《Young & Co.'s Brewery plc (YNGA) 2006年年度報告「AIM」.pdf》由會員分享，可在線閱讀，更多相關《Young & Co.'s Brewery plc (YNGA) 2006年年度報告「AIM」.pdf（44頁珍藏版）》請在三個皮匠報告上搜索。
1、A N N U A L R E P O R T 2 0 0 6Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 1Chairmans statement2Chief executives report5The board of directors10Simplified accounts13Directors report14Independent auditors report19Profit and loss account20Balance sheet21Cash flow statement22Other primary statements
2、23Notes to the financial statements24Five year review40Senior personnel,committees and advisersIBCShareholder informationIBCContentsAnnual Report 2006(6.6)v1 12/6/06 6:54 pm Page 2Y O U N G S A N N U A L R E P O R T20062005%000000changeTurnover123,873119,532+3.6Operating profit before exceptional it
3、ems13,59913,676-0.6Operating profit11,02512,562-12.2Adjusted profit before tax*10,25310,071+1.8Adjusted EBITDA*21,74421,803-0.3Profit on ordinary activities before tax7,6099,319-18.3Adjusted earnings per share*59.65p58.59p+1.8Basic earnings per share40.31p53.98p-25.3Dividend per share(interim+recomm
4、ended final)24.90p23.65p+5.3Net assets per share12.3411.88+3.9Gearing ratio38.1%38.8%-1.8*Adjusted to exclude exceptional items.Financial highlights1Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 3Y O U N G S A N N U A L R E P O R T2We have two things to celebrate this year our 175th anniversary as
5、Youngs and the dawn of a new erathat will make us a major new force in brewing for the next 175 years and beyond.We shall be merging our brewing operations with the Bedford brewers Charles Wells,a similar firm toYoungs in so many ways.A new company,Wells&Youngs Brewing Company Limited,will brew all
6、ofYoungs beers alongside the Charles Wells portfolio.This will be a private limited company,owned 40 percent by Youngs and 60 per cent by Charles Wells,which reflects the trade that Youngs brings to the jointcompany and the trade,as well as production facilities,that Charles Wells brings.It is impor
7、tant toemphasise that both Young&Co.s Brewery,PLC and Charles Wells Ltd will continue in business ascompletely separate entities,running our pub estates independently of each other as at present.Wells&Youngs,when it begins to operate in October,will become one of the leading suppliers of speciality
8、beers in Britain and one of the top three brewers of cask beer in the country,with two of the fastest growingbrands,Youngs Bitter and Charles Wells Bombardier.It will be a national business with internationalpresence,founded on a tradition of quality,innovation and high-quality beers that have won w
9、ell over 100 awards for us and for Charles Wells over the past four decades.The result will help to safeguard the future of Youngs and greatly strengthen cask beers overall position in the market.The decision to team up with Charles Wells was taken after a two-and-a-half-year review of our brewingop
10、eration in Wandsworth,originally prompted by a master plan for London drawn up by Mayor KenLivingstone and by Wandsworth Councils proposals to rejuvenate the borough.Our site,which is no longerlimited to industrial use under those plans,has many problems as a working brewery,including appallingtraff
11、ic congestion,an unsatisfactory layout,a serious lack of space,health and safety issues and some out-of-date buildings and equipment.We eventually reached the conclusion that we could no longer keep theRam Brewery going as a viable and profitable concern.That decision was taken with the utmost reluc
12、tance,brought about by mainly nostalgic influences,but as I promised when we first announced that we werelaunching a feasibility study into the brewery in 2003,my head ruled my heart when it came to the crunch.And so we must say goodbye to Britains oldest brewery,founded in the reign of Elizabeth I
13、in 1581,oreven earlier,and run by my family since 1831.But instead of shedding a tear,we must consider the manyadvantages that our move will have.Chairmans statementAnnual Report 2006(6.6)v1 12/6/06 6:54 pm Page 4Y O U N G S A N N U A L R E P O R T3First,we can expect to receive a substantial sum fr
14、om the planned sale of the 5.5 acre site inWandsworth town centre.Around 10 million of the proceeds will be used to subscribe for shares inWells&Youngs and much of the remainder can be spent on acquiring pubs for our already expandingtied estate to give us more guaranteed outlets for our traditional
15、 ales.Any development of the site is likely to incorporate some of the older brewery buildings,the Brewery Tap pub,our working beamengines,among the oldest of their type in the world,and some of our historical brewing equipment,all on display to the public.At the same time,we are moving some of our
16、more modern brewing equipment and members of ourbrewing staff to Bedford to ensure that our beers will continue to match the flavours and quality thathave made them so popular over the years.The new company will have a modern brewery,built in1976 to replace the original Charles Wells premises in the
17、 town centre.It has its own supply of naturalmineral water.Our ales and stouts,on draught,in bottles and in cans,will be kept on,while we shallbenefit from access to three speciality lagers,the Jamaican Red Stripe and Japanese Kirin Ichiban,which are brewed under licence at Bedford,and Corona,from M
18、exico,which Charles Wells distributes.Our sales team will join forces at the new company with their colleagues from Charles Wells in makingboth Youngs and Charles Wells portfolios truly national brands.Our wine and spirits subsidiary,Cockburn&Campbell,will keep its name when it merges with the Charl
19、es Wells wine operation,Havelock Wines,to create a larger and more efficient joint company based in Bedford.The move will ensure that we remain a vertically integrated brewery,as will Charles Wells,eachproducing our own beers for our own pubs something we have long assured our shareholders that we w
20、ould do.Finally,I thank all the people our staff,our managers and tenants,our shareholders and customers,and many well-wishers who have been so loyal and supportive to Young&Co and the Young familythroughout the 175 years we have been in Wandsworth.Without you,we could not have gained thereputation
21、for quality and service that marks us out from the rest of the industry.Thank you all.John YoungChairmanAnnual Report 2006(6.6)v1 12/6/06 6:54 pm Page 5Y O U N G S A N N U A L R E P O R T4Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 6Y O U N G S A N N U A L R E P O R T5Operational reviewYoungs pro
22、duced a resilient performance in a year of considerable change,which included new licensing laws,our transfer to AIM as well as the uncertaintysurrounding our future brewing operations,as we entered the final stages of ourbrewery site review.Turnover was up 3.6%at 123.9 million.Adjusted profit befor
23、e tax was 10.3million and adjusted earnings per share were 59.65p both up 1.8%.The financialsand trading are negatively impacted by comparing 52 weeks for this year against53 weeks in 2005.The exceptional costs associated with the review and relatedtransactions in the year,together with the one-off
24、costs of the move to AIM,employment related matters and other property costs,amounted to 2.6 million.This resulted in profit before tax after exceptional items of 7.6 million,a decreaseof 18.3%.The continued improvement in underlying performance has led the Board to decideto pay an increased final d
25、ividend,up 5.3%to 12.90p,making the total for the yearof 24.90p,up 5.3%on 2005.The final dividend will be paid on 13 July 2006 toshareholders on the register on 16 June 2006.Since the year end,the Board has concluded its review of the future options for theRam Brewery site and ongoing brewing altern
26、atives.The outcome of this reviewwill result in the merger of all Youngs brewing activities with the brewing assetsand beer brands of Charles Wells Ltd.This new brewing company will be calledWells&Youngs Brewing Company Ltd.The resolution of Youngs future brewingoperations should facilitate the Boar
27、ds ability to finalise a sale of the Ram Breweryand its site in Buckhold Road.The Board is in advanced discussions with a potentialdeveloper with respect to the disposal of the Wandsworth sites,however,there isno certainty that these current discussions will result in a transaction.RetailA strong re
28、tail performance,in what was a very challenging year for the industry,highlighted the quality of our retail estate and the benefits of remaining focused on combining great pubs with high service standards,excellent food and marketleading drinks.Retail turnover and profits were up 3.0%and 6.4%respect
29、ively and 4.5%and4.3%on a like for like basis,despite cost pressures once more from minimumwage,utilities,rates and the costs arising from applying for new licences and the inevitable administrative burden of this new system.Nonetheless these newlicensing laws,with sensible later opening hours,have
30、had a positive impact on trade.The Retail business comprised 208 pubs and inns at the year end,of which 164 are freehold.This is split between 112 managed and 96 tenanted houses.Chief executives reportAnnual Report 2006(6.6)v1 12/6/06 6:54 pm Page 7Y O U N G S A N N U A L R E P O R T6Managed housesT
31、he managed houses showed an increase in turnover of 3.2%,while profit was up by 6.5%.Like for like turnover and operating profit were up by 4.6%and 4.7%respectively.The major drive on food,with sales up 10.0%,and improvedmargins on both liquor and food have helped to offset theincreased costs referr
32、ed to earlier.We have targeted trainingand are introducing independent assessments of theperformances of our pubs.Our objective is to maintain our unique culture of excellent service standards.A total of 10.8 million has been invested in the managedestate on both new and existing sites.We have acqui
33、red three riverside sites at Vauxhall,Fulham and Battersea on 999 year leases at peppercorn rents.The Battersea site willbe completed post year end.The total investment for thesethree sites is likely to be 9.6 million of which 3.8 millionwas made during the year under review.These sites calledRivers
34、ide in Vauxhall,Waterside in Fulham and Waterfront in Battersea should open in June,September and Octoberrespectively.When these developments have beencompleted Youngs Thames side estate will start at the Swan in Walton on Thames and stretch to the FoundersArms by the Millennium Bridge,taking in a t
35、otal of 13managed and tenanted pubs.3.3 million was invested on major refurbishments within ourexisting estate.Our investment approach is very individual andtailored to the catchment area and customer demographics ofthe pub.Our dual approach is either to preserve the timeless,traditional values of t
36、he pub,as demonstrated byrefurbishments at the Victoria in Surbiton,the Nightingale inBalham and the Spread Eagle in Camden;alternatively weseek to introduce more dramatic changes in format with amore contemporary style to attract new customers and re-invigorate sales,as we have done in sites such a
37、s the QueenAdelaide in Wandsworth,the Bear in Oxshott,the Duke on theGreen(formerly Duke of Cumberland)in Fulham,the Britanniain Kensington and the Orange Tree in Richmond.In recent years,all development activity has includedinvestment in covered,well lit and comfortable outside areasas we prepared
38、for the effects of the outright ban on smoking.We have been planning for a ban for the last two years andsupport the clarity that the total ban on smoking will bring.Whilst there may be some initial downside,the medium to longterm affects will,we believe,be positive for Youngs.The year under review
39、also saw the start of a four yearrefurbishment project on our 12 inns.We invested 0.9 millionrefurbishing 19%of our 326 bedrooms,as well as a completerefurbishment of the ground floor areas of the Bridge inGreenford.RevPAR(average room rate multiplied byoccupancy)was 37.98,a 0.6%increase on last yea
40、r.Our ongoing review of the overall estate has resulted in fourtransfers from tenanted to managed houses;the Grove inBalham,the Coopers Arms in Chelsea,the Clock House inPeckham and in the last week of the financial year the Alma inWandsworth.We will also take back the Ship in Wandsworthand the Duke
41、 of Cambridge in Battersea in the first half of thenew year.In each case we have paid or are contracted to paycompensation to the outgoing tenant and these have beentreated as exceptional operating items in the current year dueto their scale.We believe this investment will be paid backwithin four ye
42、ars.The Rattlebone in Sherston,Wiltshire and the Bell in Staineshave been transferred to tenancy and we disposed of ourleasehold interest in the Bath Arms during the year,leaving us112 managed houses and inns and 362 bedrooms at the endof the year.Tenanted housesThe tenanted houses showed an increas
