The Directors present their Directors’ report and financial statements for the year ended 31 March 2008.
Results and proposed dividends
Total Group revenue was £122.36 million (2007: £131.95 million) and the profit for the year before taxation was £6.00 million (2007: £5.43 million). Profit before associate impairment, IFRS 2 charges, intangible amortisation, goodwill impairment and taxation was £8.81 million (2007: £8.81 million).
The Directors recommend a final dividend of 1.87p (2007: 1.66p) per ordinary share is to be paid on 15 October 2008 to shareholders registered at the close of business on 27 June 2008 making, with the interim of 0.93p (2007: 0.77p) per ordinary share, a total of 2.80p (2007: 2.43p) per ordinary share for the year. The final dividend has not been included within creditors as it was not approved before the year end.
Dividends paid during the year comprise a final dividend of 1.66p (2007: 1.48p) per ordinary share in respect of the previous year ended 31 March 2007, together with an interim dividend in respect of the year ended 31 March 2008 of 0.93p (2007: 0.77p) per ordinary share.
Principal activities and business review
The principal activity of the Group during the financial year has been that of the manufacture and distribution of industrial fastenings and category ‘C’ components.
A review of the business activity and future prospects of the Group are covered in the Chairman’s Statement and the Directors’ Business Review.
This includes that information to be included in the Directors’ Report as required by the enhanced business review under s234ZZB of the Companies Act 1985.
A balanced and comprehensive review of the development and performance of the Group and its
position at the year end can be found by clicking here. An analysis of key performance indicators can be found by clicking here.
A description of the principal risks and undertakings facing the Group are discussed in the Market Competitiveness section.
A description of the main trends and factors likely to affect future development is provided by clicking here.
Information on environmental and social issues is available to view by clicking here.
Annual General Meeting
The Annual General Meeting will be held on 23 September 2008 at Trifast House, Bellbrook Park,
Uckfield, East Sussex, TN22 1QW.
Policy and practice on payment on creditors
The Group does not follow any code or standard on payment practice as it is the Group’s policy to settle creditors promptly on mutually agreed terms. The terms will vary from supplier to supplier and suppliers will be aware of the terms of payment.
For smaller suppliers where no terms are agreed, payment will normally be made in the month following receipt of goods or services.
The number of days’ purchases in trade payables at the end of the financial year for the Company was 41 (2007: 40) and 76 (2007: 78) for the Group.
Directors and Directors’ interests
Details on how the Company appoints and replaces Directors is disclosed in the Corporate Governance Report.
The Directors who held office during the year were as follows:
Chairman (Non-Executive Director)
A V Allen
Executive Directors
S Auld — (Chief Executive Officer — appointed as CEO on 1 June 2007)
J C Barker — (Chief Executive Officer — resigned 31 May 2007)
G P Budd
S Lawson — (Chief Finance Officer)
S Tan — (Resigned 7 January 2008)
Non-Executive Directors
A Cripps — (Resigned 31 March 2008)
E G Hutchinson
BWilson — (Appointed 8 January 2008)
The Directors’ remuneration and their interests in share capital are shown in the Remuneration Report.
Substantial shareholdings
Details of the share structure of the Company are disclosed in note 23 .
As at 31 May 2008, the Company was aware of the following material interests representing 3% or more of the issued share capital of the Company:
|
|
No. of
shares held |
% of
shares held |
| Gartmore Investment Management Limited |
10,404,468 |
12.25 |
| Michael C Timms (including family interests) |
7,750,000 |
9.12 |
| Axa (Institutional Group) |
7,746,897 |
9.12 |
| Fidelity Investment Management |
7,000,000 |
8.24 |
| Hermes Pension Management |
6,618,957 |
7.79 |
| UBS AG London Branch |
6,265,154 |
7.37 |
| Michael J Roberts |
5,960,000 |
7.01 |
| Liontrust Asset Management |
4,917,333 |
5.79 |
| Schroder Investment Management Limited |
4,742,536 |
5.58 |
| Universities Superannuation Scheme Ltd (USS) |
2,738,265 |
3.22 |
Employees
The Group has a policy of offering equal opportunities to employees at all levels in respect of the conditions of work. Throughout the Group it is the Board’s intention to provide possible employment opportunities and training for disabled people and to care for employees who become disabled having regard to aptitude and abilities. Further details can be found in our Corporate Social Responsibility Statement which can be found on our website www.trifast.com.
Regular consultation and meetings, formal or otherwise, are held with all levels of employees to discuss problems and opportunities. Information on matters of concern to employees is presented in the inhouse letters and publications.
Political and charitable contributions
During the year the Group made no political donations (2007: £nil) and various charitable contributions totalling £12,106 (2007: £24,457).
Disclosure of information to auditors
The Directors who held office at the date of approval of this Directors’ report confirm that, so far as they are each aware, there is no relevant audit information of which the Company’s Auditors are unaware; and each Director has taken all the steps that they ought to have taken as a Director to make themselves aware of any relevant audit information and to establish that the Company’s Auditors are aware of that information.
Auditors
In accordance with Section 384 of the Companies Act 1985, a resolution for the reappointment of KPMG Audit Plc as Auditors of the Company is to be proposed at the forthcoming Annual General Meeting.
M Belton
Company Secretary
Trifast House, Bellbrook Park
Uckfield, East Sussex, TN22 1QW
17 June 2008