Young & Co.'s Brewery plc (YNGA) 2013年年度報告「AIM」.pdf

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Young & Co.'s Brewery plc (YNGA) 2013年年度報告「AIM」.pdf

1、ANNUAL REPORT 2013Our strategy is clear:we are focused on developing and growing an estate of premium pubs,primarily in London and the south east,with a clear emphasis on managed operations.We will continue to invest to maintain our premium position.We are looking to acquire further managed houses,e

2、ither packages or individual sites,to increase the size of both our Youngs and Geronimo operations.3 Chairmans statement5 Chief Executives report13 The board of directors14 Directors report21 Independent auditors report22 Group income statement23 Statements of comprehensive income24 Balance sheets25

3、 Statements of cash flow26 Group statement of changes in equity27 Parent company statement of changes in equity28 Notes to the financial statements57 Notice of meeting61 Explanatory notes to the notice of meeting62 Five year review63 Senior personnel,committees and advisers63 Shareholder information

4、64 Youngs pubs and hotelsCONTENTSYOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013 1FINANCIAL HIGHLIGHTS20132012%000000CHANGEREVENUE193,677178,964+8.2ADJUSTED OPERATING PROFIT*28,93526,162+10.6OPERATING PROFIT/(LOSS)*27,126(2,665)ADJUSTED PROFIT BEFORE TAX*24,12821,333+13.1PROFIT/(LOSS)BEFORE TAX*22,319(7

5、,494)ADJUSTED BASIC EARNINGS PER SHARE*37.77p 33.41p+13.0BASIC EARNINGS PER SHARE 35.23p(11.13)p DIVIDEND PER SHARE 14.63p 13.93p+5.0(interim and recommended final)NET ASSETS PER SHARE*6.94 6.59+5.3All of the results above are from continuing operations.*Reference to an“adjusted”item means that item

6、 has been adjusted to exclude exceptional items(see note 9).*In the prior period the group changed its policy on valuing property and equipment from the cost model to the revaluation model.This gave rise to a net uplift in the value of property and equipment of 174.0 million.An upward movement of 20

7、3.1 million was recognised in equity,while a downward movement of 29.1 million was taken to the income statement resulting in the prior period loss before tax.*Net assets per share are the groups net assets divided by the shares in issue at the period end.2 YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 201

8、3YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013 3CHAIRMANS STATEMENTI AM PLEASED TO BE ABLE TO REPORT ON ANOTHER VERY POSITIVE AND SUCCESSFUL YEAR FOR YOUNGS.After a number of years of significant change,our focus for the past 12 months has been on achieving profitable growth from an expanding estate o

9、f premium managed houses,and on maximising returns,both for us and for our tenants,from a smaller tenanted estate.The financial results demonstrate our clear success.Against a challenging backdrop,revenue for the year rose 8.2%to 193.7 million,adjusted profit before tax was up 13.1%at 24.1 million a

10、nd adjusted basic earnings per share increased 13.0%to 37.77 pence.This performance was built on strong like-for-like performances from both the Youngs and the Geronimo managed estates.While we continue to invest heavily in our estate,the groups balance sheet remains robust with a further reduction

11、in net debt to 112.6 million at the year end.This positions us well to invest in further growth opportunities.On 2 April 2013 two important Board changes took place to enact a smooth and effective succession plan for the management of Geronimo.Rupert Clevely,previously an executive director and Mana

12、ging Director,Geronimo,moved to a non-executive role,and Ed Turner was appointed to the Board as an executive director,succeeding Rupert as Geronimos Managing Director.Rupert founded Geronimo in 1995 and joined our Board when we acquired the business in 2010.Ed joined Geronimo in 1999,served as its

13、Commercial Director for a number of years,and became Commercial Director of Youngs in 2011.I am pleased that Ed has joined the Board,and thank Rupert for the excellent job he has done in leading Geronimo during its integration with Youngs.I am delighted that he will continue to contribute his experi

14、ence in a non-executive capacity.In his review,Stephen Goodyear,Chief Executive,reports on a strong start to the current financial year,with managed house revenue in the first seven weeks up 14.7%in total and 10.6%on a like-for-like basis.The year as a whole will continue to benefit from recent pub

15、acquisitions and from our continuing investment in the existing estate both pubs and hotels.Overall,consumer demand remains subdued.It was therefore encouraging to see,in the March budget,the Chancellors decision to reduce the tax burden slightly on the beer industry,and his subsequent assertion tha

16、t this was not the last word from the Government in supporting the pub sector.We will be watching closely to see that these welcome words are backed by further action.We remain committed to a progressive dividend policy.In light of our strong trading performance and sound financial position,the Boar

17、d is recommending a final dividend of 7.61 pence per share,a 5.0%increase,resulting in a total dividend for the year of 14.63 pence(2012:13.93 pence).This final dividend,if approved,is expected to be paid on 11 July 2013 to shareholders on the register at the close of business on 7 June 2013.This wo

18、uld be the sixteenth consecutive year of dividend growth.A great many people play a part in Youngs success,not least our customers,the teams in our pubs,our operational staff,my Board colleagues,and,of course,our shareholders.All deserve my sincere thanks for their continued support.As always,my col

19、leagues and I look forward to welcoming shareholders at our Annual General Meeting,to be held on 9 July 2013 in the Civic Suite of Wandsworth Town Hall,London SW18.NICHOLAS BRYANChairman22 May 2013DIVIDEND PER SHARE (RECOMMENDED)(PENCE)14.63+5.0%13.00201013.26201113.93201214.632013NicholasBryanChair

20、manADJUSTED BASIC EARNINGS PER SHARE(PENCE)37.77+13.0%28.71201032.65201133.41201237.7720134 YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013“PINTINHANDALREADY#SEEYOUATTHEBAR”YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013 5CHIEF EXECUTIVES REPORTOVERVIEWThe summer of 2012,representing the first half of our f

21、inancial year,was dominated in the public consciousness by the unique events in London the Diamond Jubilee and the Olympic and Paralympic Games.Whilst tempered by some decidedly unseasonal weather,our like-for-like performance over that period saw some benefit from these events.In the second half,wh

22、en London returned to normal,we delivered further like-for-like growth;this was at a slightly lower rate but still very pleasing as it was achieved against the backdrop of a very strong performance in the comparative period.Throughout the year our focus has been on driving superior performance acros

23、s our estate,week in week out,whatever the external forces at play.The strong revenue and profit growth that we have generated are a clear reflection of our success in this regard.Revenue increased by 8.2%to 193.7 million,with strong like-for-like managed house growth across both Youngs and Geronimo

24、.Adjusted operating profit increased 10.6%to 28.9 million.Adjusted profit before tax was up 13.1%at 24.1 million and adjusted basic earnings per share increased 13.0%to 37.77 pence.Our strategy is unchanged:we are focused on developing and growing an estate of premium pubs,primarily in London and th

25、e south east,with a clear emphasis on managed operations.We run pubs as opposed to restaurants and believe ours are well balanced providing our customers with an exciting choice of both food and drink.We will continue to invest in the existing estate to maintain our premium positioning and to grow o

26、ur hotel business.We are looking to acquire further managed houses,either as packages or individual sites,to increase the size of both the Youngs and Geronimo operations.We remain soundly financed and asset backed.During the year we opened five new managed pubs including one transfer from tenancy.We

27、 also made seven disposals from our tenanted estate and decided not to renew two further leaseholds.At the period end therefore we operated an estate of 237 pubs of which 197 were either freehold or long leases on peppercorn rents.The business again generated a strong operating cash flow of 35.1 mil

28、lion.This,together with the proceeds from disposals and the second instalment from the sale of our stake in Wells&Youngs,allowed us to invest 20.5 million whilst still reducing net debt by 5.5 million.Our balance sheet remains strong with net debt at 112.6 million;this represents 2.8 times EBITDA of

29、 40.6 million,and gearing of 33.6%.As always,our success is in large part due to the unstinting efforts and commitment of our colleagues across the group our senior management,our operations team and those who look after our customers every day.My board colleagues and I are very grateful to them all

30、.BUSINESS REVIEWMANAGED OPERATIONOur managed operation,which comprises 125 Youngs managed houses(including 18 hotels)and 34 Geronimo pubs,increased revenue by 10.0%to 181.6 million,representing 93.7%of group revenue.Managed house operating profit before exceptional items was up 12.2%at 39.6 million.

