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Key matters considered by the board

Board and committee activities are organised throughout the year to address the matters reserved for the board. An overview of the board’s principal decisions during the year, including how the board has taken into account the factors set out in section 172 of the Companies Act 2006 (‘the Act’), is set out below. From the board’s engagement with its stakeholders, see Board leadership, there were no specific issues raised during the year that influenced these decisions.

Principal decisionAction takenOutcomeKey stakeholder groups considered
Pay reviewAs part of our ongoing drive to improve internal equity across our Group and create an environment where everyone feels valued and fairly rewarded for the contribution they make, ‘pay and benefits’ has been an area of focus for us during the year.One-off cost-of-living payments and enhanced employee benefit packages. In addition, we have implemented higher pay increases for our more junior and lower paid colleagues. All of our colleagues are paid at or above the real living wage.Our workforce, their families and their communities.
RefinancingReviewed the levels of our existing senior lending facilities and whether to seek an increase and considered the timing of when to renew.Extended our revolving credit facility from £50m to £60m in March 2023.The increased facility provides the Group with enhanced liquidity, following the acquisition of VSCH, and additional long-term financing to help support its growth strategy. The decision considers all stakeholders that benefit from execution of the strategy and the Group’s viability.
Strategy reviewComprehensively reviewed progress against strategy.

Monitored market trends, including the macroeconomic environment, supported by comparative data and customer insight.

Considered the impact of the strategic plan on the retention and development of employees.

Reviewed the Group’s long-term financial outlook and assessed and prioritised growth opportunities.

Reviewed the Group’s four-year strategic plan and divisional strategic plans and priorities to ensure they remained fit for purpose.
Approved the three-year strategic plan.In approving the strategy and business plans and purpose, the views of all our stakeholders were considered. Our success depends on good relations with members of our workforce, customers and supply chain. Before publishing the Group’s purpose, the views of our workforce will be considered via the My Voice forums.
Setting the annual Group budget and subsequent forecast modelling for going concern purposesReviewed Group budgets for FY24 and high-level profit and cash forecasts for the next 15 months. Reviewed general market conditions and key trends that support the Group’s strategy.Approved the viability statement and going concern assumption.In reviewing the budget and subsequent forecasts, the board considered the impact on all stakeholders.
Determining the Group’s approach to risk Reviewed and made changes to the Group’s principal risks and emerging risks that could impact the Group’s strategic objectives.

Considered the impact of risks arising from uncertainties in the market and the wider economy, including inflation.
Maintained as ‘high’ risk our assessment of the risk of a serious health and safety incident but reduced to ‘medium risk’ the impact of macro-economic factors such as inflation and shortages of labour on our ability to maintain and recruit the people resources needed to deliver a high order book and our assessment of supply chain risk.The board considered the impact on all stakeholders, in particular those identified in the principal risks section on How we Manage Risks.
Recommending a final dividendConsidered whether to declare a final dividend for the year ended 26 March 2022 in the light of the Group’s overall financial position and its other financial commitments.Recognising the importance of the dividend to our investment case and our shareholders, we recommended the payment of a final 2022 dividend of 1.9p per share (an increase of 6 per cent) having taken into account the Group’s overall financial position and its other financial commitments.The board considered the impact on its shareholders of its progressive dividend policy and balanced this with the needs of other stakeholders.
The Group’s approach to sustainability and climateThe board reviewed management’s proposed approach to sustainability matters including climate risk.The board approved management’s proposed approach to the setting of targets and goals on key climate-related and other sustainability matters.The board, mindful of its duty to promote the success of the Company whilst considering the broader interest of external stakeholders, took a proactive approach to considering how to minimise the impact of its operations on the environment.
Voortman acquisitionThe board reviewed management’s proposals to acquire the Voortman Steel Construction group of companiesThe board approved management’s proposals to make its first European acquisitionThe board, mindful of its duty to promote the success of the Company and deliver a strategy of European growth and diversification and the broader interest of external stakeholders, took the decision to make the relevant investment.
Pension scheme valuationThe board reviewed management’s proposed approach to funding the deficit in the Atlas Ward pension schemeThe board approved management’s proposed funding strategyThe board took into account the needs of current and deferred members of the pension scheme and the wider interests of other stakeholders in taking a balanced approach to reducing the deficit whilst maintaining sufficient cash and working capital resources to support the Group’s overall business strategy.