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RNS Number : 2128T

Morgan Sindall Group PLC

24 March 2016

Morgan Sindall Group plc ('the Company')

Annual Financial Report

Further to the release of the Company's Preliminary Results announcement on 23 February 2016, the Company announces that it has today posted the following documents on its website at www.corporate.morgansindall.comwww.investors.morgansindall.com:

   --       2015 Annual Report 
   --       Circular containing the notice of the 2016 annual general meeting 

The Company will hold its annual general meeting at 10.00am on Thursday 5 May 2016 at the offices of Jefferies Hoare Govett, Vintners Place, 68 Upper Thames Street, London EC4V 3BJ.

A copy of each of the documents listed above has been submitted to the Financial Conduct Authority's national storage mechanism ('NSM') and can be accessed via the NSM website at www.hemscott.com/nsm.do.

In accordance with the requirements of Rules 4.1 and 6.3.5 of the Disclosure and Transparency Rules, a description of the principal risks and uncertainties affecting the Group is set out in appendix 1 to this announcement. The Company's Preliminary Results announcement released on 23 February 2016 contained all other information required by DTR 6.3.5.

ENQUIRIES:

   Morgan Sindall Group plc                                Tel: 020 7307 9200 

Clare Sheridan, Company Secretary

End

24 March 2016

Appendix 1

The Board recognises the importance of risk in the running of its business. It recognises that circumstances are continuously changing and that the risks need to remain under regular review. This review should be read in conjunction with the viability statement below.

Overview

Operating in the construction industry, risk is at the heart of everything we do. We therefore have well-embedded risk and control processes in place to manage both material and day-to-day circumstances.

The Group's risk and governance model is designed so that the Board maintains overall responsibility for risk. Each division identifies controls and mitigates threats within their operations. The reporting structure ensures that once the risk appetite is determined by the Board, risks are managed within acceptable tolerance levels.

Senior managers within the divisions take ownership of specific business risks. The likely causes and consequences of each risk are recorded and each risk is evaluated (both before and after the effect of mitigation) on its likelihood of occurrence and severity of impact on strategy. This approach allows the identification and consistent evaluation of principal risks, as well as consideration of the effect of the current lines of defence in mitigation.

Process

Risk is managed across the Group in the following way:

-- The Group and its divisions undertake a comprehensive annual business planning process to identify objectives and set strategies to achieve their goals taking account of the risk appetite set by the Board.

-- The executive directors meet with the divisions regularly throughout the year and with an established agenda and reporting format covering a range of matters. This allows the executive directors to ensure that they maintain oversight and control over the material aspects of strategic, financial, operational and risk issues.

-- The risk environment is further underpinned by a clear set of Group and divisional delegated authorities (DELAPS) that define processes and procedures for approving material decisions, particularly with regard to project selectivity, tender pricing, risk, bid submissions and capital requirements. This ensures that projects are approved at the appropriate level of management, with the largest and most complex projects being approved at Board level.

-- Twice yearly each division carries out a detailed risk review which identifies mitigations or proposed actions for each significant risk. Risk registers document these together with any timescale by which actions are targeted for completion. In conjunction with the divisional risk reviews the Group's executive directors compile their own assessment thus ensuring that a top down, bottom up approach is undertaken when considering the Group-wide environment. These risks are then considered at the monthly divisional board meetings, to ensure that they remain under continuous review.

-- The Group risk committee meets three times a year. Its purpose is to assist the Board in assessing and monitoring risk management across the Group. The committee's role is to ensure that inherent and emerging risks in the business are identified and managed in a timely manner and at an appropriate level. The committee reviews the response of the Group to specific areas of risk, and approves standards and processes where weaknesses are considered to exist.

-- The Group's audit committee is responsible for monitoring and approving the work undertaken by the internal audit function and for ensuring that the internal audit process remains efficient and effective. The committee annually approves the internal audit which covers both project and corporate level risks. The plan is developed by focusing upon the principal risks identified from the risk review process and feedback from current divisional performance. The internal audit team reports regularly to the Board and the audit committee on its findings. This process has been strengthened by divisional audit committees established separately for Construction & Infrastructure and Affordable Housing, which have larger and more complex operations than other divisions.

Principal risks

The Board has carried out a robust assessment of the principal risks that may threaten the Group's strategic priorities. The risks represent a snapshot of the Company's current risk profile. This is not an exhaustive list of all the risks the Company faces. As the global economic environment changes and industry circumstances evolve, new risks may arise or existing risks may recede or the ranking of these risks may change.

