuations<br />

are used where appropriate.<br />

74 May Gurney Integrated Services plc<br />

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Notes to the <strong>report</strong> and accounts<br />

1. Segmental analysis<br />

For management purposes, the <strong>Group</strong> is currently organised into three segments – Public Sector Services (Highways Services, Environmental Services, Facility Services and<br />

Fleet & Passenger Services), Regulated Sector Services (Utility Services, Rail Services and Waterways Services) and Property. The three segments noted are those that are<br />

regularly reviewed by the <strong>Group</strong>’s Chief Operating Decision Maker (CODM) Philip Fellowes-Prynne (Chief Executive). Revenue is mostly derived from contract work.<br />

The identification <strong>of</strong> these <strong>report</strong>able segments has come about due to the <strong>Group</strong>’s aim <strong>of</strong> aligning <strong>services</strong> more closely with the needs <strong>of</strong> its long-term clients<br />

and the nature <strong>of</strong> the work the <strong>Group</strong> delivers for them, namely delivering essential front-line maintenance and enhancement <strong>services</strong>.<br />

for the year ended 31 March 2012<br />

Public<br />

Sector Services<br />

£m<br />

Regulated<br />

Sector Services<br />

£m<br />

Property<br />

£m<br />

Revenue<br />

Total revenue 418.9 279.2 – 698.1<br />

Less: between segments (0.7) (2.1) – (2.8)<br />

External revenue 418.2 277.1 – 695.3<br />

Sales between segments are charged at prevailing market prices.<br />

Result per management information reviewed by the CODM<br />

<strong>Group</strong> operating pr<strong>of</strong>it before amortisation and non-recurring costs 17.8 12.3 – 30.1<br />

Intangible assets amortisation (2.3) (1.9) – (4.2)<br />

Non-recurring costs (3.7) (1.2) – (4.9)<br />

Finance income 0.3<br />

Finance costs (2.0)<br />

Pr<strong>of</strong>it before taxation 19.3<br />

Taxation (5.7)<br />

Pr<strong>of</strong>it for the year per management information 13.6<br />

Taxation adjustment 0.2<br />

Pr<strong>of</strong>it for the year per statutory accounts 13.8<br />

Segment assets and liabilities<br />

Total assets<br />

Segments 196.0 107.0 12.0 315.0<br />

Not allocated to segments 4.2<br />

Total liabilities<br />

Segments (146.9) (73.0) (0.5) (220.4)<br />

Not allocated to segments (6.2)<br />

<strong>Group</strong><br />

£m<br />

319.2<br />

(226.6)<br />

1. Segmental analysis (continued)<br />

for the year ended 31 March 2011<br />

Public<br />

Sector Services<br />

£m<br />

Regulated<br />

Sector Services<br />

£m<br />

Property<br />

£m<br />

Revenue<br />

Total revenue 377.7 196.6 – 574.3<br />

Less: between segments (1.4) (1.5) – (2.9)<br />

External revenue 376.3 195.1 – 571.4<br />

Sales between segments are charged at prevailing market prices.<br />

Result per management information reviewed by the CODM<br />

<strong>Group</strong> operating pr<strong>of</strong>it before amortisation and non-recurring costs 17.3 7.8 – 25.1<br />

Intangible assets amortisation (1.4) (0.7) – (2.1)<br />

Non-recurring costs – (3.4) – (3.4)<br />

Finance income 0.4<br />

Finance costs (1.2)<br />

Pr<strong>of</strong>it before taxation 18.8<br />

Taxation (5.7)<br />

Pr<strong>of</strong>it for the year per management information 13.1<br />

Taxation adjustment 0.2<br />

Pr<strong>of</strong>it for the year per statutory accounts 13.3<br />

Segment assets and liabilities<br />

Total assets<br />

Segments 117.7 105.1 11.8 234.6<br />

Not allocated to segments 10.0<br />

Total liabilities<br />

Segments (86.7) (63.6) (0.6) (150.9)<br />

Not allocated to segments (9.6)<br />

Other Information<br />

Capital expenditure including acquisitions 15.8 7.8 – 23.6<br />

Depreciation 7.2 1.6 – 8.8<br />

As the <strong>Group</strong>’s activities are almost entirely domestic, no geographical segmental analysis is required.<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

<strong>Group</strong><br />

£m<br />

244.6<br />

(160.5)<br />

Other Information<br />

Capital expenditure including acquisitions 68.0 2.4 – 70.4<br />

Depreciation 12.3 4.0 0.1 16.4<br />

As the <strong>Group</strong>’s activities are almost entirely domestic, no geographical segmental analysis is required. No customers (2011: one) in the Regulated Sector Services segment<br />

accounted for over 10% <strong>of</strong> total revenue (2011: 12%).<br />

76 May Gurney Integrated Services plc<br />

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Notes to the <strong>report</strong> and accounts<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

2. <strong>Group</strong> operating pr<strong>of</strong>it before amortisation and non-recurring items<br />

<strong>Group</strong> operating pr<strong>of</strong>it before amortisation and non-recurring items is stated after charging/(crediting):<br />

4. Revenue<br />

The following significant categories <strong>of</strong> revenue were recognised in the year.<br />

for the year ended 31 March 2012<br />

Depreciation (Note 11) – owned 6.5 3.9<br />

– finance lease and hire purchase 9.9 4.9<br />

Pr<strong>of</strong>it on sale <strong>of</strong> plant and machinery (0.5) (0.2)<br />

(Pr<strong>of</strong>it)/loss on sale <strong>of</strong> freehold land and buildings (0.1) 0.1<br />

Directors’ emoluments (Note 7) 1.0 0.9<br />

Share-based payments 0.1 (0.3)<br />

Fees payable to the Company’s auditor for the audit <strong>of</strong> the <strong>annual</strong> accounts – –<br />

Fees payable to the Company’s auditor and its associates for other <strong>services</strong><br />

– audit <strong>of</strong> the Company’s subsidiaries 0.1 0.1<br />

– tax advisory and compliance <strong>services</strong> – –<br />

– corporate finance <strong>services</strong> – –<br />

Amounts payable under operating leases<br />

– land and buildings 2.7 2.5<br />

– plant and machinery 5.6 6.2<br />

Included within ‘other non-recurring costs’ is an amount <strong>of</strong> £0.1m which the <strong>Group</strong> paid to its auditors for vendor due diligence work for Senturion <strong>Group</strong> Limited,<br />

in connection with its acquisition by May Gurney Limited.<br />

3. Other non-recurring costs<br />

for the year ended 31 March 2012<br />

Internal reorganisation costs 2.9 –<br />

Senturion acquisition and integration costs 2.0 –<br />

Geotechnical business closure costs – 1.6<br />

Rail fabrication business closure costs – 0.3<br />

Turriff acquisition costs – 1.5<br />

2012<br />

£m<br />

2012<br />

£m<br />

2011<br />

£m<br />

2011<br />

£m<br />

for the year ended 31 March 2012<br />

Revenue arising from:<br />

Sale <strong>of</strong> goods 4.5 5.0<br />

Contract revenue 690.8 566.4<br />

5. Finance income and costs<br />

for the year ended 31 March 2012<br />

2012<br />

£m<br />

2011<br />

£m<br />

695.3 571.4<br />

Finance income<br />

Interest receivable from short-term bank deposits 0.2 0.3<br />

Other interest – 0.1<br />

Finance income in relation to defined benefit pension scheme 0.1 –<br />

2012<br />

£m<br />

2011<br />

£m<br />

0.3 0.4<br />

Finance costs<br />

Finance charges payable under finance leases (1.5) (1.0)<br />

Finance cost in relation to the change in value <strong>of</strong> financial assets (0.1) (0.1)<br />

Other interest (0.4) (0.1)<br />

(2.0) (1.2)<br />

4.9 3.4<br />

During the year, the <strong>Group</strong> consolidated its trading operations into two divisions, Public Sector Services and Regulated Services. Internal reorganisation costs <strong>of</strong> £2.9m<br />

were incurred in the year in relation to redundancy and consultancy related expenditure.<br />

On 9 November 2011, the <strong>Group</strong> acquired 100% <strong>of</strong> the issued share capital <strong>of</strong> Senturion <strong>Group</strong> Limited, trading as TransLinc, a market-leading provider <strong>of</strong> specialist<br />

fleet and passenger <strong>services</strong> to UK local authorities (Note 27).<br />

During the prior year, the Board reached a decision to close the <strong>Group</strong>’s non-core geotechnical and rail fabrication businesses in line with its stated strategy to focus<br />

on long-term contracts with clients in the public and regulated sectors.<br />

On 21 January 2011, the <strong>Group</strong> acquired 100% <strong>of</strong> the issued share capital <strong>of</strong> Turriff <strong>Group</strong> Limited, one <strong>of</strong> Scotland’s largest utility infrastructure maintenance companies.<br />

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Notes to the <strong>report</strong> and accounts<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

6. Staff numbers and costs<br />

The average number <strong>of</strong> people (including Directors) employed by the <strong>Group</strong> during the year, categorised by segment, was as follows:<br />

8. Taxation<br />

(a) Analysis <strong>of</strong> tax charge:<br />

for the year ended 31 March 2012<br />

No <strong>of</strong><br />

employees<br />

2012<br />

No <strong>of</strong><br />

employees<br />

2011<br />

Public Sector Services 3,684 3,045<br />

Regulated Sector Services 1,978 1,443<br />

<strong>Group</strong> and Shared Services 261 220<br />

The aggregate payroll costs <strong>of</strong> these employees were:<br />

for the year ended 31 March 2012<br />

5,923 4,708<br />

Wages and salaries 150.9 1<strong>28</strong>.3<br />

Social security costs 15.2 12.6<br />

<strong>Group</strong> pension costs (Note <strong>28</strong>) 1.0 1.1<br />

Other pension costs (Note <strong>28</strong>) 6.9 4.0<br />

2012<br />

£m<br />

2011<br />

£m<br />

174.0 146.0<br />

The average number <strong>of</strong> people (including Directors) employed by the Company during the year was 13 (2011: 8), with an aggregate payroll cost <strong>of</strong> £1.3m (2011: £1.1m).<br />

Key management remuneration has been disclosed in Note 32.<br />

7. Emoluments <strong>of</strong> Directors<br />

for the year ended 31 March 2012<br />

Directors’ emoluments 1.0 0.9<br />

An analysis <strong>of</strong> Directors’ emoluments and pension entitlements (including those <strong>of</strong> the highest paid Director) and their interests in the share capital <strong>of</strong> the Company is contained<br />

in the Directors’ Remuneration Report on pages 56 to 61.<br />

2012<br />

£m<br />

2011<br />

£m<br />

for the year ended 31 March 2012<br />

Current tax<br />

Corporation tax on pr<strong>of</strong>its for the year 6.1 6.2<br />

Under provision in respect <strong>of</strong> prior years 0.6 0.1<br />

Total current tax 6.7 6.3<br />

Deferred tax<br />

Origination and reversal <strong>of</strong> temporary differences 0.5 0.4<br />

Tax effect <strong>of</strong> intangible assets amortisation (1.0) (0.6)<br />

Over provision in respect <strong>of</strong> prior years (0.7) (0.6)<br />

Total deferred tax (1.2) (0.8)<br />

Total tax charge for the year 5.5 5.5<br />

(b) Factors affecting the tax charge:<br />

The taxation assessed for the year is higher than the standard rate <strong>of</strong> corporation tax in the UK (26%).<br />

The charge is affected by a number <strong>of</strong> factors in addition to the standard UK rate. The differences are explained as follows:<br />

for the year ended 31 March 2012<br />

Pr<strong>of</strong>it before tax 19.3 18.8<br />

Pr<strong>of</strong>it before tax multiplied by standard rate <strong>of</strong> corporation tax in the UK <strong>of</strong> 26%<br />