43、e in turnover of 0.1%,with profit up by 5.9%.Like for like turnover and operatingprofit were up by 2.3%and 4.8%respectively.During the current year we invested 1.1 million in the estateincluding three refurbishments at the Bulls Head in Barnes,theLord Nelson in Sutton and the Kings Arms in Wandswort
44、h andhave disposed of our leasehold interest in the Next Door,Oxford,leaving us 96 tenanted houses at the end of the year.In the new financial year we will be commencing a four yeardevelopment program covering the entire tenanted estate,with a major investment in outside areas to assist with the nos
45、moking ban and to bring all sites up to standard.Chief executives report(continued)Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 8Y O U N G S A N N U A L R E P O R T7WholesaleDespite further progress in sales and profits of our wines andspirits division and a 4%increase in beer sales,our wholesaleb
46、usiness recorded its smallest profit in six years,highlightingthe growing difficulties of limited scale and operating underthe inefficiencies and restrictions of the Ram Brewery site.Beer CompanyOur flagship cask ale brand Youngs Bitter continued to buckthe market decline with growth of 0.6%in the l
47、ast 12 months.Youngs Bitter is now the ninth largest standard ale in the UK(AC Nielsen).Total beer volumes were also up 0.6%at 179,159 barrels,butproduction was down 0.8%.Our tied trade volumes accountedfor 32.8%of our total own volume and 46.8%of all volumesexcluding contract.Free trade volumes wer
48、e up 4.6%.The multiple pub groups and brewers saw significant growthof our drive brand Youngs Bitter,which increased 11.4%in volume,but once more the continued market decline ofYoungs Light Ale held back overall volumes,with the sectordown 5.5%.As the pub sector continues to consolidate,thisroute to
49、 market becomes increasingly important.The majorpub groups now control a large percentage of the market andthe trading relations we have with Punch Taverns,M&B andEnterprise Inns are essential as are the recent account winswith Laurel Pub Company.Take home volumes saw a strong 18.8%increase driven b
50、ynational listings for Special London Ale and St Georges Ale.Special London Ale is firmly established as the UKs numberone bottle conditioned ale.We increased listings in all themajor multiples,in particular Special London Ale in Tesco,and St Georges Ale in Asda.In the independent sector Winter Warm
51、er proved a great success in Threshers as did St Georges in Majestic and Waggle Dance in the cash andcarry Makro.Youngs beers also performed exceptionally well in the expanding Christmas gift market,which gives our brands important exposure.Wholesale volumes increased by 15.4%and continue to be anes
52、sential route to market through National Drinks Distributorswhere Youngs Bitter has achieved National Champion Alestatus for the fourth year running and has been given NationalCore Brand status in WaverleyTBS.Volume increases havebeen at the expense of margin with increased competitionfrom the major
53、 brewers.Regional free trade saw a steady performance,with a smallincrease in volume,but like all the other trade channels sawintense margin pressure.Nevertheless we continue to growquality new business across the south of England and thisremains the sector with the highest profit margins.Export sal
54、es declined 5.5%,impacted by the effect of theweak US dollar on our pricing.Our main brand in the US isDouble Chocolate Stout,a unique product with a growingreputation.Elsewhere,in Finland and Denmark packagingregulation changes affected our entire portfolio causing majordisruption.Meanwhile Russia
55、and the Ukraine are providingnew opportunities.With all the uncertainty surrounding the brewery it is to thecredit of our brewers that they are still crafting award winningales and this year is no exception.The Brewing IndustryInternational Awards competition awarded gold medals forOatmeal Stout and
56、 for cask Ram Rod.We have now won moremedals in this competition than any other brewery in theworld.In addition we won the Tesco Autumn Challenge for athird time with Youngs Ruby Star,a new bottle conditionedbeer.We have never been out of the finals since thiscompetition started 10 years ago.Cockbur
57、n&Campbell Cockburn&Campbell,our wines and spirit business,saw a 3.9%increase in profit.This was the result of a 4.3%increase in sales led by wine sales up 7.8%.Sales to ourown retail estate have expanded by 1.8%in value terms with the refurbishments referred to earlier and the increasedemphasis on
58、food.Free trade sales were up 10.6%.Weve extended our wine range from France,Italy,NewZealand,South Africa and Chile.The TerraMater range fromChile has proved the greatest success;introduced in springof last year,its sales are double those of our previousChilean range.In addition we have introduced
59、a new winefrom Bodegas El Coto,named Coto Vintage,aimedspecifically at the off-trade.Several listings have been achieved.Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 9Y O U N G S A N N U A L R E P O R T8Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 10Investment and financeWe invested 13.5 million
60、 in our business.Retail capital expenditure formed the major part of this total,with 3.8 million investedin the first phase of our new riverside developments;4.0 million on 12 major refurbishments and 4.1 million on smallerdevelopments.Strong operating cash flow has allowed this to be achieved with
61、only a modest change in net debt to 54.4 million.Gearing at the end of the period was 38.1%and operating profit before exceptional costs covered interest by 3.5 times.On 23 May 2006 we entered into an agreement with Charles Wells Ltd to form Wells&Youngs Brewing Company Ltd.(“Wells&Youngs”).This bus
62、iness will incorporate Youngs brewing activities and wholesale beer,wines and spirits business together withthe brewing assets and beer brands of Charles Wells.This merger,together with a subscription for shares by Youngs in Wells&Youngs at a cost of 10m,will result in Youngs holding a 40%stake in W
63、ells&Youngs,with Charles Wells Ltd owning the other60%.Wells&Youngs will commence trading on 1 October 2006.OutlookOur retail business performance has started well,although we are only a short way into the new financial year.Sales in the nineweeks to 3 June are up 10.0%,with strong like for like gro
64、wth.Since the period end we have acquired five pubs and exchangedcontracts on a further two.The resolution of our future brewing activities,together with the planned sale of the brewery site,which will unlock a substantialamount of capital over the next few years,will enable us to make a step change
65、 in the financial performance of the business.Through the creation of the Wells&Youngs Brewing Company,Youngs remains a vertically integrated business,with a significantinterest in a modern efficient brewing business with a strong portfolio of growing speciality ales and lager brands.It secures thef
66、uture of Youngs unique beer brands and ensures they will continue to be available in all Youngs pubs.We believe that we have secured the best overall outcome for the business,customers,employees and shareholders.After aperiod of considerable uncertainty and change,we are pleased to be bringing the p
67、rocess to a successful conclusion.We lookforward to the future with great enthusiasm and confidence.Y O U N G S A N N U A L R E P O R T9Chief executives report(continued)Stephen GoodyearChief executiveAnnual Report 2006(6.6)v1 12/6/06 6:54 pm Page 11Y O U N G S A N N U A L R E P O R T10The board of
68、directorsJohn Young,C.B.E.ChairmanJoined the company in 1954 as an assistantto the managing directors and appointed tothe board in 1955.Appointed chairman in1962 and carried out the combined duties ofchairman and chief executive until 2 June1999.Retains the position of chairman.Pastdirector W Runcim
69、an Ltd,past chairman R IShipping Ltd,commissioner of taxes 1975-1991.Director National Hospital 1972-1986,chairman 1982-1986.Freeman of the City ofLondon and of the Borough of Wandsworth.Aged 84 years.Torquil Sligo-Young Information servicesJoined the company in 1985 becoming anarea manager for mana
70、ged houses in 1987and a member of the finance department in1989.Appointed manager of the computerdepartment in 1993 and joined the board in1997.Previously worked for stockbrokersBell,Lawrie,Macgregor&Co.Aged 46 years.James Young Deputy chairman and production and distributionJoined the company in 19
71、74 as a brewing trainee.Appointed to the board in 1984 and deputychairman in 1989.Chairman of wines and spiritssubsidiary Cockburn&Campbell Ltd.Honorarytreasurer of London Harness Horse Parade Society.Aged 54 years.Christopher Sandland,A.C.M.A.,M.Sc.Joined the company in 1973 as managementaccountant
72、.Appointed personnel manager in1981 and company secretary in 1987.Joined theboard in 1990.Retired as company secretary in2005 and as an executive director(personnel)in2006.It is planned for him to become a non-executive director in July 2006.Aged 57 years.Stephen Goodyear Chief executiveJoined the c
73、ompany in 1995 as sales director.Appointed to the board in 1996 as sales andmarketing director.Appointed chief executivein July 2003.Will be one of the companysnominees on the board of Wells&YoungsBrewing Company Limited.Previously workedfor Courage Ltd from 1974 to 1995 where heheld a number of sen
74、ior roles,most recentlybusiness unit director.Aged 50 years.Peter Whitehead,F.C.A.FinanceJoined the company and the board as financedirector in 1997.Will be one of the companysnominees on the board of Wells&Youngs BrewingCompany Limited.Qualified as a charteredaccountant with KPMG in 1988,becoming a
75、 fellowof the Institute of Chartered Accountants in 1998.Previously worked for Fuller,Smith&Turner P.L.C.from 1990 to 1997.Aged 44 years.Roy Summers,O.B.E.,D.Univ.,F.I.Brew.Non-executive and senior independent directorAppointed to the board in 1995.Previously a main boarddirector of Scottish&Newcast
76、le plc,from 1980 to 1995.Past president of the Institute of Brewing,chairman of ThistlePub Company II plc and non-executive director of CanongateTechnology Ltd and a number of other companies.Directorof the International Centre for Brewing and Distilling at HeriotWatt University.Aged 70 years.Brian
77、Palmer Non-executiveAppointed as a non-executive director in 1965 andwas a managing director between 1974 and 1980.Background in marketing and advertising,wrotefirst TV commercial to appear in the UK.Formerdirector,Young and Rubicam Ltd,was founderdirector KMP Advertising and of New Solutions Ltd.,a
78、 leading marketing consultancy,and a governor ofCamberwell College of Art.Aged 76 years.Patrick DardisRetailJoined the company in 2002 and appointedto the board in July 2003.Has overallresponsibility for the operation of thecompanys managed and tenanted estate aswell as pub acquisitions and developm
79、ents.Previous positions have included director ofretail operations at Wolverhampton&DudleyPLC,business development with GuinnessBrewing and retail management withWhitbread PLC and Courage Ltd.Aged 47 years.Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 12Y O U N G S A N N U A L R E P O R T11Annual R
80、eport 2006(6.6)v1 12/6/06 6:54 pm Page 13Y O U N G S A N N U A L R E P O R T12Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 14Y O U N G S A N N U A L R E P O R TWhat we own000Fixed assets the brewery,public houses,hotels,restaurants and other assets217,568Stocks raw materials,beer,winesand spirits4
81、,193Debtors money owed bycustomers and others6,839228,600Less what we oweCreditors for supplies of malt,hops,wines,spirits,duty,VAT,tax,dividends,services and equipment19,544Loans long-term money borrowedto run the business54,140Provisions for liabilities and charges8,122Retirement benefit liability
82、4,12985,935Net assets142,665Whats poured in000The companys turnover is the total amount of money that has been charged for our products and services.It includes sales of beers,wines and spirits,other sales over the bar,including food,the letting of hotel rooms,and rent from the tenants of Youngs pub
83、sTurnover123,873Whats poured outOut of this,we have to pay for:Raw materials,wines,spirits and beer from other brewers29,251Beer duty10,612Wages,salaries and pensions36,673Profit sharing1,267All eligible brewery employees become members of the profit sharing scheme after five years service.A two-par
84、t share this year is 5,470.Repairs to licensed properties1,779Depreciation8,145Other operating costs22,547Total expenses110,274Whats leftWe are now left with our operating profit before13,599exceptional items from which we have to deduct:Exceptional itemsOperating exceptional items(2,574)Non-operati