31、Our 146 like-for-like pubs increased sales by 4.6%and generated,on average,sales of 1.1 million and EBITDA of 327,000 per pub.ADJUSTED OPERATING PROFIT(000)28,935+10.6%20,307201021,746201126,162201228,9352013StephenGoodyearChief ExecutiveREVENUE (000)193,677+8.2%127,5392010142,5972011178,9642012193,

32、6772013ADJUSTED PROFIT BEFORE TAX(000)24,128+13.1%19,423201020,819201121,333201224,12820136 YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013Youngs managed operation revenue was up 7.0%,with like-for-like growth of 5.0%.Total revenue benefited from a number of key factors;the Plough(Clapham Junction)and t

33、he Shaftesbury(Richmond),having been transferred from our tenanted operation in the previous year;the more recent additions of the Kings Head(Roehampton),the Cutty Sark(Greenwich)and the Narrow Boat(Islington);and from the runaway success of the recently re-opened Wheatsheaf(Borough Market).The impa

34、ct of the poor weather that plagued the year was partly offset by strong trading at many sites during the London events of summer 2012.Our riverside pubs performed strongly over the Jubilee weekend and sites such as the Dial Arch(Woolwich),our Wimbledon pubs and those close to transport hubs all ben

35、efited from Olympic crowds.Geronimo grew its revenue by 19.2%,driven by six extra sites and like-for-like growth of 3.1%.The Oyster Shed(on the Embankment near Cannon Street)and the Cow and the Calf(both in the Westfield Shopping Centre in Stratford)were recent additions whilst the Half Moon(Putney)

36、,Chelsea Ram and the Princess of Wales(Clapton)had been transferred from our tenanted operation.Situated next to the Olympic Park,the Cow and the Calf shattered all our previous group sales records in the second week of the Games.The Calf was a temporary site which closed just after Christmas,and sa

37、les at the Cow,as expected,have returned to more normal patterns.The rate of Geronimos overall sales growth has reduced as a consequence.Like-for-like drink sales were up 3.2%,reflecting growth in both Youngs and Geronimo.Our focus remains resolutely on a premium portfolio of products and this has p

38、roven to be very successful with customers continuing to trade up.Interest in craft beers is growing strongly and we have introduced separate cocktail bar concepts with a“Speakeasy”feel at two of our pubs Smiths at the Brook Green Hotel(Hammersmith)and Old Marys at the Mitre(Lancaster Gate).Both are

39、 proving very popular and we see potential for further such developments at other sites.Food generated 7.6%like-for-like growth driven by quality,menu content and service initiatives.Food accounted for 29.8%of total revenue in the period(2012:29.1%).Hotel accommodation remains an important part of o

40、ur growth strategy.At the year end we had 397 rooms in total,having added ten at the Bulls Head(Chislehurst)and 17 at the Foley(Claygate)during the year.Accommodation sales have benefited from recent investment,successful online marketing and booking simplicity.Sales were up 5.5%in total and RevPAR(

41、revenue per available room)continues to improve and stands at 49.26,up 0.9%on last year and up from 38.62 three years ago.Further sales growth is anticipated next year with the full benefit of the recent investments at the Bulls Head and the Foley coming through.In addition,we are,subject to plannin

42、g,to develop 16 rooms at the Dog&Fox(Wimbledon).We continue to invest as we strive for excellence at every level location,ambience and design,product portfolio and service.Despite little or no let up in the depressed economic climate,where some of our competitors may have chosen to invest less in th

43、eir estate we have continued to invest more and where they may have reduced service levels we have increased them.In doing so we continue to widen our differentiation.We invested 19.4 million in our managed houses 16.5 million in Youngs sites(of which 4.3 million was on hotels)and 2.9 million within

44、 Geronimo.We acquired the Cutty Sark(Greenwich)and the Narrow Boat(Islington).The two largest projects in our existing estate were the hotel development at the Foley(Claygate)and the redevelopment of the Kings Head(Roehampton).Other major investments were made at the Albert(Kingston),Betjeman Arms(S

45、t Pancras),Chelsea Ram,Clock House(Peckham Rye),Coach&Horses(Kew),Dukes Head(Wallington),Grove(Balham),Marquess of Anglesey(Covent Garden),Princess of Wales(Clapton),Phoenix(Westminster),Shaftesbury(Richmond),Ship(Wandsworth),Thatched House(Hammersmith),Waterside(Fulham)and the Wheatsheaf(Borough Ma

46、rket).In all cases,we applied a creative,innovative and individual design that is the hallmark of our work in developing the modern pub without losing its time honoured appeal.The major developments undertaken in the year to March 2012,which have now completed their first full year post development

47、generated a 20.1%return on investment based on increases in EBITDA.We have increased the number of operations managers;reducing the ratio of pubs to operations manager CHIEF EXECUTIVES REPORT(CONTINUED)YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013 78 YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013“OUR FOO

48、D OFFER REFLECTS OUR EMPHASIS ON HIGH QUALITY SEASONAL BRITISH FOOD,LOCALLY SOURCED AND PREPARED IN-HOUSE.”YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013 9increases their ability to work more proactively and creatively with their customer-facing retail teams.We have introduced a charter committing to a

49、ll our retail staff that we will champion their cause through better communication,better training and development opportunities and faster response times to their needs.We are also increasing our focus on measuring service levels through mystery customer visits,doubling the number of annual visits

50、to eight per pub.The outcome of these visits has a direct impact on the bonus the pub manager earns and results in a more committed team who deliver the best in customer service and a marked increase in productivity per pub.Social media is a cornerstone of our marketing strategy.Our e-marketing data

51、bases have now surpassed 500,000 individual addresses,and with a growing number of Facebook fans and Twitter followers,more and more of our customers are using their mobiles to search out and book places to eat,drink and stay online.Over 30%of our five million website hits originate from hand held d

52、evices.As a consequence we continue to exploit our digital presence for mobile and tablet access which will further increase our ability to reach local communities and build loyalty and footfall.Our food offer reflects our emphasis on high quality seasonal British food,locally sourced and prepared i

53、n-house.Successful butchery,fish and game master classes have been run in many pubs and proved popular with customers who are increasingly interested in learning more about their food and its provenance,especially at a time of heightened consumer awareness.We also hosted special events in our Clubro

54、oms fish filleting,preparing a whole pig and an offal dinner were all available to reinforce further the diversity and quality of our food offer.Beer and food matching dinners have also proved popular,with London seeing a strong resurgence in cask and craft beers.Wells&Youngs beers remain at the hea

