Berkeley Group Holdings PLC (BKG) 2003年年度報告「LSE」.pdf

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1、The Berkeley Group plcAnnual Report 2003Financial Results01Board of Directors and Advisers 1802Directors Report 2004Remuneration Report2306Corporate Governance 3016Independent Auditors Report 33Consolidated Profit and Loss Account 34Consolidated and Parent Company Balance Sheets35Consolidated Cash F

2、low Statement 36Reconciliation of Movements inShareholders Funds37Notes to the Accounts38Five Year Summary56Financial DiaryIBCThe Berkeley Group has an unrivalled understanding of the home building market and the financial strengthto deliver its pioneering approach to land development.This gives val

3、ue to its investors and promotescommunity regeneration throughout the country.The Berkeley Group delivers value to its customersand investors by creating high-quality developments in which people want to live,work and play.About The Berkeley GroupFinancial Highlights What we doChairmans Statement Op

4、erational Review Sustainability 1 St George Wharf,London2 Edwalton Hall,Nottingham3 Belwell Cottages,Birmingham123The Berkeley Group plc Annual Report 2003 012003 Financial HighlightsPre-tax ProfitsUp 12.7%to 221.2 million(2002:196.2 million)Operating MarginsGroup housebuilding operating margins,exc

5、luding land sales,up from 18.5%to 18.6%Earnings per ShareIncreased by 10.2%to 116.0 pence(2002:105.3 pence)Proposed Final Dividend14.4 pence per share,making a total dividend of 19.2 pence per share,an increase of16.4%(2002:total of 16.5 pence)Net Asset Value per ShareUp 15.6%to 829 pence(2002:717 p

6、ence)Net DebtDown 100.4 million to 143.1 million;representing gearing of 13.5%(2002:25.1%)Return on CapitalIncreased to 19.3%from 18.9%last yearEmployedLand HoldingsUp to 25,850 plots from 20,426 last year endForward Order Book Remains solid at 920.9 million(2002:1,051.6 million)Share Buy-Back6.8 mi

7、llion(5%)shares bought back in 2002/3 for 42.0 million199920002001200220031250100755025Earnings per share(pence)62.267.991.6105.3116.0199920002001200220032502015105Dividends per share(pence)11.212.914.916.519.21999200020012002200310000750500250Net assets per share(pence)49855362871782902What we do T

8、he Berkeley Group is a leader in the business of urbanregeneration with over 95%of its developments taking place on brownfield land.Our talented and experiencedmanagement team consistently demonstrate the vision and flair needed to develop attractive and sustainablecommunities for our customers whil

9、e extracting high value from the land that we develop.The development of land involves a number of complexstages,from the initial acquisition of the land in question,through planning,designing,building and finally marketing a development.AcquisitionThe first part of the development process is to fin

10、d and buy new land for development.We acquire new land within strictfinancial criteria and undertake detailed risk assessments prior to any land acquisition,which take into accountsustainability issues.Our aim is to gain the greatest value from land,whether by developing it or selling it.Planning an

11、d DesignEach of our projects has a dedicated team to prepare theplanning application and associated environmental andsustainability assessments.This team takes a proactiveapproach to ensuring that sustainability criteria are built into theentire design and planning process.We consult with a widerang

12、e of stakeholders to ensure their views and concerns aretaken into account.We aim to find intelligent,original andimaginative solutions that are appropriate to the needs of thelocal community.We regularly review all our development sitesand densities are increased wherever appropriate in line with b

13、est planning practice,in consultation with planning authorities.ConstructionWe place a strong focus on delivering a highly efficientconstruction process.At all times,we work to ensure that our construction sites are safe,secure,tidy and cause as littledisruption as possible to the local community.We

14、 work closelywith our sub-contractors and suppliers to improve standards,increase efficiencies and uphold the Groups commitment tosustainability in the day-to-day operation of our sites.Sales and MarketingThrough their marketing activities,our divisions have createdstrong brand identities which driv

15、e their ability to achieve sales atan early stage in the development process.Wherever reasonablypossible we integrate sustainability issues into mainstream salesand marketing information,including customer handbooks andchoices concerning the specification of dwellings.With over 25 years experience o

16、f providing high-quality homes,Berkeley Homes is one of the mostrespected property developers inLondon and the South-East.Itsportfolio includes contemporaryapartments,traditional townhouses,conversions of period buildings anda range of mixed-use developments.1234576St George is Londons leadingmixed-

17、use residential developer.Last year,St George became the first property developer to begranted the prestigious QueensAward for Enterprise:SustainableDevelopment 2002.THE QUEENS AWARDSFOR ENTERPRISE:SUSTAINABLE DEVELOPMENT2002For over 70 years,The Crosby Grouphas maintained its reputation as amarket

18、leader.The Crosby Group now takes a leading role in therenaissance of cities outside Londonand the South-East,creatinglandmark buildings which haveintroduced a blend of qualityresidential and complementary retail,commercial and leisure uses.Berkeley Community Villages hasbeen established by The Berk

19、eleyGroup to create new sustainablesettlements in a way that is sensitiveto existing communities and thenatural environment.St James is a joint venture betweenThe Berkeley Group and ThamesWater.It has gained a formidablereputation for introducing a new level of innovation to housebuildingin London a

20、nd the South-East of England.Berkeley College Homes is thededicated student and key workeraccommodation specialist in TheBerkeley Group.It aims to deliverquality and practical accommodationwhich institutions,ranging fromuniversities to NHS Trusts,can beproud to offer.Berkeley Commercial is the Group

21、sdedicated commercial propertydeveloper and investor,sharing theGroups passion for innovation andquality.Its flagship development isGunwharf Quays at Portsmouth Harbour,which has become the focal point for the economic renaissance of Portsmouth.1 Charter Quay,Kingston 2 One SE8,Deptford3 Royal Clare

22、nce Yard,Gosport4 Royal Arsenal,Woolwich5 Leybourne Lakes,Kent 6 St George Wharf,London7 Gunwharf Quays,Portsmouth 030304The Berkeley Group plc Annual Report 2003Chairmans StatementThe last year has demonstrated once again the integrityof The Berkeley Groups strategy,which has served thebusiness wel

23、l for the last decade and continues to guideour path forward.The market in which we operate has beenchallenging but we have continued to grow our profits andnet asset value in a consistent and secure manner.Thisremains a tribute to the underlying financial strength of theCompany and the experience a

24、nd vision of its executivemanagement in transforming Berkeley into Britains premierurban regenerator.The housing market over the last six months has moderated,with sales prices holding up relatively well against a backdropof falling demand from the boom conditions experienced lastyear.The return to

25、more normal market conditions is verywelcome.It will enable us to continue to show our uniquestrength in terms of product quality and diversity,marketing flair and design innovation.Financial ResultsFor the year ended 30 April 2003,Berkeley is delighted toannounce pre-tax profits of 221.2 million an

26、 increase of 12.7%on the 196.2 million for the same period last year.Earningsper share rose by 10.2%from 105.3p to 116.0p.Shareholdersfunds increased by 88.0 million,to 1,056.2 million(30 April2002:968.2 million)an increase of 9.1%.Net assets pershare stand at 829p,an increase of 15.6%.Due to the sh

27、arebuy-backs carried out from December 2002 to April 2003shareholders funds are 42 million lower at 30 April 2003 andwill be 49.5 million lower at 30 April 2004.Return on capitalemployed was 19.3%,up from 18.9%on last year.At 30 April2003,bank loans and overdrafts were 143.1 million(2002:243.5 milli

28、on),representing a gearing level of 13.5%(2002:25.1%).DividendsThe Directors are pleased to recommend a final dividend of14.4p net per share.This dividend,together with the interimdividend of 4.8p net per share paid in February 2003,will makea total dividend of 19.2p an increase of 16.4%over the 16.

29、5ppaid last year.The cost of the final dividend will be 18.4 millionand will be payable on 4 September 2003 to shareholders onthe register at 8 August 2003.The dividend policy of the Group is to move towards a betterbalance between the interim and final dividends,taking intoaccount the more even spl

30、it of pre-tax profits between the firstand second halves of the year as was experienced in 2002/3,and to maintain the cover ratio.Trading AnalysisGroup turnover was 1,150.8 million(2002:976.8 million).This comprises 1,130.1 million(2002:927.6 million)ofresidential turnover and 20.8 million(2002:49.1

31、 million)of commercial turnover.During the year,Berkeley sold 3,544 homes at an averageselling price of 315,000.This compares to 3,182 homes at anaverage selling price of 273,000 in the corresponding periodin 2002.In 2003,the Group realised 8.8 million from landsales(2002:59.8 million).The Groups po

32、licy has always beento take advantage of suitable land sales opportunities Berkeleys performance is not,however,dependent on suchopportunities.Group commercial turnover was lower at 20.8 million(2002:49.1 million)as Phase I of Gunwharf Quays,50%of whichwas sold to Land Securities,is substantially co

33、mplete.Inaddition to Gunwharf Quays,the Group successfully developednine commercial opportunities on our mixed-use schemes.Joint venture turnover totalled 99.3 million(2002:108.3 million).This comprises 91.4 million from residentialprojects and 7.9 million(2002:10.1 million)from commercialschemes.Th

34、e number of units sold was 637 at an averageselling price of 211,000.The lower average selling price(compared to 773 units at an average selling price of 278,000in the corresponding period last year)is due to a change ofmix.Residential joint ventures have benefited from a land salethat produced a tu

35、rnover of 18.8 million.The housebuilding operating margin excluding joint venturesand land sales has increased from 18.5%to 18.6%.Jointventure operating margins are 16.7%.Share Buy-BacksDuring the period,Berkeley purchased 8,036,559 shares at an average cost per share of 6.14p,of which 6,786,559shar

36、es were cancelled by 30 April 2003 and 1,250,000 will becancelled in the year to 30 April 2004.The financial costs ofthese buy-backs is 49.5 million,of which,42.0 million waspaid by 30 April 2003.This increased the gearing levels from9.2%to the reported 13.5%.The Berkeley Group plc Annual Report 200

37、3 05The last year has demonstrated once againthe integrity of The Berkeley Groups strategy.Roger Lewis Chairman These buy-backs were not part of Berkeleys core investmentstrategy but the opportunity arose between December 2002and April 2003 to improve shareholder value with suchtransactions due to t

38、he uncertainty evident in the stock marketat the time.The shares were bought back at a discount to net assets of 33.2%and increase the net asset value per shareby 11p.The BoardSince the end of the financial year,two Directors have steppeddown from the Main Board.Tim Farrow who joined the Boardin 199

39、8 resigned in May.His position as Managing Director ofSt James has been taken up by Brendon ONeill who joinedthe Group in January.Derek Sach,a Non-executive Director ofthe Group since 1998,resigned in June.We would like to thankthem for their contribution to the Groups progress.Following these resig

40、nations the Board comprises myself asChairman,five Executive Directors and three Non-executiveDirectors,a balance with which we are very comfortable as theskills and experience of the individual Board members arecomplementary and serve our business well.We are assessingthe impact of the Higgs and Sm