– expected charge 5.0 5.3<br />

Effects <strong>of</strong>:<br />

Expenses not deductible for tax purposes 0.7 0.6<br />

Change in future tax rate (0.1) 0.1<br />

Adjustments to tax charge in respect <strong>of</strong> previous year (current and deferred) (0.1) (0.5)<br />

Total tax charge for year (Note 8(a)) 5.5 5.5<br />

2012<br />

£m<br />

2012<br />

£m<br />

2011<br />

£m<br />

2011<br />

£m<br />

The effective tax rate, excluding the impact <strong>of</strong> non-recurring items, for the year is 27.2% (2011: <strong>28</strong>.4%).<br />

The Finance Act 2011 included legislation reducing the main rate <strong>of</strong> corporation tax from 26% to 25% with effect from 1 April 2012. Subsequently, the Finance (No 4) Bill<br />

2010-2012 published on <strong>28</strong> March 2012, included a further reduction in the corporation tax rate from 25% to 24% which was passed by a House <strong>of</strong> Commons resolution on<br />

26 March 2012 (to have effect under the provisions <strong>of</strong> the Provisional Collection <strong>of</strong> Taxes Act 1968). The effect <strong>of</strong> the change in the rate <strong>of</strong> corporation tax was to reduce the net<br />

deferred tax liability provided at 31 March 2012 by £0.1m, with a corresponding increase in pr<strong>of</strong>it for the year but with no effect on other comprehensive income.<br />

Proposed further reductions to the main rate <strong>of</strong> corporation tax by 1% per annum to 22% by 1 April 2014 are expected to be enacted separately each year. As these had not<br />

been enacted at the balance sheet date, the effect <strong>of</strong> these proposed reductions has not been included in these financial statements. The overall effect <strong>of</strong> the proposed further<br />

rate changes from 24% to 22%, if applied to the net deferred tax balance at 31 March 2012, would be to reduce the net deferred tax liability by approximately £0.1m.<br />

80 May Gurney Integrated Services plc<br />

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Notes to the <strong>report</strong> and accounts<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

9. Dividends<br />

for the year ended 31 March 2012<br />

Amounts recognised as distributions to equity holders in the period:<br />

Final dividend paid for the year ended 31 March 2011 <strong>of</strong> 4.52 pence per share 3.0 2.5<br />

Interim dividend paid for the year ended 31 March 2012 <strong>of</strong> 2.79 pence per share 1.9 1.4<br />

2012<br />

£m<br />

2011<br />

£m<br />

4.9 3.9<br />

The proposed final dividend <strong>of</strong> 5.63 pence per share had not been approved at the <strong>report</strong>ing date and so has not been included as a liability in these financial statements.<br />

If approved by the shareholders, the dividend will be paid on 31 July 2012 to holders <strong>of</strong> ordinary shares on the register at the close <strong>of</strong> business on 22 June 2012.<br />

The Trustee <strong>of</strong> the May Gurney <strong>Group</strong> Limited Employee Share Ownership Trust has waived its right to receive any dividends in respect <strong>of</strong> shares held in the Trust.<br />

10. Earnings per share<br />

for the year ended 31 March 2012<br />

Pr<strong>of</strong>it for the year 13.8 13.3<br />

Basic/diluted earnings 13.8 13.3<br />

Adjustments to basic earnings<br />

Intangible assets amortisation 4.2 2.1<br />

Other non-recurring costs 4.9 3.4<br />

Tax on non-recurring items (2.2) (1.4)<br />

Underlying earnings 20.7 17.4<br />

Number <strong>of</strong> shares Number Number<br />

Weighted average number <strong>of</strong> ordinary shares for the purposes <strong>of</strong> basic earnings per share 67,246,350 67,114,100<br />

Effect <strong>of</strong> dilutive potential ordinary shares 2,050,704 1,652,921<br />

Weighted average number <strong>of</strong> ordinary shares for the purposes <strong>of</strong> diluted earnings per share 69,297,054 68,767,021<br />

Weighted average number <strong>of</strong> ordinary shares for the purposes <strong>of</strong> underlying earnings per share 70,236,016 70,236,016<br />

2012<br />

£m<br />

2011<br />

£m<br />

11. Property, plant and equipment<br />

for the year ended 31 March 2012<br />

<strong>Group</strong><br />

Freehold<br />

land and<br />

buildings<br />

£m<br />

Short<br />

leasehold<br />

property<br />

£m<br />

Plant,<br />

vehicles and<br />

equipment<br />

£m<br />

Cost<br />

At 1 April 2010 2.5 0.5 48.7 51.7<br />

Acquisition <strong>of</strong> subsidiary undertakings – – 6.7 6.7<br />

Additions – 1.2 15.7 16.9<br />

Disposals (0.2) – (5.6) (5.8)<br />

At 1 April 2011 2.3 1.7 65.5 69.5<br />

Acquisition <strong>of</strong> subsidiary undertakings (Note 27) 1.4 – 46.2 47.6<br />

Inter-<strong>Group</strong> transfers 1.4 – (1.4) –<br />

Additions – 0.8 22.0 22.8<br />

Disposals – – (10.5) (10.5)<br />

At 31 March 2012 5.1 2.5 121.8 129.4<br />

Depreciation<br />

At 1 April 2010 0.9 0.4 24.7 26.0<br />

Charge for year – 0.1 8.7 8.8<br />

Disposals – – (4.5) (4.5)<br />

At 1 April 2011 0.9 0.5 <strong>28</strong>.9 30.3<br />

Charge for year 0.1 0.1 16.2 16.4<br />

Disposals – – (9.7) (9.7)<br />

At 31 March 2012 1.0 0.6 35.4 37.0<br />

Net book value at 31 March 2012 4.1 1.9 86.4 92.4<br />

Net book value at 31 March 2011 1.4 1.2 36.6 39.2<br />

Included in the total net book value <strong>of</strong> plant, vehicles and equipment is £54.9m (2011: £19.8m) in respect <strong>of</strong> assets acquired under finance leases and hire purchase<br />

agreements. Depreciation for the year on these assets was £9.9m (2011: £4.9m).<br />

Total<br />

£m<br />

pence<br />

pence<br />

Underlying earnings per share 29.47 24.77<br />

Basic earnings per share 20.52 19.82<br />

Diluted earnings per share 19.91 19.34<br />

Underlying earnings per share, before non-recurring items, has been disclosed to give a clearer understanding <strong>of</strong> the <strong>Group</strong>’s underlying trading performance. It has been<br />

calculated using the underlying earnings figures above and an adjusted weighted average number <strong>of</strong> ordinary shares which includes those shares held by the <strong>Group</strong> Employee<br />

Share Ownership Trust.<br />

Diluted earnings per share is the basic earnings per share after allowing for the dilutive effect <strong>of</strong> the conversion into ordinary shares <strong>of</strong> the number <strong>of</strong> options outstanding during<br />

the year (see Note 24).<br />

82 May Gurney Integrated Services plc<br />

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Notes to the <strong>report</strong> and accounts<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

12. Goodwill<br />

13. Other intangible assets<br />

for the year ended 31 March 2012<br />

Total<br />

£m<br />

for the year ended 31 March 2012<br />

Total<br />

£m<br />

<strong>Group</strong><br />

<strong>Group</strong><br />

Cost and net book value<br />

At 1 April 2010 35.2<br />

Acquisition <strong>of</strong> subsidiary 6.9<br />

At 1 April 2011 42.1<br />

Acquisition <strong>of</strong> subsidiary (Note 27) 18.2<br />

At 31 March 2012 60.3<br />

The carrying value <strong>of</strong> goodwill has been allocated by operating segment as follows:<br />

for the year ended 31 March 2012<br />

<strong>Group</strong><br />

Public Sector Services 35.2 17.0<br />

Regulated Sector Services 25.1 25.1<br />

2012<br />

£m<br />

2011<br />

£m<br />

60.3 42.1<br />

The carrying values <strong>of</strong> the <strong>Group</strong>’s goodwill are reassessed at least <strong>annual</strong>ly or whenever events or changes in circumstances indicate that the carrying value <strong>may</strong> not be<br />

recoverable. If analysis indicates that the carrying value is too high, then this is reduced to its recoverable amount which is the higher <strong>of</strong> fair value less costs to sell and its<br />

value in use.<br />

Value in use is calculated using pre-tax cash flow projections based on financial budgets and business plans covering a four year period, which take into account historical<br />

trends and market conditions, and which have been approved by the Board. The cash flow forecasts are adjusted by an appropriate discount rate derived from our cost <strong>of</strong><br />

capital plus a reasonable risk premium at the date <strong>of</strong> valuation.<br />

The key assumptions are: operating margin (4%-5%); average <strong>annual</strong> growth rate (0%-7%); and pre-tax discount rate (10%). The average growth rates used are consistent<br />

with forecasts included in industry <strong>report</strong>s.<br />

The <strong>Group</strong>’s impairment review is sensitive to changes in the key assumptions used, in particular the growth rate and discount rate. However, based on the <strong>Group</strong>’s sensitivity<br />

analysis, a reasonable change in a single assumption will not cause impairment in any <strong>of</strong> the <strong>Group</strong>’s cash generating units.<br />

Valuation<br />

At 1 April 2010 19.9<br />

Internal development 2.9<br />

Additions – acquisition <strong>of</strong> subsidiary 5.0<br />

At 1 April 2011 27.8<br />

Internal development 0.5<br />

Additions – acquisition <strong>of</strong> subsidiary (Note 27) 11.1<br />

At 31 March 2012 39.4<br />

Amortisation<br />

At 1 April 2010 14.3<br />

Charge for year 2.1<br />

At 1 April 2011 16.4<br />

Charge for year 4.2<br />

At 31 March 2012 20.6<br />

Net book value at 31 March 2012 18.8<br />

Net book value at 1 April 2011 11.4<br />

84 May Gurney Integrated Services plc<br />

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Annual Report and Accounts 2012


Notes to the <strong>report</strong> and accounts<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

13. Other intangible assets (continued)<br />

Other intangible assets valuation comprises:<br />

Year<br />

acquired<br />

Carrying value<br />

£m<br />

Valuation<br />

£m<br />

TJ Brent Order book 1 2005 – 2.1 2<br />

TJ Brent Customer relationships 1 2005 0.4 6.4 10<br />

AC Chesters Order book 1 2007 – 1.2 3<br />

AC Chesters Customer relationships 1 2007 0.1 0.3 8<br />

FDT Order book 1 2008 – 0.6 3<br />

FDT Customer relationships 1 2008 – 0.5 5<br />

Willows Order book 1 2008 – 0.3 1.5<br />

Willows Customer relationships 1 2008 – 1.0 4<br />

SHWRC Business Order book 2 2008 1.0 3.7 8.5<br />

ECT Order book 2 2009 0.8 3.3 7<br />

ECT Customer relationships 2 2009 – 0.5 7<br />

MGConnect TM s<strong>of</strong>tware development 2011 2.8 3.4 4<br />

Turriff Order book 1 2011 0.6 1.7 3<br />

Turriff Customer relationships 1 2011 2.7 3.1 5<br />

Turriff Trademark 1 2011 0.1 0.2 1<br />

TransLinc Order book 2 2012 5.0 5.7 7<br />

TransLinc Customer relationships 2 2012 5.3 5.4 12<br />

18.8 39.4<br />

In the current and prior year the <strong>Group</strong> incurred costs in developing s<strong>of</strong>tware for the MGConnect TM project which is the <strong>Group</strong>’s <strong>integrated</strong> web-enabled technology platform<br />

that covers all areas <strong>of</strong> the <strong>Group</strong>’s activities.<br />

For the valuations above the purchase price allocation method was used, which required identification and fair value estimation <strong>of</strong> the individual intangible assets acquired.<br />