85、ng exceptional items(70)Net interest payable on money borrowed from the bank and other institutions(3,346)Profit before tax7,609Our profit is then divided between:Corporation tax the governments share2,958Dividends the shareholders return2,808Profit retained for investment in the future1,8437,609A s
86、implified profit and loss accountA simplified balance sheet13Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 15Y O U N G S A N N U A L R E P O R TThe directors submit their annual report and the auditedfinancial statements for the financial year ended 1 April2006.This represents a 52-week period comp
87、ared to a 53-week period for the previous financial year.Profits and dividendsThe profit for the financial year attributable to ordinaryshareholders amounted to 4,651,000.The interim dividendof 12.0p per ordinary share was paid on 9 December 2005and the directors recommend a final dividend of 12.9p
88、perordinary share,payable on 13 July 2006,to shareholders on the register as at 16 June 2006.Principal activitiesThe principal activities of the company continued to bebrewing and bottling beer,and selling food and drinkthrough its public houses,inns,restaurants and drinkthrough other trade channels
89、.The companys twosubsidiary undertakings referred to on page 30 had notrading activities other than as agents for the company.Review of businessA review of the business for the year and an indication of likely future developments are presented in the chiefexecutives report on pages 5 to 9 which form
90、s part of this report.Share capitalDuring the first half of the year,the company simplified itsshare structure by converting each of its B ordinary sharesinto one A ordinary share,thereby creating a single class of voting shares.The enlarged class of A ordinary shares,together with the non-voting sh
91、ares,moved to AIM,wherethe shares started trading on 5 July 2005.Post balance sheet eventsThese are referred to in the chief executives report onpages 5 to 9 which forms part of this report.DirectorsThe names and brief biographical details of the currentdirectors are on page 10.Also included are Chr
92、istopherSandlands details he retired as an executive director afterthe year-end but it is planned for him to become a non-executive director in July.No other person served as adirector during the year.Directors liabilitiesThe companys articles of association contain a qualifyingthird party indemnity
93、 provision for the benefit of the companysdirectors this was in force throughout the year.Re-election of directorsIn accordance with the companys articles of association,each of James Young,Torquil Sligo-Young and PeterWhitehead retires at the forthcoming AGM and,beingeligible,offers himself for re-
94、election.Each of Brian Palmer,aged 76,and Roy Summers,aged 70,is also offeringhimself for re-election at that meeting.As mentioned above,it is planned that ChristopherSandland will become a non-executive director in July.If thishappens before the AGM,he will automatically retire at itunder the compa
95、nys articles of association;however,hewould be eligible for reappointment.Therefore,a resolutionproposing his reappointment has been included in thisyears notice of AGM to cover this possibility.Statement of directors responsibilitiesThe directors are required by UK company law to preparefinancial s
96、tatements for each financial year that give a trueand fair view of the state of affairs of the company as at theend of the financial year and of the profit of the company for that year.UK company law also requires the directors to prepare a report containing,among other things,a fairreview of the bu
97、siness of the company and a description ofthe principal risks and uncertainties facing the company.The directors confirm that in their opinion the accountingpolicies selected by them are suitable and have beenapplied consistently and that reasonable and prudentjudgements and estimates have been made
98、 in thepreparation of the financial statements for the financial year ended 1 April 2006.The directors also confirm thatapplicable accounting standards have been followed.Thedirectors formed a judgement at the time of approving theaudited financial statements for the financial year ended 1April 2006
99、 that there is a reasonable expectation that thecompany has adequate resources to continue in operationalexistence for the foreseeable future.For this reason,thedirectors considered it appropriate to adopt the goingconcern basis in preparing the financial statements.The directors are responsible for
100、 keeping properaccounting records,for safeguarding the assets of thecompany and hence for taking reasonable steps for theprevention and detection of fraud and other irregularities.14DirectorsreportAnnual Report 2006(6.6)v1 12/6/06 6:54 pm Page 16Y O U N G S A N N U A L R E P O R TCorporate Governanc
101、eThe board is committed to good corporate governance inthe management and operation of its business.The boardThe board meets every two months with additionalmeetings arranged as required.It receives timely and clearreports,papers and other information to enable it todischarge its duties.There is a s
102、chedule of mattersreserved for decision by the board;this covers matterssuch as strategy,long-term objectives and major financialand key operational issues.There is a clear division of responsibilities between thechairman and chief executive the chairman is responsiblefor the effective running of th
103、e board;the chief executive hasoverall responsibility for managing the company.To assistwith the day-to-day running of the company,the executivedirectors usually hold a weekly meeting,with members of the companys senior management team in attendance as appropriate.All directors have access to indepe
104、ndentprofessional advice at the companys expense and haveaccess to the advice and services of the company secretary.The performance of the board,its committees and theindividual directors is evaluated informally with the chairmanand executive directors in almost daily contact and frequentmeetings of
105、 individual and groups of executive directorswith the non-executives.All of the directors are subject to re-election every threeyears,apart from the current non-executive directors whohave agreed to be subject to annual re-election.The boardconsiders its non-executive directors to be independent asi
106、t views independence as an attitude of mind and a matterof strength of character.The chairman confirms that theperformance of the non-executive directors continues to beeffective and to demonstrate commitment to the role.Thecurrent three-year terms for Brian Palmer and Roy Summersexpire on 4 October
107、 2006 and 20 July 2007 respectively.Nomination committeeThe company has a nomination committee comprisingthe chairman and the two non-executive directors;it ischaired by John Young.Its terms of reference are on thecompanys website.Remuneration committeeThe committee comprises the two non-executive d
108、irectorsand is chaired by Roy Summers.Its terms of reference are onthe companys website.The committee determines,on behalf15of the board,the remuneration packages of the executivedirectors.These are intended to provide appropriateincentives to encourage enhanced performance and,in a fairand responsi
109、ble manner,reward the executive directors fortheir individual contributions to the success of the company.No director is involved in deciding his own remuneration andthe remuneration of non-executive directors is determined bythe executive board.None of the executive directors receivesremuneration a
110、s a non-executive director elsewhere.Each of the chairman and James Young is entitled to twoyears notice under his service agreement;this reduces toone year by 31 March 2007.To ensure the services of eachof Stephen Goodyear,Torquil Sligo-Young,Peter Whiteheadand Patrick Dardis are retained,each of t
111、hem has agreed to give not less than 18 months notice in return for anequal length period of notice from the company.Thesearrangements apply until 31 March 2009;after that,notice reverts to not more than one year.In light of A-Day changes,the committee reviewed directorspensions.Proposals regarding
112、the provision of benefits whichwere promised,but unfunded,under each directors serviceagreement were also considered;these were implementedfor James Young,Christopher Sandland and Torquil Sligo-Young in view of their particular circumstances and the needfor arrangements to be in place before 6 April
113、 2006.Audit committeeThe audit committee comprises the two non-executivedirectors and is chaired by Roy Summers.Its terms ofreference are on the companys website.The externalauditors,finance director and business risk assurancemanager attend meetings,by invitation,as and whenrequired.The committee r
114、eviewed a wide range of financialmatters,including the interim and annual accounts prior to their consideration and approval by the board,and thecontrols which exist to ensure the accuracy of financialinformation reported to shareholders.It also advised theboard on the appointment,remuneration and s
115、cope of work of the external auditors.The company uses its auditors for taxation advice and,with approval of the members of the audit committee,othercorporate activity.When appointing advisers for non-audit work,the company considers the value for money,experience andobjectivity required and in this
116、 respect it has used otherprofessional practices for non-audit work.The board is satisfiedthat where the companys auditors are used for non-auditservices,their objectivity and independence is not compromised.Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 17Y O U N G SA N N U A LR E P O R T16Director
117、sreport(continued)Internal controlThe board aims to maintain a sound system of internalcontrol with a view to identifying,evaluating and managingrisks.Internal control systems are designed to managerather than eliminate the risk of failure to achieve businessobjectives and can provide reasonable and
118、 not absoluteassurance against material misstatement or loss.Thebusiness risk assurance manager supports,and has furtherdeveloped,the internal control systems.The scope andeffectiveness of business risks and internal controls isreviewed on an ongoing basis throughout the year.CommunicationThe compan
119、y meets with institutional investors during the yearincluding at interim and year-end results presentations.Thesepresentations are given by the chief executive and financedirector,with other directors in attendance as required.The AGM is used by all directors to meet and address bothinstitutional an
120、d private investors.The chairman ensures that the chairmen of the audit,remuneration and nominationcommittees are available at the AGM to answer questions.EmployeesWithin the limitation of commercial confidentiality andsecurity,the company continued to provide its employeeswith information concernin
121、g trading,development and otherappropriate matters,through the companys Ram Magazineand the use of notice boards and electronic communication.It also consulted regularly with them and their representativesin meetings thereby enabling the board to have regard to theirinterests in general;in connectio
122、n with this,the company hasestablished and operated an information and consultationcommittee,with its members being drawn from departmentsbased in Wandsworth.Separate arrangements are operatedfor those employees in the companys retail divisions.Inaddition,the company operated an integrated appraisal
123、 anddevelopment process designed to improve communicationsand company performance,involving the setting of individualobjectives linked directly with the companys businessobjectives.The company also operated a profit-sharing scheme for itseligible employees through the Ram Brewery Trust.The company m
124、aintained its policy of giving full and fairconsideration to all applications for employment,includingthose of disabled people,taking account of the applicantsparticular aptitude and ability.It was also the companys policyto seek to continue to employ anyone who has becomedisabled while employed by
125、the company and arrange trainingin a role appropriate to the persons changed circumstances.All employees,including disabled employees,are given equalopportunities for training,career development and promotion.EnvironmentThe art of brewing beer involves the use of natural productssuch as malted barle
126、y,hops,yeast and water.Certainsurplus products,including energy and spent grains,arerecycled as far as practicable;others are disposed ofthrough reputable disposal companies.A large volume ofwater is used in the brewing process and this is kept undercontinual review in order to minimise consumption.