41、ith Reports on the role of non-executive directors and audit committees and await thepublication of a revised Combined Code.The Berkeley TeamBerkeley has always recognised that part of its strength hasbeen built on the committed,hard working and imaginativepeople it employs.But the success of our bu

42、siness model alsorests on the manner in which we create our teams,generatingresults far in excess of the simple sum of individuals.Through our powerfully branded divisions and joint ventures,we have consistently demonstrated our ability to undertakeand manage any form of development that presents it

43、self.Theconfidence that the Group has in the management capabilitywithin its divisions,matched with the financial strength of theGroup as a whole,has allowed us to unlock the flair and visionof our management teams.Such a performance is not achieved without the commitment,dedication and expertise of

44、 all our staff.On behalf of the Board and shareholders,I would like to express our sincereappreciation and thanks to them all.SustainabilityLast year,the Board published a Group Sustainability Report,evidence of our determination and commitment to this issue,and I am delighted that we have already p

45、ublished our Reportfor 2003.OutlookThe Berkeley Group is in an excellent position to continue toperform well in the medium term,even if adverse conditionsmaterialise.Berkeleys management is experienced and enjoysa proven track record in all markets,so making us the urbanregenerator of choice.We have

46、 strengthened our landbank,while maintaining our financial strength and a strong forwardorder book.We look forward to the future with confidence.Our record inthe last year provides us with that confidence and whatever the market may hold our underlying strengths will ensure ourcontinued success.Roge

47、r Lewis Chairman Operational ReviewImperial Wharf,LondonSt George continues to demonstrate that itis at the leading edge of urban regenerationin the UK.The Point,BristolA stunning riverside development byCrosby Homes.Performance in Last Year It gives me great pleasure to report another very favourab

48、leyear for The Berkeley Group with turnover and profit up on last years record figures.The Groups success,in a yearwhich has clearly seen an uncertain property market,is atestament to the quality of our product and the uniquely skilled management team that we have brought together to deliver it to t

49、he market.A consistent approach to managing the Group has establishedus as one of the most significant players in the regeneration ofurban Britain.We encourage innovation,we rewardentrepreneurial flair and we nurture the strong brands that wehave created.But we have never forgotten the very particul

50、archallenges inherent in a cyclical industry.Over the past year wehave continued to simplify our management structures andimprove efficiencies,the savings from which are already flowingthrough the business.We have built on the sound capital basefor which we have gained a deserved reputation,enabling

51、 usto invest in new opportunities and insulate ourselves as far aspossible from potential downturns in the market.The Group has continued to develop its sustainability strategyover the past year and this has played an important part inenhancing the quality of our product,reducing the impact ofour in

52、dustry on the local communities in which we work andimproving our cost efficiencies.The operating companies arewhere we deliver upon our sustainability agenda and I amimmensely proud of the progress they have made in this area.In the consistency of our strategy,our willingness to pioneerand the abil

53、ity of our management to identify and takeadvantage of new opportunities,lie the solid foundations forour success in the last financial year and our confidence inthe future of the business.The Housing MarketDuring the second half of our previous financial year(November 2001 to April 2002)we operated

54、 in anunexpectedly buoyant market.We did not consider thismarket to be sustainable but nevertheless to help satisfydemand we released a number of developments early andaccelerated our reservations rate.In the first six months ofthe financial year(May 2002 to October 2002),Berkeleysreservations were

55、in line with the same period in 2001,indicating a return to a more normal market.In the secondhalf of the financial year(November 2002 to April 2003),reservation levels weakened and Berkeleys were 36%down0606The Berkeley Groups success is atestament to the quality of our productand the uniquely skil

56、led managementteam that we have brought together to deliver it to the market.Tony Pidgley Managing Directoragainst the boom conditions of the comparable period in theprevious year.The positive news is that reservations in June2003 are ahead of those in June 2002,indicating a return toa more normal h

57、ousing market.Forty-five per cent of the reservations during the period werefrom investors,which the Group defines as ranging fromhouseholds purchasing a second home through to a largeinstitutional investor.This compares to 51%for thecomparable period last year.Overseas investors account for 19%of t

58、he investor reservations,down from 22%for the comparable period last time.This highlights the market trend of a shift away from investorsto owner-occupiers who purchase later in the cycle and theGroup has refocused its marketing strategy accordingly.Nevertheless,investor demand is still healthy,whic

59、h,as wesaid in the half year statement is reassuring to the Group.It also demonstrates that our investor market was not solelydependent on the buy-to-let phenomenon and comprisesboth opportunistic purchasers and individuals preferringproperty to other investments.Traditionally,the housing market is

60、driven by consumerconfidence which in recent years has benefited from highemployment levels,low interest rates and a low level of supplywhich is being exaggerated in London and the South-East dueto planning constraints and the deliverability of complex urbanregeneration schemes.While Berkeley has se

61、en a slowing of reservation levels andheadline prices have fallen,our sales prices have been runningat between 3.0%to 8.0%above our business plan forecast with some variations dependent on the location and the typeof scheme.Build costs continue to put operating marginsunder pressure given the contin

62、uing skills shortage butBerkeley can maintain its operating margin due to itsmanagement expertise and constant attention to detail,providing the current market conditions prevail.There is continuing evidence that the demand for detachedhouses in the Home Counties and large apartments in CentralLondo

63、n is moderating.Berkeley has modest exposure to theseareas of the market.0707Central to our business strategy is theobjective of creating interesting andattractive environments,bringing home,work and leisure closer together.Chelsea Bridge Wharf,LondonBerkeley Homes development at ChelseaBridge Wharf

64、 has transformed previouslyderelict land into an exciting place to live,work and play.0808For the Group to achieve its 2003/4 reservation target,58%of the sales required are on units under 300,000 and 86%under 500,000.This gives Berkeley a degree of comfort butthe Group is under no illusions regardi

65、ng the demandingnature of the market.Current market conditions will favourcompanies with distinctive and high quality products,robustfinances and creative marketing strategies.Forward SalesBerkeleys strategy has always been to sell its homes at anearly stage in the development cycle in order to secu

66、re anearly commitment from customers and thus enhance thequality of future income.This strategy has always stood theGroup in good stead whatever the market conditions.At 30 April 2003,Berkeley held forward sales of 920.9 million,a drop of 130.7 million on this time last year.Of this total,229.0 mill

67、ion was included in the results for the 12 months to 30 April 2003.Shown as debtors in the balance sheet,itreflects cash to be collected on units taken to sales.Thebalance of 691.9 million will benefit the current year as wellas future years.Land HoldingsBerkeley over the last 12 months has concentr

68、ated on urbanregeneration sites.In the first half,the Group broadly replacedthe number of units used up in trading.In the second half,Berkeley has increased its land bank by 4,500 plots.Berkeleyhas been able to acquire new land while meeting very strictinvestment criteria,taking special advantage of

69、 the currentmarket in the South-East.The land market has yielded a number of opportunities,especially on the larger sites in the South-East though ouroverall assessment is that the land market is still competitive,especially for sites with an implementable planning consent.Large sites acquired durin

70、g this year include the 13-acre siteat Battersea Reach for 658 units,a 30-acre site in Hendon forpotentially over 2,000 units and a joint venture site in York forover 700 units.In addition,St James acquired five sites fromThames Water in the second half for over 1,000 units includinga 14-acre site i

71、n Hornsey for 467 units and a 60-acre site inWorcester Park for 480 units.Berkeley is concentrating on replanning a number of sitesin its portfolio and densities have been increased wheneverappropriate in line with best planning practice.This has theadvantage of improving numbers and gross margin wi

72、thoutincurring further land costs.It also allows us to ensure thatour schemes are meeting market demand and are affordable.As a result,at 30 April 2003,the Group(including our jointventure companies)controlled over 25,850 plots compared to 20,426 at 30 April 2002.Of these holdings,some 19,459are own

73、ed and included in the balance sheet compared to 16,014 this time last year,while 3,358(April 2002:2,612)units are contracted and a further 3,033(April 2002:1,800)have terms agreed and solicitors instructed.At 30 April 2003,the estimated gross margin on these 25,850 plots is over 2 billion(30 April

74、2002:1,700 million).Over 95%of our land holdings are on brownfield or recycled land and many ofour sites involve mixed-use developments which provide forliving,working and leisure and so meet the Governmentssustainability criteria.Within the land holdings the Group has over two million squarefeet of

75、 commercial space,within our mixed-use schemes.Berkeley has achieved this increase in land holdings withoutthe requirement of additional financial resources either throughdirect investment or increasing the use of deferred landpayments.The land cost percentage to turnover has fallenfrom 17.8%to 14.5

76、%while the estimated gross margin hasremained over 28%.Financial StrengthThe Berkeley Group continues to maintain the sound capitalbase that has been at the core of its strategy for the pastdecade.Our low gearing level,of 13.5%,reflects ourdetermination to maintain this strategy.In total,the GroupBa

77、ttersea Reach,WandsworthAn award-winning new riverside developmentof individual tiered waterfront towers,whichwill feature contemporary apartments andpenthouses with bars,cafes,restaurants andhealth and leisure facilities.0909maintains bank facilities in excess of 520 million.In parallelwith this se

78、cure financial base,we continue Berkeleys drive to maximise efficiencies and create an ever-leaner business.Over the past year we have continued to review our cost-base and to ensure that the business is organised to maximise returns.As a further step in our strategy of focusing activities on qualit

79、y urban regeneration schemes and the development ofintegrated and sustainable communities,the Group mergedThirlstone Homes into Berkeley Homes earlier this year.Joint VenturesIn January 2002,Berkeley raised 47 million in a share placingon the anticipation of requiring further funding for our jointve

80、nture opportunities.Berkeley currently has 56.8 million of capital employed in joint ventures,a reduction of 2.4 million from this time lastyear but our share of bank borrowings has increased by 19.4 million to 70.9 million.Berkeley has not fully utilised equity within joint venturesbecause it has b

81、een able to develop land through its whollyowned divisions.Berkeley is committed to all our existing joint venture partners,especially Thames Water,through our joint venture companySt James but will only develop further relationships if there is a mutual benefit to developing land through a joint ve

82、nture.Our joint venture partners endeavour to operate at gearinglevels between 60%and 70%hence the requirement for equity is lower.But it is Berkeleys strategy to ensure theGroups financial strength is not weakened by our joint venture borrowing requirements and they are taken fully into account whe

83、n determining our financial strategy.Health and Safety and the EnvironmentDuring the year,we have sought continuing improvement ofhealth,safety and environmental standards to ensure our sitesand workplaces are safe places in which to operate.Berkeley is committed to reducing the incidents that occur

84、 and ourtarget is to minimise them as far as possible.We are currentlyexperiencing incidents at 48%below the national average forthe construction industry.We experienced a notifiable incidentrate of 10.2 per 1,000 workers and have committed to targeta 10%reduction of this in the forthcoming year.It