Our principal risks are set out below:

 
 Strategic Priority        Principal risk 
------------------------  ------------------------------ 
 Win in targeted markets   Macroeconomics - new 
                            opportunities 
------------------------  ------------------------------ 
                           Market capacity 
------------------------  ------------------------------ 
                           Exposure to UK housing 
                            market 
                          ------------------------------ 
                           Poor contract selection 
------------------------  ------------------------------ 
 Develop and retain        Safety or environmental 
  talented people           incident 
------------------------  ------------------------------ 
                           Failing to attract and 
                            retain talented people 
------------------------  ------------------------------ 
 Disciplined use of        Insolvency of key client, 
  capital                   subcontractor or supplier 
------------------------  ------------------------------ 
                           Treasury and funding 
------------------------  ------------------------------ 
                           Management of working 
                            capital 
------------------------  ------------------------------ 
 Maximise efficiency       Misprice contracts 
  of resources 
------------------------  ------------------------------ 
                           Managing changes to contracts 
                            and disputes 
------------------------  ------------------------------ 
                           Poor project delivery 
------------------------  ------------------------------ 
 Pursuing innovation       Innovation 
------------------------  ------------------------------ 
                           Information technology 
------------------------  ------------------------------ 
 

In general terms there is a continuing decrease in the overall risk perceived by the Group, due partly to the completion of a small number of contracts in London and the South which had experienced timetable slippages and increased costs. Other factors reducing risk are the more favourable project procurement routes that prevail and the sustained UK economy and housing market. However global economic effects could impact UK investor confidence and there remains some uncertainty ahead of the EU referendum and the effect this may have on the market.

Construction: Contract terms, procurement routes and entry margins are all more favourable,, which, added to improvements in project controls, means the Group will operate in a more favourable risk and opportunity environment than in recent years.

Regeneration: The Group's schemes are subject to economic viability tests, are non-speculative and have robust risk and capital controls, which allows us to take advantage of the current prevailing UK economy but at the same time limiting any possible negative fluctuations in the future markets.

Capital and cash: The Group has committed banking facilities until 2018, which together with our robust cash and capital controls allow us to confidently manage our investment portfolio into the foreseeable future.

Resource: The People Promise initiated to address the Group's future talent requirement is gathering momentum. This investment has already begun to secure and develop the talent required to enable our longer-term growth plans.

Viability statement

As required by provision C.2.2 of the Code, the directors have assessed the prospects of the Group and have concluded that they have a reasonable expectation that the Group will be able to continue in operation and meet its liabilities as they fall due over the period of the assessment. This assessment took account of the Group's current position and principal risks and has been made using a period of three years commencing on 1 January 2016, which is consistent with the Group's budgeting cycle.

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The directors have considered the Group's solvency and liquidity using cash flow projections. These are compiled on a bottom up basis incorporating each division's detailed business plans. At Group level, the base case financial projections assume modest revenue growth and an improvement in gross margin back to more normal levels for the Group as the problem contracts that impacted 2015 do not recur and procurement routes become more favourable with less single stage, competitive tendering. Overheads are expected to increase ahead of inflation to support the expected growth in volumes and activity. Operating cash flows are assumed to broadly follow forecast profitability in the Group's construction activities, but are much more independently variable in regeneration, driven by the timing of construction spend and programmed completions on schemes.

The Group's main committed facility matures in September 2018. The directors draw attention to the key assumption that there is a reasonable expectation that this will be renewed at the appropriate time or the term extended and that there will not be a material reduction in the level of facilities available to the Group or a material change in the pricing.

The impact of a number of downside scenarios on the Group's headroom against its committed facilities and the financial covenants thereon has been modelled based on the Group's principal risks. The scenarios are focused on the risks that are scored as most likely to occur or that would have the greatest potential severity should they occur and include lower revenue growth, failure to improve gross margin from current levels, a decline in gross margin and deterioration in working capital, specifically client receivables.

The Board has also considered a range of potential mitigating actions that may be available if one or more of the scenarios arose.

Strategic priority - Win in targeted markets

The markets in which we operate are affected to varying degrees by general global economic conditions.

We welcome the sustained improvements in the UK economy and in turn the quality of our related pipeline in Construction and Regeneration markets. Unsettled world-wide conditions, such as the impact of the EU referendum, interest rates and crude oil prices, remain a concern in their ability to influence investor confidence that could impact on the Group's longer-term strategy.

