TIDMWEIR

RNS Number : 2092T

Weir Group PLC

23 March 2021

The Weir Group PLC

23 March 2021

2020 Annual Report and 2021 Annual General Meeting

The following documents have today been posted or otherwise made available to Shareholders:

1. Annual Report and Financial Statements for the period ended 31 December 2020 (the "2020 Annual Report");

   2.    Notice of 2021 Annual General Meeting; and 
   3.    Form of Proxy for the 2021 Annual General Meeting. 

In accordance with Listing Rule 9.6.1, a copy of each of these documents has been uploaded to the National Storage Mechanism and will be available for viewing shortly at:

https://data.fca.org.uk/#/nsm/nationalstoragemechanism .

The documents (except the Form of Proxy) are also available on the Company's website at

www.global.weir/investors/shareholder-information/agm/ and in hard copy to Shareholders upon request to Investor Relations, The Weir Group PLC, 1 West Regent Street, Glasgow, G2 1RW.

The Company currently intends to hold its 2021 Annual General Meeting (the "AGM") at the Company's Head Office, 1 West Regent Street, Glasgow, G2 1RW, on Thursday 29 April 2021 at 2.30pm. As set out in the Notice of AGM, the Company fully supports the Government restrictions on mass gatherings, non-essential travel and social contact. On this basis, the Board has concluded that it is appropriate to strongly urge Shareholders not to attend the AGM in person this year as to do so would be inconsistent with current Government guidance relative to Covid-19. Shareholders are instead requested to make use of the electronic facilities to participate remotely. Shareholders are asked to please exercise their votes by submitting their proxy electronically or by post.

The Company intends to livestream the AGM so that Shareholders will be able to follow the meeting remotely, however, this will be kept under review and subject to the Government guidance in place at the time of the AGM. Shareholders will be able to access the meeting by visiting https://web.lumiagm.com/. For further information on how to join the AGM electronically, please see the guidance included in Appendix 2 of the Notice of AGM.

In addition, should a Shareholder have a question that they would like to raise at the AGM, the Company strongly encourages Shareholders to email it in advance to WeirAGM2021@mail.weir, or send it by post to the Company's Head Office to be received no later than close of business on 27 April 2021. The Company will also provide the facility for Shareholders to ask questions electronically immediately before and during the AGM via https://web.lumiagm.com/.

The Company will be closely monitoring the impact of Covid-19 and how this may affect the arrangements for the AGM. Shareholders should therefore continue to monitor the Company's website and announcements for any updates in relation to the AGM.

The Company's full year results announcement of 2 March 2021 contained a management report as well as the audited financial statements which were prepared in accordance with the applicable accounting standards.

The 2020 Annual Report submitted to the National Storage Mechanism today also contains information regarding the Company's principal risks and uncertainties as at 2 March 2021 (being the date of the 2020 Annual Report) and a responsibility statement relating to the content of the 2020 Annual Report; an extract of this information is provided below as required under paragraph 6.3.5 of the DTR, however this material should be read in conjunction with and is not a substitute for reading the full 2020 Annual Report. Page numbers and cross-references in the following appendices refer to page numbers and cross-references in the 2020 Annual Report.

APPICES

Appendix A: Principal risks and uncertainties as at 2 March 2021 (the date of the 2020 Annual Report)

A description of the principal risks and uncertainties that the Company faces is extracted in full and unedited from pages 43 to 51 of the 2020 Annual Report.

As in any business, there are risks and uncertainties which could impact the Group's ability to achieve its objectives in the future. The Group's risk management and assurance framework is designed to make this less likely by clearly identifying and seeking to mitigate these key risks.

The Board has conducted a robust assessment of the principal risks, alongside the Risk Appetite Statement set out on page 41, meeting the Board's responsibilities in connection with Risk Management and Internal Control details in the UK Corporate Governance Code 2018. Each of the principal risks is assigned an owner from amongst the Board or Group Senior Management team and a detailed review of each principal risk has been completed in the year.

The Group's risk registers were reviewed and validity of the existing prior year principal risks were reassessed and consideration was given as to whether any new principal risks have emerged, or certain risks are no longer considered to be a principal risk. This review resulted in changes being made to the principal risks in 2020.