85、is also pleasing to receive awards in recognition of ourprogress in this area with St George,St James and Crosbyachieving Gold RoSPA Awards for Health&Safety.St Georgewas accredited with a 5-star rating by The British SafetyCouncil,the highest rating category.Crosby Homes has beenaccredited as a reg

86、ional training and assessment centre forhealth and safety,training both the Company workforce andthose of its contractors.AwardsI am delighted that The Berkeley Group has again receivedexternal recognition for its achievements and those of itsemployees,whose contribution is so important to the Group

87、soverall success.As mentioned above,St George hasmaintained its high standards,building on last years fantasticachievement of being honoured with the Queens Award forEnterprise:Sustainable Development,by being accredited witha 5-star rating from the British Safety Council.St George wasalso the House

88、-builder of the Year in the 2003 Building Awards.Our site managers were awarded NHBC Pride in the JobAwards and the Group also received awards from the EveningStandard,What House?and London in Bloom.I am always reluctant to single out individuals as the Groupperformance is down to the whole team,how

89、ever,I would liketo congratulate Charmaine Young,Director of Regeneration atSt George who was awarded a CBE for her services to urbanregeneration,an outstanding personal achievement,of which I and the Group are extremely proud.Issues for the FutureLand SupplyLand supply remains constrained and compe

90、titive,particularlyon sites with planning consents capable of immediateimplementation.Nevertheless,The Berkeley Group is stronglyplaced in terms of our land holdings.We remain committed toour consistent strategy of purchasing land selectively andaccording to very strict investment criteria;and we wi

91、llcontinue to sell land when we judge it commerciallyappropriate to do so.Skill ShortageLabour and skills shortages continue to constrain theconstruction industry but Berkeley has been able to mitigatethe impact of these constraints through an increase in off-sitemanufacture and pre-assembly of comp

92、onents and bydeveloping close partnerships with our main contractorsand sub-contractors.PlanningThe home building industry remains one of the most regulatedsectors in the UK and the planning process is one of the most obvious impacts on our business.While the Group,10The Berkeley Group plc Annual Re

93、port 20031 Brewery Square,London2 Chelsea Bridge Wharf,London3 Worcester Park,Surrey4 Kew Riverside,London5 Royal Clarence Yard,Gosport6 One SE8,Deptford7 Chelsea Bridge Wharf,London7435 15 25 65 51112in partnership with our industry colleagues,continues to lobbyfor the removal of unnecessary comple

94、xities and delays in thesystem,our experience in negotiating planning agreementsremains strong throughout all the divisions and makes us wellplaced to optimise our land holdings.ConservationCentral to our business strategy is the objective of creatinginteresting and attractive environments,bringing

95、home,workand leisure closer together.Our divisions are strongly focusedon conserving both our natural environment and our builtheritage.Projects such as our development at the RoyalArsenal at Woolwich demonstrate our commitment and abilityin conserving and regenerating buildings of architecturalheri

96、tage and in all our projects we seek to protect andenhance the natural environment.Affordable HousingThe increase in house prices,fuelled by constraints in themarket,has increased the need for affordable housingparticularly in the South-East.Our developments tackle socialpolarisation by providing a

97、wide variety of homes for peoplewith differing needs including families,key workers,studenthousing and homes for the frail and elderly.We have a numberof strategic partnerships with housing associations,whichassist us in providing the affordable housing elements ofour schemes.St George is currently

98、represented on the HousingCorporations Home Ownership Task Force,which wasestablished at the request of the Government to examine theprovision of low-cost home ownership.The task force is dueto report to the Government this autumn.Respected Brands The Berkeley Group has developed a portfolio of powe

99、rful and respected brands over the past decade.The autonomythat we give to our divisions encourages them to build thesebrands and to adopt innovative and assertive marketingstrategies.Leading Edge ProductsThe quality of product is crucial to the success of thebusiness.Berkeley only offers properties

100、 that we would behappy to call our homes.The design and mix of ourdevelopments is market led,ensuring that we build homeswhich fit the needs of our customers.While price andpresentation are important,we have consistently deliveredhomes that are easy to sell in terms of quality and the purposeand des

101、ign for which we build.We continually review ourChelsea Bridge Wharf,LondonExtensive investigation was carried out toassist the design of energy efficient buildings.Opposite page:The London Wetland Centre,BarnesBerkeleys development of Barnes Watersidetransformed a redundant site into a major neweco

102、logically diverse habitat.13product to ensure that it is the right product for the rightmarket on the right site.Service to the CustomerOur customers are naturally the main focus of our businessand ensuring their satisfaction is crucial to our success.While our customer surveys show a high level of

103、satisfaction,we are never complacent and recognise that there is alwaysthe opportunity to improve on the service we give.Theexpectations of customers continue to grow and we areconscious that our service must be constantly reviewed toensure that we retain our hard-earned reputation in this area.Movi

104、ng ForwardThe Berkeley Group is in a strong position.The decline in the buoyancy of some of our principal markets wasanticipated and our business operations have been adjustedaccordingly.We recognise the market will continue to bechallenging,which is why the quality of our products and ourmarketing

105、capabilities have been enhanced.In addition,ourbalance sheet is strong,our gearing is low and we had theforesight to create the right mix of land holdings and productfor the market that exists today.I am confident that the skills of our management teamcombined with our consistent strategy of organic

106、 growth will enable the Company to continue to perform strongly and further develop its reputation as a leading urbanregenerator.At the same time,we will generate cash,so providing a further opportunity for Berkeley to simplify its structure,improve its land holdings,strengthen its financialbase and

107、 take advantage of opportunities in the market.I believe that Berkeley remains able to continue deliveringenhanced performance,while minimising the risks inherent inour sector.That will continue to be our aim,and I look forwardin 2004 to reporting on another year of achievement.Tony PidgleyManaging

108、DirectorGunwharf Quays,PortsmouthA high quality shopping and leisureexperience has been created atGunwharf Quays.Putney Wharf,LondonAn imaginatively conceived mixed-usedevelopment on the River Thames atPutney Bridge.14One SE8,Deptford151515Sustainability16The creation of new communities through the

109、development ofland is the core of The Berkeley Groups business.Over thelast decade our focus has been the regeneration of redundantland across the United Kingdom,bringing life and vitality to towns and cities and creating communities in which ourcustomers can live,work and play.This focus has placed

110、sustainable development at the heart of the Groups businessstrategy and led us to review the sustainability of all ouractivities.From there we developed a sustainability strategy,a process which culminated in the publication of our firstSustainability Report last year.Berkeley remains committed to i

111、ts sustainability strategy,whichwe believe adds value to our business while delivering benefitsto all our stakeholders,not least of all the communities in which we work.Our second Sustainability Report is publishedalongside this Annual Report and Accounts.The key objectives of the sustainability str

112、ategy remain:Identifying and Minimising RisksWe seek to manage risks to the environment,to our employeesand to the communities in which we work.Operating EfficientlyWe are working continually to ensure that the constructionprocess is as efficient as possible.Working with our StakeholdersWe do not im

113、pose ideas,we help plans evolve by engagingwith those involved in the different aspects of our work.Creating New OpportunitiesWe believe that we are at the forefront of change sustainablecommunities must be sensitive to the past and learn from it but they must also be able to cope with the challenge

114、s of the future.Overall,the Company has progressed well against the targetswe set.Important milestones for the Group include:Participation in the Business in the Environment Index of Corporate Environmental Engagement.Listing in the FTSE4Good Index.We will continue to work hard in the coming year to

115、 ensure that sustainability principles continue to evolve throughout our business.17171 London Wetland Centre,Barnes2&3 Training and development at The Berkeley Group4 Royal Arsenal,Woolwich5 Gunwharf Quays,Portsmouth 345 15 25 518The Berkeley Group plc Annual Report 2003Board of Directors and Advis

116、ersRoger Lewis FCA56Appointed Group Chairman on 1 February 1999.He joined theCompany in 1991 and wasappointed a Group Main BoardDirector in early 1992.He is a member of the ExecutiveCommittee and Chairman of the Nomination Committee.Tony Pidgley55Co-founder of the Company in1976 with Jim Farrer.He i

117、s theGroup Managing Director andChairman of the ExecutiveCommittee.He is a member of the Nomination Committee.Tony Carey BSc FRICS55Joined St George PLC in 1987 andwas appointed Managing Directorof that division in 1990.He joinedthe Group Main Board in 1993 andis a member of the ExecutiveCommittee.G

118、reg Fry ACA46 Joined the Company in 1982 andhas been a Director of St GeorgePLC from its inception in 1986.He is currently Chairman of theDivisions four principal operatingcompanies.He was appointed tothe Group Main Board with effectfrom 1 May 1996 and is a memberof the Executive Committee.Fred Well

119、ings61Appointed a Non-executive Directorin March 1994.He was head ofresearch at leading City institutions,specialising in the constructionindustry,and remains active in the sector.He is the SeniorIndependent Director,Chairman of the Audit Committee and amember of the Remuneration and Nomination Comm

120、ittees.Victoria Mitchell52Appointed a Non-executive Director on 1 May 2002.She is aConsultant Director of FPDSavills,a Member of ING BaringsResidential Property Fund AdvisoryBoard,a Non-executive Director ofThe Golding Group,South Africa,and Development Securities plcand a Member of CABEs EnablingPa

121、nel.She was appointedChairman of the RemunerationCommittee on 11 June 2003 andshe is a member of the Audit andNomination Committees.Tony Palmer FRICS FCIOB66Appointed a Non-executive Directoron 1 January 1998,having retiredas Chief Executive of TaylorWoodrow plc.He is currentlyChairman of Galliford

122、Try,High-Point Rendel Group and PilkingtonsTiles Group.He is a member of the Audit,Remuneration andNomination Committees.Honorary Life PresidentJim Farrer MRICS73One of the two founders of the Company and was GroupChairman until his retirement fromfull-time employment in 1992.At that time he was app

123、ointedHonorary Life President.Geoff Hutchinson44Joined the Company in October1993,initially with responsibility forthe Midlands Company.He hasbeen Chairman of the CrosbyHomes Division since early 1995and was appointed to the GroupMain Board with effect from 1 May 1996.Rob Perrins BSc(Hons)ACA38Joine

124、d the Company in 1994having qualified as a charteredaccountant with Ernst&Young in1991.He was appointed to theGroup Main Board on 1 May 2001on becoming Managing Director ofBerkeley Homes plc,moving to hiscurrent role as Group FinanceDirector on 2 November 2001.He is also a member of theExecutive Com

125、mittee.The Berkeley Group plc Annual Report 2003 19Company SecretaryClaire Puttergill ACISRegistered office and principalplace of business Berkeley House19 Portsmouth RoadCobham,Surrey KT11 1JGRegistered number1454064 Registrars and Transfer OfficeCapita RegistrarsThe Registry34 Beckenham RoadBecken

126、ham,Kent BR3 4TUSolicitors Ashurst Morris CrispSacker&Partners Shearman&SterlingStockbrokersUBS Warburg AuditorsPricewaterhouseCoopers LLPBankersBarclays BankLloyds TSB BankThe Royal Bank of Scotland Executive CommitteeA W Pidgley(Chairman)R St J H LewisA CareyG J FryR C PerrinsAudit CommitteeF Well