 
 
   Principal       Mitigation                                                  Key            Risk change in 
   risk                                                                        monitor        reporting period(1) 
                                                                               / metric 
                                                                               / 
                                                                               instrument 
                                                                               Frequency 
--------------  -----------------------------------------------------------  ------------  ------------------------------------------------------------- 
 Macroeconomic                                                                Business       Decrease 
 - new            *    Strategic focus on market spread, geographical         planning 
 opportunities         capability and diversification offer measured          process         *    We continue to enjoy sustained levels of opportunity 
                       protection against the cyclical effect of individual   Annual               in our Construction and Regeneration markets and high 
 Failure to            markets.                                                                    levels of demand for its development schemes. 
 anticipate                                                                   Board 
 and respond                                                                  reporting 
 to global        *    Business planning processes focus on future markets    Monthly         *    This is partially tempered by levels of competition 
 economic              and those opportunities that are consistent with our                        in the Construction market, albeit procurement routes 
 changes               risk appetite.                                         Pipeline       , 
 could result                                                                 and order            margins and terms continue to be favourable. 
 in the                                                                       book 
 inappropriate    *    Scale adds resilience by enabling the Group to         reporting 
 allocation            compete and work in areas with higher barriers to      Weekly          *    Development schemes are sensitive to market and 
 of resources          entry.                                                                      consumer confidence. Our strategy continues to be 
 and capital.                                                                 Sales and            geared to commit only if schemes prove economically 
 This could                                                                   marketing            viable. This means we can maximise our residential 
 affect the       *    Added value can be offered to clients when our         report               portfolio whilst being able to respond quickly to any 
 Group's               divisions work together.                               Weekly               future negative market fluctuations. 
 profitability 
 and cash                                                                     Controls 
 generation.      *    Regular monitoring and reporting of financial          over            *    Construction & Infrastructure has been reshaped in 
                       performance, work won, prospects and pipeline of       delegated            order to take advantage of the current UK economy, be 
 We have               opportunities.                                         authorities          more selective to minimise risk and maximise 
 identified                                                                   (DELAPS)             opportunities for sustainable growth. 
 the markets                                                                  Ongoing 
 and sectors      *    Market intelligence helps detect potential shifts in 
 in which we           spending and allows us to adapt our strategy if                        *    Group strategic reviews have been refocused by the 
 anticipate            necessary.                                                                  appointment of a group strategy director who is 
 future                                                                                            validating strategy and business planning in line 
 growth.                                                                                           with UK economic indicators and our growth 
 Within those                                                                                      aspirations 
 areas we 
 remain 
 focused on 
 selecting 
 opportunities 
 that will 
 provide 
 sustainable 
 margins and 
 repeat 
 business. 
 We seek to 
 anticipate 
 and 
 appropriately 
 respond to 
 changes in 
 the global 
 economic 
 environment 
 that may 
 negatively 
 impact on 
 these chosen 
 markets and 
 sectors. 
--------------  -----------------------------------------------------------  ------------  ------------------------------------------------------------- 
 
 
 Market                                                                       Resource      No Change 
 capacity         *    Rigorous DELAPS process requires teams at bid stage    planning 
                       to verify that appropriate levels of qualified         reviews        *    The industry continues to experience skills and cost 
 Failure to            resource are available.                                Weekly              inflation pressures that we are managing through 
 rigorously                                                                                       disciplined bid and project selection processes. 
 review                                                                       Supply 
 internal         *    Our operational resource levels are regularly          chain 
 and third             reviewed against anticipated workload.                 feedback       *    Construction & Infrastructure's supply chain 
 party                                                                        reporting           leadership team continues to drive initiatives, which 
 resource                                                                     Ongoing/            include the promotion of supply chain partners and 
 levels           *    We monitor and report on supply chain utilisation      Quarterly           increasing engagement to align the business with the 
 against               with a continued focus on initiatives within each                          'Customer of Choice' strategy. Moving forward our 
 anticipated           division.                                              DELAPS              reporting will include monitoring of progress and 
 workloads                                                                    Ongoing             improvements in performance throughout the year. This 
 as a result                                                                                      will help us secure the best supply chain partners to 
 of sustained     *    We seeks to differentiate ourselves by being the       Tender              meet our future needs whilst in return offering 
 levels of             customer of choice to our partners through the         review              attractive terms. 
 activity.             development and management of effective supply chain   boards 
 Current               relationships.                                         Ongoing 