The identified principal risks were subjected to a detailed assessment based on the following considerations:

   --      Severity of each risk relative to the Group's stated risk appetite; 

-- Existence and effectiveness of actions and internal controls which serve to mitigate the risk;

-- The overall effectiveness of the Group's control environment, including assurance and any identified control weakness; and

-- The extent to which each of the principal risks could impact the Group's viability in financial or operational terms, due to their potential effects on the business plan, solvency, reputation or liquidity.

The principal risks set out on pages 44 to 51 are those which we believe to have the greatest potential to impact our ability to achieve the Group's strategic objectives or which have the greatest potential impact on the Group's solvency, liquidity or reputation.

 
 Principal Risks and Uncertainties 
 Covid-19 (Risk trend: Increasing) 
 
  Risk of subsequent pandemic waves giving rise to further plant closures and heightened workforce 
  exposures both for the Group and its key customers and suppliers which could lead to a loss 
  of productivity and/or loss of life. 
 Why we think this is important                                How we are mitigating the    Changes during 2020 
                                                               risk 
 Subsequent waves of Covid-19 gives rise to further plant                                   This is a new risk in 
 closures resulting in a material                              Divisional and Group         2020. 
 impact on the Group's productivity and ability to meet        Covid-19 
 customers' demands.                                           response plans developed 
                                                               for all 
 Subsequent waves of Covid-19 gives rise to further            employees which are 
 lockdowns and a resulting impact on the                       cognisant 
 mental health and wellbeing of the Group's global             of locality and ongoing 
 workforce.                                                    local 
                                                               authority restrictions. 
 Wider supply chain interruptions as host Governments look 
 to prioritise and safeguard their                             Developed protocols and 
 citizens and economies leading to increased restrictions      Group risk mitigation 
 around the cross-border movement                              plans are focused on key 
 of people and goods.                                          control measures with 
                                                               particular attention to 
 Risk of Covid-19 induced global recession impacting           employee safety. 
 commodity prices and demand for mining 
 equipment. 
                                                              ---------------------------  --------------------------- 
 Technology (Risk trend: Increasing) 
 
  Failure of the Group to embrace technology, innovate and continue to develop and invest in 
  both our core and next generation solutions and services for our customers, leaves the Group's 
  market leading positions and ability to deliver on growth ambitions exposed. 
 Why we think this is important                                How we are mitigating the    Changes during 2020 
                                                               risk 
 We need to continue to drive                                                               Further risk mitigation 
 innovation across the Group and                               Continued investment in      has been 
 collaborate with research partners to ensure there is a       our technology strategy      updated to capture latest 
 sustainable and evolving product offering                     aligned on smart,            thinking 
 leveraging new and adjacent technologies.                     sustainable, efficient       on key next priorities 
                                                               (SSE)                        following the 
 This can result in failure to achieve and maximise the        priorities.                  strategic planning 
 expected sales opportunities from new                                                      process. 
 product launches and technological advances.                  Hybrid R&D operating model 
                                                               combining divisional R&D,    Engineering Excellence 
 Failure to adapt our business model to capture economic       Weir                         Committee (EEC) replaced 
 value from technological advances                             Advanced Research Centre     with Weir Technology 
 or prevent economic loss from other technological advances.   (WARC), Weir Additive        Excellence Committee 
                                                               Manufacturing Solutions      (WTEC) with a focus on 
 Failure to develop products meeting the sustainable needs     (WAMS).                      horizon 2/horizon 3 
 of our customers and other stakeholders.                                                   technology strategy and 
                                                               Strategic international      associated performance 
 Failure to identify and respond to threats from disruptive    research,                    metrics. 
 technologies.                                                 academic and technology 
                                                               scanning partnerships and    Weir Innovation Network 
 Failure to harness new technology to reduce costs/improve     funding.                     (WIN) 
 efficiency of our operations relative                                                      approach matured to 
 to peers                                                      Strong governance around     further promote, celebrate 
 (digital, automation, big data etc).                          intellectual property and    and reward 
                                                               new                          culture of innovation. 
                                                               material/product launches. 
                                                              ---------------------------  --------------------------- 
 Value Chain Excellence (Risk trend: No change) 
 