127、Other recycling initiatives are operated at the brewery coveringglass,flat and palletised industrial cardboard,metal,beer labels,paper waste,plastic bottles and used print cartridges.Bysetting strict targets and continually measuring and monitoringthem,the company aims to minimise energy consumption
128、.The company is committed to compliance with the climatechange levy as part of the brewing sector agreement with theBritish Beer&Pub Association.All its new delivery lorries arefitted with filters that remove soot from their engines andassist in reducing carbon emissions.DonationsThe company gave mo
129、ney for the following charitablepurposes,not all of which were necessarily exclusivelycharitable:education(3,250),health(205),social andcommunity(2,000).The total value of goods and servicesprovided for such purposes amounted to 29,164.Thecompany made no political donations.Substantial shareholdings
130、As at 1 April 2006,the company was aware of the followinginterests in 3%or more of its voting shares:Ram Brewery Trustees Limited 24.58%Thomas and Helena Young 18.29%Guinness Peat Group plc 10.06%Note:the interests of the directors and their immediate families areshown in the table on page 17 and th
131、e interests of Thomas and HelenaYoung include the interests referred to in notes c,d and e to that table.Market value of land and buildingsThe directors are of the opinion that the market value of thecompanys properties is significantly in excess of the bookvalue.The directors are unable to quantify
132、 the difference in the absence of a full professional valuation.Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 18Y O U N G SA N N U A LR E P O R T17A ordinaryNon-votingsharesaordinary sharesJohn Youngb,dBeneficial&family2006152,38712,5862005153,40312,586Trusteec,d,e20061,030,48311,51220051,030,48311
133、,512James Youngb,dBeneficial&family2006151,28922,3012005151,28922,301Trusteec2006853,50711,5122005853,50711,512Stephen Goodyearb,dTrustee20061,00020051,000Christopher Sandlandb,dBeneficial&family20061,00020051,000Torquil Sligo-Youngb,dBeneficial&familyf200666,3523,500200573,2524,500Trusteed,e2006251
134、,61016,3472005251,61016,347Peter Whiteheadb,dBeneficial&family200620054,500Trustee20061,00020051,000Patrick Dardisb,dTrustee20061,00020051,000Brian PalmerdBeneficial&family200656,46411,448200556,46411,448Roy SummersBeneficial&family20068,00020058,000Trustee20061,00020051,000Notes:aThe A ordinary sha
135、re figures for 2005 in the above table and in the following notes have been restated;they include the shares arising from theconversion of all B ordinary shares into A ordinary shares despite this happening after 2 April 2005.bAt 1 April 2006,each of the directors(other than Brian Palmer and Roy Sum
136、mers)had an interest in 1,785,998(2005:1,891,905)A ordinary shares and no(2005:3,596)non-voting ordinary shares held in trust by Ram Brewery Trustees Limited.These numbers include shares held for thepurposes of the Ram Brewery Trust Pension Account these interests have been,but were not required to
137、be,notified to the company.Note 4(e)on pages 26 and 27 contains details of the accrued entitlement to A ordinary shares under the companys profit-sharing scheme of each of the directors.cAt 1 April 2006,John Young and James Young had an interest in 804,183(2005:804,183)A ordinary shares and 11,512(2
138、005:11,512)non-voting ordinary shares held in trust by them and Thomas Young.dAt 1 April 2006,each of the directors(other than Roy Summers)had an interest in 141,400(2005:141,400)A ordinary shares held in trust by John Young,Torquil Sligo-Young and Thomas Young for the purposes of the companys staff
139、 pension scheme as they were beneficiaries under that trust as members of that scheme.These interests have been,but were not required to be,notified to the company.eAt 1 April 2006,John Young and Torquil Sligo-Young had an interest in 84,900(2005:84,900)A ordinary shares held in trust by them and Th
140、omasYoung.These interests have been,but were not required to be,notified to the company.fThe A ordinary shares held by each of Peter Whitehead and Patrick Dardis as trustee are included within these figures.Payment of suppliersThe companys policy is to pay suppliers promptly at the end of the month
141、following the month in which invoices are received,provided all trading terms and conditions have been complied with.As at 1 April 2006,the aggregate amount owing to tradecreditors shown in the companys balance sheet was equivalent to 36 days average purchases from suppliers.Directors holdings and i
142、nterestsThe interests of the directors and their immediate families in the ordinary share capital of the company as at 1 April 2006(and 2 April 2005)are shown in the following table.Interests in options granted under the companys approved and unapprovedexecutive share option schemes are shown on pag
143、e 18.Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 19Y O U N G S A N N U A L R E P O R T18Share optionsA summary of the directors interests in options granted under the companys approved and unapproved executive share optionschemes is shown in the following table.Audit statementEach of the director
144、s has confirmed that(a)so far as he is aware,there is no relevant audit information(i.e.information neededby the companys auditors in connection with preparing their report)of which the companys auditors are unaware;and(b)hehas taken all the steps that he ought to have taken as a director in order t
145、o make himself aware of any relevant audit informationand to establish that the companys auditors are aware of it.Auditors A resolution proposing the re-appointment of Ernst&Young LLP as auditors of the company will be put to the shareholders atthe AGM.Annual general meetingThe AGM will be held at 1
146、1.30 a.m.on Tuesday,11 July 2006 in the Civic Suite of Wandsworth Town Hall,Wandsworth HighStreet,Wandsworth,London SW18 2PU.By order of the boardAnthony SchroederCompany secretary6 June 2006Number of options over A ordinary sharesGrantedExercised/ExerciseMarket price atAt 2 Aprilduringlapsed during
147、At 1 Aprilpricedate of exerciseExercise2005the yearthe year2006(pence)(pence)FromToJohn Young 68,61868,618587.517.9.0116.9.0812,75012,7501137.56.7.075.7.14James Young 49,59249,592587.517.9.0116.9.0810,63010,6301137.56.7.075.7.14Stephen Goodyear 49,17449,174587.517.9.0116.9.0816,26016,2601137.56.7.07
148、5.7.14Christopher Sandland50,70250,702587.517.9.0116.9.0812,41012,4101137.56.7.075.7.14Torquil Sligo-Young 37,10537,105587.517.9.0116.9.0814,04014,0401137.56.7.075.7.14Peter Whitehead 49,018 49,018587.517.9.0116.9.0812,38012,3801137.56.7.075.7.14Patrick Dardis53,910 53,910822.517.7.0616.7.135,4905,4
149、901137.55.6.7.075.7.14Total 442,079 442,079Notes:(a)Options were originally granted over B ordinary shares;however,the above table refers to A ordinary shares as each B ordinary share was converted into one A ordinary share on 5 July 2005.(b)Options are granted to executive directors at the discreti
150、on of the remuneration committee;no payment is required to be made for their grant.They are normally only exercisable if and to the extent that performance conditions are satisfied over a period of three years after the date of grant.The performance conditions require that,for the option to be exerc
151、isable in full,adjusted earnings per share(EPS)growth must exceed inflation by 9%per annum compound or more over the three-year performance period.No part of the option grant will normally be exercisable if EPS growthfails to equal or exceed 3%per annum compound above inflation over the performance
152、period.The proportion of the grant exercisable by theexecutive will increase on a sliding scale between 20%and 100%if EPS growth exceeds inflation by between 3%and 9%per annum compound over the performance period.(c)The market price of A ordinary shares at 31 March 2006 was 2282p and the range durin
153、g the financial year was 1560p to 2512.5p.Directorsreport(continued)Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 20Y O U N G S A N N U A L R E P O R TWe have audited the companys financial statements for the year ended 1 April 2006 which comprise the Profit and Loss Account,the BalanceSheet,the Ca
154、sh Flow Statement,the Statement of Total Recognised Gains and Losses,the Reconciliation of Shareholders Funds,the Note ofHistorical Cost Profits and Losses and the related notes 1 to 24.These financial statements have been prepared under the accounting policiesset out therein.This report is made sol
155、ely to the companys members,as a body,in accordance with Section 235 of the Companies Act 1985.Our audit workhas been undertaken so that we might state to the companys members those matters we are required to state to them in an auditors report and for no other purpose.To the fullest extent permitte
156、d by law,we do not accept or assume responsibility to anyone other than the companyand the companys members as a body,for our audit work,for this report,or for the opinions we have formed.Respective responsibilities of directors and auditorsThe directors are responsible for the preparation of the An
157、nual Report and the financial statements in accordance with applicable United Kingdomlaw and Accounting Standards(United Kingdom Generally Accepted Accounting Practice)as set out in the Statement of Directors Responsibilities.Our responsibility is to audit the financial statements in accordance with
158、 relevant legal and regulatory requirements and International Standardson Auditing(UK and Ireland).We report to you our opinion as to whether the financial statements give a true and fair view,are properly prepared in accordance with theCompanies Act 1985 and the information given in the directors r
159、eport is consistent with the financial statements.We also report to you if,in our opinion,the company has not kept proper accounting records,if we have not received all the information andexplanations we require for our audit,or if information specified by law regarding directors remuneration and ot
160、her transactions is not disclosed.We read other information contained in the Annual Report,and consider whether it is consistent with the audited financial statements.This other information comprises only the Financial Highlights,the Chairmans Statement,the Chief Executives Report,the Board of Direc
161、tors,the Simplified Accounts,the Directors Report,the Five Year Review,the Directors,Officers and Advisors and the Shareholder Information.We consider the implications for our report if we become aware of any apparent misstatements or material inconsistencies with the financialstatements.Our respons
162、ibilities do not extend to any other information.Basis of audit opinion We conducted our audit in accordance with International Standards on Auditing(UK and Ireland)issued by the Auditing Practices Board.An audit includes examination,on a test basis,of evidence relevant to the amounts and disclosure
163、s in the financial statements.It also includes an assessment of the significant estimates and judgements made by the directors in the preparation of the financial statements,and of whetherthe accounting policies are appropriate to the companys circumstances,consistently applied and adequately disclo
164、sed.We planned and performed our audit so as to obtain all the information and explanations which we considered necessary in order to provideus with sufficient evidence to give reasonable assurance that the financial statements are free from material misstatement,whether causedby fraud or other irre
165、gularity or error.In forming our opinion we also evaluated the overall adequacy of the presentation of information in thefinancial statements.OpinionIn our opinion:the financial statements give a true and fair view,in accordance with United Kingdom Generally Accepted Accounting Practice,of the state
166、 ofthe companys affairs as at 1 April 2006 and of its profit for the year then ended;the financial statements have been properly prepared in accordance with the Companies Act 1985;and the information given in the directors report is consistent with the financial statements.Ernst&Young LLPRegistered
167、AuditorLondon,England6 June 2006Independent auditorsreport to the members of Young&Co.s Brewery,P.L.C.19Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 21Restated20062005Notes000000Turnover2123,873119,532Net operating costs before exceptional items3(110,274)(105,856)Operating profit before exceptiona
168、l items13,59913,676Operating exceptional costs5(a)(2,574)(1,114)Operating profit11,02512,562Non-operating exceptional items5(b)(70)362Profit on ordinary activities before interest10,95512,924Net interest charge6(3,873)(3,969)Other finance income18527364Profit on ordinary activities before tax7,6099,