In order to arrive at an estimate <strong>of</strong> fair value, the income approach was used which values the cash flows that the asset might reasonably be expected to generate.<br />

The TransLinc valuations completed in the year were based on financial projections prepared at the time <strong>of</strong> acquisition and a weighted average cost <strong>of</strong> capital <strong>of</strong> 13.9%.<br />

1<br />

Regulated Sector Services operating segment<br />

2<br />

Public Sector Services operating segment<br />

* UEL = Original Useful Economic Life<br />

14. Investments<br />

UEL*<br />

yearsl<br />

15. Deferred tax (liability)/asset<br />

for the year ended 31 March 2012<br />

2012<br />

<strong>Group</strong><br />

£m<br />

2012<br />

Company<br />

£m<br />

2011<br />

<strong>Group</strong><br />

£m<br />

2011<br />

Company<br />

£m<br />

At beginning <strong>of</strong> year 0.9 0.7 1.1 0.9<br />

Effect <strong>of</strong> reduction in future tax rate to 24% (2011: 26%) 0.1 – (0.1) –<br />

Acquisition <strong>of</strong> subsidiaries (3.6) – (1.0) –<br />

Debited direct to equity (0.3) (0.3) – (0.2)<br />

Income statement credit 1.2 0.1 0.9 –<br />

At end <strong>of</strong> year (1.7) 0.5 0.9 0.7<br />

Deferred taxation at 24% (2011: 26%) is in respect <strong>of</strong>:<br />

for the year ended 31 March 2012<br />

2012<br />

<strong>Group</strong><br />

£m<br />

2012<br />

Company<br />

£m<br />

2011<br />

<strong>Group</strong><br />

£m<br />

2011<br />

Company<br />

£m<br />

Depreciation in excess <strong>of</strong> capital allowances 0.2 – 0.1 –<br />

Other temporary differences – – 0.9 –<br />

Intangible assets acquired (3.9) – (2.3) –<br />

Share-based payments 1.8 0.3 2.1 0.6<br />

Defined benefit pension scheme 0.2 0.2 0.1 0.1<br />

Deferred tax (liability)/asset (1.7) 0.5 0.9 0.7<br />

Deferred tax assets and liabilities are <strong>of</strong>fset when there is a legally enforceable right to <strong>of</strong>fset current tax assets against current tax liabilities and when the deferred taxes relate to<br />

the same fiscal authority.<br />

16. Inventories<br />

for the year ended 31 March 2012<br />

Raw materials and consumables 0.4 0.3<br />

Finished goods and goods for resale 4.1 4.1<br />

2012<br />

<strong>Group</strong><br />

£m<br />

2011<br />

<strong>Group</strong><br />

£m<br />

Company<br />

Shares in<br />

subsidiary<br />

undertakings<br />

£m<br />

2012<br />

Total<br />

£m<br />

2011<br />

Total<br />

£m<br />

During the year £11.5m (2011: £9.1m) <strong>of</strong> inventories was recognised as an expense.<br />

4.5 4.4<br />

Cost and net book value<br />

At beginning and end <strong>of</strong> year 20.3 20.3 20.3<br />

Refer to Note 30 for the list <strong>of</strong> subsidiary entities.<br />

86 May Gurney Integrated Services plc<br />

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87<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Notes to the <strong>report</strong> and accounts<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

17. Trade and other receivables<br />

for the year ended 31 March 2012<br />

2012<br />

<strong>Group</strong><br />

£m<br />

2012<br />

Company<br />

£m<br />

2011<br />

<strong>Group</strong><br />

£m<br />

2011<br />

Company<br />

£m<br />

Trade receivables 95.1 – 91.0 –<br />

Amounts due from contract customers 5.9 – 7.9 –<br />

Amounts owed by subsidiary undertakings – 11.4 – 2.8<br />

Other receivables 2.1 0.3 4.6 –<br />

Prepayments and accrued income 9.1 0.1 6.9 0.1<br />

112.2 11.8 110.4 2.9<br />

Trade and other receivables are initially stated at their fair value and subsequently measured at amortised cost as reduced by appropriate allowance for estimated irrecoverable<br />

amounts. The Directors consider that the carrying values <strong>of</strong> current trade and other receivables approximate their fair values.<br />

Amounts due from contract customers relates to value in excess <strong>of</strong> cash received recognised on long-term contracts. At 31 March 2012 there were three contracts being<br />

accounted for as a long-term contract (2011: three).<br />

Trade and other receivables have been reviewed for indicators <strong>of</strong> impairment. Certain trade receivables were found to be potentially impaired and a provision <strong>of</strong> £0.7m<br />

(2011: £0.5m) has been recorded accordingly.<br />

In addition, some <strong>of</strong> the unimpaired trade receivables are past due as at the <strong>report</strong>ing date. The age <strong>of</strong> financial assets past due but not impaired is as follows:<br />

for the year ended 31 March 2012<br />

2012<br />

<strong>Group</strong><br />

£m<br />

2012<br />

Company<br />

£m<br />

2011<br />

<strong>Group</strong><br />

£m<br />

2011<br />

Company<br />

£m<br />

Not more than 3 months 7.7 – 3.9 –<br />

More than 3 months but not more than 6 months 0.8 – 0.8 –<br />

The movement in the provision for impairment <strong>of</strong> trade receivables is as follows:<br />

for the year ended 31 March 2012<br />

8.5 – 4.7 –<br />

2012<br />

<strong>Group</strong><br />

£m<br />

2012<br />

Company<br />

£m<br />

2011<br />

<strong>Group</strong><br />

£m<br />

2011<br />

Company<br />

£m<br />

Balance at 1 April 2011 0.5 – 0.4 –<br />

Credited to the income statement<br />

– additional provisions 0.5 – 0.4 –<br />

– unused amounts reversed (0.3) – (0.3) –<br />

Balance at 31 March 2012 0.7 – 0.5 –<br />

17. Trade and other receivables (continued)<br />

The ageing <strong>of</strong> the impaired receivables is as follows:<br />

for the year ended 31 March 2012<br />

2012<br />

<strong>Group</strong><br />

£m<br />

2012<br />

Company<br />

£m<br />

2011<br />

<strong>Group</strong><br />

£m<br />

2011<br />

Company<br />

£m<br />

Six to nine months 0.3 – 0.2 –<br />

Nine to twelve months 0.2 – 0.1 –<br />

Over twelve months 0.2 – 0.2 –<br />

Exposure to credit risk is disclosed in Note 20.<br />

18. Cash and cash equivalents<br />

for the year ended 31 March 2012<br />

0.7 – 0.5 –<br />

2012<br />

<strong>Group</strong><br />

£m<br />

2012<br />

Company<br />

£m<br />

2011<br />

<strong>Group</strong><br />

£m<br />

2011<br />

Company<br />

£m<br />

Cash at bank and in hand 30.5 3.0 20.9 3.5<br />

Short-term bank deposits 0.5 0.1 15.3 5.1<br />

The carrying amount <strong>of</strong> cash and cash equivalents approximates their fair value.<br />

19. Trade and other payables<br />

for the year ended 31 March 2012<br />

31.0 3.1 36.2 8.6<br />

2012<br />

<strong>Group</strong><br />

£m<br />

2012<br />

Company<br />

£m<br />

2011<br />

<strong>Group</strong><br />

£m<br />

2011<br />

Company<br />

£m<br />

Amounts due to contract customers 6.0 – 3.9 –<br />

Trade payables 89.7 0.1 80.2 –<br />

Contingent consideration 5.0 – 6.0 –<br />

Other tax and social security 17.8 0.8 14.8 1.0<br />

Other payables 8.8 0.1 16.3 0.2<br />

Accruals and deferred income 13.9 0.4 11.5 0.2<br />

141.2 1.4 132.7 1.4<br />

Trade and other payables are initially stated at their fair value and subsequently measured at amortised cost. The Directors consider that the carrying values <strong>of</strong> current trade<br />

and other payables approximate their fair values.<br />

Amounts due to contract customers relates to cash received in excess <strong>of</strong> value recognised.<br />

During the year, the <strong>Group</strong> agreed with the vendor <strong>of</strong> Turriff <strong>Group</strong> Limited in respect <strong>of</strong> the £1 million contingent consideration which was payable on determination <strong>of</strong> the<br />

completion EBITDA (Earnings Before Interest, Tax, Depreciation and Amortisation) for the year ended 31 December 2010 for Turriff <strong>Group</strong>.<br />

88 May Gurney Integrated Services plc<br />

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89<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Notes to the <strong>report</strong> and accounts<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

20. Financial instruments<br />

Capital risk management<br />

The <strong>Group</strong> manages its capital to ensure its ability to continue as a going concern and to maintain an optimal capital structure to reduce the cost <strong>of</strong> capital.<br />

The capital structure <strong>of</strong> the <strong>Group</strong> comprises equity attributable to equity holders <strong>of</strong> May Gurney Integrated Services plc consisting <strong>of</strong> issued ordinary share capital, reserves<br />

and retained earnings as disclosed in Notes 23 and 25 and cash and cash equivalents as disclosed in Note 18.<br />

The <strong>Group</strong> maintains or adjusts its capital structure through the payment <strong>of</strong> dividends to shareholders. The <strong>Group</strong>’s policy is to carry no significant long-term debt, other than<br />

finance leases.<br />

The <strong>Group</strong>’s overall capital risk management strategy remains unchanged from 2011.<br />

Financial risk management<br />

Financial risk management is an integral part <strong>of</strong> the way the <strong>Group</strong> is managed. In the course <strong>of</strong> its business, the <strong>Group</strong> is exposed primarily to interest rate risk, credit risk and<br />

liquidity risk. The overall aim <strong>of</strong> the <strong>Group</strong>’s financial risk management policies is to minimise potential adverse effects on financial performance and net assets.<br />

The <strong>Group</strong>’s finance department manages the principal financial risks within policies and operating parameters approved by the Board <strong>of</strong> Directors.<br />

Interest rate risk<br />

Interest rate risk arises on the <strong>Group</strong>’s obligations under finance leases as some interest rates are fixed at the start <strong>of</strong> the lease and some are floating. A 1% increase/decrease<br />

in the floating rate would lead to a £0.3m increase/decrease in the <strong>Group</strong>’s finance costs.<br />

Interest rate risk arises on the <strong>Group</strong>’s cash and cash equivalents. A 1% increase/decrease in the Bank <strong>of</strong> England base rate would lead to a £0.3m (2011: £0.4m) increase/<br />

decrease in the <strong>Group</strong>’s finance income.<br />

Credit risk<br />

Exposure to credit risk is limited to the carrying amount <strong>of</strong> financial assets recognised at the <strong>report</strong>ing date, namely cash and cash equivalents and trade and other receivables.<br />

The <strong>Group</strong> continuously monitors defaults <strong>of</strong> customers and other counterparties, identified either individually or by group, and incorporates this information into its credit risk<br />

controls. Where available at reasonable cost, external credit ratings and/or <strong>report</strong>s on customers and other counterparties are obtained and used. The <strong>Group</strong>’s policy is to deal<br />

only with creditworthy counterparties.<br />

The <strong>Group</strong>’s management considers that all financial assets that are not impaired for each <strong>of</strong> the <strong>report</strong>ing dates under review are <strong>of</strong> good credit quality, including those that are<br />

past due. An analysis <strong>of</strong> amounts that are past due but not impaired is shown in Note 17.<br />

None <strong>of</strong> the <strong>Group</strong>’s financial assets are secured by collateral or other credit enhancements.<br />

The credit risk for liquid funds and other short-term financial assets is considered negligible, since the counterparties are reputable banks with high quality external credit ratings.<br />

The <strong>Group</strong> has no significant concentration <strong>of</strong> credit risk in respect <strong>of</strong> amounts due from contract customers or trade receivable balances at the <strong>report</strong>ing date, with exposure<br />

spread over a number <strong>of</strong> customers and across the <strong>Group</strong>’s operating segments.<br />

