Marks and Spencer 2010 Annual Report Download - page 80

Marks and Spencer Group plc Annual report and financial statements 2010 Directors’ report 76
Other disclosures continued
Going concern
In adopting the going concern basis for preparing the financial
statements, the directors have considered the business activities as
set out on pages 1 to 43 as well as the Group’s principal risks and
uncertainties as set out on pages 56 and 57. Based on the Group’s
cash flow forecasts and projections, the Board is satisfied that the
Group will be able to operate within the level of its facilities for the
foreseeable future. For this reason the Group continues to adopt
the going concern in preparing its financial statements.
Auditors
Resolutions to reappoint PricewaterhouseCoopers LLP as auditors
of the Company and to authorise the Audit Committee to determine
their remuneration will be proposed at the 2010 AGM.
Annual general meeting
The AGM of Marks and Spencer Group plc will be held at the Royal
Festival Hall, London on 14 July 2010. The Notice is given, together
with explanatory notes, in the booklet which accompanies this report.
Directors’ responsibilities
The directors are responsible for preparing the Annual Report, the
Remuneration 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 and
Company financial statements in accordance with International
Financial Reporting Standards (IFRSs) as adopted by the EU.
Under company law the 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 the Company and of
the profit or loss of the Company and Group for that period.
In preparing these financial statements, the directors are
required to:
select suitable accounting policies and then apply them −
consistently;
make judgements and accounting estimates that are reasonable −
and prudent;
state whether applicable IFRSs as adopted by the EU have been −
followed, subject to any material departures disclosed
and explained in the financial statements; and
prepare the financial statements on the going concern basis −
unless it is inappropriate to presume that the Company will
continue in business.
The directors are responsible for keeping proper accounting records
that are sufficient to show and explain the Company's transactions
and disclose with reasonable accuracy at any time the financial
position of the Company and the Group and to enable them to
ensure that the financial statements and the Remuneration report
comply with the Companies Act 2006 and, as regards the Group
financial statements, Article 4 of the IAS Regulation. They are also
responsible for safeguarding the assets of the Company and the
Group and hence for taking reasonable steps for the prevention
and detection of fraud and other irregularities.
The directors are responsible for the maintenance and integrity
of the Company’s website. Legislation in the UK governing the
preparation and dissemination of financial statements may differ
from legislation in other jurisdictions. Each of the directors confirm
that, to the best of their knowledge:
the Group financial statements, which have been prepared in −
accordance with IFRSs as adopted by the EU, give a true and fair
view of the assets, liabilities, financial position and profit of the
Group; and
the Business review contained in this report includes a fair review −
of the development and performance of the business
and the position of the Group, together with a description of
the principal risks and uncertainties that it faces.
Disclosure of information to auditor
Each director confirms that, so far as he (she) is aware, there is no
relevant audit information of which the Company’s auditors are
unaware and that each director has taken all the steps that he (she)
ought to have taken as a director to make himself (herself) aware of
any relevant audit information and to establish that the Company’s
auditors are aware of that information.
Index to principal Directors’ report disclosures
Information required to be disclosed in the Directors’ report can be
found on the following pages:
Information
Page
number(s)
Annual general meeting 76
Appointment and retirement of directors 74
Auditors 76
Board of directors 74
Charitable donations 75
Creditor payment policy 75
Deadlines for exercising voting rights 73
Directors’ conflicts of interest 74
Directors’ indemnities 74
Directors’ responsibilities 76
Disclosure of information to auditor 76
Employee involvement 74
Employees with disabilities 75
Equal opportunities 75
Essential contracts or arrangements 75
Going concern 76
Interests in voting rights 73
Market value of properties 75
Political donations 75
Post balance sheet events 75
Powers for the Company issuing or buying
back its own shares 72
Principal activities and Business review 72
Profit and dividends 72
Restrictions on transfer of securities 72
Rights and obligations attaching to shares 72
Share capital 72
Significant agreements – change of control 73
Variation of rights 72
By order of the Board
Amanda Mellor, Group Secretary
London
24 May 2010