169、319Tax on profit on ordinary activities7(2,958)(3,135)Profit attributable to ordinary shareholders4,6516,184Ordinary dividends on equity shares8(2,808)(2,671)Retained profit for the financial period201,8433,513PencePenceBasic earnings per 50p ordinary share940.3153.98Diluted basic earnings per 50p o
170、rdinary share939.3352.91Adjusted earnings per 50p ordinary share959.6558.59The comparative figures have been restated for the effects of the adoption of FRS 17 Retirement benefits and FRS 21 Events after the balance sheet date and the recognition of capital gains tax on ESOP allocated shares.The eff
171、ect of these changes isdetailed in note 23.The results above are all in respect of continuing operations of the company.The notes on pages 24 to 39 form part of these financial statements.The independent auditors report is set out on page 19.Profit and loss accountFor the 52 weeks ended 1 April 2006
172、Y O U N G S A N N U A L R E P O R T20Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 22Restated20062005Notes000000Fixed assetsTangible fixed assets10217,526212,413Investments124242217,568212,455Current assets and liabilitiesStocks134,1934,018Debtors146,8396,247Cash1,02811,03211,293Short term borrowin
173、gs(283)(177)Other creditors(19,261)(17,613)Creditors:amounts falling due within one year15(19,544)(17,790)Net current liabilities(8,512)(6,497)Total assets less current liabilities209,056205,958Creditors:amounts falling due after more than one year16(54,140)(53,806)Provisions for liabilities and cha
174、rges17(8,122)(7,325)Net assets excluding retirement benefit liability146,794144,827Retirement benefit liability18(4,129)(8,436)Net assets142,665136,391Capital and reservesCalled-up share capital196,0286,028Share premium account201,2961,319Revaluation reserve2087,13987,139Capital redemption reserve20
175、1,8081,808Investment in own shares20(2,861)(3,267)Profit and loss account2049,25543,364Equity shareholders funds142,665136,391The comparative figures have been restated for the effects of the adoption of FRS 17 Retirement benefits and FRS 21 Events after the balance sheet date and the recognition of
176、 capital gains tax on ESOP allocated shares.The effect of these changes isdetailed in note 23.Approved by the board of directors and signed on its behalf by:John YoungChairmanPeter Whitehead Finance director6 June 2006The notes on pages 24 to 39 form part of these financial statements.The independen
177、t auditors report is set out on page 19.Balance sheetAt 1 April 2006Y O U N G S A N N U A L R E P O R T21Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 2320062005000000Net cash inflow from operating activities(note 21)21,76924,705Interest received822Interest paid(4,021)(4,340)Returns on investments
178、and servicing of finance(4,013)(4,318)Corporation tax paid(3,088)(2,983)Purchase of tangible fixed assets(13,451)(15,526)Sales of tangible fixed assets1234,382Capital expenditure(13,328)(11,144)Equity dividends paid(2,808)(2,671)Cash(outflow)/inflow before financing(1,468)3,589Increase/(decrease)in
179、loan capital362(3,183)Decrease in lease finance(16)(15)Employee benefit trust share redemptions(368)Financing346(3,566)(Decrease)/increase in cash in period(1,122)23Reconciliation of net cash flow to movement in net debtFor the 52 weeks ended 1 April 200620062005000000(Decrease)/increase in cash in
180、period(1,122)23(Increase)/decrease in debt in period(346)3,198(Increase)/decrease in net debt in period(1,468)3,221Opening net debt(52,955)(56,176)Closing net debt(54,423)(52,955)Analysis of net debtAt 1 April 20062006Cash flow2005000000000Cash(1,028)1,028Bank overdraft(94)(94)Loan capital and finan
181、ce leases(54,329)(346)(53,983)Net debt(54,423)(1,468)(52,955)Y O U N G SA N N U A LR E P O R TThe notes on pages 24 to 39 form part of these financial statements.The independent auditors report is set out on page 19.Cash flow statementFor the 52 weeks ended 1 April 200622Annual Report 2006(6.6)v1 12
182、/6/06 6:54 pm Page 24Y O U N G SA N N U A LR E P O R TRestated20062005000000Profit for the financial period4,6516,184Actuarial gain/(loss)on retirement benefit schemes(note 18)5,750(2,656)Deferred tax on actuarial gain/(loss)(1,725)797Total recognised gains for the financial period8,6764,325Prior ye
183、ar adjustments(4,821)Total gains recognised since last annual report3,8554,325Reconciliation of movements in shareholders fundsFor the 52 weeks ended 1 April 2006Restated20062005000000Profit attributable to ordinary shareholders4,6516,184Dividends(2,808)(2,671)Movement in own shares:Employee benefit
184、 trust redemptions(368)Employee benefit trust allocations406677Actuarial gain/(loss)on retirement benefit schemes,net of deferred tax4,025(1,859)Net addition to shareholders funds6,2741,963Opening shareholders funds,as restated(note 23)136,391134,428Closing shareholders funds142,665136,391Note of hi
185、storical cost profits and lossesFor the 52 weeks ended 1 April 2006Restated20062005000000Profit on ordinary activities before tax7,6099,319Amount realised on property revaluation gains955Difference between historical cost depreciation and the actual depreciation charge for the period calculated on t
186、he revalued amount298319Historical cost profit on ordinary activities before tax7,90710,593Historical cost profit for the period retained after tax and dividends2,1414,787The notes on pages 24 to 39 form part of these financial statements.The independent auditors report is set out on page 19.The com
187、parative figures have been restated for the effects of the adoption of FRS 17 Retirement benefits and FRS 21 Events after the balance sheet date and the recognition of capital gains tax on ESOP allocated shares.The effect of these changes isdetailed in note 23.Statement of total recognised gains and
188、 lossesFor the 52 weeks ended 1 April 200623Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 25Y O U N G SA N N U A LR E P O R T1.Accounting policiesChange in accounting policiesIn preparing the financial statements for the current year,the company has adopted FRS 17 Retirement benefits(policy(h)below
189、)andFRS 21 Events after the balance sheet date(policy(i)below).In addition,the company is now recognising the capital gains tax liabilitythat may arise on the allocated shares in the Ram Brewery Trust when they are transferred to employees(policy(j)below).The effectsof the changes in accounting poli
190、cies,including the prior year adjustment,are set out in note 23.(a)Basis of accountingThe financial statements have been prepared using the historical cost convention,modified to include the revaluation of freehold andleasehold properties,and in accordance with applicable accounting standards.(b)Con
191、solidationUnder the exemptions in sections 229(2)and(5)of the Companies Act 1985 the company has not prepared consolidated financialstatements.Accordingly the financial statements present information about the company as an individual undertaking.(c)Tangible fixed assets and depreciationThe value of
192、 fixed assets is their purchase cost,together with any incidental acquisition costs,or their 1997 valuation where appropriate.The freehold and leasehold properties were revalued in 1997.The basis of the valuation is included in note 10.As permitted by FRS 15the valuation has not been revised subsequ
193、ently.Depreciation is provided on a straight line basis over the expected useful economic lives shown below:YearsThe brewery,offices and wines and spirits store50Freehold and long leasehold property50Plant and machinery3 40Motor vehicles5 10Fixtures,containers and sundry equipment5 20Depreciation is
194、 provided on the buildings content of freehold public houses,private houses and long leases so as to write them down to their residual value over 50 years.Short leases are written off over the term of the lease.A provision is made in the profit and loss account where the directors consider that an i
195、mpairment has been identified in accordance with FRS 11.Fully depreciated assets are treated as disposals in the period following completion of their write-down.(d)Deferred taxationDeferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sh
196、eet date wheretransactions or events that result in an obligation to pay more,or a right to pay less,tax in the future have occurred at the balancesheet date,with the following exceptions:Deferred tax assets are recognised only to the extent that the directors consider that it is more likely than no
197、t that there will besuitable taxable profits from which the future reversal of the underlying timing differences can be deducted.Deferred tax ismeasured on a non-discounted basis at the tax rates that are expected to apply in the periods in which timing differences reverse,based on tax rates and law
198、s enacted or substantively enacted at the balance sheet date.Provision is made for tax on gains arising from the revaluation(and similar fair value adjustments)of fixed assets,or gains on disposal of fixed assets that have been rolled over into replacement assets,only to the extent that,at the balan
199、ce sheet date,there is a bindingagreement to dispose of the assets concerned.However,no provision is made where,on the basis of all available evidence at the balancesheet date,it is more likely than not that the taxable gain will be rolled over into replacement assets and charged to tax only where t
200、hereplacement assets are sold.(e)StocksStocks are valued at the lower of cost and net realisable value and,where appropriate,include excise duty and production overheads.(f)Debenture issue premiums and costsDebenture premiums are allocated to accounting periods over the term of the debt at a constan
201、t rate on the carrying amount.Debenture issue costs,which have been set against the proceeds of the debenture,are amortised over its life.A correspondingtransfer is made from the profit and loss account to the share premium account in each financial period.(g)Operating leasesRentals receivable and p
202、ayable under operating leases are accounted for in the profit and loss account in the period incurred.(h)Retirement benefit liabilitiesThe company accounts for pension schemes in accordance with FRS 17 Retirement benefits.For the defined contribution scheme,contributions are charged to the profit an
203、d loss account as payable in respect of the accounting period.For the defined benefit scheme any increase in the present value of the liabilities expected to arise from employee service in the period ischarged against operating profit and included as part of staff costs.The interest cost and the exp
204、ected return on assets are shown as a netamount of other finance costs or credits adjacent to interest.Actuarial gains and losses net of deferred tax are recognised immediately inthe statement of total recognised gains and losses.Pension scheme assets are measured using market values and liabilities
205、 are measured on an actuarial basis using the projected unit methodand discounted at a rate equivalent to the current rate of return on a high quality corporate bond of equivalent currency and term to thescheme liabilities.Actuarial valuations are obtained at least triennially and are updated at eac
206、h balance sheet date.The resulting definedbenefit asset or liability,net of the related deferred taxation,is presented separately after other net assets on the face of the balance sheet.Notes to the financial statementsFor the 52 weeks ended 1 April 200624Annual Report 2006(6.6)v1 12/6/06 6:54 pm Pa
207、ge 26Y O U N G SA N N U A LR E P O R T(i)DividendsIn accordance with FRS 21,dividends are recognised when declared,not when proposed.(j)Accounting for ESOP TrustsUITF 38 Accounting for ESOP Trusts has been adopted in these financial statements.Investments in own shares which comprise theunallocated
208、shares of the Ram Brewery Trust are now treated as a deduction in arriving at shareholders funds.When the company purchasesshares from retiring employees during the year,the cost of the shares is treated as additions,and allocations of shares to employees underthe profit sharing scheme and exercise
209、of share options are treated as disposals.The capital gains tax liability that may arise on the allocated shares in the Ram Brewery Trust when they are transferred to employees on retirement is recognised as a provision in the financial statements.This capital gains tax liability is calculated at a
