Peachtree 2012 Annual Report Download - page 62

The directors present their report together with the audited consolidated
nancial statements for the year ended 30 September 2012.
Principal activities
The Sage Group plc is a leading global provider of business management
software to small and medium sized companies. Sage has over six million
customers and more than 13,500 employees in 24 countries covering the
UK & Ireland, mainland Europe, North America, South Africa, Australia, Asia
and Brazil.
Business review
The Group achieved a prot before income tax of £334.3m on revenue from
continuing operations of £1,340.2m.
The Companies Act 2006 requires us to present a fair review of the business
of the Group during the year to 30 September 2012 and of the position of the
Group at the end of the nancial year and a description of the principal risks
and uncertainties facing the Group. The information that fulls the Companies
Act requirements can be found in the business review which is incorporated
by reference. The business review can be found on pages IFC to 48.
The business review does not contain any information about persons with
whom the Company has contractual or other arrangements, which are
essential to the business of the Company, as in the directors’ view, there are
no such arrangements.
Disclaimer
The purpose of this Annual Report is to provide information to the members
of the Company. This Annual Report has been prepared for, and only for, the
members of the Company, as a body, and no other persons. The Company,
its directors and employees, agents or advisers do not accept or assume
responsibility to any other person to whom this document is shown or into
whose hands it may come and any such responsibility or liability is
expresslydisclaimed.
The Annual Report contains certain forward-looking statements with respect
to the operations, performance and nancial condition of the Group. By
their nature, these statements involve uncertainty since future events and
circumstances can cause results and developments to differ materially from
those anticipated. The forward-looking statements reect knowledge and
information available at the date of preparation of this Annual Report and
the Company undertakes no obligation to update these forward-looking
statements. Nothing in this Annual Report should be construed as a
protforecast.
Results and dividends
The results for the year are set out on page 70. Dividends paid and proposed
are set out on page 87. The Board proposes a nal dividend of 6.67p per share
(2011: 7.07p per share) taking the proposed full year dividend to 10.15p per
share (2011: 9.75p per share).
Compliance with the UK Corporate Governance Code
and Corporate Governance Statement
The Company has been in full compliance with the provisions set out in the
UK Corporate Governance Code throughout the year. The Code is publicly
available at the website of the FRC, www.frc.org.uk. Information that fulls
the requirements of the Corporate Governance Statement can be found in
the Corporate governance report on pages 49 to 58 and is incorporated into
this Directors’ report by reference.
Going concern
The following statement has been included in accordance with the Listing
Rules: Based on normal business planning and control procedures, the
directors have a reasonable expectation that the Company and the Group have
adequate resources to continue in operational existence for the foreseeable
future. For this reason, the directors continue to adopt the going concern basis
in preparing the accounts.
Research and development
During the year, the Group invested £159.4m (2011: £151.9m) in research
and development.
Charitable contributions and political donations
During the year, charitable contributions totalling £0.4m were made.
No political donations were made in the year.
Directors and their interests
A list of directors, their interests in the ordinary share capital of the Company,
their interest in its long-term performance share plan and details of their
options over the ordinary share capital of the Company are given in the
Remuneration report on pages 64 to 73. No director had a material interest in
any signicant contract, other than a service contract or contract for services,
with the Company or any of its subsidiaries at any time during the year.
As at the date of this report, indemnities (which are qualifying third-party
indemnity provisions under the Companies Act 2006) are in place under which
the Company has agreed to indemnify the directors of the Company and the
former directors of the Company who held ofce during the year ended
30 September 2012, to the extent permitted by law and by the Company’s
articles of association, in respect of all liabilities incurred in connection with
the performance of their duties as a director of the Company or its subsidiaries.
Copies of these indemnities are available for review at the registered ofce of
the Company.
Employment policy
The Group continues to give full and fair consideration to applications for
employment made by disabled persons, having regard to their respective
aptitudes and abilities. The policy includes, where practicable, the continued
employment of those who may become disabled during their employment and
the provision of training and career development and promotion, where
appropriate. The Group has continued its policy of employee involvement by
making information available to employees on matters of concern to them.
Many employees are stakeholders in the business through participation in
share option schemes and a long-term performance share plan. Further details
of employment policies are given on pages 42 to 44.
Creditor payment policy
Given the international nature of its operations, the Group does not operate a
standard code in respect of payments to suppliers. Subsidiary operating
companies are responsible for agreeing the terms and conditions under which
business transactions with their suppliers are conducted, including the terms
of payment. It is the Group’s policy to ensure that suppliers are aware of those
terms and that payments to suppliers are made promptly in accordance with
those terms. Creditor days for the Group have been calculated at 44 days
(2011: 49 days).
The Company has no trade creditors (2011: £nil).
Directors’ report
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