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 positive                                                                                    *    The People Promise initiative to help secure and 
 market                                                                                           develop talent has now been deployed into each of our 
 conditions       *    The business planning process identifies future                            divisions. 
 continue to           resource requirements and supply chain strategies. 
 create a risk 
 of potential 
 overtrading 
 and, we, 
 together 
 with our 
 supply 
 chain, are 
 facing 
 increasing 
 pressure on 
 cost and 
 skills 
 availability. 
--------------  -----------------------------------------------------------  ------------  ------------------------------------------------------------ 
 Exposure to                                                                  Business      No Change 
 UK housing       *    Key UK statistics are monitored, including             planning 
 market                unemployment, lending and affordability.               process        *    The industry continues to experience skills and cost 
                                                                              Annually            inflation pressures that we are managing through 
 The UK                                                                                           disciplined bid and project selection processes. 
 housing          *    Commitments to development schemes are carefully       Board 
 sector is             controlled via a rigorous three-stage development      reporting 
 strongly              approval process.                                      Monthly        *    Construction & Infrastructure's supply chain 
 influenced                                                                                       leadership team continues to drive initiatives, which 
 by Government                                                                Sales and           include the promotion of supply chain partners and 
 stimulus and     *    Development structures limit speculative development   marketing           increasing engagement to align the business with the 
 consumer              to minimise the impact of negative market              report              'Customer of Choice' strategy. Moving forward our 
 confidence.           fluctuations.                                          Weekly              reporting will include monitoring of progress and 
 If mortgage                                                                                      improvements in performance throughout the year. This 
 availability                                                                 Development         will help us secure the best supply chain partners to 
 and              *    Where possible, the forward purchase of land is        forecasting         meet our future needs whilst in return offering 
 affordability         subject to economic viability prior to commitment.     Monthly/            attractive terms. 
 become less                                                                  quarterly 
 favourable 
 this could       *    When feasible sections of large scale residential                     *    The People Promise initiative to help secure and 
 make existing         schemes are forward sold to institutional investors.                       develop talent has now been deployed into each of our 
 schemes                                                                                          divisions. 
 difficult 
 to sell and 
 future 
 developments 
 unviable, 
 reducing 
 profitability 
 and tying 
 up capital. 
--------------  -----------------------------------------------------------  ------------  ------------------------------------------------------------ 
 
 
 Poor contract                                                              Pipeline            Decrease 
 selection        *    Business planning identifies the markets, sectors    and order 
                 and                                                        book reporting       *    The majority of our material projects continue to be 
 There is a            clients that we will target.                         Weekly                    secured with repeat clients with strong 
 risk that                                                                                            relationships. 
 a division                                                                 Tender review 
 would accept     *    Plans for specific types of work, contract size an   boards 
 a contract      d                                                          Ongoing              *    The current market allows the divisions to be more 
 outside its           risk profile are agreed by individual divisions.                               selective in respect of which contracts to bid for. 
 core                                                                       Board reporting 
 competencies                                                               Monthly 
 or for which     *    A system of DELAPS governs bid selectivity and the                        *    The development within Construction & Infrastructure 
 it has                acceptance of work.                                  DELAPS                    of enhanced pipeline and opportunity selectivity 
 insufficient                                                               Ongoing                   tools means we can identify work that has a higher 
 resources.                                                                                           probability of success. 
 This can         *    Staff planning ensures appropriate levels of         Sales and 
 become                qualified resource.                                  marketing 
 a greater                                                                  report               *    Greater visibility of medium-term pipeline quality 
 risk in a                                                                  Weekly                    and the ability to give an early indication of longer 
 rising market    *    Initiatives are in place to select supply chain                                term trends mean we are better able to reshape the 
 when there            partners that match our expectations in terms of     Supply chain              business in response. 
 are more              quality, sustainability and availability.            feedback 
 opportunities                                                              reporting 
 but of                                                                     Ongoing/quarterly    *    As market conditions continue to be favourable we 
 varying                                                                                              have experienced a greater use of more attractive 
 quality,                                                                                             procurement routes (negotiated and two-stage) and in 
 coupled                                                                                              addition have been able to negotiate more favourable 
 with a limit                                                                                         terms. 
 on the 
 availability 
 of the 
 appropriate 
 skills and 
 resources. 
 Failure to 
 understand 
 project risks 
 may lead to 
 poor project 
 delivery and 
 ultimately 
 result in 
 contract 
 losses 
 and 
 reputational 
 damage. 
--------------  ---------------------------------------------------------  ------------------  ------------------------------------------------------------ 
 

Strategic priority - Develop and retain talented people

Our performance and business conduct affects employees, subcontractors and the public and, in turn, can affect our reputation and commercial performance. We pride ourselves on our industry-leading practices and our work in some high profile and technically challenging markets.

Increased market activity has resulted in higher levels of employee turnover across the sector. If we do not succeed in attracting and retaining the right talent for our future needs we will not be able to develop the business as anticipated.

 
 
   Principal       Mitigation                                                    Key monitor       Risk change in 
   risk                                                                          / metric          reporting period(1) 
                                                                                 / instrument 
                                                                                 Frequency 
--------------  ------------------------------------------------------------  ----------------  ------------------------------------------------------------ 
 Safety or                                                                     HSE Board         No Change 
 environmental    *    Key executives with specific responsibility for HSE     report 
 incident              are identified in each division and on the Board.       Monthly            *    We monitor comparable industry-leading statistics. A 
                                                                                                       significant proportion of work is carried out in 
 With                                                                          Group HSE               highly complex and public environments which require 
 increased        *    HSE policy frameworks are widely communicated and       forum                   strict observation of the highest levels of Health 
 pressure on           senior managers appointed to manage them in each        Quarterly               and Safety Executive standards. 
 employees             division and at project level. 
 and the                                                                       HSE project 