Liquidity risk<br />

The <strong>Group</strong> manages its liquidity needs by carefully monitoring scheduled debt servicing payments for long-term financial liabilities as well as cash outflows due in day-to-day<br />

business. Liquidity needs are monitored in various time bands, on a day-to-day and week-to-week basis, as well as on the basis <strong>of</strong> a rolling 30-day projection.<br />

The <strong>Group</strong> maintains cash to meet its liquidity requirements for up to 30-day periods. Funding in regards to long-term liquidity needs is additionally secured by an adequate<br />

amount <strong>of</strong> committed credit facilities.<br />

Commodity Price Risk<br />

Through its environmental <strong>services</strong> contracts the <strong>Group</strong> has some exposure to fluctuations in recyclable commodity prices. Where possible the <strong>Group</strong> seeks to mitigate the risk<br />

by passing on the risk and reward <strong>of</strong> price fluctuations to clients and through the use <strong>of</strong> cap and collar agreements with buyers <strong>of</strong> recyclable commodities. The fair value <strong>of</strong> such<br />

contracts is not considered material as a limited amount <strong>of</strong> recyclable material is held at the end <strong>of</strong> the year and as such is not recognised in the statement <strong>of</strong> financial position.<br />

Foreign currency risk<br />

The <strong>Group</strong> does not have significant foreign currency transactions and exposure to foreign currency risk is therefore minimal. Accordingly, these financial statements do not<br />

include any sensitivity analysis in respect <strong>of</strong> currency risk.<br />

Price risk<br />

The Directors do not consider there to be any price risk relating to equity instruments and hence no need for any related disclosures.<br />

20. Financial instruments (continued)<br />

Categories <strong>of</strong> financial instruments<br />

<strong>Group</strong><br />

2012<br />

Loans and<br />

receivables<br />

£m<br />

2012<br />

Non-financial<br />

assets<br />

£m<br />

2012<br />

Financial<br />

liabilities at<br />

amortised cost<br />

£m<br />

2012<br />

Non-financial<br />

liabilities<br />

£m<br />

2011<br />

Loans and<br />

receivables<br />

£m<br />

2011<br />

Non-financial<br />

assets<br />

£m<br />

2011<br />

Financial<br />

liabilities at<br />

amortised cost<br />

£m<br />

2011<br />

Non-financial<br />

liabilities<br />

£m<br />

Financial assets<br />

Cash at bank 31.0 – – – 36.2 – – –<br />

Trade receivables – current 95.1 – – – 91.0 – – –<br />

Other receivables – current 8.0 – – – 12.5 – – –<br />

Prepayments – 9.1 – – – 6.9 – –<br />

Total 134.1 9.1 – – 139.7 6.9 – –<br />

Financial liabilities<br />

Trade payables – – (89.7) – – – (80.2) –<br />

Other liabilities – current – – (14.8) – – – (20.2) –<br />

Other liabilities – non-current – – – – – – – (0.1)<br />

Accruals – – (13.9) – – – (11.5) –<br />

VAT and taxation payables – – – (20.9) – – – (16.8)<br />

Contingent consideration – – (5.0) – – – (6.0) –<br />

Borrowings – current – – (20.0) – – – – –<br />

Total – – (143.4) (20.9) – – (117.9) (16.9)<br />

Net 134.1 9.1 (143.4) (20.9) 139.7 6.9 (117.9) (16.9)<br />

Company<br />

2012<br />

Loans and<br />

receivables<br />

£m<br />

2012<br />

Non-financial<br />

assets<br />

£m<br />

2012<br />

Financial<br />

liabilities at<br />

amortised cost<br />

£m<br />

2012<br />

Non-financial<br />

liabilities<br />

£m<br />

2011<br />

Loans and<br />

receivables<br />

£m<br />

2011<br />

Non-financial<br />

assets<br />

£m<br />

2011<br />

Financial<br />

liabilities at<br />

amortised cost<br />

£m<br />

2011<br />

Non-financial<br />

liabilities<br />

£m<br />

Financial assets<br />

Cash at bank 3.1 – – – 8.6 – – –<br />

Other receivables 0.3 – – – – – – –<br />

Prepayments – 0.1 – – – 0.1 – –<br />

VAT and taxation receivables – 0.5 – – – 0.4 – –<br />

Investments in subsidiaries – 20.3 – – – 20.3 – –<br />

Total 3.4 20.9 – – 8.6 20.8 – –<br />

Financial liabilities<br />

Trade payables – – (0.1) – – – – –<br />

Other liabilities – current – – (0.1) – – – (0.2) –<br />

Accruals – – (0.4) – – – (0.2) –<br />

VAT and taxation payables – – – (0.8) – – – (1.0)<br />

Total – – (0.6) (0.8) – – (0.4) (1.0)<br />

Net 3.4 20.9 (0.6) (0.8) 8.6 20.8 (0.4) (1.0)<br />

90 May Gurney Integrated Services plc<br />

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91<br />

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Annual Report and Accounts 2012


Notes to the <strong>report</strong> and accounts<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

20. Financial instruments (continued)<br />

2012<br />

Trade and<br />

other payables<br />

£m<br />

2012<br />

Finance leases<br />

& borrowings<br />

£m<br />

2012<br />

Total<br />

£m<br />

2011<br />

Trade and<br />

other payables<br />

£m<br />

2011<br />

Finance<br />

leases<br />

£m<br />

Due within one year 118.4 37.9 156.3 111.9 8.3 120.2<br />

Due within one to two years – 15.2 15.2 – 5.9 5.9<br />

Due within two to five years – 26.4 26.4 – 13.8 13.8<br />

Due after five years – 3.3 3.3 – – –<br />

2011<br />

Total<br />

£m<br />

118.4 82.8 201.2 111.9 <strong>28</strong>.0 139.9<br />

The above contractural maturities reflect the gross cash flows which <strong>may</strong> differ to the carrying values <strong>of</strong> the liabilities at the <strong>report</strong>ing date.<br />

21. Obligations under finance leases and borrowings<br />

for the year ended 31 March 2012<br />

Finance lease and hire purchase obligations<br />

Repayable: within one year 16.9 7.3<br />

Repayable: between two and five years 40.0 18.0<br />

Repayable: after more than five years 3.3 –<br />

2012<br />

<strong>Group</strong><br />

£m<br />

2011<br />

<strong>Group</strong><br />

£m<br />

60.2 25.3<br />

The net obligations under finance lease and hire purchase agreements <strong>of</strong> £60.2m (2011: £25.3m) are secured on the assets acquired. The Directors consider that there is<br />

no material difference between the carrying value and the fair value <strong>of</strong> finance lease obligations.<br />

The gross obligations under finance lease and hire purchase agreements are £62.8m (2011: £<strong>28</strong>.0m).<br />

During the year, finance lease obligations totalling £<strong>28</strong>.3m (2011: £1.3m) were acquired with the new subsidiary undertakings.<br />

for the year ended 31 March 2012<br />

Borrowings – bank loan<br />

Repayable: within one year 20.0 –<br />

Repayable: between two and five years – –<br />

Repayable: after more than five years – –<br />

During the year the <strong>Group</strong> entered into a revolving-loan facility in connection with the acquisition <strong>of</strong> Senturion <strong>Group</strong>.<br />

2012<br />

<strong>Group</strong><br />

£m<br />

2011<br />

<strong>Group</strong><br />

£m<br />

20.0 –<br />

22. Provisions and other liabilities<br />

for the year ended 31 March 2012<br />

At beginning <strong>of</strong> year 0.1 0.1<br />

Credit for the year (0.1) –<br />

At end <strong>of</strong> year – 0.1<br />

The above provisions comprise £nil (2011: £0.1m) in respect <strong>of</strong> site reinstatement obligations where the <strong>Group</strong> was formerly engaged in the excavation <strong>of</strong> sand and aggregates<br />

and other site reinstatement obligations.<br />

23. Share capital<br />

for the year ended 31 March 2012<br />

Authorised<br />

Equity shares<br />

Ordinary 5 pence shares 6.8 6.8<br />

Issued and fully paid<br />

Equity shares<br />

Ordinary 5 pence shares 3.5 3.5<br />

Authorised ordinary 5 pence shares 135,000,000 135,000,000<br />

Issued ordinary 5 pence shares 70,236,016 70,236,016<br />

24. Share-based payments<br />

The following expense was charged in respect <strong>of</strong> the <strong>Group</strong>’s share-based incentive schemes:<br />

for the year ended 31 March 2012<br />

LTIP – 0.1<br />

Sharesave – 0.3<br />

CSOP & other schemes 0.1 (0.1)<br />

Total 0.1 0.3<br />

2012<br />

<strong>Group</strong><br />

£m<br />

2012<br />

£m<br />

Number<br />

2012<br />

<strong>Group</strong><br />

£m<br />

2011<br />

<strong>Group</strong><br />

£m<br />

2011<br />

£m<br />

Number<br />

2011<br />

<strong>Group</strong><br />

£m<br />

92 May Gurney Integrated Services plc<br />

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93<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Notes to the <strong>report</strong> and accounts<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

24. Share-based payments (continued)<br />

For options granted post-flotation (June 2006), independent valuations have been used to determine the fair values for share-based payments.<br />

The fair values and assumptions used were as follows:<br />

LTIP 09 LTIP 10 LTIP 11 CSOP 09 CSOP 10 CSOP 11<br />

Deferred<br />

bonus 10<br />

Deferred<br />

bonus 11<br />

Sharesave<br />

09<br />

Sharesave<br />

10<br />

Sharesave<br />

11<br />

Stand<br />

alone<br />

option 06<br />

Stand<br />

alone<br />

option 07<br />

24. Share-based payments (continued)<br />

The May Gurney Long-Term Incentive Plan (‘LTIP’)<br />

The LTIP scheme is a long-term incentive plan for Executive Directors and senior managers. The exercise <strong>of</strong> awards granted under the LTIP will in normal circumstances be<br />

conditional upon the achievement <strong>of</strong> objective performance targets set at the time <strong>of</strong> grant. Such performance targets shall be measured over a performance period. Options<br />

granted under the LTIP Scheme will normally lapse in the event an option holder ceases to remain an employee or <strong>of</strong>ficer <strong>of</strong> the Company or any <strong>of</strong> the Company’s subsidiaries.<br />

Further details <strong>of</strong> the Scheme are included in the Directors’ Remuneration Report. Options granted, exercised and forfeited under the Scheme were as follows:<br />

Pricing model Trinomial Trinomial Trinomial Trinomial Trinomial Trinomial Trinomial Trinomial Trinomial Trinomial Trinomial Trinomial Trinomial<br />

Grant date 8 Jul 09 8 Jul 10 7 Jul 11 8 Jul 09 8 Jul 10 7 Jul 11 8 Jul 10 7 Jul 11 12 Aug 09 6 Aug 10 6 Aug 11 12 Mar 07 25 Jul 07<br />

Share price at grant 161.00p 192.00p <strong>28</strong>2.00p 161.00p 192.00p <strong>28</strong>2.00p 192.00p <strong>28</strong>2.00p 175.00p 198.00p 273.00p 330.00p 335.50p<br />

Exercise price Nil Nil Nil 161.00p 192.00p <strong>28</strong>2.00p Nil Nil 139.00p 159.00p 219.00p 330.00p 335.50p<br />

Option life 10 years 10 years 10 years 10 years 10 years 10 years 3 years 3 years 3.6 years 3.6 years 3.6 years 10 years 10 years<br />

Expected vesting life 3 years 3 years 3 years 3 years 3 years 3 years 2 years 2 years 3.1 years 3.1 years 3.1 years 2 years 3 years<br />