210、rate of 40%of the estimated net capital gain.The estimated net capital gain is calculated at the year end market price less weighted average share cost,less the applicable taper relief for the disposal of shares.2.Turnover and segmental reportingTurnover comprises sales inclusive of excise duties an
211、d rents,and excludes VAT and property disposals.The directors consider the companysbusiness is that of a fully integrated regional brewer and that this is a single class of business conducted materially in the United Kingdom.3.Net operating costs before exceptional items20062005000000Change in stock
212、s of finished goods and work in progress(82)66Raw materials and consumables29,33327,043Excise duty beer10,61210,463Employment costs(note 4(a)37,94035,788Repairs to licensed properties1,7792,023Depreciation8,1458,127Operating lease rentals:plant and machinery1,3941,239land and buildings2,3432,526Audi
213、tors remuneration:audit services10092other services108117Other operating costs18,60218,372110,274105,8564.Employment(a)CostsRestated20062005000000Wages and salaries31,68830,236Profit-sharing scheme1,2671,177Social security2,7492,541Pension schemes2,2361,834Operating employment costs37,94035,788Capit
214、al gains tax on ESOP allocated shares708629Operating and exceptional employment costs38,64836,417(b)Number of employees20062005Full time1,7211,643Part time3894012,1102,04425Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 27Y O U N G SA N N U A LR E P O R T26(c)Directors emolumentsTotal excludingTotal
215、 excludingBasic salaryProfitpension costspension costsand feessharingBenefitsBonus20062005John Young172,92010,94126,735210,596210,312James Young118,68610,94121,560151,187147,251Stephen Goodyear150,33910,94120,96231,695213,937173,488Christopher Sandland129,29610,94117,00833,840191,085150,551Torquil S
216、ligoYoung118,59010,94117,214146,745141,780Peter Whitehead129,11110,94117,31330,000187,365150,689Patrick Dardis129,04810,94117,45030,000187,439151,515Brian Palmer23,14569423,83923,178Roy Summers36,49636,49625,868Total 20061,007,63176,587138,936125,5351,348,689Total 2005971,55173,122129,9591,174,632(d
217、)Retirement benefitsThe company operates three pension schemes:the staff scheme,the works scheme and the Ram Brewery Trust Pension Fund.The staff and works schemes are contributory.Contributions are at the rate of 2%or 5%of pensionable earnings.The schemes aredefined benefit schemes investing largel
218、y in managed funds.In addition the company bears the cost of post retirement health care premiums for certain ex-employees.The company accounts for retirement benefits in accordance with FRS 17.Detailed disclosures are set out in note 18.Pensions earned by the executive directors in the staff final
219、salary scheme were as follows:123456Increase in accruedTransfer value ofAccumulated total Transfer value ofTransfer value ofIncrease in transferpension duringincreaseaccrued pensionaccrued pensionaccrued pensionvalue during the yearthe year(net of memberas atbenefits asbenefits as(net of member(excl
220、uding inflation)contributions)01.04.06at 02.04.05at 01.04.06contributions)James Young2,46351,53879,8391,714,6441,885,717164,437Stephen Goodyear3,80993,64037,840741,954982,752235,519Christopher Sandland2,30343,56286,6721,752,8751,909,178149,139Torquil Sligo-Young5,00887,78764,386990,8471,216,532219,1
221、58Peter Whitehead3,01025,90525,817222,683271,31143,348Patrick Dardis1,79510,7085,86731,92649,36512,159Notes:(a)The pension entitlement shown in column 3 is that which would be paid annually on retirement under the terms of each executive directors serviceagreement based on service to 1 April 2006.Di
222、rectors appointed before 6 April 1997 are entitled to a pension of two-thirds of final pensionable earnings,payable from age 50 on completion of 25 years service.This means that,in the above transfer value figures,those directors currently aged over 50 with more than 25 years service have been assum
223、ed to retire immediately.All other retirements of directors appointed prior to 6 April 1997 have beenassumed to take place at the earliest age permissible by HM Revenue&Customs.(b)The transfer values(and their increases)in columns 2,4,5 and 6 have been calculated in accordance with Actuarial Guidanc
224、e Note GN11,on anadjusted Minimum Funding Requirement basis reflecting appropriate market conditions.(c)The difference between the transfer value increase shown in column 2 and in column 6 arises from a change in the date of calculation of transfer values.(e)Profit-sharing schemeMembers of the schem
225、e are allocated shares of the company,which are held in the Ram Brewery Trust,on the basis of their entitlement,afterdeductions of income tax and national insurance.The contribution to the scheme is 1,267,000(2005:1,177,000)and has been chargedto the profit and loss account.On retirement,the member
226、receives the accrued entitlement to shares.If a member leaves the employment ofthe company before reaching normal retirement age,he ceases to participate further in the scheme although he continues to receive incomeNotes to the financial statements(continued)Annual Report 2006(6.6)v1 12/6/06 6:54 pm
227、 Page 28Y O U N G SA N N U A LR E P O R T27accruing to him by virtue of his membership of the scheme prior to his leaving the companys employment.The trustee holds his allocation tothe date of leaving on his behalf until normal retirement age.The accrued entitlement to A ordinary shares under the co
228、mpanys profit-sharing scheme of each of the directors who served during the year isas follows:John Young 4,114,James Young 15,920,Stephen Goodyear 5,957,Christopher Sandland 15,748,Torquil Sligo-Young 8,140,PeterWhitehead 5,491 and Patrick Dardis 1,961.Neither Brian Palmer nor Roy Summers is a membe
229、r of the companys profit-sharing scheme.5.Exceptional items(a)Operating exceptional costsRestated20062005000000Transfer of companys share listing to AIM386 Site review costs335485Lease compensation payments to tenants760Transaction costs141Capital gains tax on ESOP allocated shares708629Other employ
230、ee related matters2442,5741,114(b)Non-operating exceptional items20062005000000(Loss)/profit on sales of properties and investments(70)2,604Provision for loss on sales of properties(2,242)(70)362The tax credit on exceptional items was 413,000(2005:tax credit 225,000).6.Net interest charge20062005000
231、000Bank loans and overdrafts1,5051,580Debentures2,3762,411Interest receivable and similar income(8)(22)3,8733,9697.TaxRestated20062005000000Corporation tax for the period at 30%(2005:30%)2,7212,977Adjustment in respect of prior periods27Current period tax2,7482,977Deferred tax on retirement benefit
232、schemes(note 18)121159Other deferred tax(note 17)89(1)2,9583,135Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 29Notes to the financial statements(continued)Y O U N G SA N N U A LR E P O R T28Factors affecting current tax chargeRestated20062005000000Profit on ordinary activities at 30%(2005:30%)2,28
233、32,796Expenses not deductible for tax purposes454192Permanent differences on capital gains tax on ESOP allocated shares212189Capital allowances in excess of depreciation(283)(29)Short term timing differences5516Profit on sales of properties to be rolled over or covered by capital losses(810)Tax unde
234、rprovided in previous years27Property and other exceptional losses not allowable for tax purposes623Total current tax charge2,7482,9778.Ordinary dividends on equity sharesRestatedRestated2006200520062005PencePence000000Final dividend(previous year)12.2511.651,4141,355Interim dividend(current year)12
235、.0011.401,3941,31624.2523.052,8082,671The trustee of the Ram Brewery Trust has waived its rights in respect of the dividends on the shares held in the trust on behalf of the executive share option schemes.9.Earnings per shareRestated20062005000000Profit attributable to ordinary shareholders4,6516,18
236、4Operating exceptional items,after adjusting for tax(note 5(a)2,1571,114Non-operating exceptional items,after adjusting for tax(note 5(b)74(587)Adjusted earnings6,8826,711NumberNumberWeighted average number of ordinary shares in issue11,536,99311,453,672PencePenceBasic earnings per 50p ordinary shar
237、e 40.3153.98Effect of exceptional items19.344.61Adjusted earnings per 50p ordinary share59.6558.59The weighted average number of shares in issue exclude the companys investment in its own shares.Diluted earnings per ordinary share of 39.33p(2005:52.91p)are calculated by adjusting basic earnings per
238、ordinary share to reflect the notional exercise of the weighted average number of ordinary share options outstanding during the year.The resulting weighted average number of ordinary shares is 11,824,854(2005:11,687,302).An adjusted earnings per share figure is presented to eliminate the effect of t
239、he exceptional items on basic earnings per share.Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 30Y O U N G SA N N U A LR E P O R T2910.Tangible fixed assetsLeasehold propertiesFixturesPlantcontainersFreeholdMore than50 yearsmachinery&sundryproperties50 yearsand under&vehiclesequipmentTotal000000000
240、000000000Cost or valuationAt 2005165,3369,9188,25727,93149,228260,670Additions2,1303,671566826,91213,451Disposals(489)(417)(921)(1,827)Fully depreciated assets_(3,547)(3,547)At 2006167,46613,5897,82428,19651,672268,747Depreciation and amortisationAt 20053,1423364,76816,44623,56548,257Charge for peri
241、od510772251,4245,9098,145Disposals(462)(335)(837)(1,634)Fully depreciated assets(3,547)(3,547)At 20063,6524134,53117,53525,09051,221Net book valueAt 2006163,81413,1763,29310,66126,582217,526At 2005162,1949,5823,48911,48525,663212,413Property valuationsThe freehold and leasehold properties were value
242、d as follows:1.The brewery was valued as at 29 March 1997 by Chesterton plc,chartered surveyors,London,on a depreciated replacement cost basis.2.The licensed properties were valued as at 29 March 1997 by Mr I.N.Wilcockson,a retired employee of the company and member of the Association of Valuers of
243、Licensed Property,at open market value for existing use,having regard to trading potential.3.The unlicensed properties were valued as at 29 March 1997 by Colleys,surveyors and valuers,Southampton,at an open market value for existing use basis.All valuations were carried out in accordance with the Ro
244、yal Institution of Chartered Surveyors Appraisal and Valuation Manual.(a)Fixed assets at historical cost20062005000000Cost176,136168,058Accumulated depreciation(46,924)(44,134)Net book value129,212123,924(b)Capital commitments20062005000000Capital commitments not provided for in these financial stat
245、ements and for which contracts have been placed amounted to:2,4571,425(c)Finance leasesPlant machinery and vehicles above include assets held under a finance lease with an original cost of 73,000(2005:73,000)and a netbook value of 18,000(2005:33,000).Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 31
246、Y O U N G SA N N U A LR E P O R T30Notes to the financial statements(continued)11.Financial commitments20062005000000Annual commitments under non-cancellable operating leases are as follows:Leases expiring after five or more years:Property1,7541,857Leases expiring between one and five years:Property
247、401448Equipment154190Leases expiring within one year:Property15211Equipment68782,5292,58412.Investments20062005000000Subsidiary undertakings4242The subsidiary undertakings,Bill Bentleys(Bishopsgate)Ltd.and Cockburn&Campbell Ltd.,are both wholly owned by the company,registered in England and Scotland
248、 respectively and have no trading activities other than as agents for the company.These companieshave made no profit and have aggregate capital and reserves of 42,000.Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 32Y O U N G SA N N U A LR E P O R T3113.Stocks20062005000000Raw materials and consumab
249、les510516Work in progress269306Finished goods and goods for resale3,4143,1964,1934,018The replacement cost of stocks approximates to the value stated above.14.Debtors20062005000000Amounts falling due within one year:Trade debtors4,2264,534Other debtors1,581683Prepayments and accrued income1,0321,030
250、6,8396,24715.Creditors:amounts falling due within one yearRestated20062005000000(a)Short term borrowingsBank overdraft949.5%debenture stock172161Obligations under finance leases1716283177(b)Other creditorsTrade creditors5,8756,043Amounts owed to subsidiary undertakings4242Corporation tax1,2891,629Ot
251、her tax and social security5,8025,751Other creditors2,0341,199Accruals and deferred income4,2192,94919,26117,613Creditors:amounts falling due within one year19,54417,790Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 33Y O U N G SA N N U A LR E P O R T32Notes to the financial statements(continued)16.