127、ings(Chairman)V M MitchellH A PalmerRemuneration CommitteeV M Mitchell(Chairman)H A PalmerF WellingsNomination CommitteeR St J H Lewis(Chairman)A W PidgleyV M MitchellH A PalmerF WellingsDirectors Report20The Berkeley Group plc Annual Report 2003The Directors submit their report together with the fi

128、nancial statements for the year ended 30 April 2003.Principal activities and review of the businessThe Company is a UK listed holding company of a wider group engaged in residential housebuilding and commercial property investmentand development.The Chairmans Statement on pages 4 to 5 and the Managi

129、ng Directors Operational Review on pages 6 to 14 provide more detailedcommentaries on the business during the year,together with the outlook for the future.Trading results and dividendsThe Groups consolidated net profit after taxation for the financial year is made up of continuing trading activitie

130、s of 154,684,000(2002:136,829,000).An increased interim dividend of 4.8p per Ordinary Share(2000:4.0p)was paid on 14 February 2003 amountingto 6,479,000(2002:5,128,000)and a final dividend is proposed at an increased amount of 14.4p per Ordinary Share(2002:12.5p).This will amount to 18,430,000(2002:

131、16,875,000)and,if approved,will be paid on 4 September 2003 to members on the Registerat 8 August 2003.The balance of 129,775,000(2002:114,826,000)has been transferred to the reserves.The Groups joint ventures contributed profits before taxation of 13,525,000(2002:20,477,000).Share capitalThe Compan

132、y had 128,214,472 Ordinary Shares in issue at 30 April 2003.Movements in the Companys share capital are shown in Note 17 to the accounts.During the year,within the 10%limit authorised by shareholders at the 2002 Annual General Meeting,theCompany purchased 8,036,559 of its shares at an average cost o

133、f 6.14 per share,of which 6,786,559 were cancelled by 30 April 2003and the remaining 1,250,000 subsequent to the year end.Information on the Groups current share option schemes is set out in Note 17 to the accounts.Details of the Long Term IncentiveSchemes and Long Term Incentive Plan for key execut

134、ives are set out in the Remuneration Report on pages 23 to 29.DirectorsThe Directors of the Company are listed on pages 18 and 19.All of these Directors,and Mr T Farrow and Mr D S Sach who resigned on 31 May 2003 and 11 June 2003 respectively,served throughout the year under review.Mr M J Freshney c

135、eased to be a Director on 31 May 2002.The Directors interests in the share capital of the Company or its subsidiaries are shown in the Remuneration Report on page 29.In accordance with the Articles of Association of the Company,Messrs.Fry,Pidgley and Wellings retire by rotation and,being eligible,of

136、fer themselves for re-election at the forthcoming Annual General Meeting.There were no contracts of significance during,or at the end of,the financial year in which a Director of the Company is,or was,materiallyinterested,other than those set out in Note 24 to the accounts,the contracts of employmen

137、t of the Executive Directors,which areterminable within one year,and the appointment terms of the Non-executive Directors,which are renewable annually.The Berkeley Group plc Annual Report 2003 21Substantial shareholdersThe Company has been notified of the following interests,amounting to 3%or more o

138、f the issued Ordinary Share capital of theCompany,as at 7 July 2003:%Saad Investments Company Limited and Mr Al-Sanea11.8M&G Investment Management4.8Legal&General Group4.0Orbis Investment Management3.3Morley Fund Management3.2DonationsDuring the year,donations by the Group for charitable purposes in

139、 the United Kingdom amounted to 287,000(2002:246,000).The Group made no political contributions(2002:nil)during the year.Employment policyThe Groups policy of operating through autonomous subsidiaries has ensured close consultation with employees on matters likely toaffect their interests.The Group

140、is firmly committed to the continuation and strengthening of communication lines with all its employees.A new Equal Opportunities Policy was introduced in 2001.As part of this,it is the policy of the Group to support the employment ofpeople with disabilities wherever practicable and to ensure,as far

141、 as possible,that training,career development and promotionopportunities are available to all employees.This policy includes employees who become disabled whilst employed by the Group.Sustainable developmentThe Berkeley Group recognises that its commercial success is increasingly dependent upon the

142、careful consideration of theenvironmental,social and economic issues that affect the quality of life in the communities in which it works.For this reason,the Grouppublished its first Sustainability Report last year.In our recently published second Report,we have reported on progress made since last

143、year and set new objectives for the future.Health and safety The Group considers the effective management of health and safety to be an integral part of managing its business.Accordingly,theGroup Main Board continues to monitor the strategic development and implementation by all divisions of their O

144、ccupational Health andSafety Management Systems and that,both at Group and divisional level,they remain compliant with recognised established standardssuch as the Health and Safety Executives HS(G)65.We remain committed to enhancing the Groups high standards through continuous improvement.Our Health

145、 and Safety Working Group,comprising Divisional Executives and Managers,continue to review progress against targets set for our established key performanceindicators and reports quarterly to the Group Main Board.Various divisional initiatives have been undertaken during the course of this year which

146、 includes the Crosby Groups initiative Qualifyingthe Workforce which has health and safety training and awareness at the heart of the learning required to achieve the recognisedcertification under the Construction Skills Certification Scheme(CSCS)for crafts people,operatives,supervisors and managers

147、.BerkeleyHomes,supported by the Health and Safety Executive,have continued health and safety training programmes for supply chaincompanies.The health and safety performance of our four major divisions(St George,Crosby Group,St James and Berkeley Homes)have beenrecognised with awards from the Royal S

148、ociety for the Prevention of Accidents(RoSPA).Directors Report continued22The Berkeley Group plc Annual Report 2003Payment of creditors Each of the Groups operating companies is responsible for agreeing the terms and conditions,including terms of payment,relatingto transactions with its suppliers.It

149、 is Group policy to abide by the agreed terms of payment where the supplier has provided the goodsand services in accordance with the relevant terms and conditions of contract.The average supplier payment period during the year forthe Company was 24 days(2002:22 days).AuditorsFollowing the conversio

150、n of our auditors PricewaterhouseCoopers to a Limited Liability Partnership(LLP)from 1 January 2003,PricewaterhouseCoopers resigned on 28 February 2003 and the Directors appointed its successor,PricewaterhouseCoopers LLP,as auditors.A resolution to reappoint PricewaterhouseCoopers LLP as auditors to

151、 the Company will be proposed at the Annual General Meeting.Annual General MeetingThe Annual General Meeting of the Company is to be held at the Woodlands Park Hotel,Woodlands Lane,Stoke DAbernon,Cobham,Surrey KT11 3QB at 10.00am on Friday 22 August 2003 and the Notice of Meeting,which is on a separ

152、ate insert,contains a number of resolutions which will be proposed under Special Business.All of the resolutions are explained in more detail in the notes to the Notice of Meeting.By order of the BoardC Puttergill ACISCompany Secretary7 July 2003Remuneration ReportThe Berkeley Group plc Annual Repor

153、t 2003 23The Remuneration Committee is responsible for determining the Companys broad policy for executive remuneration and the terms ofemployment and remuneration of Executive Directors.It consists exclusively of the independent Non-executive Directors as listed on pages 18 and 19.They are Mrs V M

154、Mitchell(Chairman),Mr H A Palmer and Mr F Wellings.Mrs V M Mitchell became Chairman of theRemuneration Committee on 11 June 2003 following the resignation from the Main Board of Mr D S Sach,the previous Chairman.In fulfilling its responsibilities,the Remuneration Committee has given full considerati

155、on to Section B of the principles of good governance annexed to theListing Rules of the Financial Services Authority and the requirements of Statutory Instrument 2002/1986 The Directors Remuneration ReportRegulations 2002(the new Regulations).This report will be put to shareholders at the Annual Gen

156、eral Meeting of the Company in accordancewith the new Regulations.Remuneration policyThe Companys policy on Executive Directors remuneration is to provide an appropriate package having regard to factors such as overallresponsibilities,individual and Group performance as well as market rates.In setti

157、ng Executive Directors remuneration,the RemunerationCommittee has had particular regard to the principle that remuneration committees should provide packages needed to attract,retain andmotivate Directors of the quality required,but should avoid paying more than is necessary for this purpose.In the

158、view of the RemunerationCommittee,this is to a great extent a subjective decision and one in which common sense plays a large part.However,as recommended in the best practice provisions,the Remuneration Committee has considered the issue of comparability and relative performance within theindustry s

159、ector.During the year,Kepler Associates were appointed by the Remuneration Committee to assist in its consideration of all matters relating toExecutive Directors remuneration.The Remuneration Committee also consulted with the Group Chairman and Group Managing Director.In constructing and reviewing r

160、emuneration packages for Executive Directors,the emphasis is on linking pay to performance through acombination of fixed(salary and benefits)and performance related elements(performance bonuses and long term incentives)with a weightingtowards performance.The performance related elements are determin

161、ed by reference to the operating performance of the Group or specificrelevant division in respect of Group Main Board members with divisional responsibilities.Base salaryBase salary is designed to reflect individual Executive Directors responsibilities,experience,contribution and market value.To det

162、ermine market competitive salaries both published information on,and surveys comparing public companies of a similar size and from a similar sectorare considered.Performance bonusBonus levels for Executive Directors are chiefly related to the achievement of pre-agreed annual profit before tax target

163、s,determined by theRemuneration Committee at the beginning of each financial year.Bonuses for Messrs Lewis,Pidgley and Perrins are predominantly linked toGroup profits.Messrs Carey,Farrow,Fry and Hutchinson receive bonuses generally linked to the performance of the divisions for which they are respo

164、nsible.In setting the targets,the Remuneration Committee takes into account the Groups overall strategy and market positioning.Profit before tax is used as the basis for setting performance targets as it reflects,in the view of the Remuneration Committee,the best measureof organic growth and operati

165、onal performance,also having regard to the cost of financing those operations.It is also easily measured byreference to audited results.Long-term incentives(a)The Long Term Incentive PlanThe principal form of long term incentive,eligible to Executive Directors,is through the Berkeley Group Long Term

166、 Incentive Plan(LTIP or thePlan).The Plan is intended to deliver rewards to a participant only if there has been strong underlying performance in the Group or,in the caseof Executive Directors with specific divisional responsibility,the division for which those Directors are responsible.Under the LT

167、IP,which is administered by a special committee comprising the members of the Remuneration Committee,individuals may begranted an award annually,the vesting of which is subject to the attainment of pre-determined performance targets measured over a three-yearperiod.Awards are intended to deliver a p

168、re-determined cash value and a number of shares,each worth at the outset 50%of the value of thetotal annual award.The shares element is fixed by reference to the market value of the Companys shares at the date of grant.In general,participants will not be granted awards under the LTIP and any of the

