Carphone Warehouse 2005 Annual Report Download - page 36

The Carphone Warehouse Group PLC Annual Report 2005
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Directors’ Report
The Directors have pleasure in presenting the Annual Report and financial
statements of The Carphone Warehouse Group PLC for the 53 weeks
ended 2 April 2005.
Principal activities
The principal activity of the Group continues to be the provision of mobile
communication products and services and fixed line communication
services. For the purposes of segmental reporting, operations are classified
into three divisions, being Distribution, Telecoms Services and Wholesale.
The subsidiary undertakings principally affecting the results or net assets
of the Group in the period are listed in note 15 to the financial statements.
Results
The profit before tax for the financial period increased from £44.5m in the
prior period to £68.9m. An interim dividend of 0.55p per share (2004 –
0.40p) was paid in the period. The Directors recommend the payment of
a final dividend of 1.25p per share (2004 – 0.90p). Subject to shareholders’
approval at the Annual General Meeting, the final dividend will be paid on
5 August 2005 to shareholders on the register at the close of business
on 8 July 2005. No significant events have occurred since the balance
sheet date.
Directors
The names and brief biographical details of the Directors are shown on
page 22. Particulars of Directors’ remuneration, interests in the shares of
the Company and its subsidiaries, and interests in share options are given
in the Remuneration Report on pages 26 to 31.
Employment of disabled people
It is the Group’s policy to encourage application for employment from
disabled people and to assist with their training and career development,
having regard to particular aptitudes and abilities. Every endeavour is made
to find suitable alternative employment and to re-train any employee who
becomes disabled while serving the Group.
Employee involvement
The Group places significant emphasis on its employees’ involvement
in the business at all levels. Managers are remunerated according to results
wherever possible and all employees are kept informed of issues affecting
the Group through formal and informal meetings and through the Group’s
internal publications. Members of the management team regularly visit
all Group locations and discuss matters of current interest and concern
with employees.
Supplier payment policy
The Group’s policy is to agree terms of transactions, including payment
terms, with suppliers and, provided that suppliers perform in accordance
with the agreed terms, it is the Group’s normal practice that payment is
made accordingly. The number of days outstanding between receipt of
invoices and date of payment, calculated by reference to the amount owed
to trade creditors at the period end as a proportion of the amounts invoiced
by suppliers during the period, was 47 days (2004 – 42 days). The Company
did not have any trade creditors at 2 April 2005 or 27 March 2004.
Donations
The Group made charitable donations of £477,000 during the period
(2004 – £85,000). No political donations were made during either period.
Contracts with controlling shareholders
There are no material contracts with controlling shareholders.
Share capital
Details of the movements in authorised and issued share capital during
the period are provided in note 24 to the financial statements.
Tangible fixed assets
Movements in tangible fixed assets are set out in note 14 to the financial
statements. In the opinion of the Directors the current open market value of
the Group’s interests in freehold land and buildings exceeds the book value
by £9.7m at 2 April 2005. The Group’s liability to taxation if such assets
were sold at that value would be insignificant.
Significant shareholdings
The following interests appeared on the Register of Members or had been
notified to the Company in accordance with sections 198 to 208 of the
Companies Act 1985 on 6 June 2005:
Number Percentage
of shares of share capital
Aviva PLC 39,378,699 4.49%
Wellington Management Company LLP 42,183,998 4.81%
The total interests of the Directors are detailed in the Directors’
Remuneration Report on pages 26 to 31.
Going concern
On the basis of current financial projections and facilities available, the
Directors are satisfied that the Group has adequate resources to continue
in operation for the foreseeable future and consequently the financial
statements continue to be prepared on the going concern basis.
Auditors
Deloitte & Touche LLP have expressed their willingness to continue in office
as auditors and a resolution to re-appoint them will be proposed at the
forthcoming Annual General Meeting.
By order of the Board
The Carphone Warehouse Group PLC
1 Portal Way
London W3 6RS
T S Morris
Company Secretary
6 June 2005