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 supply                                                                        audit and          *    Safety innovations in Construction & Infrastructure 
 chain there      *    A Group-wide HSE forum operates to share learning,      HSE training            this year have included: i) a 'human performance' 
 is an                 best practice and emerging risks.                       schedules               approach to leadership, supporting focus on 
 increasing                                                                    and ratios              influential and current HSE trends and themes; ii) a 
 risk that                                                                     Ongoing/monthly         cultural development programme and the development of 
 an accident      *    Established safety systems, site visits, monitoring                             a behavioural model for supervisors; iii) 
 or incident           and reporting, procedures including near miss and       HSE incident            improvements in our engagement with the supply chain; 
 occurs                potential hazard reporting, are in place across the     investigation           iv) the introduction of High Potential Incident 
 causing               Group.                                                  report                  measures to improve intelligence; v) safety 
 harm to an                                                                    Ongoing/monthly         improvement plans in place for each business unit. 
 individual 
 or community.    *    Investigation and root cause analysis of accidents or 
 This could            incidents and near misses are undertaken.                                  *    A Board HSE committee was established in 2015 to 
 result in                                                                                             oversee health and safety performance. 
 legal 
 proceedings,     *    Regular HSE training includes behavioural training 
 financial             and update courses are provided. 
 penalties, 
 insurance 
 claims,          *    Major incident management plans and business 
 reputational          continuity plans are in place and periodically 
 damage and            reviewed and tested. 
 project 
 delays. 
 
 Consequently 
 we fail to 
 pre-qualify 
 in our 
 markets 
 due to a poor 
 HSE track 
 record and 
 ultimately 
 fails to 
 deliver 
 our targets. 
--------------  ------------------------------------------------------------  ----------------  ------------------------------------------------------------ 
 
 
 Failing to                                                                   Divisional       No Change 
 attract and     *    The People Promise has been deployed in all divisions   'people 
 retain               aiming to build the Group's talent pool, identify       boards'           *    Although the industry continues to suffer from a lack 
 talented             people with high potential for future leadership,       to review              of skilled talent that will remain an issue for the 
 people               offer exciting career opportunities and recognise       talent                 foreseeable future, our investment in the People 
                      achievement.                                            Twice a                Promise and associated initiatives is helping us to 
 In the                                                                       year                   retain our talented teams. 
 current 
 economic        *    Future skills and capability requirements are           HR Board 
 environment,         monitored.                                              reporting         *    Continued investment is made in graduate, trainee and 
 it has                                                                       Monthly                apprenticeship schemes to secure an annual inflow of 
 become                                                                                              new talent. 
 increasingly    *    An annual employee appraisal process is in place,       Employee 
 difficult            providing a two-way feedback on performance.            joiners 
 to attract                                                                   and leavers       *    A new leadership development programme was launched 
 and retain                                                                   report                 in 2016 with the aim of training 400 leaders over the 
 the best        *    Training and development plans seek to maximise         Weekly/monthly         next two years. 
 people.              relevant skills and experience. 
 Without                                                                      Recruitment 
 talent,                                                                      monitoring 
 it becomes      *    Succession plans are in place across the Group.         Weekly/monthly 
 very 
 difficult                                                                    Annual 
 to maintain     *    Staff leaver and joining feedback is obtained to        appraisal 
 the highest          understand reasons for change.                          process 
 levels of                                                                    Annually 
 customer 
 service         *    Remuneration packages are benchmarked where possible. 
 and 
 technical 
 excellence 
 that we 
 strive 
 for. 
-------------  ------------------------------------------------------------  ---------------  ------------------------------------------------------------ 
 

Strategic priority - Disciplined use of capital

Without sufficient liquidity, our ability to meet our liabilities as they fall due would be compromised, which could ultimately lead to our failure to continue as a going concern. In a rising market there is an increased risk that the Group's counterparties overtrade, which could affect their liquidity. The heightened market that prevails could mean that a client or supply chain partner inadvertently over stresses their -finances, so we need to remain vigilant.

 
 