169、Executive Share Option Schemes in the same year,unless exceptionalcircumstances prevail.24The Berkeley Group plc Annual Report 2003Remuneration Report continuedThe maximum value to be delivered under an award(based on the share price at the date of grant)is 200%of an individuals annual salary(exclud

170、ing bonuses and all other benefits)as at the date of grant.In practice,it is envisaged that awards above 100%of an individuals annualsalary(excluding bonuses and all other benefits)will be made only to a limited number of individuals.The cash element is payable following the third anniversary of the

171、 date of grant of the award provided the performance targets has been met.The participant is normally only entitled to the share element following the fourth anniversary from the date of grant of the award,by which timethe value of the underlying shares will have increased or decreased in line with

172、the Companys share price performance over the period since the date of grant.Performance under the LTIP is measured according to the level of audited cumulative pre-tax profits of the division or Groupcompany in which the participant is employed over the relevant period.Achievement is determined on

173、an all or nothing basis over a period ofthree years with no opportunity for re-testing.For awards under the LTIP to vest,the audited net assets of each division or Group company,aftertaking account of changes in share capital and dividend distributions,must also have increased by at least a cumulati

174、ve rate of 10%per annumsince the base year.For the reasons stated previously,profit before tax is believed to be the most appropriate target against which to measure executive performance.By introducing a net asset criteria as an additional target for the LTIP,participants must have regard to the lo

175、ng-term condition of the business.Details of awards made under the LTIP are provided in the table on page 28 of this report.(b)The Long Term Executive Incentive SchemePrior to the establishment of the LTIP,the Company had established The Berkeley Group plc Long Term Executive Incentive Scheme(theSch

176、eme)1995 and 1996;the final awards to Directors being made in respect of the 1996 Scheme on 1 May 1996.These schemes entitledeligible participants to receive an award in the provisional allocation of rights to Company shares in each of the five years from commencement.To receive awards,relevant perf

177、ormance targets based upon earnings per share growth,increase in net asset value and share price performancefor that year needed to be satisfied.Participants remaining in employment received the provisionally allocated shares after a period of approximately six years from commencement of their parti

178、cipation in the Scheme.In addition,at the discretion of the Remuneration Committee,a final cash sum may be payable to eachparticipant based on the achievement of similar performance targets over the period of five years.During the year ended 30 April 2003,two Directors received their share allocatio

179、n in respect of the 1996 Scheme,having completed theirparticipation therein on 30 April 2001(see page 26).At 30 April 2003,one senior manager remained entitled to shares under the 1996 Scheme.(c)Executive Share Option SchemeThe Remuneration Committee believes that executive option schemes also have

180、an important part to play in motivating senior executives.Two new plans were introduced in 2000 to replace the existing approved and unapproved schemes.The SAYE scheme remains in place.Under the option plans,individuals may be granted options annually over shares worth up to 100%of annual salary(exc

181、luding bonuses and allother benefits).The Remuneration Committee has discretion to vary this amount in exceptional circumstances,in which case the limit is 200%ofannual salary(excluding bonuses and all other benefits).Exercise of any option is conditional upon meeting defined performance targets bas

182、ed on the increase in earnings per Ordinary Share over a three-year period.In general,participants will not be granted awards under the LTIP andany of the Executive Share Option Schemes in the same year,unless exceptional circumstances prevail.On 30 April 2003,following the conclusion of a review of

183、 the Groups financial strategy and Executive Incentive arrangements,a grant of optionsunder the Executive Share Option Schemes was made to Mr A W Pidgley,details of which are shown on page 29.The options granted had avalue of 200%of his annual salary and the number of shares granted under this speci

184、al option was calculated using an average three-monthshare price.The vesting of the options will be based on share price growth rather than the EPS based conditions mentioned above.The optionswill vest in full only if the Companys share price rises by at least 50%within a three to five-year period(b

185、ased on the three-month average shareprice set on the date of grant).The number of shares vesting will be calculated on a sliding scale for share price growth between 20%and 50%.At 20%growth,10%of the options vest.Below 20%,no options vest.If the performance condition has not been met within five ye

186、ars theoptions will lapse.It is intended that Mr A W Pidgley can benefit from similar awards in the future with performance targets based on a measure ofshare price growth.The Berkeley Group plc Annual Report 2003 25Performance graphThe line graph below shows the total shareholder return(TSR)over th

187、e last five years against the FTSE All Share Index.The FTSE All ShareIndex has been chosen as a comparator as it represents a broad range of UK quoted companies.Pension and other benefitsThe Executive Directors are all members of one or more of the following pension schemes in operation within the G

188、roup,namely The BerkeleyGroup Staff Benefits Plan,The Berkeley Homes Executive Pension Plan and The St George PLC Retirement and Death Benefits Scheme.No element other than basic salary is pensionable.As shown in the table on page 27,three(2002:three)Directors have benefits accruing to them under a

189、defined contribution scheme and five(2002:five)have benefits accruing to them under a defined benefit scheme.Non-executive Directors are not eligible to participate in these schemes.Other benefits in kind,such as healthcare and fully expensed company cars,are provided in accordance with Company poli

190、cy for such benefits,which are aligned to market practice.Remuneration of Non-executive DirectorsRemuneration for the Companys Non-executive Directors is determined by the Group Main Board and reviewed annually with advice fromexternal consultants as deemed necessary.It does not include any performa

191、nce related element.All non-executives have service contractsrenewable annually on 1 May.Directors service contractsAll Executive Directors are employed on service contracts under which the Company is required to give 12 months notice of termination with the Executive Directors also required to give

192、 12 months notice.None of these service contracts contain provisions for any predeterminedcompensation on termination.Apr 98Apr 99Apr 00Apr 01Apr 02Apr 031250100755025Total shareholder returnBerkeleyFTSE All ShareRemuneration Report continued26The Berkeley Group plc Annual Report 2003Noticeperiod by

193、Date ofUnexpiredCompany orcontracttermDirectorR St J H Lewis24 June 19941 Year Rolling12 MonthsA W Pidgley24 June 19941 Year Rolling12 MonthsA Carey20 September 19941 Year Rolling12 MonthsT Farrow16 March 19981 Year Rolling12 MonthsG J Fry27 June 19961 Year Rolling12 MonthsG Hutchinson27 June 19961

194、Year Rolling12 MonthsR C Perrins15 July 20021 Year Rolling12 MonthsMr T Farrow resigned as a Director with effect from 31 May 2003.His contract was ended by mutual consent and consequently no payment wasmade in respect of loss of office.The following tables and accompanying notes constitute the audi

195、table part of the Remuneration Committee Report as defined in Part 3,Schedule7a of the Companies Act 1985.Directors remunerationThe remuneration of the Directors of the Company for the year is as follows:Salary/feesBonusCompensationBenefitsfor loss ofin kind(7)office2003Total2002TotalExecutive Direc

196、torsR St J H Lewis(Chairman)(1)A W PidgleyA CareyT Farrow(2)G J FryG HutchinsonR C Perrins210,000650,000385,000250,000275,000275,000250,000100,0001,500,000438,704227,645150,000600,0003,00432,59630,16523,24226,33523,39623,646313,0042,182,596853,869273,242528,980448,396873,646368,8971,470,085784,60831

197、2,143482,100467,863365,111Non-executive DirectorsV M Mitchell(3)H A PalmerD S Sach(4)F Wellings30,00030,00033,00033,00030,00030,00033,00033,00027,00029,00029,000Former DirectorsM J Freshney(5)D H Martin(6)16,0001,94338,72356,666203,321122,1642,437,0003,016,349164,32738,7235,656,3994,661,292(1)From 1

198、 April 2002 Mr Lewis reduced his working hours to 312days per week.(2)Resigned as a Director on 31 May 2003.(3)Appointed as a Director on 1 May 2002.(4)Resigned as a Director on 11 June 2003.(5)Resigned as a Director on 31 May 2002.(6)Resigned as a Director on 26 June 2001.(7)Benefits in kind relate

199、 principally to the provision of a fully expensed motor vehicle and private healthcare.In addition to the above,Messrs.Fry and Hutchinson received a final share bonus with a value at allocation of 278,795 and 293,169respectively as part of the Long Term Executive Incentive Scheme 1996.No other Direc

200、tor received shares or other payments during the yearfrom the Groups long term executive incentive schemes or plan.The Berkeley Group plc Annual Report 2003 27In prior years,share and cash payments received in respect of awards vesting under the Long Term Executive Investment Scheme were includedwit

201、hin Directors remuneration.For the year ended 30 April 2002,the remuneration for Messrs.Lewis,Carey,Fry and Hutchinson includedrelevant amounts of 467,178,390,652,500,000 and 562,500.These amounts are no longer reported as Directors remuneration and havebeen excluded from the table above.PensionsThe

202、 accrued entitlements under the Defined Benefit Plan are as follows:Defined Benefit PlanAccumulatedIncrease inIncreaseAccumulatedaccruedaccruedin accruedTransferaccruedpensionpensionpensionvaluepensionPensionable30 Aprilin thein theof the30 Aprilservice2002(3)year(1)year(2)increase(1)2003(3)NameAge(

203、years)1148,1254,2336,15830,94054,283R St J H Lewis56A W Pidgley5516111,34231,13034,584216,355145,926T Farrow47515,0376,3997,00038,80622,037G Hutchinson44931,4036,9258,18026,27039,583R C Perrins38819,1329,82510,59027,18429,722(1)Excludes inflation.(2)Includes inflation.(3)The pension entitlement is t

204、hat which would be paid annually on retirement,based on service to the stated date and pensionable salary at that date.Change inTransferTransfertransfervalue atvalue atvaluePensionable30 April30 Aprilduring theservice20032002yearNameAge(years)R St J H Lewis5611449,771513,241(63,470)A W Pidgley55161,

205、155,1841,145,7689,416T Farrow475114,197106,0948,103G Hutchinson449177,828192,288(14,460)R C Perrins38898,47786,65711,820The transfer values of the Directors accrued benefits under the Defined Benefit Plan,as set out above,are calculated in accordance with theRetirement Benefits Scheme Transfer Value

206、s(GN11)published by the Institute of Actuaries and the Faculty of Actuaries.The transfer valuesdisclosed above do not represent a sum paid or payable to the individual Director.Instead,they represent a potential liability of the pensionscheme and/or supplementary arrangements.Members of the fund hav

207、e the option to pay additional voluntary contributions;neither thecontributions nor the resulting benefits are included in the transfer values in the table above.In addition to the above,the Company made the following contributions to defined contribution plans:Defined Contribution PlanCompanyCompan

208、ycontributions contributions20032002AgeA W Pidgley5532,50030,000A Carey5557,75052,500G J Fry4641,25037,500131,500120,000Remuneration Report continuedLong Term Incentive PlanThe current participating Executive Directors and the related awards are as follows:NameAwardyearCashCumulativeshare allocation

209、SharesTotal amountof awardVestingdateA W Pidgley2000(1)600,00084,211600,0001,200,00020032001600,00082,701600,0001,200,00020042002650,00097,744650,0001,300,0002005A Carey2000(1)275,00038,596275,000550,00020032001350,00048,242350,000700,00020042002385,00057,894385,000770,0002005G Fry2001187,50025,8441