252、Creditors:amounts falling due after more than one year(a)Loan capital and finance leases200620050000009.5%debenture stock29,30729,445Bank loan15,00015,000Variable rate unsecured revolving credit facility10,0009,500Obligations under finance leases2238Loan capital and finance leases54,32953,983Debt fa
253、lling due within one year(189)(177)Debt due after one year54,14053,806The 9.5%debenture stock,repayable at par on 14 September 2018,is secured by a floating charge over the companys assets andundertaking.The breakdown of nominal value,issue costs and premium of the 9.5%debenture stock is:NominalIssu
254、eIssuevaluecostspremiumTotal000000000000At 200526,500(318)3,26329,445Amortisation23(161)(138)At 200626,500(295)3,10229,307The bank loan is secured by a floating charge over the companys assets and undertaking and is repayable in instalments from 28 March2018 with a final repayment of 10 million on 2
255、8 March 2023.On 30 March 2005,the company renewed and extended its revolving credit facility with the Royal Bank of Scotland.This unsecuredvariable rate 25 million facility expires on 30 April 2010.(b)Interest rates and fair valueEffectivePeriodNominalNominalFairFairCarryingCarryinginterest raterate
256、 fixedvaluevaluevaluevaluevaluevalue200620052006200520062005000000000000000000SecuredDebenture fixed rate(1st tranche)9.50%13 years15,00015,00020,38919,62515,00015,000Debenture fixed rate(2nd tranche)6.31%13 years11,50011,50015,63215,04514,30714,445Bank loan swapped into fixed rate5.90%18 years10,00
257、010,00010,4509,95910,00010,000Bank loanVariable5,0005,0005,0005,0005,0005,00041,50041,50051,47149,62944,30744,445UnsecuredRevolving credit facilityVariable10,0009,500Finance leases7.59%2238Loan capital and finance leases54,32953,983(c)Maturity of financial liabilities and expiry of facilitiesExpiry
258、of undrawn facilitiesMaturity of financial liabilities2006200520062005000000000000Between one and two years184188Between two and five years15,000622584After five years15,50053,33453,034Debt due after one year15,00015,50054,14053,806Treasury risk is managed within limits set by the board.The boards p
259、olicy is to retain a large portion of long dated fixed interest debt.Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 34Y O U N G SA N N U A LR E P O R T3317.Provisions for liabilities and charges(a)Deferred taxRestated20062005000000Amount providedCapital allowances6,3456,134Other timing differences(5
260、52)(430)Deferred tax included in provisions for liabilities and charges5,7935,704Deferred tax on retirement benefit liability(note 18)(1,769)(3,615)Total amount of deferred tax provided4,0242,089Movement in deferred tax accountOpening provision2,0892,721Amount charged/(credited)(note 7)89(1)Change i
261、n deferred tax on retirement benefit liability1,846(631)Closing provision4,0242,089Factors that may affect future tax chargesBased on current capital expenditure plans,the company expects to continue to be able to claim capital allowances in excess of depreciation in future years at the same level a
262、s the current year.No provision has been made for deferred tax on gains recognised on revaluing property to its market value or where capital gains arising on the sale of properties have been rolled over into replacement assets.Such tax would become payable only if the property were sold without it
263、being possible to claim further rollover relief.The total amount unprovided is estimated at 11.4 million.At present,it is not envisagedthat any such tax will become payable in the foreseeable future.The company has capital losses of 1,105,000 which are available indefinitely for offset against futur
264、e capital gains.Deferred tax assetshave not been recognised in respect of these losses because at present it is unclear whether suitable gains will arise in the foreseeablefuture to utilise these losses.(b)Capital gains tax on ESOP allocated sharesRestated20062005000000Opening provision1,621992Profi
265、t and loss account708629Closing provision2,3291,621Summary of provisions for liabilities and chargesDeferred tax included in provisions for liabilities and charges5,7935,704Provision for capital gains tax on ESOP allocated shares2,3291,621Provisions for liabilities and charges8,1227,325Annual Report
266、 2006(6.6)v1 12/6/06 6:54 pm Page 35Y O U N G SA N N U A LR E P O R T34Notes to the financial statements(continued)18.Retirement benefit liabilityThe company operates a defined contribution pension scheme,three defined benefit pension schemes and a post retirement health carescheme.An independent qu
267、alified actuary has updated the most recent actuarial valuations at 2 April 2005 to take account of the requirements of FRS 17 in order to assess the liabilities of the schemes as at 1 April 2006.The employer contribution to the defined benefits schemes for the year ended 1 April 2006 was 1,819,000
268、plus premiums of 197,000 to the post retirement health care plan.The current arrangement as regards to contribution rates are described in theappropriate Schedules of Contributions.The defined benefits schemes are closed to new entrants.Consequently the current service cost will increase as the memb
269、ers of theschemes approach retirement.Movement in scheme deficits in year20062005000000(a)Pension schemesOpening deficit8,7317,093Current service cost2,1401,850Contributions(1,819)(1,984)Other finance income(704)(523)Actuarial(gain)/loss(6,130)2,295Closing deficit2,2188,731Related deferred tax(665)(
270、2,619)Closing deficit net of deferred tax1,5536,112(b)Health care schemeOpening provision3,3202,854Past service cost133Contributions(197)(187)Other finance cost177159Actuarial loss380361Closing provision3,6803,320Related deferred tax(1,104)(996)Closing provision net of deferred tax2,5762,324Total re
271、tirement benefit liability4,1298,436Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 36Y O U N G SA N N U A LR E P O R T35Analysis of amount credited to other finance income20062005000000(a)Pension schemesExpected return on pension plan assets5,1524,554Interest on pension liabilities(4,448)(4,031)Net
272、return704523(b)Health care schemeExpected return on plan assetsInterest on plan liabilities(177)(159)Net return(177)(159)Combined net return527364Analysis of amount recognised in statement of total recognised gains and losses20062005000000(a)Pension schemesActual return less expected return on plan
273、assets9,7274,408Experience gains/(losses)arising on the plan liabilities3,853(105)Changes in assumptions underlying the plan liabilities(7,450)(6,598)Actuarial gain/(loss)recognised6,130(2,295)(b)Health care schemeActual return less expected return on plan assetsExperience gains/(losses)arising on t
274、he plan liabilities146(86)Changes in assumptions underlying the plan liabilities(526)(275)Actuarial loss recognised(380)(361)Combined actuarial gain/(loss)recognised5,750(2,656)Assumptions made by the actuaryPensionHealth care2006200520062005%Rate of increase in salaries3.503.50N/AN/ADiscretionary p
275、ension increases2.502.50N/AN/ARate of revaluation of deferred pensions2.502.50N/AN/ADiscount rate5.005.505.005.50Inflation2.502.502.502.50General medical expenses inflationN/AN/A9.407.00Age related premium increasesN/AN/ANil5.50Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 37Y O U N G SA N N U A LR
276、 E P O R T36Pension scheme assets,liabilities and expected rates of returnExpected rate of returnAssets and liabilities2006200520062005%000000Equities8.508.5059,59542,118Property7.007.00591502Government bonds4.254.752,356Corporate bonds5.005.507,5845,582Insured pensions5.005.5016,23117,346Other4.254
277、.002,8944,033Total market value of the assets86,89571,937Present value of retirement benefit liabilities(92,793)(83,988)Scheme deficit(5,898)(12,051)Related deferred tax1,7693,615(4,129)(8,436)History of experience gains and losses20062005200420032006200520042003%000000000000Difference between the e
278、xpected and actual return on scheme assets11.26.16.0(21.6)9,7274,4083,786(11,715)Experience gains/(losses)on scheme liabilities4.3(0.2)0.61.03,999(191)468722Changes in assumptions(8.6)(8.2)6.8(5.4)(7,976)(6,873)4,974(3,976)Total amount recognised in the statement of total recognised gains and losses
279、6.2(3.2)12.6(20.4)5,750(2,656)9,228(14,969)19.Called-up share capitalIssued&Issued&Authorisedfully paidAuthorisedfully paidsharesshares000000A ordinary shares of 50p each2005 and 20067,266,0007,266,0003,6333,633Non-voting ordinary shares of 50p each2005 and 20065,683,6364,790,0002,8422,395Total equi
280、ty share capital2005 and 200612,949,63612,056,0006,4756,028All ordinary shares rank equally inter se for all purposes of participation in profits or assets,but the non-voting ordinary shares do not confer the right to receive notice of,attend or vote at any general meeting.The A ordinary shares and
281、the non-voting ordinary shares are listed on AIM.The A ordinary share figures for 2005 in the above table have been restated;they include the shares arising from the conversion of all B ordinary shares into A ordinary shares despite this happening after 2 April 2005.Notes to the financial statements
282、(continued)Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 38Y O U N G SA N N U A LR E P O R T3720.ReservesShareCapitalInvestmentProfitpremiumRevaluationredemptionin ownand lossaccountreservereservesharesaccount000000000000000At 2005 as previously stated1,31987,1391,808(3,267)50,256Prior year adjustm
283、ent(note 23)(6,892)At 2005 restated1,31987,1391,808(3,267)43,364Profit for the period1,843Debenture issue costs written off(23)23Movement in own shares:Employee benefit trust allocations406Actuarial gain on retirement benefit schemes,net of deferred tax4,025At 20061,29687,1391,808(2,861)49,255Goodwi
284、llAt 1 April 2006,the accumulated goodwill on the acquisition of subsidiary undertakings which has been written off against reserves amounted to3,697,000(2005:3,697,000).On any subsequent disposal of the related businesses,such goodwill would be reinstated and charged to the profit and loss account
285、of the company.Investment in own sharesOn 1 April 2006,the Ram Brewery Trust held 499,217 unallocated A ordinary shares(2005:571,063 unallocated B ordinary shares),including shares required for the companys executive share option schemes,with an aggregate cost of 2,861,000(2005:3,267,000)and market
286、value of 11,392,000(2005:8,910,000).The shares are held to meet the companys future obligations under the terms of the profit-sharing scheme and executive share option schemes.During the year,the trust acquired no shares from retiring members(2005:29,259 B ordinary shares for a consideration of 368,