55、rt of all of our pubs and London craft beers from the Meantime Brewery and Camden Brewery have been successfully introduced alongside them to ensure that discerning drinkers are offered their artisanal beers of choice.Private hire and events have been major profit drivers over the past year.We are l

56、iaising with local businesses and creating bespoke occasions throughout the week to cater for an ever-increasing circle of customers in our communities,from Mums and Toddler groups to yoga sessions.Movie nights showing the latest releases have also gone down well.Free films and popcorn at the Grove(

57、Balham)and Lord Palmerston(Tufnell Park)have helped drive custom whilst offering residents a cinema on their doorstep,reinforcing the role of the pub at the heart of its community.Pub quizzes are enjoying a strong revival,bringing customers in on quieter nights and once again reinforcing the communi

58、ty element of what we do best.The weekly Tuesday“Adventure Quiz”at the Hollywood Arms(Chelsea)was recently voted one of Londons top five pub quizzes by the Evening Standard.Each year we acknowledge the talent that we have within our managed operations through an annual awards ceremony.This years win

59、ners,for the second year running,were Mick and Sarah Dore at the Alexandra(Wimbledon),a remarkable achievement bearing in mind the intense competition.TENANTED OPERATIONOur tenanted strategy is to reposition our estate by focussing on fewer but better quality and well invested tenanted pubs.We have

60、reduced the estate from 97 to 78 over the past two years.We sold 13 tenanted pubs,generating proceeds of 8.8 million and an exceptional profit of 2.2 million;this includes the seven pubs we have sold this year.In addition,our leases expired on two further sites and we transferred the Princess of Wal

61、es(Clapton)to our Geronimo operation.This smaller estate generated 6.0%of group revenue in the year.As a result,revenue in our tenanted division was down 2.4%on a like-for-like basis and in total down 14.3%to 11.6 million.Total operating profit before exceptional items reduced by 2.6%on a like-for-l

62、ike basis and by 19.7%to 4.2 million in total.The remaining 78 pubs generated an average EBITDA per outlet of 68,000.Since the year end we have transferred the Marquess Tavern(Islington)and the Three Lords(the Minories in the City)to our Youngs managed operations,and over the coming weeks the Bulls

63、Head(Barnes)is set to become Geronimos third high profile music venue following its successes with the Elgin(Notting Hill)and the Half Moon(Putney).We are investing in the retained tenanted estate;1.0 million was spent last year and a further 1.4 million is scheduled for this year.We continue to pro

64、mote the traditional tenancy model,focussing on packages offering a three or five year agreement with the tenant having limited responsibility for repairs and decoration.Youngs approach to its tenants has always been based on a strong partnership principle and we operate a legally binding code which

65、 is constantly being updated to meet the latest requirements of the UK pub industry framework code of practice.As a consequence we believe that the Governments latest consultation is unlikely to have a material impact on our tenanted operations.CHIEF EXECUTIVES REPORT(CONTINUED)10 YOUNG&CO.S BREWERY

66、,P.L.C.ANNUAL REPORT 2013In November 2012 Andrew Cox joined Youngs as Director of Property and Tenancies and assumed responsibility for the tenanted operation.A member of the Royal Institution of Chartered Surveyors,he brings 29 years of experience from Mitchells&Butlers to his new role.Under Andrew

67、s leadership and with the estate now largely restructured,the focus is on working to drive attractive and sustainable returns both for our tenants and for Youngs.INVESTMENT AND FINANCERevenue rose by 8.2%,benefiting from recent acquisitions and underpinned by 4.6%like-for-like growth within the mana

68、ged estate.Our managed estate now accounts for over 93.7%of group revenue,up from 89.6%just two years ago.Operating margin was 14.9%,an increase of 0.3%pts since last year.Net interest costs of 4.8 million were unchanged compared with last year,as we again benefited from a pension interest credit of

69、 0.5 million(2012:0.8 million)and a 0.5 million credit(2012:0.5 million)relating to the unwinding of the discount applied to the sale proceeds from our shareholding in Wells&Youngs in August 2011.Total profit before tax for the year was 22.3 million and once adjusted for exceptional items(see note 9

70、)was 24.1 million,up 13.1%on last year.The 5.9 million tax charge(excluding exceptional tax)on this equates to an effective tax rate of 24.3%(2012:24.6%).The adjusted basic earnings per share increased by 13.0%to 37.77p.In January this year CBRE,an independent and leading commercial property and rea

71、l estate services adviser,revalued 20%of our estate.As permitted by IAS 16 and in common with other listed pub groups a revaluation of the remaining 80%of the pub estate was undertaken internally,led by Andrew Cox,the Director of Property and Tenancies,using updated trading results,managements knowl

72、edge of each pub and applying the results of the external valuation.This revaluation has resulted in a total property value of 515.9 million(2012:502.0 million),driven by a net upward revaluation of 7.6 million and additions of 20.5 million offset by depreciation of 11.7 million and disposals of 2.5

73、 million.As in the previous year and in accordance with IFRS,individual increases in value have been reflected in the revaluation reserve in the balance sheet(except to the extent that they had previously been revalued downwards)and individual falls in value below cost have been accounted for throug

74、h the income statement.Net cash flow from operating activities was 35.1 million reflecting robust trading.We invested a total of 20.5 million,part funded by the disposal of seven tenanted pubs for 4.2 million.In addition,the second 5.0 million instalment of the consideration due from the sale of our

75、 interest in Wells&Youngs was received from Charles Wells in February,with the final 5.0 million instalment falling due in February 2014.Net debt at the period end was 112.6 million,down 5.5 million.100 million of this debt has been effectively fixed at below 5.0%,with none needing to be refinanced

76、until December 2015.Interest costs were covered 4.9 times by operating profits and net debt was a 2.8 times multiple of EBITDA of 40.6 million.At the year end there was an IAS 19 pension deficit of 8.8 million(2012:8.3 million).This small increase in deficit was the result of the lower discount rate

77、 applied to the scheme liabilities,offsetting strong investment returns achieved from the schemes assets.Total cash contributions were 2.7 million for both past and current service.This scheme has been closed to new entrants since February 2003.Net assets per share are 6.94 (2012:6.59)after taking a

78、ccount of deferred tax and 8.00(2012:7.71)if excluded.CHIEF EXECUTIVES REPORT(CONTINUED)YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013 11CURRENT TRADING AND OUTLOOKTrading since the period end has been strong.Managed house revenue in the first seven weeks of the new financial year was up 14.7%in total

79、and 10.6%on a like-for-like basis,albeit the comparative period a year ago was affected by some truly dismal weather.Over a thirteen week period,which gives a more rounded picture,like-for-like trade was up 3.7%.Looking at the current year as a whole,whilst we obviously will not enjoy a repeat of th

80、e exceptional London events of last summer,it is difficult to believe the weather can be as bad.We will see a full years benefit of two recent acquisitions,the Cutty Sark(Greenwich)and the Narrow Boat(Islington).Theres also the recently reopened Foley(Claygate),following its transformation into a be

81、autiful 17 bedroom hotel,the Kings Head(Roehampton)and the Wheatsheaf(Borough Market)which re-opened in December after a lengthy closure and which is proving a huge success.Since the year end we acquired the Bull&Gate(Kentish Town)for Youngs and we remain active in looking for other sensibly priced

82、opportunities,either in the form of individual pubs or packages.A new and refreshing corporate identity is being introduced.This will be progressively incorporated in our pub signage,ale brands and other materials.It is a confident,contemporary brand image which reinforces our premium positioning wh