210、87,500375,00020042002206,25031,015206,250412,5002005G.Hutchinson2001125,00017,229125,000250,00020042002206,25031,015206,250412,5002005R C Perrins2000(1)56,2507,89456,250112,50020032001100,00013,783100,000200,00020042002187,50028,195187,500375,0002005(1)The Remuneration Committee has determined that

211、the performance targets for the 2000 awards have been met.Accordingly,participants will receive the cashelement of these awards during 2003 and the share element 12 months later,assuming they remain in the employment of the Group.Mr A W Pidgley was initially omitted from the 2000 LTIP awards but the

212、 Remuneration Committee has determined that he shall receive award payments in respectof such performance as if he had received an award in 2000.28The Berkeley Group plc Annual Report 2003The Berkeley Group plc Annual Report 2003 29Directors share interestsThe beneficial interests(unless indicated o

213、therwise)of the Directors in office at the end of the year in the Ordinary Share capital of the Companywere as shown below.These include details of options under The Berkeley Group plc 1994 Executive Share Option Scheme(the 1994 Scheme),The Berkeley Group plc Executive Share Option Scheme 1996(the 1

214、996 Scheme),The Berkeley Group plc 2000 Approved Share Option Plan(the 2000 Approved Plan),The Berkeley Group plc 2000 Share Option Plan(the 2000 Plan)and The Berkeley Group plc 1994 SAYE ShareOption Scheme(the SAYE Scheme):NameOrdinary Shares of 25p1 May30 April20022003Options to subscribe for Ordi

215、nary Shares of 25pGranted/(exercised)1 MayduringScheme2002the year30 April2003OptionsexercisepriceExercise dateor periodR St J H Lewis272,000272,000SAYESAYE1,594(1,594)1,5761,576607.7p599.5p 01/03/5/03/20032006 to 31/08/2006A W Pidgley2,883,8102,992,110SAYE2000 Approved20004,4884,803200,6784,4884,80

216、3200,678376.0p 01/03/2004 to 31/08/2004624.5p 30/04/2006 to 29/04/2013624.5p 30/04/2006 to 29/04/2013Non-beneficial19,18319,183 A Carey158,965183,765SAYE2,6502,650636.6p 01/03/2006 to 31/08/2006T Farrow3,300 G J Fry81,395130,099 G Hutchinson13,044 H A Palmer5,0005,000 R C Perrins4,0007,3001994199619

217、9619961996SAYE5003,6764,50010,00020,0001,5545003,6764,50010,00020,0001,554558.8p 18/08/2001 to 17/08/2008640.2p 06/08/2000 to 05/08/2007557.5p 18/08/2001 to 17/08/2008650.0p 19/01/2003 to 18/01/2010427.5p 19/01/2002 to 18/01/2009611.1p 01/03/2005 to 31/08/2005D S Sach7,0007,000 F Wellings22,50022,50

218、0 The mid-market share price of the Company was 795.0p as at 1 May 2002 and 625.0p as at 30 April 2003.The mid-market high and low share prices of the Company during the year were 837.5p and 529.0p respectively.No options of Directors in office at 30 April 2003 lapsedunexercised during the year.Ther

219、e were no changes in the interests of the Directors shown above between 1 May 2003 and the date of this report.Aggregate gains made by Directors on the exercise of share options in the year amounted to 475(2002:nil).V M MitchellChairman,Remuneration Committee7 July 2003Corporate Governance30The Berk

220、eley Group plc Annual Report 2003The Company is committed to attaining high standards of corporate governance in accordance with the principles of the Combined Codepublished in June 1998 and the supplementary guidance Internal Control:Guidance for Directors(The Turnbull Report)published inSeptember

221、1999.The Board has reviewed the recommendations of the Higgs Review on Non-executive Directors and the Smith Reporton Audit Committees,both published in January 2003,which will result in a revised Combined Code.In anticipation of such revision,theBoard is giving full consideration to these recommend

222、ations.The principles of the Combined Code and how the Company has complied with them are set out below.The Board membership and operationThe Board currently comprises a Chairman,a Managing Director,four further Executive Directors and three Non-executive Directors.Theirbiographies appear on pages 1

223、8 and 19.The roles of Chairman and Managing Director are split and there exists a strong non-executiveelement on the Board.The Board considers all the Non-executive Directors to be independent.Mr F Wellings is the Senior IndependentNon-executive Director.No Director has a service contract with a not

224、ice period in excess of one year or with provisions for predeterminedcompensation on termination.One-third of the Directors retire by rotation each year.All the Directors being proposed for re-election at the forthcoming Annual GeneralMeeting have a 364-day notice period.The Board meetings are held

225、four times a year and scheduled with the agreement of the Directors before the start of the year.Boardpapers and agendas are sent out in advance of each meeting.All Directors have access to advice from the Company Secretary andindependent professional advisers at the Companys expense.Training is ava

226、ilable for new Directors and existing Directors as and when required.The Board has adopted a formal schedule of matters reserved for the Board as a whole.However,various matters have been delegated to Committees as follows:Executive Committee This Committee is chaired by the Group Managing Director

227、and other members comprise the Group Chairman,Mr A Carey,Mr G J Fry and Mr R C Perrins.The Committee reviews the financial and operating performance of all Group companies anddivisions.The Committee meets on a monthly basis.Audit Committee The Audit Committee currently comprises the three Non-execut

228、ive Directors with Mr F Wellings as Chairman.TheCommittee reviews the annual and interim financial statements prior to publication,considers the scope and nature of external and internal audits and matters arising from the audits,and reviews the Companys proposed statement on internal control.The Au

229、ditCommittee meets at least three times a year and will normally request the attendance of the Group Finance Director and representatives of the auditors.The auditors have open recourse to the Non-executive Directors,should they consider it necessary.Copies of the minutesof the Audit Committee meeti

230、ngs are distributed to Board members.Remuneration Committee The Remuneration Committee currently comprises the three Non-executive Directors with Mrs V M Mitchell as Chairman.The Board has had regard to the principles of good governance,Section B:Directors Remuneration,annexed to the Listing Rules o

231、f the Financial Services Authority.These provisions state that the Remuneration Committee should consist exclusively ofNon-executive Directors and should consult with the Group Chairman and/or Group Managing Director.The Remuneration Committee isresponsible for determining the Companys broad policy

232、for executive remuneration and the terms of employment and remuneration of theExecutive Directors.The Remuneration Report is set out on pages 23 to 29.The Committee meets at least twice a year.Nomination Committee The Nomination Committee currently comprises the three Non-executive Directors and two

233、 Executive Directors,Mr A W Pidgley and Mr R St J H Lewis who acts as Chairman.The Committee was established to propose new appointments to theBoard,whether the appointment is of an Executive or Non-executive Director.The Committee meets as and when required.Long Term Executive Incentive Scheme Comm

234、ittee The Long Term Executive Incentive Scheme Committee currently comprises thesame membership as the Remuneration Committee,save that the Group Managing Director is a member.This Committee is responsiblefor the operation of the long term executive incentive schemes,further details of which are set

235、 out on page 24.No member of theCommittee is participating in these schemes.The Committee meets at least once a year.The Berkeley Group plc Annual Report 2003 31Long Term Incentive Plan Committee The Long Term Incentive Plan Committee comprises the same membership as the RemunerationCommittee.This C

236、ommittee is responsible for the operation of the long term incentive plan,further details of which are set out on pages23 and 24.No member of the Committee is participating in this plan.The Committee meets at least once a year.Share Option Plans Committee The Share Option Plans Committee comprises t

237、he same membership as the Remuneration Committee.This Committee is responsible for the operation of the share option plans,details of which are set out in Note 17 to the accounts.No member of the Committee is participating in these plans.The Committee meets at least twice a year.Directors remunerati

238、onThe principles and details of Directors remuneration are contained in the Remuneration Report on pages 23 to 29.Shareholder relationsThe Company encourages active dialogue with its current and prospective shareholders through ongoing meetings between institutionalinvestors and senior management,an

239、d ad hoc presentations to institutional investors.Shareholders are also kept up-to-date with the Companys activities through the Annual and Interim Reports.The Annual General Meeting is used to communicate with private investors and their participation is encouraged by holding question andanswer ses

240、sions during the meeting.Accountability and auditThe statement of Directors responsibilities and the going concern statement are shown on page 32.The Company has an Audit Committee to which PricewaterhouseCoopers LLP,the Companys auditors,report.Internal controlThe Directors are responsible for the

241、Companys system of internal control which is designed to provide reasonable but not absoluteassurance against misstatement or loss.The Directors have reviewed the operation and effectiveness of this system of internal controlduring the year.The Group has the following established framework of intern

242、al controls:Clear organisational structure The Group operates through autonomous divisions and operating companies,each with its own board.Each of the divisions has a director who is a member of the Group Board.Operating company boards meet formally on a weekly basisand divisional boards monthly.Inf

243、ormation is prepared for such meetings on a standardised basis to cover each aspect of the business.Formal reporting lines and delegated levels of authority exist within this structure and oversight of risk and performance occurs at multiplelevels through the Group.Risk assessment the Group and each

244、 operating company within it assesses and manages its risks on an ongoing basis.As part of thisprocess,each division produces quarterly risk and control reports that identify significant risks,the potential impact and the actions beingtaken to mitigate the risks.These risk reports are reviewed quart

245、erly by the Board.Financial reporting A comprehensive budgeting and real-time forecasting system,covering both profit and cash,operates within theGroup.This enables executive management to view key financial and operating data on a daily basis.On a weekly and monthly basismore formal reporting up to

246、 the Group Executive and Board is prepared.The results of all operating units are reported monthly andcompared to budget and forecast.Policies and procedures Policies and procedures,including operating and financial controls,are detailed in policies and proceduresmanuals that are refreshed and impro

247、ved as appropriate.Training to staff is given where necessary.Investment controls The Group has clearly-defined guidelines for capital expenditure.There is a well-established system,supported byrigorous review and authorisation,for the purchase and sale of land within the Group.Corporate Governance

248、continued32The Berkeley Group plc Annual Report 2003Internal audit Internal auditors are in place in each division and at Group to provide assurance on the operation of the Groups control framework.ComplianceThe Company has complied with the principles of the Combined Code throughout the year.Going

249、concernAfter making enquiries,the Directors have a reasonable expectation that the Company and Group have adequate resources to continue in operational existence for the foreseeable future.For this reason,they continue to adopt the going concern basis in preparing thefinancial statements.Statement o

250、f Directors responsibilitiesCompany law requires the Directors to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the Company and of the Group at the end of the financial year and of the profit or loss of the Group for that period.In pr

251、eparing those financial statements,the Directors are required to:select suitable accounting policies and then apply them consistently;make judgements and estimates that are reasonable and prudent;state whether applicable accounting standards have been followed,subject to any material departures disc