  Failure to achieve Value Chain Excellence improvements and the associated reduction in costs 
  and enhanced capital efficiency. 
 Why we think this is important                                How are we mitigating the    Changes during 2020 
                                                               risk 
 If we fail to improve our value chain management, we risk:                                 Further mitigations 
                                                               Regular KPI monitoring of    reflects the 
 Losing the opportunity to meet our customer needs in terms    the value chain throughout   ongoing plans to realise 
 of product volume, quality and                                the organisation. Value      full value from our mining 
 delivery, through a failure in internal and external supply   Chain Excellence             pure play platform 
 chains resulting in a low of                                  initiatives have been        including functional 
 reputation and sales;                                         operating throughout the     shared service 
                                                               Group to drive value chain   initiatives. 
 Failure to optimise our inventory                             improvements including 
 thus inhibiting the Group investment strategy and creating    expanding production in 
 slow moving and obsolete inventory                            best cost countries. 
 ultimately impacting our results; 
                                                               The Group's forward 
 Failure to manage potential                                   purchase 
 above inflationary increases in                               commitments are being 
 procurement costs as commodity prices increasing thereby      closely monitored to 
 reducing our cost competitiveness                             manage inventories at 
 and margins; and                                              levels appropriate to 
                                                               market 
 Failure to develop organisational                             conditions. 
 capability to sustain and improve operational performance 
 results.                                                      Our credit risk management 
                                                               procedures are under 
                                                               continuous 
                                                               appraisal and review. 
 
                                                               We regularly monitor 
                                                               market activity to ensure 
                                                               we remain competitive. 
 
                                                               Improved demand planning 
                                                               and 
                                                               forecasting including 
                                                               Sales and 
                                                               Operations Planning within 
                                                               VCE. 
 
                                                               Realising value from 
                                                               shared service 
                                                               initiatives. 
                                                              ---------------------------  --------------------------- 
 Environmental Sustainability (Risk trend: No change) 
 
  Failure to adapt to and mitigate climate change and the associated impact on our current or 
  future business. 
 Why we think this is important                                How are we mitigating the    Changes during 2020 
                                                               risk 
 Failure to manage this risk has                                                            2020 organisational 
 significant impacts on us, our                                Sustainability Roadmap       changes 
 customers and our supply chain.                               developed via extensive      to bring new focus on 
 These impacts can be both acute and chronic.                  multi-stakeholder            delivery 
                                                               materiality assessment       of Sustainability Roadmap 
 Furthermore, failure to manage                                encompassing                 priorities and further 
 these risks may have political                                Environmental, Social        strengthen 
 and legal implications following                              & Governance (ES&G).         governance foundations. 
 increased Governmental focus. 
                                                               Two of the four              Further risk mitigations 
 There are also wider implications of this risk including      Sustainability               updated to 
 loss of market share, negative impact                         Roadmap priority areas       capture proposed work 
 on reputation and failure to attract talent into the          focus on                     arising from the 
 organisation.                                                 Environmental                completion of the 1st pass 
                                                               Sustainability.              Task Force on 
                                                                                            Climate-related 
                                                               Creating sustainable         Financial Disclosures 
                                                               solutions: with targets      evaluation process. 
                                                               for increased 
                                                               sustainability impact of 
                                                               our products 
                                                               in use, sustainable design 
                                                               and supply and end-of-life 
                                                               stewardship for our 
                                                               products. 
 
                                                               Reducing our footprint: 
                                                               with 
                                                               targets for CO2 reduction 
                                                               (both 
                                                               efficiency and renewable 
                                                               supply 
                                                               optimisation), water 
                                                               stewardship, 
                                                               waste elimination. 
 
                                                               We are continuing strong 
                                                               engagement with 
                                                               stakeholders in this area. 
                                                              ---------------------------  --------------------------- 
 Safety, Health and Well-Being (Risk trend: No change) 
 