   Principal       Mitigation                                                    Key monitor          Risk change in 
   risk                                                                          / metric             reporting period(1) 
                                                                                 / instrument 
                                                                                 Frequency 
--------------  ------------------------------------------------------------  -------------------  -------------------------------------------------------------- 
 Insolvency                                                                    Pipeline               No Change 
 of key           *    Work is only carried out for financially sound          and order 
 client,               clients, established through rigorous due diligence     book reporting          *    Increasing emphasis on project selectivity ensures 
 subcontractor         and credit checks.                                      Weekly                       that we optimise our focus on sectors and clients 
 or supplier                                                                                                that have secure covenants. 
 Insolvency                                                                    Tender review 
 of a client      *    Financial security is sought and obtained where         boards 
 may result            required including specific commercial terms and        Ongoing                 *    Construction & Infrastructure have a greater focus on 
 in                    payment terms, with escrow accounts used as                                          securing long-term supply chain relationships with 
 significant           appropriate.                                            WIP/debt/retention           financially sound subcontractors. 
 financial                                                                     monitoring 
 loss due to                                                                   Daily/weekly 
 a bad debt,      *    Contracts with clients, subcontractors or suppliers 
 whilst                are only entered into after review at the appropriate   Supply chain 
 insolvency            level of delegated authority.                           feedback 
 of a                                                                          reporting 
 subcontractor                                                                 Ongoing/quarterly 
 or supplier      *    Work with approved suppliers wherever possible 
 may disrupt                                                                   Supply chain 
 a contract's                                                                  prequalification 
 programme        *    Regular meetings are held with key supply chain         Ongoing 
 of work and           members to give and receive feedback and maintain the 
 lead to               quality of the relationship.                            DELAPS 
 increased                                                                     Ongoing 
 costs in 
 finding          *    Business strategy is largely focused on public and 
 replacements          commercial clients based in sound market sectors, 
 for their             reducing the risk of failure. 
 services. 
 There is also 
 a risk that, 
 given the 
 wider global 
 economic 
 climate, 
 historical 
 credit checks 
 are relied 
 upon that 
 have 
 subsequently 
 been 
 overtaken 
 by events. 
--------------  ------------------------------------------------------------  -------------------  -------------------------------------------------------------- 
 
 
 Treasury and                                                                Management        Decrease 
 funding         *    We have committed banking facilities of GBP140m        accounts 

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                      maturing in 2018, (of total facilities GBP175m).       Monthly             *    Debt availability and terms continue to improve for 
 A lack of            These will enable us to fund our planned investment                             the Group, our clients and our supply chain. 
 liquidity            portfolio.                                             Monitoring 
 could impact                                                                of cash 
 our ability                                                                 levels 
 to continue     *    A three-stage process for approving development and    Daily 
 to trade or          investment-related schemes gives an early indication 
 restrict our         of potential long-term balance sheet commitments.      DELAPS 
 ability to                                                                  Ongoing 
 invest in 
 regeneration    *    We have a disciplined allocation process for           Cash forecast 
 schemes or           significant project related capital which considers    report 
 growth               all future requirements and return on investment.      Weekly/monthly 
 markets. 
 
                 *    Daily monitoring of cash levels and regular 
                      forecasting of future cash balances and facility 
                      headroom are conducted. 
 
 
                 *    Long-term cash forecasts are regularly stress tested 
                . 
 
 
                 *    Group DELAPS ensure prior approval is sought for 
                      significant project related capital. 
-------------  -----------------------------------------------------------  ---------------  ------------------------------------------------------------ 
 Management                                                                  Monitoring       Decrease 
 of working      *    Working capital is monitored and managed as             of cash 
 capital              appropriate, with acute focus on any overdue work in    levels           *    Working capital continues to improve as aged projects 
                      progress, debtors or retentions.                        Daily                 unwind and general market terms improve. 
 Poor 
 management                                                                   Cash forecast 
 of working      *    Ongoing cash management focus continues to improve.     report           *    Continued cash optimisation focus and controls are 
 capital                                                                      Weekly                realising benefits. 
 leads 
 to              *    Cash profiling of key opportunities is undertaken at 
 inadequate           an early stage to ensure they meet the Group's 
 liquidity            expectations. 
 and funding 
 problems. 
-------------  -----------------------------------------------------------  ---------------  ------------------------------------------------------------ 
 

Strategic priority - Maximise efficiency of resources

The Group undertakes several hundred contracts each year. It is important that contractual terms reflect risks arising from the nature and complexity of the works and the duration of the contracts and that these risks are effectively managed.

Having identified the markets in which we will operate, we must ensure that we select opportunities which we can successfully deliver by employing capable and available resources. We must actively manage these resources to ensure our clients receive exceptional levels of service.