252、losed and explained in thefinancial statements;prepare the financial statements on a going concern basis unless it is inappropriate to presume that the Company and its subsidiaryundertakings will continue in business.The Directors are responsible for ensuring the Company keeps proper accounting reco

253、rds which disclose,with reasonable accuracy at any time,the financial position of the Company and Group and which enable them to ensure that the financial statements comply with theCompanies Act 1985.They are also responsible for safeguarding the assets of the Group and hence for taking reasonable s

254、teps for theprevention and detection of fraud and other irregularities.The maintenance and integrity of The Berkeley Group plc website is the responsibility of the Company;the work carried out by theauditors does not involve consideration of these matters and,accordingly,the auditors accept no respo

255、nsibility for any changes that may have occurred to the financial statements since they were initially presented on the website.Legislation in the UK governing thepreparation and dissemination of financial statements may differ from legislation in other jurisdictions.Independent Auditors ReportThe B

256、erkeley Group plc Annual Report 2003 33To the members of The Berkeley Group plcWe have audited the financial statements which comprise the profit and loss account,the balance sheet,the cash flow statement,the reconciliation of movements in shareholders funds and the related notes.We have also audite

257、d the disclosures required by Part 3 of Schedule 7A to the Companies Act 1985 contained in the Directors Remuneration Report(the auditable part).Respective responsibilities of Directors and AuditorsThe Directors responsibilities for preparing the Annual Report and the Financial Statements in accorda

258、nce with applicable United Kingdomlaw and accounting standards are set out in the statement of Directors responsibilities.The Directors are also responsible for preparingthe Directors Remuneration Report.Our responsibility is to audit the financial statements and the auditable part of the Directors

259、Remuneration Report in accordance withrelevant legal and regulatory requirements and United Kingdom Auditing Standards issued by the Auditing Practices Board.This report,including the opinion,has been prepared for and only for the Companys members as a body in accordance with Section 235 of theCompa

260、nies Act 1985 and for no other purpose.We do not,in giving this opinion,accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consentin writing.We report to you our opinion as

261、 to whether the financial statements give a true and fair view and whether the financial statements and theauditable part of the Directors Remuneration Report have been properly prepared in accordance with the Companies Act 1985.We alsoreport to you if,in our opinion,the Directors Report is not cons

262、istent with the financial statements,if the Company has not kept properaccounting records,if we have not received all the information and explanations we require for our audit,or if information specified by lawregarding Directors remuneration and transactions is not disclosed.We read the other infor

263、mation contained in the Annual Report and consider the implications for our report if we become aware of anyapparent misstatements or material inconsistencies with the financial statements.The other information comprises only the DirectorsReport,the unaudited part of the Directors Remuneration Repor

264、t,the Chairmans Statement,the Operational Review and the CorporateGovernance Statement.We review whether the Corporate Governance Statement reflects the Companys compliance with the seven provisions of the CombinedCode specified for our review by the Listing Rules of the Financial Services Authority

265、,and we report if it does not.We are not required toconsider whether the Boards statements on internal control cover all risks and controls,or to form an opinion on the effectiveness of theGroups corporate governance procedures or its risk and control procedures.Basis of audit opinionWe conducted ou

266、r audit in accordance with auditing standards issued by the Auditing Practices Board.An audit includes examination,on a test basis,of evidence relevant to the amounts and disclosures in the financial statements and the auditable part of the DirectorsRemuneration Report.It also includes an assessment

267、 of the significant estimates and judgements made by the Directors in the preparationof the financial statements,and of whether the accounting policies are appropriate to the Companys circumstances,consistently appliedand adequately disclosed.We planned and performed our audit so as to obtain all th

268、e information and explanations which we considered necessary in order toprovide us with sufficient evidence to give reasonable assurance that the financial statements and the auditable part of the DirectorsRemuneration Report are free from material misstatement,whether caused by fraud or other irreg

269、ularity or error.In forming our opinion we also evaluated the overall adequacy of the presentation of information in the financial statements.OpinionIn our opinion:the financial statements give a true and fair view of the state of affairs of the Company and the Group at 30 April 2003 and of the prof

270、itand cash flows of the Group for the year then ended;the financial statements have been properly prepared in accordance with the Companies Act 1985;and those parts of the Directors Remuneration Report required by Part 3 of Schedule 7A to the Companies Act 1985 have been properlyprepared in accordan

271、ce with the Companies Act 1985.PricewaterhouseCoopers LLPChartered Accountants and Registered AuditorsLondon7 July 2003Consolidated Profit and Loss Account34The Berkeley Group plc Annual Report 2003For the year ended 30 AprilNotes20030002002000Turnover including share of joint venturesLess:share of

272、joint ventures turnover21,250,165(99,325)1,085,098(108,327)Turnover continuing operationsCost of sales1,150,840(835,770)976,771(700,107)Gross profitNet operating expenses4315,070(99,406)276,664(87,214)Operating profit continuing operationsShare of operating profit in joint ventures215,66416,542189,4

273、5023,540Total operating profit including share of joint venturesNet interest payable23232,206(11,025)212,990(16,828)Profit on ordinary activities before taxationTaxation on profit on ordinary activities46221,181(66,497)196,162(59,333)Profit on ordinary activities after taxationDividends7154,684(24,9

274、09)136,829(22,003)Retained profit for the year18129,775114,826Dividends per Ordinary Share719.2p16.5pEarnings per Ordinary Share basic diluted99116.0p115.1p105.3p105.1pThe Group has no recognised gains or losses other than the profits set out above and therefore no separate statement of total recogn

275、ised gainsand losses has been prepared.There is no material difference between the profit on ordinary activities before taxation and the retained profit for the year stated above and theirhistoric cost equivalents.Consolidated and Parent Company Balance SheetsThe Berkeley Group plc Annual Report 200

276、3 35As at 30 AprilNotes2003000Group2002000Company20032002000000Fixed assetsIntangible assetsTangible assetsInvestmentsJoint ventures Share of gross assets Share of gross liabilities101112(18,4922,145227,387170,612)2,35919,20111228,957(169,814)36875,24127176,8301256,77559,14377,41280,71475,60977,101C

277、urrent assetsStocksDebtorsInvestmentsCash at bank and in hand1314121,151,103247,43662,04757,1031,118,245280,93155,5143,105905,5055,907972,536211,517,6891,457,795911,412972,557Creditors(amounts falling due within one year)BorrowingsOther creditors1516(153)(316,573)(46,562)(309,106)(153)(47,503)(92,16

278、5)(34,620)(316,726)(355,668)(47,656)(126,785)Net current assets1,200,9631,102,127863,756845,772Total assets less current liabilities1,278,3751,182,841939,365922,873Creditors(amounts falling due after more than one year)BorrowingsOther creditors1516(200,000)(22,219)(200,000)(14,626)(200,000)(200,000)

279、(222,219)(214,626)(200,000)(200,000)Net assets1,056,156968,215739,365722,873Capital and reservesShare capitalShare premiumCapital redemption reserveRetained profitJoint ventures reserves171818181832,054420,6031,697571,24830,55433,741420,358491,71822,39832,054420,6031,697285,01133,741420,358268,774Eq

280、uity shareholders funds1,056,156968,215739,365722,873Net assets per Ordinary Share9829p717pThe accounts on pages 34 to 55 were approved by the Board of Directors on 7 July 2003 and were signed on its behalf by:R C PerrinsFinance Director36The Berkeley Group plc Annual Report 2003Consolidated Cash Fl

281、ow Statement20032002For the year ended 30 April Notes 000000Net cash inflow from continuing operating activities22204,38549,650Dividends from joint ventures1,2456,890Returns on investments and servicing of finance22(7,233)(13,642)Taxation(46,579)(60,010)Capital expenditure and financial investment22

282、13,744(16,364)Acquisitions and disposals22(26)Equity dividends paid(23,321)(19,604)Net cash inflow/(outflow)before financing142,241(53,106)Financing22(77,376)56,111Increase in cash in the year64,8653,00520032002For the year ended 30 AprilNotes000000Reconciliation of net cash flow to movement in net

283、debtIncrease in cash in the year64,8653,005Cash outflow/(inflow)from decrease/(increase)in debt35,542(7,469)Movement in net debt in the year100,407(4,464)Net debt at 1 May22(243,457)(238,993)Net debt at 30 April22(143,050)(243,457)The Berkeley Group plc Annual Report 2003 37Reconciliation of Movemen

284、ts in Shareholders FundsFor the year ended 30 AprilNotes20030002002000Profit for the yearDividends7154,684(24,909)136,829(22,003)Retained earningsShare buy-backsNew shares issuedContribution to QUEST1818129,775(42,039)255(50)114,82649,158(516)Net additions to shareholders fundsOpening shareholders f

285、unds87,941968,215163,468804,747Closing shareholders funds1,056,156968,215Notes to the Accounts38The Berkeley Group plc Annual Report 20031 Accounting policiesBasis of accounting The accounts have been prepared under the historical cost convention,and in accordance with applicable accountingstandards

286、 in the United Kingdom.Basis of consolidation The consolidated accounts comprise the accounts of the parent Company and all its subsidiary undertakings.The accounting date for subsidiary undertakings is 30 April.In the case of acquisitions or disposals,the Groups result includes that proportionfrom

287、or to the effective date of acquisition or disposal as appropriate.Goodwill With effect from 1 April 1998,where the cost of acquiring new and additional interests in subsidiaries,joint ventures and businessesexceeds the fair value of the net assets acquired,the resulting premium on acquisition(goodw

288、ill)is capitalised and its subsequent measurement(via annual impairment reviews or an annual amortisation charge)will be determined based on the individual circumstances of each businessacquired.Goodwill written off to reserves prior to 1998 is not recorded in the consolidated balance sheet.When a b

289、usiness is disposed of,goodwill,where applicable,is charged to the consolidated profit and loss account.Joint ventures The results attributable to the Companys holding in joint ventures are shown separately in the consolidated profit and lossaccount.The amount included in the consolidated balance sh

290、eet is the Groups share of the net assets of the joint ventures plus net loansreceivable.Goodwill arising on the acquisition of joint ventures is accounted for in accordance with the policy set out above.Any unamortisedbalance of goodwill is included in the carrying value of the investment in joint

291、ventures.Turnover Turnover represents the amounts receivable from the sale of properties during the year.On traditional developments,properties are treated as sold and profits are taken when contracts are exchanged and the building work is physically complete.On complex multi-unitdevelopments,revenu

292、e and profit are recognised on a staged basis,commencing when the building work is substantially complete,which isdefined as being plastered and when contracts are exchanged.Tangible fixed assets Depreciation is provided to write-off the cost of the assets over their estimated useful lives at the fo

293、llowing annual rates:Freehold property2%Fixtures and fittings15%/20%Motor vehicles25%Computer equipment3313%Leasehold property is amortised over the period of the lease.Computer equipment is included within fixtures and fittings.Stocks Property in the course of development is valued at the lower of

294、direct cost and net realisable value.Direct cost comprises the cost ofland,raw materials and development costs but excludes indirect overheads and interest.Progress payments are deducted from work in progress.Deferred taxation Deferred taxation is recognised in respect of all timing differences that