  Failure to adequately protect our people and customers from harm presents a significant threat 
  to the physical and mental wellbeing of the Group's existing and available workforce leading 
  to a resultant impact on productivity and our ability to meet customer demands and expectations. 
 Why we think this is important                                How are we mitigating the    Changes during 2020 
                                                               risk 
 We operate in hazardous 
 environments, and therefore have a fundamental duty to        The Weir Behavioural         Control measures updated 
 protect our people and other stakeholders                     Safety system is in place    to 
 from harm whilst conducting our business.                     to reduce the risk of        track status and progress 
                                                               safety incidents.            of safety training for all 
 Policies and processes must be                                                             employees. 
 in place to ensure the continued                              In addition, there are 
 health, safety and wellbeing of                               initiatives                  Risk title refined to 
 all employees, customers and                                  to prevent the most common   include employee's 
 third parties.                                                accident types. The Weir     wellbeing. 
                                                               global SHE standards are 
 Failure to ensure continued                                   continually reviewed. 
 environmental compliance and/or contravention of 
 environmental legislations.                                   The SHE Excellence 
                                                               Committee 
 Failure of the Group to respond                               is responsible for 
 to a significant risk to employees                            monitoring 
 resulting from a pandemic or                                  performance and compliance 
 significant global health issue.                              with 
                                                               Group objectives, policies 
 Failure of the Group to adequately protect its workforce      and 
 from both the heightened stress on                            standards relating to SHE. 
 their wellbeing and/or psychological fears from changing 
 work practices.                                               The Chief Executive's 
                                                               Safety 
 Failure to manage the security                                Committee meets monthly 
 and safety risks associated with                              and is 
 operating in higher risk location.                            committed to achieving the 
                                                               highest of SHE standards. 
 
                                                               There is a formal SHE 
                                                               assurance 
                                                               programme with issues 
                                                               escalated as required 
                                                               through the reporting 
                                                               structures. 
 
                                                               Employee wellbeing support 
                                                               (including dedicated 
                                                               mental health 
                                                               first aiders, pandemic 
                                                               protocols 
                                                               and expansion of existing 
                                                               health 
                                                               training programme). 
                                                              ---------------------------  --------------------------- 
 Market Cyclicality (Risk trend: Decreasing) 
 
  Changes in key mining markets, including commodity prices and macro economic conditions have 
  an adverse impact on customers' expenditure plans. Fundamental market structure changes could 
  alter the long-term economics of the business. 
 Why we think this is important                                How are we mitigating the    Changes during 2020 
                                                               risk 
 Cyclical nature of the Group's                                                             We continue to focus on 
 end markets, including continued exposure to oil sands,       We maintain regular          customer 
 giving rise to downturns and resultant                        engagement                   relationships, technology 
 pricing and operational pressures.                            with our customers to        development and Value 
                                                               understand                   Chain 
 Risk of credit markets tightening                             their needs and              Excellence to manage this 
 limiting access to capital.                                   challenges, and ensure our   risk. 
                                                               business is appropriately 
 Failure of the Group to maximise upturn opportunities and     aligned.                     The risk trend has reduced 
 meet customer demands.                                                                     to reflect the sale of Oil 
                                                               Our strategic planning       & Gas. 
                                                               utilises 
                                                               extensive market 
                                                               intelligence to 
                                                               assist in forecasting 
                                                               opportunities 
                                                               and dips in markets. 
                                                              ---------------------------  --------------------------- 
 Competition (Risk trend: Decreasing) 
 
  Increasing presence of low cost competitors with improving quality in our end markets leads 
  to significant pricing pressure and margin deterioration. Disruptive technologies or new entrants 
  with alternative business models could also reduce our ability to sustainably win future business, 
  achieve operating results and realise future growth opportunities. Continuing threat from 
  third-party replicators. 
 Why we think this is important                                How are we mitigating the    Changes during 2020 
                                                               risk 
 Increasing presence of low cost                                                            Risk trend reduced 
 competitors with improving                                    Horizon scanning for         following the 
 quality in our end markets leads                              competitor                   sale of Oil & Gas. 
 to significant pricing pressure and margin deterioration.     threats including patent 
                                                               searches 
 Alternatively, increased competition forces a continual       and applications. 
 release of longer wear life products 
 resulting in maintaining market share but cannibalising our   Collaboration with 
 sales volumes with difficulty                                 customers 
 in realising commercial benefits.                             on technology partnerships 
                                                               and 
                                                               field trials. 
 
                                                               Technology solutions with 
                                                               differentiation on 
                                                               engineering 
                                                               expertise, aftermarket 
                                                               service and 
                                                               total cost of ownership. 
 
                                                               Continued development of 
                                                               operational efficiency and 
                                                               improvement plans. 
 