Risk free rate 3.73% 3.22% 3.30% 3.73% 3.22% 3.30% 1.16% 1.13% 3.03% 1.98% 1.42% 4.80% 5.30%<br />

Expected volatility 40% 40% 40% 40% 40% 40% 40% 40% 40% 40% 40% 25% 25%<br />

Expected dividend yield 3% 3% 3% 3% 3% 3% 3% 3% 3% 3% 3% 2% 2%<br />

Value per option 147.00p 175.00p 264.00p 52.00p 63.00p 103.00p 180.00p 272.00p 36.00p 39.00p 90.00p 87.06p 95.40p<br />

For 2003 Scheme options, which were granted prior to flotation, the fair values <strong>of</strong> <strong>services</strong> received in return for share-based payments were measured by the fair value <strong>of</strong><br />

shares received and options granted. Owing to the absence <strong>of</strong> a market for the Company’s shares at the time <strong>of</strong> grant, the Company used share valuation methodology which<br />

looks at comparator listed companies and adjusts for the lack <strong>of</strong> an active market by means <strong>of</strong> discounting their quoted price earnings ratios. The risk free rate <strong>of</strong> return was<br />

assumed to be 5%.<br />

May Gurney Integrated Services Unapproved Share Option Scheme (the ‘2003 Scheme’)<br />

The 2003 Scheme was adopted in 2003 and ceased issuing new options on the flotation <strong>of</strong> the Company. Under the Scheme, options were granted to Executive Directors<br />

and to senior and middle management. The exercise <strong>of</strong> some <strong>of</strong> the options granted under the 2003 Scheme was conditional upon the achievement <strong>of</strong> objective performance<br />

targets set by the Trustee <strong>of</strong> the ESOT at the time <strong>of</strong> grant. Options granted under the 2003 Scheme will normally lapse in the event an option holder ceases to remain an<br />

employee or <strong>of</strong>ficer <strong>of</strong> the Company or any <strong>of</strong> the Company’s subsidiaries. Further details <strong>of</strong> the Scheme are included in the Directors’ Remuneration Report.<br />

Options granted, exercised and forfeited under the Scheme were as follows:<br />

2012<br />

Number<br />

2012<br />

Weighted<br />

average<br />

exercise price<br />

2011<br />

Number<br />

2011<br />

Weighted<br />

average<br />

exercise price<br />

Outstanding at beginning <strong>of</strong> year 376,500 13.58p 596,500 26.01p<br />

Granted – – – –<br />

Exercised – – (29,000) 13.58p<br />

Lapsed – – (200,000) 50.64p<br />

Outstanding at end <strong>of</strong> year 367,500 13.58p 376,500 13.58p<br />

Exercisable at the end <strong>of</strong> the year 367,500 13.58p 367,500 13.58p<br />

2012<br />

Number<br />

2012<br />

Weighted<br />

average<br />

exercise price<br />

2011<br />

Number<br />

2011<br />

Weighted<br />

average<br />

exercise price<br />

Outstanding at beginning <strong>of</strong> year 1,409,212 – 949,826 –<br />

Granted 446,146 – 689,402 –<br />

Exercised – – – –<br />

Lapsed (1,053,957) – (230,016) –<br />

Outstanding at end <strong>of</strong> year 801,401 – 1,409,212 –<br />

Exercisable at the end <strong>of</strong> the year – – – –<br />

The May Gurney Savings Related Share Option Scheme (‘Sharesave’)<br />

The Sharesave Scheme was established in July 2007. Participation is <strong>of</strong>fered to all employees <strong>of</strong> the <strong>Group</strong> who have been employed for a continuous period which is<br />

determined by the Board <strong>of</strong> Directors. Under the Sharesave contract participating employees save a regular sum each month for three years <strong>of</strong> not less than £5 nor more than<br />

£250 per month.<br />

Options to acquire ordinary shares in the capital <strong>of</strong> the Company will be granted to eligible employees who enter into a Sharesave contract. The number <strong>of</strong> options will be that<br />

number <strong>of</strong> shares which have an aggregate option price not exceeding the projected proceeds <strong>of</strong> the Sharesave contract including any bonus. The option price per share will<br />

not be less than 80% <strong>of</strong> the market value <strong>of</strong> an ordinary share on the day on which invitations to apply for options are issued.<br />

The requirement to make regular saving contributions under the Scheme are non-vesting conditions. When an employee chooses whether to meet a non-vesting condition,<br />

and fails to do so, such a failure is treated as a cancellation and therefore an acceleration <strong>of</strong> the share-based payment charge.<br />

Options granted under the Sharesave Scheme will normally lapse in the event an option holder ceases to remain an employee or <strong>of</strong>ficer <strong>of</strong> the Company or any <strong>of</strong> the<br />

Company’s subsidiaries. Further details <strong>of</strong> the Scheme are included in the Directors’ Remuneration Report. Options granted, exercised and forfeited under the Scheme<br />

were as follows:<br />

2012<br />

Number<br />

2012<br />

Weighted<br />

average<br />

exercise price<br />

2011<br />

Number<br />

2011<br />

Weighted<br />

average<br />

exercise price<br />

Outstanding at beginning <strong>of</strong> year 2,347,251 173.51p 1,891,561 179.05p<br />

Granted 688,673 219.00p 852,739 159.00p<br />

Exercised (391,950) 189.34p (6,572) 155.90p<br />

Lapsed (717,815) 212.69p (390,477) 169.23p<br />

Outstanding at end <strong>of</strong> year 1,926,159 171.96p 2,347,251 173.51p<br />

Exercisable at the end <strong>of</strong> the year – – – –<br />

No options were exercised in the year. The weighted average share price at date <strong>of</strong> exercise in 2011 was 203p.<br />

94 May Gurney Integrated Services plc<br />

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Notes to the <strong>report</strong> and accounts<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

24. Share-based payments (continued)<br />

25. Reserves<br />

The May Gurney Company Share Ownership Plan (‘CSOP’)<br />

The CSOP Scheme is a long-term incentive plan for senior managers. The exercise <strong>of</strong> awards granted under the CSOP will, in normal circumstances, be conditional upon the<br />

achievement <strong>of</strong> objective performance targets set at the time <strong>of</strong> grant. Such performance targets shall be measured over a performance period. Options granted under the<br />

CSOP Scheme will normally lapse in the event an option holder ceases to remain an employee or <strong>of</strong>ficer <strong>of</strong> the Company or any <strong>of</strong> the Company’s subsidiaries. Options granted,<br />

exercised and forfeited under the Scheme were as follows:<br />

for the year ended 31 March 2012<br />

Share premium account<br />

2012<br />

<strong>Group</strong><br />

£m<br />

2012<br />

Company<br />

£m<br />

2011<br />

<strong>Group</strong><br />

£m<br />

2011<br />

Company<br />

£m<br />

2012<br />

Number<br />

2012<br />

Weighted<br />

average<br />

exercise price<br />

2011<br />

Number<br />

2011<br />

Weighted<br />

average<br />

exercise price<br />

Outstanding at beginning <strong>of</strong> year 314,887 208.13p 259,881 257.46p<br />

Granted 63,8<strong>28</strong> <strong>28</strong>2.00p 72,912 192.00p<br />

Exercised – – – –<br />

Forfeited (121,<strong>28</strong>8) 204.63p (17,906) 223.38p<br />

Outstanding at end <strong>of</strong> year 257,427 <strong>28</strong>5.57p 314,887 208.13p<br />

Exercisable at the end <strong>of</strong> the year – – – –<br />

The May Gurney Deferred Share Bonus Plan (‘Deferred Bonus’)<br />

The Deferred Bonus Scheme is a long-term incentive plan for Executive Directors and senior managers, whereby one third <strong>of</strong> the option holders’ pr<strong>of</strong>it share bonus in 2010<br />

and 2011 was converted into share options. Options granted under the Deferred Bonus Scheme will normally lapse in the event an option holder ceases to remain an employee<br />

or <strong>of</strong>ficer <strong>of</strong> the Company or any <strong>of</strong> the Company’s subsidiaries. Options granted, exercised and forfeited under the Scheme were as follows:<br />

2012<br />

Number<br />

2012<br />

Weighted<br />

average<br />

exercise price<br />

2011<br />

Number<br />

2011<br />

Weighted<br />

average<br />

exercise price<br />

Outstanding at beginning <strong>of</strong> year 38,111 – – –<br />

Granted 60,635 – 45,500 –<br />

Exercised – – – –<br />

Forfeited (15,662) – (7,389) –<br />

Outstanding at end <strong>of</strong> year 83,084 – 38,111 –<br />

Exercisable at the end <strong>of</strong> the year – – – –<br />

Other schemes<br />

Options granted, exercised and forfeited under other schemes were as follows:<br />

Date <strong>of</strong> award<br />

Market value at<br />

date <strong>of</strong> award<br />

Earliest<br />

vesting date<br />

Awarded at<br />

1 Apr 11<br />

Granted<br />

in year<br />

Vested<br />

in year<br />

Lapsed<br />

in year<br />

Awarded at<br />

31 Mar 12<br />

12 Mar 07 330.0p 12 Mar 09 151,515 – – – 151,515<br />

25 Jul 07 335.5p 25 Jul 10 5,961 – – – 5,961<br />

At beginning and end <strong>of</strong> year 13.2 13.2 13.2 13.2<br />

Merger relief reserve<br />

At beginning and end <strong>of</strong> year 1.9 1.9 1.9 1.9<br />

Retained earnings<br />

At beginning <strong>of</strong> year 64.1 11.1 53.4 10.7<br />

Retained pr<strong>of</strong>it for the year 13.8 8.3 13.3 3.6<br />

Dividends (4.9) (4.9) (3.9) (3.9)<br />

Items charged direct to equity – – 0.7 0.7<br />

Movements relating to share-based payments (0.4) (0.1) 0.6 –<br />

At end <strong>of</strong> year 72.6 14.4 64.1 11.1<br />

Merger relief reserve<br />

On 8 June 2004, the Company issued 21,715 ordinary shares <strong>of</strong> £1 each at a premium amounting to £1.9m. The shares were issued as part consideration for the acquisition<br />

<strong>of</strong> the whole <strong>of</strong> the issued share capital <strong>of</strong> TJ Brent Limited, accounted for using the purchase method <strong>of</strong> accounting. The premium over the nominal value <strong>of</strong> the shares issued<br />

was previously credited to a merger relief reserve as allowed under Section 612 <strong>of</strong> the Companies Act 2006.<br />

Other reserves<br />

Other reserves in the <strong>Group</strong> and Company statements <strong>of</strong> financial position are made up as follows:<br />

for the year ended 31 March 2012<br />

Capital<br />

redemption<br />

reserve<br />

£m<br />

<strong>Group</strong> and Company<br />

At beginning and end <strong>of</strong> year 2.9 (1.5) 1.4 1.4<br />

Capital redemption reserve<br />

The capital redemption reserve arose on the redemption <strong>of</strong> the May Gurney Integrated Services plc cumulative convertible redeemable £1 preference shares in September 2004.<br />

ESOT reserve<br />

As at 31 March 2012 the ESOT held 1,434,378 (2011: 1,434,378) ordinary 5 pence shares in the Company.<br />

The maximum number <strong>of</strong> 5 pence ordinary shares held in the Company by the ESOT during the year was 1,434,378 (2011: 1,434,378).<br />

The ordinary shares in the Company held by the ESOT represent 2.0% (2011: 2.0%) <strong>of</strong> the ordinary share capital <strong>of</strong> the Company.<br />