83、ilst importantly retaining the famous ram to acknowledge our history and heritage.We were very pleased to see the Governments decision,announced in the March Budget,to reduce the general beer duty rate and to scrap the duty escalator from 2014.The Chancellor of the Exchequer,George Osborne,has since

84、 stated publicly that he saw these moves as being just the beginning of greater Government support for the pub sector and we look forward to the Government fulfilling this important commitment.We remain as focused as ever on driving profitable growth through the proactive management of our well inve

85、sted and predominantly managed estate.Our premium offer continues to prove attractive despite the continued caution on the part of the UK consumer.With the quality of our estate,the talent within the business and our balance sheet strength,we believe that Youngs remains in a strong position to conti

86、nue to grow and deliver value to our shareholders.STEPHEN GOODYEARChief Executive22 May 201312 YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013 13EDWARD TURNERMANAGING DIRECTOR GERONIMO INNSJoined in 2010 and appointed to the board in April 2013.Has overall resp

87、onsibility for Geronimo Inns,including strategy and pub acquisitions and developments within the Geronimo estate.Also responsible for marketing and for learning and development in all of the groups managed pubs.Joined Geronimo in 1999,becoming Operations Director that year,and then held the position

88、 of Commercial Director for a number of years before Geronimo was acquired by Youngs.Previously in retail management with Mitchells&Butlers(198999).Aged 45.THE BOARD OF DIRECTORSTORQUIL SLIGO-YOUNGHUMAN AND INFORMATION RESOURCESJoined in 1985.Held a number of senior positions in different areas of t

89、he company before being appointed to the board in 1997.Has overall responsibility for personnel,health and safety and the groups technological needs.Previously worked for stockbrokers Bell,Lawrie,Macgregor&Co.Aged 53.STEPHEN GOODYEARCHIEF EXECUTIVEJoined in 1995 as sales director.Appointed to the bo

90、ard in 1996 as sales and marketing director.Appointed chief executive in 2003.Previously worked for Courage Ltd(1974-95)in a number of senior roles.Aged 57.PATRICK DARDISRETAILJoined in 2002 and appointed to the board in 2003.Has overall responsibility for the operation of the Youngs managed estate

91、as well as for Youngs managed house pub acquisitions and developments.Previous positions have included director of retail operations at Wolverhampton&Dudley PLC,business development with Guinness Brewing and retail management with Whitbread PLC and Courage Ltd.Aged 54.DAVID PAGENON-EXECUTIVEAppointe

92、d to the board in 2008 and as chairman of the companys remuneration committee in 2011.Also a member of the companys audit committee.His current restaurant portfolio includes Rocca,Franco Manca,Bukowski and The Real Greek.Co-founder and chairman of The Clapham House Group,owner of Gourmet Burger Kitc

93、hen and other restaurant brands.Prior to founding Clapham House,he spent 27 years with Pizza Express.He owned and ran the largest franchisee organisation,G&F Group,for 18 years and became chief executive of the holding company on its flotation in 1993.He was elevated to chairman in 1998 and returned

94、 to the post of chief executive in 2002.He is chairman of Fulham Shore plc,a quoted ISDX growth company,which is to be a restaurant consolidator.Aged 60.NICHOLAS BRYAN,B.A.,F.C.A.NON-EXECUTIVE CHAIRMANAppointed to the board in 2006 and as non-executive chairman in 2011.Member and chairman of the com

95、panys audit committee as well as a member of the companys remuneration committee.Co-founder and chief executive of the Innserve Group.Has particular expertise in the hospitality,property and brewing sectors gained through various positions within Courage(including managing director of Courage UK(199

96、2-95).Has held other chairman and non-executive director roles while a management committee member of Investcorp(1995-2001).Began his career in finance as a chartered accountant and with positions at Lonrho and Hanson.Aged 60.PETER WHITEHEAD,F.C.A.FINANCEJoined the company and the board as finance d

97、irector in 1997.Qualified as a chartered accountant with KPMG in 1988,becoming a fellow of the Institute of Chartered Accountants in 1998.Previously worked for Fuller,Smith&Turner P.L.C.(1990-97).Aged 51.ROGER LAMBERT,M.A.NON-EXECUTIVE AND SENIOR INDEPENDENT DIRECTORAppointed to the board in 2008 an

98、d as senior independent director in 2011.Member of the companys audit and remuneration committees.Chairman of Corporate Broking and Joint Deputy Head of European Investment Banking,Canaccord Genuity.Previously worked for 26 years in corporate finance at JPMorgan Cazenove where he was a senior managi

99、ng director with responsibilities for corporate client coverage of the consumer sector.Has a wealth of relevant expertise in brewing,drinks and hospitality,having acted for over 25 companies in the sector.Was involved in many of the major transactions that changed the industry in recent years and de

100、veloped considerable advisory expertise in the area of small,family and medium sized companies.Aged 54.RUPERT CLEVELYNON-EXECUTIVEJoined the company and the board in 2010.Retired from his executive position and became non-executive in April 2013.As an executive director,had overall responsibility fo

101、r the management and development strategy of Geronimo Inns which he co-founded.Previous to this,worked at Veuve Clicquot Champagne where he held the position of worldwide marketing director and managing director UK(1990-2000).Aged 55.14 YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013DIRECTORS REPORTThe

102、directors present their annual report,and the audited financial statements,for the financial period ended 1 April 2013.In this report reference to the“company”or to“Youngs”is to Young&Co.s Brewery,P.L.C.,and reference to the“group”is to the group of companies of which Youngs is the parent company.Th

103、e Chairmans statement(on page 3)and the Chief Executives report(on pages 5 to 11)both form part of this report.PRINCIPAL ACTIVITIESThe groups principal activities are described in the Chief Executives report.BUSINESS REVIEWA review of the groups business is contained in the Chairmans statement and i

104、n the Chief Executives report.KEY PERFORMANCE INDICATORSThe board measures the development,performance and position of the groups business by reference to the following factors:ADJUSTED PROFIT BEFORE TAXThis is the profit before tax on continuing operations only,adjusted to exclude any exceptional i

105、tems for the group.See note 10.ADJUSTED EARNINGS PER SHAREThis is the adjusted profit before tax detailed above,but after tax has been deducted,divided by the weighted average number of ordinary shares in issue;it provides a useful statistic to compare with a share price or dividend,for instance.See

106、 note 16.LIKE-FOR-LIKE REVENUEThis is same outlet like-for-like revenue growth for this period compared with the last period for the pubs and hotels that traded throughout both periods.REVPARThis is the groups revenue per available bedroom;it is the average room rate achieved multiplied by the occup

107、ancy percentage.EBITDAThis is the adjusted earnings before interest,taxes,depreciation and amortisation by business segment.INTEREST COVERThis is the groups adjusted operating profit divided by the finance costs.GEARINGThis is the groups net debt divided by the groups net assets.Both interest cover

108、and gearing are useful tools in determining whether the business can maintain its current level of debt or its capacity to increase that level.The performance of the business,measured by reference to these factors,is shown in the Chief Executives report and in the financial highlights on page 1.PROF

109、IT AND DIVIDENDSThe profit for the period attributable to shareholders was 17.0 million.The directors recommend a final dividend for the period of 7.61p per share.Subject to approval at the AGM,this is expected to be paid on 11 July 2013 to shareholders on the register at the close of business on 7