 
                                                                               Key monitor 
   Principal       Mitigation                                                  / metric        Risk change in 
   risk                                                                        /               reporting period(1) 
                                                                               instrument 
                                                                               Frequency 
--------------  ------------------------------------------------------------  ------------  ------------------------------------------------------------ 
 Mispricing                                                                    Tender         No Change 
 a contract        *    Robust DELAPS govern the selection of all bids and     review 
                        the acceptance of work at key stages.                  boards          *    We continue to secure improved contract procurement 
 If contracts                                                                  Ongoing              routes and terms. 
 are not 
 costed            *    We have a well-established bidding process and         Board 
 correctly              experienced bidding teams.                             reporting       *    The development within Construction & Infrastructure 
 this could                                                                    Monthly              of enhanced pipeline and opportunity selectivity 
 lead to loss                                                                                       tools means we can identify work that has a higher 
 of                *    Robust pre-selection, due diligence and risk           DELAPS               probability of success. Greater visibility of 
 profitability          assessment of individual bids take place.              Ongoing              medium-term pipeline quality and the ability to give 
 on a contract                                                                                      an early indication of longer term trends better 
 that reduces                                                                                       enable us to reshape the business in response. 
 overall gross     *    Contract tender reviews are conducted at three key 
 margin. It             stages: pre-qualification, pre-tender and final 
 may also               tender submission. Each stage is approved by an 
 result                 appropriate level of senior management via tender 
 in damaged             review boards. 
 client and 
 project team 
 relationships 
 . 
--------------  ------------------------------------------------------------  ------------  ------------------------------------------------------------ 
 Managing                                                                      Project       Decrease 
 changes          *    Work is carried out under standard terms wherever       financial 
 to contracts          possible.                                               performance    *    Contract procurement routes and terms are improved 
 and contract                                                                  Monthly             with an increasing two-stage and negotiated approach. 
 disputes 
                  *    Contract terms are reviewed at tender stage and any     Project 
 Changes to            variations approved by the appropriate level of         operational    *    Further enhancements have been made to contract early 
 contracts             management.                                             performance         warning techniques. 
 and contract                                                                  Monthly 
 disputes 
 could            *    We have well-established systems of measuring and       Electronic     *    The BIM strategy has been fully developed to provide 
 lead to costs         reporting project progress and estimated outturns,      project             more efficient asset management across the whole 
 being                 including contract variations.                          management          lifecycle. 
 incurred                                                                      tool 
 that are not                                                                  dashboard 
 recovered        *    Enhanced project management systems have lead           Ongoing 
 and loss of           indicators that assist in the early identification of 
 profitability         potential issues. 
 on a contract 
 and delayed 
 cash.            *    Increasing building information management ('BIM') 
 Ultimately            adoption is helping us overcome potential design and 
 we may need           constructability issues before they become too costly 
 to resort             or time consuming. 
 to legal 
 action 
 to resolve       *    Regularised project review process including peer 
 disputes              reviews ensures rigour is applied in core processes 
 which                 to facilitate early warning and subsequent mitigation 
 can prove             strategies. 
 costly with 
 uncertain 
 outcomes,        *    A decision to take legal action is based on 
 and can               appropriate legal advice and suitable provision made 
 adversely             for legal costs. 
 affect our 
 client 
 relationships 
 . 
--------------  ------------------------------------------------------------  ------------  ------------------------------------------------------------ 
 
 
 Poor project                                                                  Electronic         Decrease 
 delivery         *    A project review process facilitates early warning      project 
                       and subsequent mitigation strategies.                   management          *    New enhanced project related electronic early warning 
 The quality                                                                   tool                     'Lead Indicator' tool monitors programme, margin, 
 of                                                                            Ongoing                  change and cash, allowing early identification of 
 workmanship      *    Electronic project management workbooks enhance                                  issues. 
 or poor               functionality, client experience and efficiency with    CSQ and 
 commercial            the ability for 'live' reporting of key project         Perfect 

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 and                   aspects such as programme and change control.           Delivery            *    The improving market and terms under which we 
 operational                                                                   performance              contract reduce the probability of disputes. However 
 delivery of                                                                   monitoring               the upward pressure on skills and commodities needs 
 a contract,      *    An escalation process ensures senior management         Ongoing/monthly          careful management to avoid surprises. 
 whether by            intervention at early stage. 
 the Group                                                                     Project 
 or a joint                                                                    financial           *    The development within Construction & Infrastructure 
 venture          *    Formal internal peer reviews highlight areas of         performance              of an enhanced opportunity selectivity process 
 partner               improvement, risk and/or best practice.                 Monthly                  affords greater visibility of both project and 
 or                                                                                                     portfolio risk. This means we select projects that 
 subcontractor                                                                 Project                  have a higher probability of success. 
 does not meet    *    Client feedback is collated and reviewed using          operational 
 the                   customer satisfaction questionnaires ('CSQs') and the   performance 
 expectations          Perfect Delivery process.                               Monthly             *    A significant BIM capability means we are ready to 
 of clients.                                                                                            meet the government's 2016 mandate and overcome 
 Project                                                                                                potential design and constructability issues before 
 failures         *    Lessons learned exercises are carried out on                                     they become too costly or time consuming. 
 could incur           projects. 
 additional 
 costs that                                                                                        *    The Perfect Delivery philosophy and culture is 
 erode profit     *    Teams are incentivised on Perfect Delivery outcomes                              embedded in each division and differentiates the 
 margins and           to achieve high levels of client satisfaction.                                   Group's offering. 
 lead to the 
 withholding 
 of Interim       *    Strategic supply chain trading arrangements are in                          *    Advanced client experience developments are under way 
 cash payments         place to help ensure consistent quality.                                         in the Fit Out division. 
 impacting 
 on working 
 capital. It 
 is also 
 possible 
 that client 
 experiences 
 will fall 
 short of the 
 standards 
 we set by 
 the Group, 
 potentially 
 leading to 
 a reduction 
 in repeat 
 business or 
 in client 
 referrals. 
--------------  ------------------------------------------------------------  ----------------  ------------------------------------------------------------- 
 

Strategic priority - Pursuing innovation

We are committed to offering clients innovative and cost-effective solutions. If we fail to encourage an innovative approach across the Group we will lose our competitive edge and suffer reputational damage.