On <strong>28</strong> March 2008, May Gurney <strong>Group</strong> Trustees Limited acting in its capacity as trustee <strong>of</strong> the ESOT transferred 1,783,324 ordinary shares by way <strong>of</strong> a gift for nil consideration<br />

to Lloyds TSB Offshore Trust Company Limited acting in its capacity as trustee <strong>of</strong> the May Gurney Integrated Services plc Employee Benefit Trust (EBT), an <strong>of</strong>fshore trust. The<br />

ordinary shares in the Company held by the EBT represent 2.4% <strong>of</strong> the ordinary share capital <strong>of</strong> the Company. At 31 March 2012 the EBT held 1,305,108 (2011: 1,675,134)<br />

ordinary shares.<br />

ESOT<br />

reserve<br />

£m<br />

2012<br />

Total<br />

£m<br />

2011<br />

Total<br />

£m<br />

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Notes to the <strong>report</strong> and accounts<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

26. Commitments<br />

for the year ended 31 March 2012<br />

(i) Operating lease commitments<br />

Total commitments due under operating leases:<br />

Land and buildings<br />

Within one year 2.5 2.5<br />

Between two and five years 6.3 4.5<br />

More than five years 1.4 1.3<br />

2012<br />

<strong>Group</strong><br />

£m<br />

2011<br />

<strong>Group</strong><br />

£m<br />

10.2 8.3<br />

Other<br />

Within one year 5.4 6.2<br />

Between two and five years 6.3 9.0<br />

More than five years – –<br />

(ii) Property, plant and equipment<br />

Future capital expenditure authorised by the Directors but not provided<br />

for in these financial statements is as follows:<br />

11.7 15.2<br />

Contracts placed 20.6 2.3<br />

27. Business combinations<br />

On 9 November 2011, the <strong>Group</strong> acquired 100% <strong>of</strong> the issued share capital <strong>of</strong> Senturion <strong>Group</strong> Limited, trading as TransLinc, a market-leading provider<br />

<strong>of</strong> specialist fleet and passenger <strong>services</strong> to UK local authorities. This transaction has been accounted for by the acquisition method <strong>of</strong> accounting.<br />

The net assets acquired in the transaction, and the goodwill arising, are as follows:<br />

Acquiree's<br />

carrying<br />

amount before<br />

combination<br />

£m<br />

Provisional<br />

fair value<br />

adjustments<br />

£m<br />

Fair value<br />

£m<br />

Net assets acquired:<br />

Property, plant and equipment 48.1 (0.5) 47.6<br />

Intangible assets – 11.1 11.1<br />

Inventories 0.1 – 0.1<br />

Trade receivables 4.9 – 4.9<br />

Cash and cash equivalents 4.5 – 4.5<br />

Trade payables (13.9) (0.6) (14.5)<br />

Taxation payables (0.6) – (0.6)<br />

Debt (17.2) – (17.2)<br />

Finance leases (<strong>28</strong>.3) – (<strong>28</strong>.3)<br />

Deferred tax (1.1) (2.5) (3.6)<br />

(3.5) 7.5 4.0<br />

Goodwill 18.2<br />

Total consideration 22.2<br />

Purchase consideration:<br />

Cash paid 22.2<br />

Net cash outflow arising on acquisition:<br />

Cash consideration paid (22.2)<br />

Bank balance acquired 4.5<br />

Acquisition and integration costs (1.2)<br />

Bank loans and loan notes repaid (17.2)<br />

Provisional fair value adjustments have been made to Property, plant and equipment and Trade payables in order to align the acquiree’s accounting policies with those <strong>of</strong> the <strong>Group</strong>.<br />

The intangible asset recognised on acquisition relates to the fair value <strong>of</strong> the order book and customer relationships acquired. Further details are disclosed in Note 13.<br />

The acquisition and integration costs <strong>of</strong> £1.2 million above have been paid during the year, with a further £0.8 million <strong>of</strong> costs included in Accruals and deferred income.<br />

The goodwill arising on the acquisition <strong>of</strong> Senturion <strong>Group</strong> Limited is attributable to the anticipated pr<strong>of</strong>itability <strong>of</strong> the <strong>Group</strong>’s <strong>services</strong> in the new markets.<br />

Senturion <strong>Group</strong> Limited contributed £13.6 million revenue and £1.7 million pr<strong>of</strong>it to the <strong>Group</strong>’s pr<strong>of</strong>it before tax for the period between the date <strong>of</strong> acquisition and the<br />

financial <strong>report</strong>ing date.<br />

If the acquisition had been completed on 1 April 2011, total <strong>Group</strong> revenue for the year would have been £729.4 million, and pr<strong>of</strong>it for the period would have been £16.3 million.<br />

22.2<br />

(36.1)<br />

98 May Gurney Integrated Services plc<br />

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Notes to the <strong>report</strong> and accounts<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

<strong>28</strong>. Employee benefits<br />

Defined contribution pension schemes<br />

The <strong>Group</strong> operates eight defined contribution pension schemes (2011: eight) and contributions during the year amounted to £6.9m (2011: £4.0m). The schemes are the May<br />

Gurney Defined Contribution Pension Scheme, TJ Brent Limited <strong>Group</strong> Personal Pension Plan, T Cartledge Limited <strong>Group</strong> Personal Pension Plan, AC Chesters & Son Limited<br />

Staff Pension Scheme, FDT Executive Pension Plan, FDT <strong>Group</strong> Personal Pension Plan, FDT Stakeholder Pension and Willows Plant Limited <strong>Group</strong> Personal Pension Plan.<br />

The <strong>Group</strong> also makes contributions to local government defined benefit pension schemes in respect <strong>of</strong> certain employees who have transferred to the <strong>Group</strong> under TUPE<br />

transfer arrangements. The <strong>Group</strong> is unable to identify its share <strong>of</strong> the underlying assets and liabilities in the Scheme on a consistent and reasonable basis and consequently<br />

the pension costs for these schemes are treated as if they were defined contribution schemes.<br />

Defined benefit pension scheme<br />

The <strong>Group</strong> operates two defined benefit pension schemes, the May Gurney Defined Benefit Pension Scheme (the ‘May Gurney Scheme’) and the TransLinc Pension Scheme<br />

(the ‘TransLinc Scheme’). The assets <strong>of</strong> the schemes are held separately from those <strong>of</strong> the <strong>Group</strong> and are invested in managed funds.<br />

The most recent full triennial valuation <strong>of</strong> the May Gurney Scheme was carried out at 31 March 2011. The ongoing valuation assumed, in assessing pension costs, that the<br />

return on the May Gurney Scheme’s pre-retirement investments would exceed by 2.5% the rate at which wages and salaries would increase. Future pensions that are due to<br />

increase by the maximum <strong>of</strong> inflation and 5% each year were assumed to increase at the rate <strong>of</strong> 3.2% per annum. The employer’s contribution rate as recommended by the<br />

actuary was 11.8% <strong>of</strong> Pensionable Salary per annum in respect <strong>of</strong> future accrual <strong>of</strong> benefits, 1.0% <strong>of</strong> Pensionable Salary per annum in respect <strong>of</strong> death in service benefits,<br />

plus May Gurney Scheme expenses (including levies). The May Gurney Scheme’s assets were less than the May Gurney Scheme’s technical provisions at the valuation date,<br />

and therefore a recovery plan was agreed which was expected to remove the shortfall by 31 March 2018, if assumptions were borne out in practice. The average contribution<br />

rate by the employees is 6.6%.<br />

The most recent full triennial valuation <strong>of</strong> the TransLinc Scheme was carried out at <strong>28</strong> February 2011. The ongoing valuation assumed, in assessing pension costs, that the<br />

return on the Scheme’s pre-retirement investments would exceed by 1.4% the rate <strong>of</strong> future expected Retail Prices Index (‘RPI’) inflation. Future pensions that are due to<br />

increase by the maximum <strong>of</strong> inflation and 5% each year were assumed to increase at the rate <strong>of</strong> 3.45% per annum. The TransLinc Scheme’s assets were greater than the<br />

technical provisions at the valuation date, and therefore a recovery plan was not required, but <strong>annual</strong> Company contributions <strong>of</strong> £145,000 were agreed.<br />

The pension cost relating to the schemes is assessed in accordance with the advice <strong>of</strong> a qualified actuary on the basis <strong>of</strong> valuations at each <strong>report</strong>ing date using the projected<br />

unit costing method. The pension charge for the year was £1.0m (2011: £1.1m).<br />

The schemes are both closed to new members. The <strong>Group</strong> expects to pay contributions <strong>of</strong> £1.1m in 2013, plus scheme expenses and levies as they fall due.<br />

The Company has opted to recognise all actuarial gains and losses immediately as Other Comprehensive Income.<br />

A full actuarial valuation <strong>of</strong> the May Gurney Scheme was carried out as at 31 March 2011 and the TransLinc Scheme as at <strong>28</strong> February 2011, and have been updated<br />

to 31 March 2012 by a qualified independent actuary. The major assumptions used by the actuary were (in nominal terms) as follows:<br />

Discount rate 4.66 5.55<br />

Inflation assumption (RPI) 3.00 3.40<br />

Inflation assumption (CPI) 2.00 2.65<br />

Rate <strong>of</strong> increase in salaries 3.75 4.15<br />

Rate <strong>of</strong> increase in pensions in payment – pre-1997 Nil Nil<br />

– post-1997 2.90 3.20<br />

– post-2006 2.00 2.10<br />

– TransLinc 2.90 N/A<br />

2012<br />

%<br />

2011<br />

%<br />

<strong>28</strong>. Employee benefits<br />

The mortality assumptions used as at 31 March 2012 are based on standard tables produced by the actuarial pr<strong>of</strong>ession, adjusted for scheme experience<br />

2012 2011<br />

Death in service/deferment AXC00 AXC00<br />

Death after retirement S1PXA qx 100%(m) 101%(f). CMI_2010_(0.5%) projections from 2004 PXCA00<br />

Life expectancy at 65:<br />

Male currently 65 21 21<br />

Male currently 45 22 22<br />

Female currently 65 23 23<br />

Female currently 45 24 24<br />

The scheme’s net pension liability and expected rate <strong>of</strong> return on its investments as at 31 March 2012 and as at 31 March 2011 are as follows:<br />

The assets in the Scheme and the expected rates <strong>of</strong> return were:<br />

Long-term<br />

expected rate<br />

<strong>of</strong> return<br />

(pa)%<br />

2012<br />

Scheme<br />

fair value<br />

£m<br />

2012<br />

TransLinc<br />

Scheme<br />

fair value<br />

£m<br />

2012<br />

Consolidated<br />

fair value<br />

£m<br />

Long-term<br />

expected<br />

rate <strong>of</strong> return<br />

(pa)%<br />

2011<br />

Fair value<br />

£m<br />

Equities 7.25 17.4 N/A 17.4 7.25 16.9<br />

Bonds – Corporate 4.66 14.4 N/A 14.4 5.55 12.9<br />

Bonds – Government 3.29 20.9 N/A 20.9 4.35 17.4<br />

Cash and other 0.50 0.4 0.1 0.5 0.50 0.4<br />

Property 6.00 3.8 N/A 3.8 6.00 3.6<br />

Annuities 4.66 1.0 N/A 1.0 5.55 0.7<br />

Investment fund 6.29 N/A 7.1 7.1 N/A –<br />

Matching fund 3.29 N/A 4.9 4.9 N/A –<br />

Total assets before adjustment for asset ceiling limitations 57.9 12.1 70.0 51.9<br />

Adjustment in respect <strong>of</strong> asset ceiling limitations – (2.9) (2.9) –<br />

Total assets after adjustment for asset ceiling limitations 57.9 9.2 67.1 51.9<br />

Present value <strong>of</strong> funded retirement benefit obligation (58.3) (9.2) (67.5) (52.3)<br />

Deficit in the Scheme (0.4) – (0.4) (0.4)<br />

Less: Related deferred tax liability 0.1 – 0.1 0.1<br />

Net pension liability (0.3) – (0.3) (0.3)<br />

Actual return on plan assets over the period 6.8 0.6 7.4 3.1<br />

The expected rate <strong>of</strong> return on scheme assets was determined as the weighted average <strong>of</strong> the expected returns on the assets held by the Scheme on 31 March 2012.<br />