110、June 2013.When added to the interim dividend of 7.02p per share,this will produce a total dividend for the period of 14.63p per share.ANNUAL GENERAL MEETINGNotice convening the AGM and an explanation of the resolutions being proposed are set out on pages 57 to 61.IMPORTANT EVENTS SINCE THE END OF TH

111、E PERIODThe Chief Executives report contains particulars of important events affecting the group which have occurred since the end of the period.LIKELY FUTURE DEVELOPMENTSAn indication of likely future developments in the groups business is contained in the Chief Executives report.PRINCIPAL RISKS AN

112、D UNCERTAINTIESThe principal risks and uncertainties facing the group are listed below.It is not an exhaustive list of all significant risks and uncertainties.Some risks may currently be unknown and other risks currently regarded as immaterial could turn out to be material.REDUCED CONSUMER SPENDINGT

113、he groups revenue is largely dependent on consumer spending which can be affected in numerous ways;examples include the general economic environment and terrorist activity.Attitudes to various social factors are relevant too,as is consumers heightened awareness of a healthy lifestyle and the potenti

114、al adverse health consequences associated with misuse of alcohol.Consumers also have a wide range of choice of where to spend their money,whether this is at the groups pubs and hotels,at those of its competitors or at off licences,YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013 15supermarkets and takeaw

115、ays,or at competing leisure attractions such as cinemas.Focusing on the individuality of each of the groups outlets and being located throughout London and southern England helps mitigate this risk to a degree;the group also seeks to minimise this risk further with its customer focused designs,high

116、service standards and quality food and market leading drinks.Spending in the groups pubs and hotels is also affected by the weather;traditionally they tend to be busier in the summer and on warm,sunny days,especially those with outside areas.Holiday periods such as Christmas,New Year and bank holida

117、ys also tend to be better for trade.Recognising this,the group seeks to exploit its excellent locations and offerings to address the impact of seasonality,wherever possible,by capturing demand in busy periods and encouraging customers to visit in quieter periods.SUPPLIERS:DRINK,FOOD AND UTILITIESThe

118、 group relies on a number of suppliers for drink,food and other services to its pubs and hotels.Part of the group has an exclusive agreement with its former associate,Wells&Youngs,for the supply of drinks to its pub estate.The group also has a number of arrangements with food suppliers,including its

119、 former majority owned subsidiary,Sticky Fingers Food Limited.In terms of both food and drink the group remains exposed to the risk of price increases and to the risk of interruption or failure of suppliers resulting in products not being delivered on time or to the standard expected.It attempts to

120、mitigate this risk by entering into fixed price arrangements,by regularly reviewing the suppliers it uses,by having informal arrangements in place such that substitute suppliers or products could be used if required and by having safety measures in place which seek to ensure product integrity is mai

121、ntained wherever possible.The group uses a large amount of electricity and gas and is therefore particularly subject to fluctuations in their cost.To help counter this the groups needs and price changes in the market are reviewed regularly and,where appropriate,it makes forward purchases;it is also

122、continually looking at ways of promoting further efficiencies in energy consumption.LICENSINGIf they believe that any of the Governments licensing objectives is being compromised,local residents,the police and other relevant agencies can ask the local authority to review a premises licence;local hea

123、lth bodies can also instigate a review.This could result in a range of possible outcomes,including further conditions being attached to a licence,trading hours being reduced,a change in the pubs management being called for or ultimately a licence being suspended or revoked.Penalties for non observan

124、ce of certain aspects of the licensing laws can also be severe and include the possibility of a licence being suspended.The group has training programmes in place which have been designed to achieve compliance with these laws and to have the groups pubs and hotels run in a responsible manner thereby

125、 minimising some of these risks.OTHER REGULATIONChanges in regulation can have a significant impact upon the groups business.In addition to those already mentioned,other examples include increases in the minimum wage and proposed improvements in glass safety.The group seeks to mitigate these through

126、 continual consideration of operating procedures to ensure any cost increases arising from such changes can be mitigated through increases in productivity.As a member of the British Beer and Pub Association(“BBPA”)it also seeks to ensure that the impact of any new legislation is considered well in a

127、dvance of its introduction and that plans are put in place to address any required changes in advance of any implementation date.In addition it works with an outside third party in ensuring changes in health and safety practices and procedures are incorporated into the business and reviewed on a reg

128、ular basis.TAXATIONA number of tax related matters affect the group,including business taxes,duty on alcoholic beverages and property rates.Again,as a member of the BBPA,the group seeks to ensure that appropriate action is taken to minimise tax related risks.It also regularly reviews its operating p

129、rocedures to identify ways in which the impact of tax related cost increases can be lessened through productivity increases and cost reductions.PENSIONSThe group operates a defined benefit scheme:the Young&Co.s Brewery,P.L.C.Pension Scheme.Its operation gives rise to various funding risks the main o

130、ne of which is the variability of the amount of contributions required to be paid to it by the group in order to account for past service benefit deficits and future service benefit accruals.These,in turn,are impacted at any point in time by changes in life expectancy assumptions,the performance of

131、the stock market and bond yields.The scheme has been closed to new entrants for a number of years and the group makes additional contributions over and above regular service contributions in order to address any funding deficit.The group also maintains a close dialogue with the schemes trustee.16 YO

132、UNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013DIRECTORS REPORT(CONTINUED)REGULATION OF TIED PUBSAccording to the Government self-regulation has had some positive impact on the industry but this has not been sufficiently far-reaching.As a result,last month the Government began to consult on establishing a

133、 statutory code(to govern the relationship between large pub companies and their tenants)and an independent adjudicator for the pubs sector(to enforce that code).As currently proposed,this new regulatory regime would not apply to the group as it doesnt have more than 500 non-managed pubs.The consult

134、ation is due to end next month.According to the consultation the willingness of smaller companies to operate a self-regulatory regime,in particular with regards to the creation of company codes and their certification by an appropriate body,is likely to influence the decision on whether the threshol

135、d for the code should be set at 500.From the companys perspective further regulation of its relationships with its tenants would be disappointing as the companys tenancy agreements already address the perceived industry issues.Further,the company operates a legally binding code which is currently be

136、ing updated to meet the latest requirements of the UK pub industry framework code of practice on how tied agreements should operate in the pub trade;this is expected to be accredited later this year.FINANCIAL INSTRUMENTS AND RELATED MATTERSThe groups financial risk management objectives and policies

137、 are set out in note 24,starting on page 46.PAYMENT OF SUPPLIERSThe companys policy is to pay those persons who are or may become its suppliers promptly at the end of the month following the month in which invoices are received provided all trading terms and conditions have been complied with.As at

138、1 April 2013 the aggregate amount owing to trade creditors(see note 23 on page 46)was equivalent to 34 days average purchases from suppliers(2012:35 days).GOING CONCERNThis report contains a review of the groups business together with a list of principal risks and uncertainties facing the group.The

139、financial position of the group,its cash flows,liquidity position and borrowing facilities are described within the financial statements.Note 24,starting on page 46,summarises the groups capital management and principal treasury objectives and some tools it uses to monitor and manage its exposure to

140、 certain financial risks(including credit risk and liquidity and cash flow risk).The group has a predominantly freehold backed balance sheet and committed facilities of 150 million in place,of which 118.5 million was drawn down at the period end,none of which needs to be refinanced until December 20

141、15.The directors believe that the group is well placed to manage its business risks successfully despite the current uncertain economic outlook and they have a reasonable expectation that the company and the group have adequate resources to continue in operational existence for the foreseeable futur