                                                               Continued investment in 
                                                               core 
                                                               product design, process 
                                                               and 
                                                               materials that provide 
                                                               high value. 
                                                              ---------------------------  --------------------------- 
 Digital Strategy and Roadmap (Risk trend: No change) 
 
  Failure to both exploit 'digitalisation' opportunities impacting the Group's ability to meet 
  evolving customer expectations. 
 Why we think this is important                                How are we mitigating the    Changes during 2020 
                                                               risk 
 Failure to embed 'digitalisation'                                                          Technological innovation 
 as a priority within Group and                                Digital and IT leadership    continues to be at the 
 divisional strategies, leading                                embedded in the Group and    forefront of the business 
 to underinvestment/delayed                                    divisional strategic         due to more drive 
 development of the capabilities                               planning processes.          for financial and 
 needed to meet our medium-term business performance goals.                                 environmental efficiency 
                                                               Oversight and Governance     and the pressure to 
 Failure to identify and mitigate                              within Information Systems   provide customers 
 potentially disruptive digital                                &                            solutions 
 technology trends as they appear in mining or adjacent        Technology (IS&T) Business   to improve the efficiency 
 industries and/or failing to adapt                            Management system.           of their operations. 
 at the required pace to gain/sustain market 
 competitiveness.                                              Group-lead scenario          Further information on 
                                                               planning                     progress 
 Failure to leverage digital capabilities to drive             processes to identify and    made in this area is set 
 automation and efficiency across core business                align on                     out on 
 processes, resulting in increased costs and/or lower          the major emerging           page 15. 
 responsiveness.                                               technologies 
                                                               (including digital) as       Risk updated to reflect 
 Failure to converge across                                    input to Group and           IS&T digital operating 
 Information Technology, Operational Technology (IIOT, OT)     divisional strategies.       model changes. 
 and Engineering Technology, leading 
 to fragmented architecture, security exposure and             IS&T operating model, 
 inefficient                                                   providing 
 service models.                                               clear governance framework 
                                                               (Strategy, Policy and 
 Failure to exploit current and                                Governance) and 
 emerging data and analytics                                   foundational platforms 
 capabilities to improved operational performance for          (Core Services) for IT and 
 ourselves and our customers.                                  Digital 
                                                               investments across Group 
 Failure to develop, attract and retain the talent need to     and Divisions. 
 underpin Weir's digitalisation journey 
 and culture.                                                  Customer requirements 
                                                               evaluated 
                                                               through User Experience 
                                                               framework as input to the 
                                                               investment in development 
                                                               of processes, 
                                                               products and solutions 
                                                               Oversight and Governance 
                                                               within IS&T Business 
                                                               Management system. 
 
                                                               Assurance work to embed 
                                                               Secure by Design within 
                                                               all Digital 
                                                               Development activities. 
 
                                                               Alignment of products, 
                                                               solutions, 
                                                               technologies in line with 
                                                               IS&T 
                                                               operating model to deliver 
                                                               scalable solutions through 
                                                               Core, Common and Distinct 
                                                               framework. 
                                                              ---------------------------  --------------------------- 
 Information Security & Cyber (Risk trend: No change) 
 
  Failure to adequately protect Weir Group from cyber enabled fraud and other information security 
  risks which can lead to operational disruption, reputational damage, regulatory fines and/or 
  financial impacts. 
 Why we think this is important                                How are we mitigating the    Changes during 2020 
                                                               risk 
 Up-to-date data allows us to make informed decisions about                                 Cybersecurity controls 
 our business. Therefore, we require                           We have an IT Governance     further 
 reliable and efficient IT systems and infrastructure to       Framework with a focus on    enhanced, including a 24/7 
 support our data requirements.                                structured change            security operations centre 
 Breaches of our IT security could have serious consequences   management                   to monitor cybersecurity 
 for our business,                                             techniques, including        threats and 
 including: interruption to business operations; and loss of   setting project governance   regular crisis management 
 intellectual property and other                               levels in line with risk.    rehearsals linked to cyber 
 sensitive data.                                                                            security scenarios. 
                                                               IS&T Control Board 
 The Group is investing in a                                   provides 
 significant IT transformation                                 assurance and oversight. 
 programme. If this is not managed effectively, the 
 consequences could include interruption                       Policies, procedures and 
 to business                                                   baseline 
 operations if data is unavailable                             standards in relation to 
 due to unsuccessful execution                                 cyber risk 
 of change, impacting our ability                              and IT security more 
 to compete and our reputation in                              generally are 
 the market.                                                   continuously updated and 
                                                               rolled out to operations. 
 At present, the Group's principal                             A programme of user 
 exposures to cybercrime relate to the misappropriation of     training in relation 
 cash and data. Our revenue streams                            to cyber risk is in place. 
 are largely protected as our products are not currently 
 electronic in nature and we do not,                           Security Incident 
 as a rule, transact over the internet.                        Responder 
                                                               teams monitor our various 
                                                               security systems. 
 