The rates <strong>of</strong> return for each class were determined as follows:<br />

– equities and property: the rate adopted is consistent with the median assumption used in the actuary’s asset modelling work as at 31 March 2007.<br />

– bonds: the overall rate has been set to reflect the yields available on the gilts and Grade AA corporate bond holdings held at 31 March 2012.<br />

– matching fund: the rate is set to reflect the yield on Government bonds.<br />

– investment fund: the rate is set to reflect the yield on the matching fund, plus 3.0% per annum.<br />

100 May Gurney Integrated Services plc<br />

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101<br />

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Annual Report and Accounts 2012


Notes to the <strong>report</strong> and accounts<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

<strong>28</strong>. Employee benefits (continued)<br />

Reconciliation <strong>of</strong> opening and closing balances <strong>of</strong> the fair value <strong>of</strong> scheme assets<br />

Change in the fair value <strong>of</strong> scheme assets<br />

Fair value at the beginning <strong>of</strong> the year 51.9 49.0<br />

Expected return on scheme assets 3.2 2.8<br />

Contributions by employers 0.9 0.9<br />

Contributions by members 0.4 0.5<br />

Benefits paid (2.2) (1.6)<br />

Actuarial gain 4.2 0.3<br />

Business combinations 9.2 –<br />

Adjustment in respect <strong>of</strong> asset ceiling limitations (0.5) –<br />

Fair value <strong>of</strong> scheme assets at the end <strong>of</strong> the year 67.1 51.9<br />

Reconciliation <strong>of</strong> opening and closing balances <strong>of</strong> the present value <strong>of</strong> the defined benefit obligation<br />

Change in the present value <strong>of</strong> the defined benefit obligation<br />

Present value <strong>of</strong> the obligation at the beginning <strong>of</strong> the year (52.3) (50.1)<br />

Company’s service cost (1.0) (1.1)<br />

Interest cost (3.1) (2.8)<br />

Contributions by members (0.4) (0.5)<br />

Benefits paid 2.2 1.6<br />

Actuarial (loss)/gain (3.7) 0.6<br />

Business combinations (9.2) –<br />

Present value <strong>of</strong> the obligation at the end <strong>of</strong> the year (67.5) (52.3)<br />

The amount charged to earnings before interest and tax, and included within cost <strong>of</strong> sales and administration costs, is:<br />

Current service cost, less employee contributions (1.0) (1.1)<br />

Total charge (1.0) (1.1)<br />

Other finance costs are:<br />

Expected return on pension scheme assets 3.2 2.8<br />

Interest on pension scheme liabilities (3.1) (2.8)<br />

Net income 0.1 –<br />

2012<br />

£m<br />

2012<br />

£m<br />

2012<br />

£m<br />

2012<br />

£m<br />

2011<br />

£m<br />

2011<br />

£m<br />

2011<br />

£m<br />

2011<br />

£m<br />

<strong>28</strong>. Employee benefits (continued)<br />

The amount recognised in the statement <strong>of</strong> comprehensive income is:<br />

Actuarial gains and (losses) to be shown<br />

in Other Comprehensive Income:<br />

Actual return less expected return on pension scheme assets 4.2 0.3<br />

Changes in the assumptions underlying the present value <strong>of</strong> the Scheme liabilities (3.7) 0.6<br />

Actuarial gain recognised in comprehensive income 0.5 0.9<br />

The cumulative actuarial losses recognised in the statement <strong>of</strong> comprehensive income were £4.2m (2011: £4.7m)<br />

Total gains to be shown in Other Comprehensive Income:<br />

Actuarial gains 0.5 0.9<br />

Adjustment in respect <strong>of</strong> asset ceiling limitations (0.5) –<br />

2012<br />

£m<br />

2012<br />

£m<br />

2012<br />

£m<br />

2011<br />

£m<br />

2011<br />

£m<br />

– 0.9<br />

Deficit in scheme at beginning <strong>of</strong> year (0.4) (1.1)<br />

Movement in year:<br />

Current service cost (1.0) (1.1)<br />

Contributions by employers 0.9 0.9<br />

Other finance expense 0.1 –<br />

Net actuarial gains 0.5 0.9<br />

Adjustment in respect <strong>of</strong> asset ceiling limitations (0.5) –<br />

Deficit in scheme at end <strong>of</strong> year (0.4) (0.4)<br />

History <strong>of</strong> experience gains and (losses) are:<br />

Fair value <strong>of</strong> scheme assets 67.1 51.9 49.0 40.4 43.4<br />

Present value <strong>of</strong> the defined benefit obligation after asset ceiling adjustment (67.5) (52.3) (50.1) (40.3) (42.6)<br />

Net (deficit)/surplus (0.4) (0.4) (1.1) 0.1 0.8<br />

Difference between expected and actual return on scheme assets<br />

Amount (£m) 4.2 0.3 7.6 (7.1) (1.9)<br />

Percentage <strong>of</strong> scheme assets 6.3% 0.6% 15.5% (17.6%) (4.4%)<br />

Experience (losses)/gains arising on liabilities<br />

Amount (£m) – – – (1.2) 1.8<br />

Percentage <strong>of</strong> scheme liabilities 0% 0% 0% (3.0%) 4.2%<br />

Total actuarial gains/(losses) recognised in comprehensive income<br />

Amount (£m) – 0.9 (1.3) (1.0) –<br />

Percentage <strong>of</strong> scheme assets 0% 1.7% (2.7%) (2.5%) 0%<br />

2012<br />

£m<br />

2011<br />

£m<br />

2010<br />

£m<br />

2009<br />

£m<br />

2011<br />

£m<br />

2008<br />

£m<br />

102 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

103<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Notes to the <strong>report</strong> and accounts<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

29. Contingent liabilities<br />

(i) The Company has given an unlimited guarantee, secured by fixed and floating charges over the Company’s assets in respect <strong>of</strong> the facilities from Bank <strong>of</strong><br />

Scotland, <strong>of</strong> all <strong>Group</strong> companies. At 31 March 2012, the net indebtedness <strong>of</strong> all other <strong>Group</strong> companies amounted to £20.0m (2011: £Nil).<br />

(ii) The Company has given joint and several guarantees securing indemnities given by other <strong>Group</strong> companies in respect <strong>of</strong> performance bonds which have<br />

been put in place to provide security for clients. These performance bonds are not exercisable on demand. At 31 March 2012, indemnities outstanding for<br />

other <strong>Group</strong> companies amounted to £11.1m (2011: £8.8m).<br />

30. <strong>Group</strong> undertakings<br />

The <strong>Group</strong> undertakings, all <strong>of</strong> which are included within the <strong>Group</strong> financial statements, at 31 March 2012:<br />

Activity<br />

Percentage <strong>of</strong><br />

equity owned<br />

Subsidiary undertakings<br />

May Gurney <strong>Group</strong> Limited – Dormant intermediate holding company 100%<br />

May Gurney Limited – Infrastructure support <strong>services</strong> • 100%<br />

May Gurney Estates Limited – Property holding and development • 100%<br />

May Gurney Recycling CIC – Collection and sale <strong>of</strong> recyclable materials * 100%<br />

North Lincolnshire Learning Partnership (PSP) Limited – Dormant intermediate holding company * 52%<br />

Engage North Lincolnshire Limited – Facility <strong>services</strong> for the education sector **** 80%<br />

Turriff <strong>Group</strong> Limited – Provision <strong>of</strong> contracting <strong>services</strong> to utility markets * 100%<br />

Turriff Contractors Limited – Provision <strong>of</strong> contracting <strong>services</strong> to utility markets ***** 100%<br />

Underground Moling Services Limited – Provision <strong>of</strong> contracting <strong>services</strong> to utility markets ***** 90%<br />

Turriff Smart Services Limited – Provision <strong>of</strong> contracting <strong>services</strong> to utility markets ***** 100%<br />

TOR2 Limited – Waste, recycling collections and highways maintenance * 80%<br />

Lambeth Learning Partnership (PSP) Limited – Dormant intermediate holding company * 65%<br />

Engage Lambeth Limited – Facility <strong>services</strong> for the education sector ****** 80%<br />

Senturion <strong>Group</strong> Limited – Dormant * 100%<br />

Senturion (MidCo) Limited – Dormant † 100%<br />

Senturion (BidCo) Limited – Dormant †† 100%<br />

Senturion Trustees Limited – Dormant † 100%<br />

May Gurney Fleet and Passenger Services Limited – Provider <strong>of</strong> specialist fleet and passenger <strong>services</strong> ††† 100%<br />

MGWSP Essex Limited – Dormant * 100%<br />

ECT Engineering Limited – Dormant * 100%<br />

May Gurney Building Limited – Dormant * 100%<br />

AC Chesters & Son Limited – Dormant * 100%<br />

FDT (Holdings) Limited – Dormant * 100%<br />

FDT Associates Limited – Dormant ** 100%<br />

FDT Contracts Limited – Dormant ** 100%<br />

Norfolk Community Recycling Services Limited – Dormant * 100%<br />

T Cartledge Limited – Dormant * 100%<br />

TJ Brent Limited – Dormant * 100%<br />

Ayton Asphalte Company Limited – Dormant • 100%<br />

May Gurney (Regional) Limited – Dormant • 100%<br />

May Gurney (Technical Services) Limited – Dormant • 100%<br />

May Gurney <strong>Group</strong> Trustees Limited – Dormant • 100%<br />

Michco 210 Limited – Dormant * 100%<br />

Engineered Products Limited – Dormant * 100%<br />

30. <strong>Group</strong> undertakings (continued)<br />

Activity<br />

Percentage <strong>of</strong><br />

equity owned<br />

Associated undertakings<br />

Resource Environmental Limited – Non trading *** 50%<br />

Jointly controlled entities<br />

DAWN Environmental Limited – Non trading *** 50%<br />

Monmouthshire Community Recycling Limited – Non trading *** 50%<br />

Jointly controlled operations<br />

May Gurney WSP JV – Highways maintenance * 50%<br />

Lafarge Contracting/May Gurney JV – Civil Engineering * 50%<br />

* held by May Gurney Limited • held by May Gurney <strong>Group</strong> Limited<br />

** held by FDT (Holdings) Limited † held by Senturion <strong>Group</strong> Limited<br />

*** held by May Gurney Recycling CIC †† held by Senturion (Midco) Limited<br />

**** held by North Lincolnshire Learning Partnership (PSP) Limited ††† held by Senturion (Bidco) Limited<br />

***** held by Turriff <strong>Group</strong> Limited<br />

****** held by Lambeth Learning Partnership (PSP) Limited<br />

During the year TransLinc Limited changed its name to May Gurney Fleet and Passenger Services Limited.<br />

The shareholdings in subsidiaries, associates and jointly controlled entities all relate to ordinary share capital and are equivalent to the percentages <strong>of</strong> voting<br />

rights held by the <strong>Group</strong>.<br />

The percentages quoted in respect <strong>of</strong> the jointly controlled operations are the <strong>Group</strong>’s interests under the joint operation contracts. The joint operations’<br />

principal places <strong>of</strong> business are:<br />

MGWSP, Riverside House, Northampton, Northamptonshire;<br />

Lafarge Contracting/May Gurney, Bradgate House, Groby, Leicester.<br />

31. Reconciliation <strong>of</strong> operating pr<strong>of</strong>it before amortisation and non-recurring costs to cash generated from operations<br />

for the year ended 31 March 2012<br />

2012<br />

<strong>Group</strong><br />

£m<br />

2012<br />

Company<br />

£m<br />

2011<br />

<strong>Group</strong><br />

£m<br />

2011<br />

Company<br />

£m<br />

Operating pr<strong>of</strong>it/(loss) before amortisation and non-recurring costs 30.1 (2.3) 25.1 (2.2)<br />