295、 have originated but not been reversed by the balancesheet date,where transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future haveoccurred at the balance sheet date.Deferred taxation assets are recognised to the extent that they are

296、regarded as recoverable and have notbeen discounted.Deferred tax assets and liabilities are calculated using the tax rates that have been enacted or substantively enacted by thebalance sheet date.sFinancial instruments From time to time the Group makes use of interest rate swaps and caps to manage i

297、ts exposure to fluctuations in interestrates.Interest rate instruments are treated as hedges and the net interest payable or receivable is reflected in the profit and loss account.Pension costs The expected cost of providing pensions is recognised on a systematic basis over the period during which b

298、enefit is derived fromthe employees services.Pension contributions under defined contribution schemes are charged to the profit and loss account as incurred.Leasing and rental agreements Payments under rental and operating lease agreements are charged against profit in the periods in which theybecom

299、e due.The Berkeley Group plc Annual Report 2003 391 Accounting policies continuedLong term executive incentive schemes and plan Provision is made to match the cost of shares provisionally allocated in respect of any year to participants under the Groups long term executive incentive schemes and plan

300、.Similar provision is also made each year regarding theappropriate proportion of any estimated potential cash benefit which could arise,based on the probability of the relevant performance targetsbeing met at the end of the relevant period.2 Segmental informationTurnover,operating profit and net ass

301、ets by class of business are analysed below:2003000Turnover2002000Operating profit20032002000000Net asset20032002000000Residential housebuildingGroupJoint ventures1,130,06291,450927,63598,224212,01214,205181,44717,545989,45849,240900,23744,6091,221,5121,025,859226,217198,9921,038,698944,846Commercia

302、l property and other activitiesGroupJoint ventures20,7787,87549,13610,1033,6522,3378,0035,9959,9237,5358,83514,53428,65359,2395,98913,99817,45823,3691,250,1651,085,098232,206212,9901,056,156968,215All turnover and profit relate to continuing activities of the Group and are derived from activities pe

303、rformed in the United Kingdom.Included in Group residential housebuilding turnover and operating margin is 8,800,000 and 3,552,000 in respect of land sales(2002:59,776,000 and 20,953,000).3 Net interest payable20032002000000Interest receivable2,395952Interest payable on bank loans and overdrafts(10,

304、403)(14,717)Interest payable share of joint ventures(3,017)(3,063)(11,025)(16,828)Notes to the Accounts continued40The Berkeley Group plc Annual Report 20034 Profit on ordinary activities before taxationProfit on ordinary activities before taxation is stated after charging the following amounts:2003

305、2002000000Depreciation3,1474,122Amortisation of goodwill2,3592,400Hire of plant and machinery9,8397,614Operating lease costs motor vehicles1,7812,034Operating lease costs land and buildings2,0751,394Auditors remuneration audit fees195174Auditors remuneration other services207188Audit fees for the Co

306、mpany in the year was 10,000(2002:9,500).Auditors remuneration for other services relates mainly to taxation advice.Operating expenses represent administration costs.5 Directors and employees20032002000000Staff costsWages and salaries71,06466,126Social security costs7,3187,505Other pension costs3,89

307、12,78182,27376,412The average number of persons employed by the Group during the year was 1,521(2002:1,456),of which 1,502(2002:1,435)were employedin residential housebuilding activities;the balance in commercial development activities.DirectorsDetails of Directors emoluments are set out in the Remu

308、neration Report on pages 23 to 29.PensionsThere are currently four principal pension schemes in operation within the Group,the assets of which are held in separate trustee administeredfunds.The Berkeley Group plc Staff Benefits Plan(the Berkeley Final Salary Plan)is a defined benefit scheme and was

309、closed to new entrantsfrom 1 May 2002.The Berkeley Group plc Money Purchase Scheme(the Berkeley Money Purchase Plan),the St George PLC Retirement andDeath Benefits Scheme(the St George Scheme)and the Thirlstone Homes Limited Retirement Benefits Scheme(the Thirlstone Scheme)aredefined contribution sc

310、hemes.The Berkeley Final Salary Plan is subject to an independent actuarial valuation at least every three years.The most recent valuation was carriedout as at 1 May 2001.The method adopted in the 2001 valuation was the projected unit method,which assumed a return on investment prior to and after re

311、tirement of 6.5%and 5.5%per annum respectively,pension increases for service before and after April 1997 of 3.0%and 2.5%per annum respectively and salary escalation at 3.5%per annum.The market value of the Berkeley Final Salary Plan assets at 1 May 2001 was13,956,000 and was sufficient to cover 79%o

312、f the schemes liabilities.Employers contributions are currently paid at 15%and it is proposed tomaintain this level of contribution thereby reducing the deficit to zero over the expected remaining service life of existing members.Contributions amounting to 1,356,000(2002:1,111,000)were paid into the

313、 defined contribution schemes during the year,representing theappropriate level of defined funding.Under the transitional arrangements of FRS 17 Retirement Benefits,the required disclosures relating to the Berkeley Final Salary Plan are set out below.The valuation used for FRS 17 disclosures has bee

314、n based on the most recent actuarial valuation at 1 May 2001,and updated by thescheme actuary to take account of the requirements of FRS 17 in order to assess the liabilities of the scheme at 30 April 2003.The assets of thescheme are stated at their market value at 30 April 2003.The Berkeley Group p

315、lc Annual Report 2003 415 Directors and employees continuedThe major assumptions used by the actuary were:Valuation at1 May 20031 May 2002Rate of increase in salaries3.50%3.75%Rate of increase in pensions in payment2.50%2.75%Discount rate5.50%6.00%Inflation assumption2.50%2.75%The assets in the sche

316、me and the expected rate of return were:Valuation at1 May 20031 May 2002Long-termLong-termrate ofValuerate ofValuereturn(000)return(000)Equities7.00%11,3007.25%11,490Fixed income bonds5.50%1,8906.00%1,765Property5.50%7716.50%748Cash4.00%1,0054.00%957Total market value of assets14,96614,960Present va

317、lue of scheme liabilities(29,548)(23,533)Deficit in the scheme(14,582)(8,573)Related deferred tax asset4,3742,572Net pension liability(10,208)(6,001)If the above amounts had been recognised in the financial statements,the Groups net assets and profit and loss reserves at 30 April 2003 and30 April 20

318、02 would be as follows:20032002000000Net assets excluding SSAP 24 pension asset/(liability)1,056,156968,215Pension liability under FRS 17(10,208)(6,001)Net assets including FRS 17 pension liability1,045,948962,214Profit and loss reserves;excluding SSAP 24 pension asset/(liability)601,802514,116Pensi

319、on liability under FRS 17(10,208)(6,001)Profit and loss reserves including FRS 17 pension liability591,594508,115The following amounts would have been recognised in the performance statements in the year to 30 April 2003.Analysis of amount charged to operating profit2003000Current service cost2,050P

320、ast service costTotal2,050Analysis of amount credited to other finance income2003000Expected return on pension scheme assets1,099Interest on pension scheme liabilities(1,479)Net return(380)Notes to the Accounts continued42The Berkeley Group plc Annual Report 20035 Directors and employees continuedAn

321、alysis of amount recognised in statement of total recognised gains and losses(STRGL)2003000Actual less expected return on pension scheme assets(3,152)Experience gains and losses arising on scheme liabilitiesChanges in assumptions underlying the present value of the scheme liabilities(2,308)Actuarial

322、 loss recognised in STRGL(5,460)Movements in deficit during the year2003000Deficit in scheme at start of year(8,573)Movement in yearCurrent service cost(2,050)Contributions1,881Past service costsOther finance income(380)Actuarial loss(5,460)Deficit in scheme at end of year(14,582)2003Difference betw

323、een the expected and actual return on scheme assets:Amount(000)(3,152)%of scheme assets(21.06%)Experience gains and losses on scheme liabilities:Amount(000)%of the present value of scheme liabilities0.00%Total amount recognised in statement of total recognised gains and losses:Amount(000)(5,460)%of

324、the present value of the scheme liabilities(18.48%)As the Berkeley Final Salary Plan is closed to new entrants,the current service cost,under the projected unit method,will increase as themembers of the scheme approach retirement.The Berkeley Group plc Annual Report 2003 436 Taxation20032002000000Cu

325、rrent taxUK corporation tax payable63,42153,800Share of joint ventures tax4,1246,101Adjustments in respect of previous periods(1,400)66,14559,901Deferred tax352(568)66,49759,333The current tax assessed for the year differs from the standard rate of UK corporation tax of 30%(2002:30%).These differenc

326、es are explained below:20032002000000Profit on ordinary activities before tax221,181196,162Tax on profit on ordinary activities at standard UK corporation tax rate66,35458,849Effects of:Expenses not deductible for tax purposes1,0781,173Depreciation in excess of capital allowances11321Lower tax rates

327、 on overseas joint ventures(142)Adjustments in respect of previous periods(1,400)Current tax charge66,14559,9017 Dividends20032002000000On Ordinary Equity SharesInterim dividend of 4.8p(2002:4.0p)per Ordinary Share6,4795,128Final proposed dividend of 14.4p(2002:12.5p)per Ordinary Share18,43016,87524

328、,90922,0038 The Berkeley Group plc profit and loss accountThe Berkeley Group plc has not presented its own profit and loss account as permitted by Section 230 of the Companies Act 1985.The profit forthe year dealt with in the accounts of the Company is 83,185,000(2002:63,063,000).9 Earnings per Ordi

329、nary ShareEarnings per Ordinary Share is based on the profit after taxation of 154,684,000(2002:136,829,000)and the weighted average number ofOrdinary Shares in issue during the year of 133,404,586(2002:129,910,482)adjusted to exclude shares held by the Company to satisfy awardsunder its long term i

330、ncentive plan.For diluted earnings per Ordinary Share,the weighted average number of shares in issue is adjusted to assumethe conversion of all dilutive potential shares.The dilutive potential Ordinary Shares relate to shares granted under employee share schemeswhere the exercise price is less than

331、the average market price of the Ordinary Shares during the year.The effect of the dilutive potential shares is 998,783 shares(2002:315,467),giving a diluted weighted average number of shares of 134,403,369(2002:130,225,949).Net assets per Ordinary Share is calculated based on net assets at the end o

332、f the year divided by the number of Ordinary Shares in issue at theend of the year of 127,425,071(2002:134,963,049).This excludes shares held by the Company to satisfy awards under its long term incentive plan.Return on Capital Employed(ROCE)is calculated based on profit before interest and tax divi

333、ded by the average shareholders funds plus net debt.Notes to the Accounts continued44The Berkeley Group plc Annual Report 200310 Intangible assets GoodwillGroup000CostAt 1 May 2002 and at 30 April 200311,359AmortisationAt 1 May 20029,000Charge for the year2,359At 30 April 200311,359Net book valueAt 30 April 20022,359At 30 April 2003The goodwill arose on the acquisition of Thirlstone PLC(formerly T