287、000),and allocated no A ordinary shares(2005:42,884 B ordinary shares)to employees for consideration of Nil(2005:677,000).21.Net cash inflow from operating activitiesRestated20062005000000Operating profit11,02512,562Depreciation8,1458,127Employee benefit trust share allocations406677Provision for ca
288、pital gains tax on ESOP allocated shares708629Movements in working capitalStocks(175)203Debtors(592)1,650Creditors2,252857Net cash inflow from operating activities21,76924,705Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 39Y O U N G SA N N U A LR E P O R T38Notes to the financial statements(continu
289、ed)22.Related party transactionsDetails of directors emoluments and retirement benefits are disclosed in note 4.Directors shareholdings and interests are disclosed orreferred to on pages 17 and 18.Roy Summers,a non-executive director,is also a director of Canongate Technology Ltd,a supplier.During t
290、he period purchases from CanongateTechnology Ltd amounted to 82,000(2005:66,000).The amount outstanding at the period end was 26,000(2005:16,000).The Ram Brewery Trust is managed by a corporate trustee;two of its three directors are directors of the company.The corporate trustee is not a subsidiary
291、of the company but a majority of its shareholders are directors of the company.The assets of the trust areprincipally the companys A ordinary shares.As at 1 April 2006,the trust held 1,785,998 or 24.58%of the A ordinary shares.There are two parts to the trust:the Pension Account and the General Acco
292、unt.The Pension Account was established in 1959 andprovides pensions and other benefits to employees of the company and certain other individuals.The General Account,also established in 1959,holds assets and makes payments to or for the benefit of employees principally in connection with the company
293、s profit-sharingscheme for eligible employees.The General Account also holds shares for the executive share option schemes.No other transactions requiring disclosure have been entered into with the directors.23.Changes in accounting policiesThe company has adopted the following accounting standards
294、in the year.FRS 17 Retirement benefits requires changes to the accounting treatment of defined benefit pension arrangements.FRS 21 Events after the balance sheet date includes the requirement that dividends be recognised when declared,not when proposed.In addition,the company is now recognising the
295、capital gains tax liability that may arise on the allocated shares in the Ram Brewery Trust when they are transferred to employees.The liability has been recognised following the clarification of the treatment for tax purposes ofcertain items related to the Ram Brewery Trust.The new accounting polic
296、ies are detailed in note 1.Comparative figures have been restated for the effects of these changes.The change in accounting policy has had the following effect on the profit and loss account and balance sheet.Profit and loss account20062005000000FRS 17:Reduction in service cost and finance cost reco
297、gnised in profit and loss account,net of tax342358FRS 21:Reduction in dividend charge in profit and loss account 8459FRS 17:Actuarial gain/(loss)taken to statement of total recognised gains and losses,net of tax4,025(1,859)Capital gains tax on ESOP allocated shares(708)(629)Increase/(decrease)in tot
298、al recognised gains for the financial period3,743(2,071)Balance sheet2005000Opening shareholders funds,as previously reported139,249Prior year adjustments:FRS 17:Retirement benefit liability(5,184)FRS 21:Change in dividend accounting policy1,355Capital gains tax on ESOP allocated shares(992)Opening
299、shareholders funds,as restated134,428Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 4024.Post balance sheet eventsOn 23 May 2006,the company announced the merger of all its brewing activities and wholesale beer,wines and spirits operationswith those of Charles Wells Ltd to create a new brewing compa
300、ny called Wells&Youngs Brewing Company Ltd.Consideration for the 40%interest in the issued share capital of the new company will consist of transferring ownership of Youngs brands to the newbrewing company,and a further 10 million subscription payment for additional shares.Youngs will have the right
301、 to appoint 40%of the board of directors and will have veto rights to protect its investment.Transfer of Youngs brewing activities and wholesale beer,wines and spirits operations is planned for 1 October 2006,when Youngs will also enter into a three year rolling supply agreement,initially for five y
302、ears,with Wells&Youngs Brewing Company Ltd.This supply agreement is based on market prices.Y O U N G SA N N U A LR E P O R T39Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 41Five year review20062005200420032002000000000000000Turnover123,873119,532111,982107,828106,253Operating profit before excepti
303、onal items13,59913,67612,63911,95311,665Exceptional items(2,644)(752)(129)757227Net interest charge and other finance income(3,346)(3,605)(3,626)(3,343)(3,062)Profit on ordinary activities before tax7,6099,3198,8849,3678,830Tax on profit on ordinary activities(2,958)(3,135)(3,014)(2,768)(2,665)Profi
304、t on ordinary activities after tax4,6516,1845,8706,5996,165Preference dividends(113)(113)Profit attributable to ordinary shareholders4,6516,1845,8706,4866,052Ordinary dividends(2,808)(2,671)(2,660)(2,643)(2,539)Retained profit for the financial period1,8433,5133,2103,8433,513Net assets employedFixed
305、 assets217,568212,455209,254205,515200,534Net current liabilities(8,512)(6,497)(5,510)(9,013)(4,366)Long-term creditors(54,140)(53,806)(57,011)(47,409)(45,473)Provisions(12,251)(15,761)(7,484)(7,229)(6,772)142,665136,391139,249141,864143,923Financed byOrdinary share capital6,0286,0286,0286,3786,475P
306、reference share capital1,361Share premium and reserves136,637130,363133,221135,486136,087142,665136,391139,249141,864143,923Gross capital expenditure 13,45115,52612,53916,48618,748Per 50p ordinary shareAdjusted earnings59.65p58.59p50.11p46.39p45.69pBasic earnings40.31p53.98p48.95p52.98p49.31pDividen
307、ds24.25p23.05p22.50p21.40p20.35pNet assets12.3411.8812.1411.6311.59Gearing38.1%38.8%40.3%35.7%31.2%Average number of employees2,1102,0441,9952,1402,197The figures for 2005,but not earlier years,have been restated for the prior year adjustment arising from the adoption of FRS 17 Retirementbenefits an
308、d FRS 21 Events after the balance sheet date and the recognition of capital gains tax on ESOP allocated shares.The figures for 2004 and 2003,but not earlier years,have been restated for the prior year adjustment arising from the adoption of UITF 38Accounting for ESOP Trusts.Y O U N G SA N N U A LR E
309、 P O R T40Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 42Executive directorsJohn Young,C.B.E.ChairmanJames YoungDeputy chairman and production and distributionStephen GoodyearChief executiveChristopher Sandland,A.C.M.A.,M.Sc.PersonnelTorquil Sligo-YoungInformation servicesPeter Whitehead,F.C.A.Fin
310、ancePatrick DardisRetailNon-executive directorsBrian PalmerRoy Summers,O.B.E.,D.Univ.,F.I.Brew.Senior independent directorCompany secretaryAnthony SchroederHead brewerKen Don,B.Sc.Brewing,Dip.Inst.B.Audit committeeRoy Summers(chairman)Brian PalmerRemuneration committeeRoy Summers(chairman)Brian Palm
311、erNomination committeeJohn Young(chairman)Roy SummersBrian PalmerAuditorsErnst&Young LLP1 More London PlaceLondon SE1 2AFBankersRoyal Bank of Scotland Group plcCorporate Banking London280 BishopsgateLondon EC2M 4RBNominated adviser and stockbrokerJP Morgan Cazenove Limited20 MoorgateLondon EC2R 6DRS
312、olicitorsBryan Cave33 Cannon StreetLondon EC4M 5TEDruces&AttleeSalisbury House London WallLondon EC2M 5PSRegistrar:The companys registrar isComputershare Investor Services PLC.If you have questions about yourshareholding or if you require otherguidance(e.g.to notify a change ofaddress or to give ins
313、tructions fordividends to be paid directly into a bankaccount)please contact Computershare.All requests to amend account detailsmust be made in writing to:Computershare Investor Services PLCP.O.Box 82The PavilionsBridgwater RoadBristol BS99 7NHYou can also contact Computershare bytelephone:0870 702
314、0000Registrars investor centre:Shareholders can manage their Youngsshareholding online at: dealing service:JP Morgan Cazenove LimitedStockbrokers:020 7588 2828The availability of this service should notbe taken as a recommendation to deal.Shareholder offers:Details of shareholder discounts andoffers
315、 are mailed to shareholders fromtime to time.Any shareholder who doesnot wish to receive details of such offersshould write to the company secretary at the registered office.Registered office and company number:The Ram BreweryWandsworthLondon SW18 4JD Registered number:32762For further information a
316、bout thecompany please visit our website at:www.youngs.co.ukFinancial diary 2006:14 June 2006Ex-dividend date for final dividend16 June 2006Record date for final dividend11 July 2006Annual general meeting13 July 2006Payment of final dividend16 November 2006Interim results announcement22 November 200
317、6Ex-dividend date for interim dividend24 November 2006Record date for interim dividend8 December 2006Payment of interim dividendSenior personnel,committees and advisers during the financial yearShareholder informationAnnual Report 2006(6.6)v1 12/6/06 6:54 pm Page 43YOUNG&CO.SBREWERY,P.L.C.The Ram Brewery Wandsworth London SW18 4JDTelephone:020 8875 7000 Fax:020 8875 7100www.youngs.co.ukRegistered in England:number 32762Annual Report 2006(6.6)v1 12/6/06 6:54 pm Page 44
0731-84720580
sgpjbg002
工作日 9:30 - 18:00
研報
新質生產力
DeepSeek?
低空經濟
大模型
AI Agent
AI Infra
具身智能
自動駕駛
寵物
銀發經濟
人形機器人
企業出海
算力
微短劇
薪酬
白皮書
創新藥
人工智能
AI產業
信息科技
互聯網
消費經濟
汽車交通
電商零售
傳媒娛樂
醫藥健康
投資金融
能源環境
地產建筑
傳統產業
英文報告
其它
最新報告
中英對照
全文搜索
報告精選
PDF上傳翻譯
多格式文檔互轉
入駐&報告售賣
會員權益
機構報告
券商研報
財報庫
專題合集
英文報告
數據圖表
會議報告
其他資源
行業聚焦
芯片產業
熱點概念
全球咨詢智庫
人工智能
500強
新質生產力
會議峰會
新能源汽車
企業年報
互聯網
公司研究
行業綜觀
消費教育
科技通信
醫藥健康
人力資源
投資金融
汽車產業
物流地產
電子商務
傳統產業
傳媒營銷
其它
2025低空經濟/低空產業報告合集（共50套打包）
2025年智算中心/AIDC/AI數據中心研究報告合集（共37套打包）
AI、科技與通信
廣告、傳媒與營銷
消費、零售與支付
HR、文化與旅游
金融、保險與投資
能源、環境與工業
醫療制藥與大健康
物流、地產與建筑
其他行業
AI ? 科技 ? 通信
數字化
金融財經
智能制造
電商傳媒
地產建筑
醫療醫學
能源化工
其他行業
收藏
下載
2025-05-20
AI查數
行業數據
政策法規
商業模式
產業鏈
競爭格局
市場規模
產業概述
其它
2025年
AI讀財報
年報
一季報
半年報
三季報
IPO招股書
社會責任報告
A股
IPO申報
港股
美股&全球
新三板
掃碼登錄
手機快捷登錄
賬號登錄