                                                               All security related 
                                                               incidents are 
                                                               reported to the Group 
                                                               Executive. 
                                                              ---------------------------  --------------------------- 
 People (Risk trend: No change) 
 
  Failure of the Group to build an ever more inclusive and diverse culture, which gives rise 
  to an inability to attract and retain the very best workforce. 
 Why we think this is important                                How are we mitigating the    Changes during 2020 
                                                               risk 
 Our people represent our biggest asset and failure to                                      The recruitment, talent 
 attract, develop and retain key management                    Promotion of the Weir        development and 
 and staff would have a detrimental impact on the Group's      Group Values & Behaviours,   performance 
 ability to deliver our key strategic                          Code of Conduct and HR       enablement programme is 
 objectives.                                                   Policies sets the            being 
                                                               standards and expectations   further developed. 
 As markets improve we need to                                 for all our staff, 
 continue to recruit high quality staff building on existing   reinforcing our stated       Inclusion and Diversity 
 capability while recruiting skilled                           commitment to attracting     Training 
 expertise in the right areas of the business and at the       and retaining the very 
 right time.                                                   best people. 
 
                                                               High performer assessments 
                                                               are 
                                                               undertaken to identify and 
                                                               develop our very best 
                                                               talent. 
 
                                                               Succession plans are in 
                                                               place and 
                                                               periodically reviewed for 
                                                               all of our 
                                                               key management. 
 
                                                               Personal Development Plans 
                                                               are 
                                                               set and reviewed for the 
                                                               effective 
                                                               development of all of our 
                                                               staff. 
 
                                                               We continue to offer 
                                                               competitive compensation 
                                                               and benefits packages. 
 
                                                               Inclusion and Diversity 
                                                               Training and Steering 
                                                               Committee. 
                                                              ---------------------------  --------------------------- 
 Political and Social (Risk trend: No change) 
 
  Adverse political action, or political and social instability, in territories in which we 
  operate may result in strategic, financial or personnel loss to the Group. 
 Why we think this is important                                How are we mitigating the    Changes during 2020 
                                                               risk 
 We operate across the globe and therefore have to work                                     Existing controls updated 
 within a wide range of political and                          Regular review of market     to reflect sale of 
 social conditions. Adverse events may occur in the            attractiveness. Monitoring   minority B-BBEE interest. 
 territories in which we operate that may                      travel 
 require us to act swiftly to protect our people and our       by Weir employees to         Revised Strategic Planning 
 property and regulatory changes                               higher risk                  Process adjusted to 
 could impact our competitiveness. We need to be flexible      locations in accordance      address Covid-19 risks. 
 and able to anticipate such issues.                           with the 
                                                               Weir Group travel policy.    While the UK's exit from 
 Expansions into new territories                                                            the 
 are only undertaken after rigorous assessment of the risks,   External expert risk         European Single Market and 
 including the social and political                            assessments                  Customs Union did not have 
 situation within the territory.                               and regular monitoring in    a 
                                                               higher                       material impact on the 
                                                               risk locations including     Group, 
                                                               contingency plans and exit   mitigating actions were 
                                                               strategy planning.           taken by 
                                                                                            our local UK businesses 
                                                               Our strategic planning       ahead of 
                                                               assists in                   the transition. 
                                                               forecasting potential 
                                                               political and 
                                                               social instability in 
                                                               regions. 
 
                                                               Continued assessment of 
                                                               global tariffs. 
 
                                                               Proactive monitoring of 
                                                               evolving 
                                                               policy and development of 
                                                               contingency plans as 
                                                               situations materialise. 
                                                              ---------------------------  --------------------------- 
 Ethics and Governance (Risk trend: No change) 
 