142、e.Accordingly they continue to adopt the going concern basis in preparing the annual report and financial statements.PEOPLEPeople play a key part in helping the group maintain its premium position within the pub sector.This,and the groups ability to achieve its strategic and operational objectives,c

143、ould therefore be affected if the group is unable to attract,retain,develop and motivate the best people with the right capabilities throughout the organisation,whether that be in the pubs,hotels or head office.Therefore significant investment is made in recruitment,remuneration packages are competi

144、tive,reward policies are in place and comprehensive training is provided to ensure that the groups people have the right skills to perform their jobs successfully and achieve their full potential.IT AND TELECOMSThe group,and particularly its managed estate,is reliant on IT systems for communication,

145、sales transaction recording,stock management,purchasing,accounting and reporting and many of its internal controls.Any failure of these systems would cause some degree of disruption to the business and any extended period of downtime,loss of backed up information or delay in recovering information c

146、ould affect performance significantly.To help protect against this,information is routinely backed up and arrangements are in place with third party providers to assist with data recovery and business continuity.The group also regularly monitors the needs of the business and invests in new technolog

147、y and services as necessary.FINANCENote 24,starting on page 46,contains an indication of the groups exposure to certain financial risks.YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013 17DIRECTORSNAMES AND BRIEF BIOGRAPHICAL DETAILSThe names and brief biographical details of the current directors are on

148、page 13.Apart from Edward Turner(who joined the board on 2 April 2013),all of them were directors throughout the period;no other person was a director during the period.LENGTH OF APPOINTMENTSEach of the executive directors has been appointed for an indefinite period.The period of notice required to

149、be given to terminate his appointment is as follows:NAME MINIMUM PERIOD OF MINIMUM PERIOD OF NOTICE FROM YOUNGS NOTICE FROM THE EXECUTIVEStephen Goodyear one year six monthsTorquil Sligo-Young one year six monthsPeter Whitehead one year six monthsPatrick Dardis one year one yearEdward Turner one yea

150、r one yearNo compensation is payable by Youngs for early termination.Each of the non-executive directors is part way through a three year term:Nicholas Bryans expires on 11 July 2014,both Roger Lamberts and David Pages on 31 July 2014 and Rupert Clevelys on 1 April 2016.RE-APPOINTMENTUnder the compa

151、nys articles of association the following automatically retire from office at every AGM but may offer themselves for re-appointment:any director who held office at the time of the two preceding AGMs but did not retire at either of them this applies to Nicholas Bryan,Stephen Goodyear and Patrick Dard

152、is at this years AGM;and any director appointed by the board since the last AGM this applies to Edward Turner at this years AGM.Nicholas Bryan,Stephen Goodyear,Patrick Dardis and Edward Turner are seeking re-appointment and their brief biographical details are on page 13.REMUNERATIONDetails of each

153、directors remuneration appear in note 8(b)on page 35.No director is involved in deciding his own remuneration.The remuneration of the executive directors is determined by the companys remuneration committee;the remuneration of the non-executive directors is determined by the executive committee.None

154、 of the executive directors receives remuneration as a non-executive director elsewhere.QUALIFYING INDEMNITY PROVISIONS The companys articles of association contains an indemnity provision in favour of the directors;this provision,which is a qualifying third party indemnity provision,was in force th

155、roughout the period and is in force at the date of this report.Additional indemnity provisions in favour of Rupert Clevely are described in note 30 on page 53;these provisions,which are qualifying third party indemnity provisions,were in force throughout the period and are in force at the date of th

156、is report.18 YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013 Non-voting As at A shares sharesNicholas Bryan Beneficial and family 1April2013 8,505 2 April 2012 8,505 Stephen Goodyear(i),(ii)Beneficial and family 1April2013 119,836 2 April 2012 111,004 Torquil Sligo-Young(i),(ii)Beneficial and family 1Ap

157、ril2013 240,97110,000 2 April 2012 240,971 14,000 Trustee 1April2013 3,317,972111,436 2 April 2012 3,317,972 111,436Peter Whitehead(i),(ii)Beneficial and family 1April2013 50,000 2 April 2012 50,000 Patrick Dardis(i),(ii)Beneficial and family 1April2013 7,869 2 April 2012 7,869 Rupert Clevely(i)Bene

158、ficial and family 1April2013 17,000 2 April 2012 80,756 Roger Lambert Beneficial and family 1April2013 5,2505,000 2 April 2012 1,000 1,000David Page Beneficial and family 1April2013 3,278 2 April 2012 3,278 Also interested in:(i)719,956(2012:762,284)A shares held in trust by RBT II Trustees Limited

159、see note 30 on page 54(ii)502,769(2012:702,769)A shares held in trust by Youngs Pension Trustees Limited see note 30 on page 54 CORPORATE GOVERNANCEThe board is committed to good corporate governance in the management and operation of the groups business.THE BOARDThe business and management of the g

160、roup is the collective responsibility of the board.At each meeting the board considers and reviews the groups financial and trading performance.It has a formal written schedule of matters reserved for its review and approval;this includes matters such as strategy,long term objectives and major finan

161、cial and key operational issues.The board meets every two months with additional meetings arranged as required;it met six times during the period.Formal agendas and reports are provided to the board on a timely basis along with other information to enable it to discharge its duties.All directors hav

162、e access to independent professional advice at the companys expense and to the advice and services of the Company Secretary.There is a clear division of responsibility between the Chairman(who is responsible for the effective running of the board)and the Chief Executive(who has overall responsibilit

163、y for the running of the business).COMMITTEESThe board has four standing committees:executive,audit,remuneration and disclosure.EXECUTIVE COMMITTEEThis comprises the executive directors and is chaired by Stephen Goodyear,the Chief Executive.It usually meets on a weekly basis and is responsible for t

164、he daily running of the group and the execution of approved policies and the business plan.Members of the companys senior management are invited to attend as appropriate.AUDIT COMMITTEEThis comprises Nicholas Bryan,who chairs it,Roger Lambert and David Page.It assists the board in fulfilling its ove

165、rsight responsibilities;its primary functions are to monitor the integrity of the companys financial statements and internal control systems(including risk management),to oversee the companys relationship with its external auditor and to review the effectiveness of the audit process.The committees t

166、erms of reference,which set out in full DIRECTORS HOLDINGS AND INTERESTSThe holdings and interests of the directors who held office at the period end(and their immediate families)in the share capital of the company are shown in the table below;these are in addition to the interests shown in notes 8(

167、d)and(e)on page 36.DIRECTORS REPORT(CONTINUED)YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013 19its responsibilities,can be found in the investor relations section of www.youngs.co.uk.REMUNERATION COMMITTEEThis comprises David Page,who chairs it,Nicholas Bryan and Roger Lambert.Its primary function is t

168、o determine,on behalf of the board,the remuneration packages of the executive directors.The committees terms of reference,which set out its other responsibilities,can be found in the investor relations section of www.youngs.co.uk.DISCLOSURE COMMITTEEThis comprises the executive directors and is chai

169、red by Peter Whitehead,the Finance Director.It assists the company in making timely and accurate disclosure of information required to be disclosed in order to meet legal and regulatory obligations.The committees terms of reference,which set out its other responsibilities,can be found in the investo

170、r relations section of www.youngs.co.uk.NOMINATION COMMITTEEIn practice the Chairman and the Chief Executive lead on the board nomination and appointment process.They consider the balance of skills,knowledge and experience on the board and make appropriate recommendations for consideration by the bo