This is coupled with the risk that our systems will not provide appropriate security levels or resilience needed to ensure reliable levels of business continuity.

The ever evolving technology environment and persistent cyber security threat will remain a challenge for the foreseeable future.

 
 
   Principal      Mitigation                                                    Key monitor       Risk change in 
   risk                                                                         / metric          reporting period(1) 
                                                                                / instrument 
                                                                                Frequency 
-------------  ------------------------------------------------------------  ----------------  ------------------------------------------------------------ 
 Innovation                                                                   IT budget          Decrease 
                  *    A culture of innovation is encouraged and relevant     forecasting 
 A failure             ideas, sourced via employees, supply chain, clients    Annual/monthly      *    We are progressively adopting new technologies in 
 to adopt              and external sources, are promoted into the business                            order to work more efficiently and sustainability, 
 appropriate           environment.                                           Annual business          attract and retain talent, and ultimately attain 
 innovations                                                                  planning                 greater returns. 
 in new                                                                       Annual 
 products         *    Reviews are undertaken to promote elimination of 
 or                    waste of both resources and processes, adopting lean   Work winning        *    Recent innovation examples include Lync, BIM, a 
 techniques            methodology where appropriate.                         Ongoing                  careers website, upgraded electronic site management 
 could result                                                                                          tools, smart device facilitation, cost value 
 in the Group                                                                 Project                  reconciliation online recruitment and applicant 
 being less       *    Business improvement and IT forum structures are in    operational              tracking system metrics, management information 
 effective             place to review, sponsor and promote new innovations   performance              systems, enhanced enterprise finance tools and a 
 than our              into the business.                                     monitoring               web-enabled housing stock system. 
 competitors                                                                  Ongoing 
 and unable 
 to secure                                                                                        *    In the near future our largest division, Constructio 
 best value                                                                                      n 
 for, or                                                                                               & Infrastructure, plans to introduce a new electroni 
 offer                                                                                           c 
 the best                                                                                              work winning tool designed to provide workflow 
 solutions                                                                                             management of our tender pipeline and enhanced live 
 to, our                                                                                               business information tools. 
 clients. 
 If new 
 technologies 
 and 
 innovation 
 are not 
 promoted 
 into the 
 business 
 environment 
 we may 
 become 
 a less 
 attractive 
 proposition 
 to new and 
 existing 
 talent. 
-------------  ------------------------------------------------------------  ----------------  ------------------------------------------------------------ 
 Information                                                                  Group and         No Change 
 technology      *    Our Group-wide IT strategy has been remodelled to       divisional 
                      encompass an optimised shared services approach,        IT forums          *    Our progressive investment and focus on our IT 
 If we fail           direction and investment.                               Monthly                 strategy and programme is maturing, but at the same 
 to manage                                                                                            time needs to remain focused. 
 and invest                                                                   IT monitoring 
 in our IT       *    A co-ordinated services approach drives optimisation,   and performance 
 environment          efficiency and performance across the whole             reporting          *    We continue to make significant headway in the 
 we will not          technology environment.                                 Ongoing/monthly         centralisation of our IT capability and as a result 
 meet the                                                                                             have enhanced levels of resilience across the network 
 future                                                                                               that include our data and security environments. 
 needs of the    *    A Group-wide IT forum structure is in place ensuring 
 business in          focused strategic development and day-to-day running 
 terms of             of our technology environment. 
 expected 
 growth, 
 security        *    Progressive IT investment continues to yield 
 and                  Infrastructure, application and service delivery 
 innovation,          improvements. 
 ultimately 
 meaning that 
 we will fail    *    Group-wide risk and security strategies are enacted, 
 to maintain          creating awareness, threat alert, risk and 
 a                    vulnerability prioritisation and response. 
 sustainable 
 business 

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March 24, 2016 08:02 ET (12:02 GMT)

-------------  ------------------------------------------------------------  ----------------  ------------------------------------------------------------ 
 

1 Risk change in reporting period - signifies the Board's opinion of pre-mitigation risk movement.

This information is provided by RNS

The company news service from the London Stock Exchange

END

ACSUSVARNKAOUAR

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March 24, 2016 08:02 ET (12:02 GMT)

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