  Interactions with our people, customers, suppliers and other stakeholders are not conducted 
  with the highest standards of integrity and in accordance with Group Policies & Procedures 
  which devalues our reputation. 
 Why we think this is important                                How are we mitigating the    Changes during 2020 
                                                               risk 
 We are unwilling to accept                                                                 Completed in-depth review 
 dishonest or corrupt behaviour from our people, or external   The Code of Conduct,         and 
 parties acting on our behalf,                                 supplemented with Group      refresh of Group 
 whilst conducting our business. If we fail to act with        policies                     anti-corruption 
 integrity, we are at risk of:                                 on related topics,           risk assessment which 
  *    Reputational damage leading to a loss of business       provides a clear             underpins 
       opportunity;                                            framework for how we         compliance programme risk 
                                                               expect our                   mitigation. 
                                                               business will be 
  *    Increased scrutiny from regulators;                     conducted.                   Refreshed due diligence 
                                                                                            and 
                                                               Regular training and         management process for 
  *    Legal action from regulators including fines,           re-enforcement of            third-party 
       penalties and imprisonment;                             principles is provided       intermediaries, which will 
                                                               using a range of             be rolled out across 2021. 
                                                               mechanisms 
  *    Exclusion from markets important for our future         including Town Hall style 
       growth;                                                 sessions and online and 
                                                               induction training. 
 
  *    Failure to meet required social standards to maintain   The financial control 
       licence to operate in our communities.                  framework 
                                                               is continually monitored 
                                                               for effectiveness. 
 
 We expect all areas of the business to do the right thing     Internal Audit's remit 
 and conduct business in compliance                            includes 
 with applicable laws, Weir Group policies and procedures,     regular review of the 
 and the highest                                               anti-bribery 
 ethical standards.                                            and corruption and 
                                                               financial controls across 
                                                               the Group. 
 
                                                               The compliance 'sub- 
                                                               function' 
                                                               within Group Legal designs 
                                                               and 
                                                               administers our global 
                                                               compliance 
                                                               programme and assists 
                                                               Internal 
                                                               Audit in monitoring 
                                                               adherence 
                                                               to enhance global focus on 
                                                               compliance. 
 
                                                               An Ethics Hotline is 
                                                               available to all members 
                                                               of staff and the public. 
                                                               Reports are investigated 
                                                               on a timely basis and 
                                                               summary reports provided 
                                                               to Group Executive and 
                                                               Board. 
                                                              ---------------------------  --------------------------- 
 

Appendix B: Directors' statement of responsibilities

The Directors are responsible for preparing the Annual Report and the Financial Statements in accordance with applicable law and regulations.

Company law requires the Directors to prepare financial statements for each financial year. Under that law, the Directors have prepared the Group financial statements in accordance with both international accounting standards in conformity with the requirements of the Companies Act 2006 and international financial reporting standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies to the European Union and the Company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS 101 'Reduced Disclosure Framework', and applicable law.)

Under company law, directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and Company and of the profit or loss of the Group for that period. In preparing the financial statements, the directors are required to:

   --     Select suitable accounting policies and then apply them consistently; 

-- State whether applicable international accounting standards in conformity with the requirements of the Companies Act 2006 and the international financial reporting standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union have been followed for the group financial statements and United Kingdom Accounting Standards, comprising FRS 101 have been followed for the company financial statements, subject to any material departures disclosed and explained in the financial statements;

   --     Make judgements and estimates that are reasonable and prudent; 

-- Prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and Company will continue in business.

The Directors are also responsible for safeguarding the assets of the Group and Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Group's and Company's transactions and disclose with reasonable accuracy at any time the financial position of the Group and Company and enable them to ensure that the financial statements comply with the Companies Act 2006.

The Directors are responsible for the maintenance and integrity of the company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

The Directors consider that the Annual Report and Financial Statements, taken as a whole, are fair, balanced and understandable and provide the information necessary for Shareholders to assess the Group's performance, business model and strategy.

Each of the Directors, as at the date of this report, confirms to the best of their knowledge that:

-- The Group financial statements, which have been prepared in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006 and the international financial reporting standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union, give a true and fair view of the assets, liabilities, financial position and loss of the Group;

-- The Company financial statements, which have been prepared in accordance with United Kingdom Accounting Standards, comprising FRS 101, give a true and fair view of the assets, liabilities, financial position and profit of the Company; and

-- The Strategic Report and the Directors' Report include a fair review of the development and performance of the business and the position of the Group and Company, together with a description of the principal risks and uncertainties that it faces.

In the case of each director in office at the date the Directors' Report is approved:

-- So far as the director is aware, there is no relevant audit information of which the Group's and Company's auditors are unaware; and

-- They have taken all the steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the Group's and Company's auditors are aware of that information.

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END

ACSDZGZFMFZGMZM

(END) Dow Jones Newswires

March 23, 2021 07:45 ET (11:45 GMT)

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