171、ard.This formal but unwritten process has been used effectively for a number of years and has led the board to remain of the view that it should continue to operate in this way rather than through a more formal nomination committee.INTERNAL CONTROLThe board has overall responsibility for the interna

172、l control system and for reviewing its effectiveness.The executive directors implement and maintain the risk management and internal control systems.The audit committee assists the board in fulfilling its oversight responsibilities by monitoring the systems integrity.The system of control has been d

173、esigned to manage risk;it cannot eliminate it and therefore provides reasonable,not absolute,assurance against material misstatement or loss.RELATIONS WITH SHAREHOLDERS AND INVESTORSCopies of the annual report and the financial statements and the interim report are sent to all shareholders and copie

174、s are available at www.youngs.co.uk.The companys website also provides other information for shareholders and interested parties.Written or e-mailed enquiries are handled by the Company Secretary.Shareholders are given the opportunity to ask questions and raise issues at the AGM;this can be done for

175、mally during the meeting or informally with the directors after it.The Chief Executive and the Finance Director meet with institutional investors and analysts after the announcement of the interim and year end results.Additional meetings with institutional investors and/or analysts are arranged from

176、 time to time.EMPLOYEESConsiderable importance is placed on communications with employees and so,within the limitation of commercial confidentiality and security,Youngs provided them with information concerning trading,development and other appropriate matters.It did this at many levels throughout t

177、he business on both a formal and informal level,including through management presentations.It also consulted regularly with employees and their representatives thereby enabling the board to have regard to their views when making decisions likely to affect their interests;in connection with this Youn

178、gs continued to operate an information and consultation committee with its members being drawn from departments based at its head office in Wandsworth.The companys integrated appraisal and development process,designed to improve communications and company performance,remained in place,and the compan

179、y continued to operate a bonus scheme for eligible employees.To encourage further involvement in the groups performance the company introduced an approved savings-related share option scheme during the period;all employees of the company,Geronimo Inns Limited and Geronimo Airports Limited who had be

180、en continuously employed from 2 April 2010 were given the opportunity to join.After saving for a three-year period(through deductions from net salary),scheme members can then buy A shares in the company if they choose to do so at a discount to the market price at the time the options were granted to

181、 them.Youngs maintained its policy of giving full and fair consideration to all applications for employment,including those made by disabled people,taking account of the applicants particular aptitude and ability;of seeking to continue to employ anyone who becomes disabled while employed by the comp

182、any and arranging training in a role appropriate to the persons changed circumstances;and of giving all employees,including disabled employees,equal opportunities for training,career development and promotion.DONATIONSThe group made 14,780 of charitable donations.In addition the groups customers,pub

183、 managers and other members of staff were involved in a variety of initiatives and fundraising activities.No political donations were made.20 YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013No changes in those holdings,and no other holdings of 3%or more of the voting rights in the company,had been notifi

184、ed to the company between 2 April 2013 and 21 May 2013,both dates inclusive.STATEMENT OF CERTAIN RESPONSIBILITIES IN RELATION TO THE FINANCIAL STATEMENTS AND OTHERWISEFor each financial period the directors are required to prepare an annual report and financial statements.The latter must be prepared

185、 in accordance with International Financial Reporting Standards(“IFRS”)and applicable law and must present fairly the financial position of the group and the financial performance and cash flows of the group for the relevant period.The directors have also elected to prepare the companys financial st

186、atements under IFRS.In preparing the statements the directors must select suitable accounting policies and then apply them consistently,state that the group has complied with IFRS(subject to any material departures disclosed and explained in the financial statements)and present information,including

187、 accounting policies,in a manner that provides relevant,reliable and comparable information.The directors are responsible for keeping accounting records which disclose with reasonable accuracy,at any time,the financial position of the group and the company at that time and enable them to ensure that

188、 the financial statements comply with the Companies Act 2006.They are also responsible for safeguarding the assets of the group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.DISCLOSURE OF INFORMATION TO THE AUDITOREach of the

189、 persons who was a director at the time when this report was approved has confirmed that,so far as he was aware,there was no information needed by the companys auditor in connection with preparing its report of which the companys auditor was unaware.Each of those individuals has also confirmed that

190、he took all the steps that he ought to have taken as a director to make himself aware of any such information and to establish that the companys auditor was aware of it.This paragraph is to be interpreted in accordance with section 418 of the Companies Act 2006.PREPARATION AND DISCLAIMERThis annual

191、report and the financial statements for the period ended 1 April 2013 have been drawn up and presented for the purpose of complying with English law.Any liability arising out of or in connection with them will also be determined in accordance with English law.By order of the boardAnthonySchroederCom

192、pany Secretary 22 May 2013PUBLIC HEALTH RESPONSIBILITY DEALThe company continued to support the Governments public health responsibility deal,an initiative established to tap into the potential for businesses and other influential organisations to make a signification contribution to improving publi

193、c health by helping to create that environment.As a result the company agreed to ensure effective action was taken in its managed pubs to reduce and prevent under-age sales of alcohol(primarily through the rigorous application of Challenge 21).The company also maintained its financial and in-kind su

194、pport for Drinkaware and the“Why let the Good times go bad?”campaign and agreed to ensure alcohol advertising was undertaken by the companys managed pubs in accordance with industry codes on advertising and was not placed on any outdoor poster site within 100 meters of a school.Recognising the impac

195、t chronic conditions could have,guides(developed through the public health responsibility deals health at work network)remained embedded within the companys HR procedures to ensure that those with chronic conditions at work were managed in the best way possible with reasonable flexibilities and work

196、place adjustments.NOTIFICATIONS OF MAJOR HOLDINGS OF VOTING RIGHTS As at 1 April 2013 the company had been notified of the following holdings of 3%or more of the voting rights in the company:Thomas Young 14.31%James Young 13.81%Torquil Sligo-Young 11.99%BlackRock Investment Management(UK)Limited 8.1

197、3%Lindsell Train Limited 5.28%El Oro and Exploration Company plc 3.10%DIRECTORS REPORT(CONTINUED)YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013 21INDEPENDENT AUDITORS REPORTIndependent auditors report to the members of Young&Co.s Brewery,P.L.C.We have audited the financial statements of Young&Co.s Brew

198、ery,P.L.C.for the period ended 1 April 2013 which comprise the Group Income Statement,the Group and Parent Company Statements of Comprehensive Income,the Group and Parent Company Balance Sheets,the Group and Parent Company Statements of Cash Flow,the Group and Parent Company Statements of Changes in

199、 Equity and the related notes 1 to 34.The financial reporting framework that has been applied in their preparation is applicable law and International Financial Reporting Standards(IFRSs)as adopted by the European Union and,as regards the parent company financial statements,as applied in accordance

200、with the provisions of the Companies Act 2006.This report is made solely to the companys members,as a body,in accordance with Chapter 3 of Part 16 of the Companies Act 2006.Our audit work has been undertaken so that we might state to the companys members those matters we are required to state to the

201、m in an auditors report and for no other purpose.To the fullest extent permitted by law,we do not accept or assume responsibility to anyone other than the company and the companys members as a body,for our audit work,for this report,or for the opinions we have formed.Respectiveresponsibilitiesofdire

202、ctorsandauditorAs explained more fully in the Directors Responsibilities Statement set out on page 20,the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view.Our responsibility is to audit and express an opinion on the

203、 financial statements in accordance with applicable law and International Standards on Auditing(UK and Ireland).Those standards require us to comply with the Auditing Practices Boards Ethical Standards for Auditors.ScopeoftheauditofthefinancialstatementsAn audit involves obtaining evidence about the