Depreciation 16.4 – 8.8 –<br />

Pr<strong>of</strong>it on sale <strong>of</strong> property, plant and equipment (0.6) – (0.1) –<br />

Debit in respect <strong>of</strong> retirement and benefit costs 0.1 0.1 0.2 0.2<br />

Charge in respect <strong>of</strong> share-based payments in the period 0.1 – 0.3 –<br />

Increase in inventories (0.1) – (1.6) –<br />

Decrease/(increase) in trade and other receivables 3.1 1.0 (20.1) 2.3<br />

(Decrease)/increase in trade and other payables (6.7) 5.1 16.0 (3.9)<br />

Cash received by/(used in) operations 42.4 3.9 <strong>28</strong>.6 (3.6)<br />

Cash and cash equivalents (which are presented as a single class <strong>of</strong> assets on the face <strong>of</strong> the statement <strong>of</strong> financial position) comprise cash at bank and other short-term highly<br />

liquid investments with a maturity <strong>of</strong> three months or less.<br />

104 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

105<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Notes to the <strong>report</strong> and accounts<br />

Corporate directory<br />

Overview<br />

Strategy <strong>report</strong><br />

Corporate social responsibility review<br />

Performance <strong>report</strong><br />

Governance <strong>report</strong><br />

Financial statements<br />

32. Related Party Transactions<br />

Key management remuneration<br />

for the year ended 31 March 2012<br />

Short-term employee benefits 2.6 2.1<br />

Post-employment benefits 0.1 0.1<br />

Share-based payments 0.4 0.2<br />

2012<br />

<strong>Group</strong><br />

£m<br />

2011<br />

<strong>Group</strong><br />

£m<br />

3.1 2.4<br />

Transactions with subsidiary undertakings<br />

Included within trade and other receivables are amounts owed by 100% subsidiary undertakings <strong>of</strong> the Company <strong>of</strong> £11.4m (2011: £2.8m).<br />

During the year ended 31 March 2012 there were transactions totalling £0.9m between the Parent Company and its subsidiary undertakings (2011: £0.9m). All <strong>of</strong> these<br />

transactions, and the year end <strong>report</strong>ing amounts arising from these transactions were conducted on an arms-length basis and on normal commercial terms. In addition the<br />

Company paid £4.4m (2011: £9.8m) net to its subsidiary undertakings from investments in short-term bank deposits.<br />

Transactions with jointly controlled entities and jointly controlled operations<br />

During the year the <strong>Group</strong> made sales to and purchases from its jointly controlled entities and arrangements. These were normal trading transactions, conducted on an armslength<br />

basis and on normal commercial terms. The amounts involved individually and in aggregate are not considered to be material either financially or generally to users <strong>of</strong><br />

these financial statements.<br />

Other related party transactions<br />

Ishbel Macpherson, Non-Executive Director <strong>of</strong> the Company, was also a Non-Executive Director <strong>of</strong> Speedy Hire plc. The <strong>Group</strong> makes purchases from Speedy Hire companies<br />

on an arms-length basis in the normal course <strong>of</strong> business. During the year, the value <strong>of</strong> purchases from Speedy Hire companies was £1.8m (2011: £1.8m) and a balance <strong>of</strong><br />

£0.2m (2011: £0.1m) was owed at the end <strong>of</strong> the year.<br />

Company registration number<br />

4321657<br />

Directors<br />

Margaret Ford, The Baroness Ford <strong>of</strong> Cunninghame<br />

(Non-Executive Chairman)<br />

Philip Fellowes-Prynne (Chief Executive)<br />

Mark Hazlewood (<strong>Group</strong> Finance Director)<br />

Willie MacDiarmid (Non-Executive Director)<br />

Ishbel Macpherson (Non-Executive Director)<br />

Tim Ross (Senior Independent Non-Executive Director)<br />

Andrew Walker (Non-Executive Director)<br />

Secretary<br />

Simon Howell<br />

Registered <strong>of</strong>fice<br />

Trowse<br />

Norwich<br />

Norfolk<br />

NR14 8SZ<br />

Auditors<br />

Grant Thornton UK LLP<br />

Registered Auditors<br />

Chartered Accountants<br />

Grant Thornton House<br />

Melton Street<br />

Euston Square<br />

London<br />

NW1 2EP<br />

Bankers<br />

Bank <strong>of</strong> Scotland plc<br />

Endeavour House<br />

Chivers Way<br />

Histon<br />

Cambridge<br />

CB24 9ZR<br />

Legal advisers to the Company<br />

Eversheds LLP<br />

One Wood Street<br />

London<br />

EC2V 7WS<br />

Wragge & Co LLP<br />

55 Colmore Row<br />

Birmingham<br />

B3 2AS<br />

Nominated adviser and broker<br />

Peel Hunt LLP<br />

Moor House<br />

120 London Wall<br />

London<br />

EC2Y 5ET<br />

Registrars<br />

Capita Registrars<br />

The Registry<br />

34 Beckenham Road<br />

Beckenham<br />

Kent<br />

BR3 4TU<br />

<strong>Group</strong> <strong>of</strong>fice<br />

Trowse<br />

Norwich<br />

NR14 8SZ<br />

Telephone: 01603 727272<br />

Fax: 01603 727400<br />

www.<strong>may</strong><strong>gurney</strong>.co.uk<br />

106 May Gurney Integrated Services plc<br />

May Gurney Integrated Services plc<br />

107<br />

Annual Report and Accounts 2012<br />

Annual Report and Accounts 2012


Useful information for shareholders<br />

Shareholder enquiries<br />

Shareholders who have questions relating to May<br />

Gurney’s business or who wish to receive further<br />

copies <strong>of</strong> <strong>annual</strong> or interim <strong>report</strong>s should contact<br />

the Marketing Team on 01603 727272 or email<br />

investorrelations@<strong>may</strong><strong>gurney</strong>.co.uk<br />

If you have any queries about your shareholding<br />

please contact the Company’s registrar, Capita<br />

Registrars, at the address below.<br />

Capita Registrars<br />

The Registry<br />

34 Beckenham Road<br />

Beckenham<br />

Kent<br />

BR3 4TU<br />

Tel: 0871 664 0300 (calls cost 10p plus network<br />

extras; lines are open 8:30am-5:30pm, Mon-Fri),<br />

overseas +44 20 8639 3399.<br />

email: ssd@capitaregistrars.com<br />

Share portal<br />

Through the website <strong>of</strong> the registrar, Capita<br />

Registrars, shareholders are able to manage<br />

their shareholding online by registering for the<br />

Share Portal, a free, secure, online access to their<br />

shareholding. Facilities include the following:<br />

Account enquiry<br />

This allows shareholders to access their personal<br />

shareholding, including share transaction history,<br />

dividend payment history and to obtain an up-todate<br />

shareholding valuation.<br />

Amendment <strong>of</strong> standing data<br />

This allows shareholders to change their<br />

registered postal address and add, change or<br />

delete dividend mandate instructions.<br />

Shareholders can also download from this site<br />

forms such as change <strong>of</strong> address, stock transfer<br />

and dividend mandate forms as well as buy and<br />

sell shares in the Company.<br />

Further details are available at<br />

www.capitasha<strong>report</strong>al.com or by<br />

contacting the Capita Share Portal helpline on<br />

0871 664 0391 (calls cost 10p plus network<br />

extras, lines are open 9:00am-5.30pm, Mon-Fri),<br />

overseas +44 20 8639 3367, or by email at<br />

sha<strong>report</strong>al@capita.co.uk<br />

ShareGift<br />

Shareholders <strong>may</strong> donate their shares to charity<br />

free <strong>of</strong> charge through ShareGift. Further details<br />

are available at www.sharegift.org.uk or by<br />

telephoning 020 7930 3737.<br />

Share dealing<br />

A quick and easy share dealing service is<br />

available for existing May Gurney shareholders to<br />

either sell or buy more May Gurney shares online<br />

or by telephone. Further details are available at<br />

www.capitadeal.com or by telephoning 0871 664<br />

0445 (calls cost 10p plus network extras; lines<br />

open 8.00am-4:30pm, Mon-Fri).<br />

Warning to shareholders<br />

Share fraud includes scams where investors are<br />

called out <strong>of</strong> the blue and <strong>of</strong>fered shares that<br />

<strong>of</strong>ten turn out to be worthless or non-existent, or<br />

an inflated price for shares they own. These calls<br />

come from fraudsters operating in ‘boiler rooms’<br />

that are mostly based abroad. While high pr<strong>of</strong>its<br />

are promised, those who buy or sell shares in<br />

this way usually lose their money. The Financial<br />

Services Authority (FSA) has found most share<br />

fraud victims are experienced investors who lose<br />

an average <strong>of</strong> £20,000, with around £200m lost<br />

in the UK each year.<br />

If you are <strong>of</strong>fered unsolicited investment advice,<br />

discounted shares, a premium price for shares<br />

you own, or free company or research <strong>report</strong>s,<br />

you should take these steps before handing<br />

over any money:<br />

u Get the name <strong>of</strong> the person and<br />

organisation contacting you.<br />

u Check the FSA Register at<br />

www.fsa.gov.uk/fsaregister<br />

to ensure they are authorised.<br />

u Use the details on the FSA Register<br />

to contact the firm.<br />

u Call the FSA Consumer Helpline on<br />

0845 606 1234 if there are no contact<br />

details on the Register or you are told<br />

they are out <strong>of</strong> date.<br />

u Search our list <strong>of</strong> unauthorised firms and<br />

individuals to avoid doing business with.<br />

u Remember: if it sounds too good to be true,<br />

it probably is!<br />

If you use an unauthorised firm to buy or sell<br />

shares or other investments, you will not have<br />

access to the Financial Ombudsman Service<br />

or Financial Services Compensation Scheme<br />

(FSCS) if things go wrong.<br />

If you are approached about a share scam<br />

you should tell the FSA using the share fraud<br />

<strong>report</strong>ing form at www.fsa.gov.uk/scams, where<br />

you can find out about the latest investment<br />

scams. You can also call the Consumer Helpline<br />

on 0845 606 1234. If you have already paid<br />

money to share fraudsters you should contact<br />

Action Fraud on 0300 123 2040.<br />

Financial calendar<br />

Annual General Meeting<br />

24 July 2012 at 3pm.<br />

Venue:<br />

The Top <strong>of</strong> the City<br />

Norwich City Football Club<br />

Carrow Road<br />

Norwich<br />

Norfolk NR1 1JE<br />

Final dividend payment<br />

31 July 2012<br />

Printed by Park Communications on FSC ®<br />

certified paper.<br />

Park is an EMAS certified CarbonNeutral ®<br />

Company and its Environmental Management<br />

System is certified to ISO14001.<br />

100% <strong>of</strong> the inks used are vegetable oil based,<br />

95% <strong>of</strong> press chemicals are recycled for<br />

further use and, on average 99% <strong>of</strong> any waste<br />

associated with this production will be recycled.<br />

This document is printed on Revive 100 Offset,<br />

a paper containing 100% post consumer<br />

recycled fibre certified by the FSC ® . The pulp<br />

used in this product is bleached using a totally<br />

chlorine free (TCF) process.<br />

This <strong>annual</strong> <strong>report</strong> is available at<br />

www.<strong>may</strong><strong>gurney</strong>.co.uk<br />

Designed and produced by Lloyd Northover<br />

www.lloydnorthover.com<br />

108<br />

May Gurney Integrated Services plc<br />

Annual Report and Accounts 2012


May Gurney Integrated Services plc<br />

Trowse, Norwich, Norfolk NR14 8SZ<br />

T: 01603 727272 F: 01603 727400<br />

www.<strong>may</strong><strong>gurney</strong>.co.uk

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