204、 amounts and disclosures in the financial statements sufficient to give reasonable assurance that the financial statements are free from material misstatement,whether caused by fraud or error.This includes an assessment of:whether the accounting policies are appropriate to the groups and the parent

205、companys circumstances and have been consistently applied and adequately disclosed;the reasonableness of significant accounting estimates made by the directors;and the overall presentation of the financial statements.In addition,we read all the financial and non-financial information in the Annual R

206、eport to identify material inconsistencies with the audited financial statements.If we become aware of any apparent material misstatements or inconsistencies we consider the implications for our report.OpiniononfinancialstatementsIn our opinion:the financial statements give a true and fair view of t

207、he state of the groups and of the parent companys affairs as at 1 April 2013 and of the groups profit for the period then ended;the group financial statements have been properly prepared in accordance with IFRSs as adopted by the European Union;the parent company financial statements have been prope

208、rly prepared in accordance with IFRSs as adopted by the European Union and as applied in accordance with the provisions of the Companies Act 2006;and the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.OpiniononothermatterprescribedbytheCompanies

209、Act2006In our opinion the information given in the directors report for the financial period for which the financial statements are prepared is consistent with the financial statements.MattersonwhichwearerequiredtoreportbyexceptionWe have nothing to report in respect of the following matters where t

210、he Companies Act 2006 requires us to report to you if,in our opinion:adequate accounting records have not been kept by the parent company,or returns adequate for our audit have not been received from branches not visited by us;or the parent company financial statements are not in agreement with the

211、accounting records and returns;or certain disclosures of directors remuneration specified by law are not made;or we have not received all the information and explanations we require for our audit.Andy Glover(Senior statutory auditor)for and on behalf of Ernst&Young LLP,Statutory AuditorLondon22 May

212、2013Notes:1.The maintenance and integrity of the Young&Co.s Brewery,P.L.C.website is the responsibility of the directors;the work carried out by the auditor does not involve consideration of these matters and,accordingly,the auditor accepts no responsibility for any changes that may have occurred to

213、 the financial statements since they were initially presented on the website.2.Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.22 YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013GROUP INCOME STATEMENT

214、 For the 52 weeks ended 1 April 2013 2013 2012 Notes 000 000ContinuingoperationsRevenue 6 193,677 178,964Operating costs before exceptional items 7(164,742)(152,802)Operating profit before exceptional items 28,93526,162Operating exceptional items 9(1,809)(28,827)Operatingprofit/(loss)27,126(2,665)Fi

215、nance costs 11(5,894)(6,135)Finance revenue 11 543537Other finance income 26 544 769Profit/(loss)beforetax22,319(7,494)Taxation 12(5,274)(3,540)Taxation on property revaluation 12 5,640Profit/(loss)fortheperiodfromcontinuingoperations17,045(5,394)DiscontinuedoperationsLoss for the period from discon

216、tinued operations 13 (1,117)Profit/(loss)fortheperiod 17,045(6,511)AttributabletoShareholders of the parent 16,988(6,484)Non controlling interest 57(27)Profit/(loss)fortheperiod 17,045(6,511)Pence PenceEarnings/(loss)per12.5pordinaryshareBasic from continuing operations1635.23(11.13)Basic from conti

217、nuing and discontinued operations1635.23(13.45)Diluted from continuing operations1635.20(11.13)Diluted from continuing and discontinued operations1635.20(13.45)The notes on pages 28 to 56 form part of these financial statements.The independent auditors report is set out on page 21.All discontinued o

218、perations are attributable to the shareholders of the parent.YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013 23STATEMENTS OF COMPREHENSIVE INCOMEFor the 52 weeks ended 1 April 2013 Group Company 2013 2012 2013 2012 Notes 000 000 000 000Profit/(loss)fortheperiod17,045(6,511)14,786(9,623)Othercomprehensiv

219、eincome Unrealised gain on revaluation of property 18 8,547203,065 5,450203,065Actuarial loss on retirement benefit schemes 26(3,102)(4,088)(3,102)(4,088)Fair value movement of interest rate swaps 24(1,647)(8,215)(1,647)(8,215)Tax on above components of other comprehensive income 12 2,916(41,222)3,1

220、44(41,222)Discontinued operations actuarial loss(net of deferred tax)on retirement benefit schemes (377)6,714 149,163 3,845149,540 Totalcomprehensiveincome23,759142,65218,631139,917AttributabletoShareholders of the parent 23,702 142,679 18,631139,917Non controlling interest 57(27)Totalcomprehensivei

221、ncome23,759142,65218,631139,917The notes on pages 28 to 56 form part of these financial statements.The independent auditors report is set out on page 21.All discontinued operations are attributable to the shareholders of the parent.24 YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013 Group Company 2013 20

222、12 2013 2012 Notes 000 000 000 000NoncurrentassetsGoodwill 17 20,426 20,426 Property and equipment 18 515,899 502,042 462,358 450,191Investment in subsidiaries 19 24,254 24,254Deferred tax assets 25 7,111 7,135 Other financial asset 13 4,463 4,463 543,436 526,931 493,747 478,908CurrentassetsInventor

223、ies 20 2,455 2,342 1,875 1,887Other financial asset 13 4,749 4,749 4,749 4,749Trade and other receivables 21 4,261 4,445 29,729 32,029Cash 6,123 3,914 4,938 2,577 17,588 15,450 41,291 41,242Noncurrentassetsclassifiedasheldforsale 22 755 755Totalassets561,024543,136535,038520,905CurrentliabilitiesBor

224、rowings 24(10,006)(5)(10,006)(5)Trade and other payables 23(24,156)(26,140)(23,108)(24,256)Income tax payable (2,545)(2,469)(2,101)(2,204)(36,707)(28,614)(35,215)(26,465)NoncurrentliabilitiesBorrowings 24(108,680)(121,978)(108,680)(121,978)Derivative financial instruments 24(13,870)(12,223)(13,870)(

225、12,223)Deferred tax liabilities 25(58,381)(54,388)(51,850)(47,156)Retirement benefit schemes 26(8,841)(8,290)(8,841)(8,290)(189,772)(196,879)(183,241)(189,647)Totalliabilities (226,479)(225,493)(218,456)(216,112)Netassets334,545317,643316,582304,793CapitalandreservesShare capital 27 6,028 6,028 6,02

226、8 6,028Share premium 1,274 1,274 1,274 1,274Capital redemption reserve 1,808 1,808 1,808 1,808Hedging reserve (10,680)(9,290)(10,680)(9,290)Revaluation reserve 168,860 158,731 165,991 158,731Retained earnings 167,255 159,134 152,161 146,242Equityattributabletoequityshareholdersoftheparent 334,545 31

227、7,685 316,582 304,793Non controlling interest (42)Totalequity334,545317,643316,582304,793Approved by the board of directors and signed on its behalf by:NicholasBryan ChairmanPeterWhitehead Finance Director22 May 2013The notes on pages 28 to 56 form part of these financial statements.The independent

228、auditors report is set out on page 21.BALANCE SHEETSAt 1 April 2013YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013 25The notes on pages 28 to 56 form part of these financial statements.The independent auditors report is set out on page 21.Group Company 2013 2012 2013 2012 Notes 000 000 000 000Operatinga

229、ctivitiesNet cash generated from operations2935,11834,60130,79431,235Interest received 6 5 1,264 768Tax paid (5,393)(3,885)(4,420)(3,885)Netcashflowfromoperatingactivities29,731 30,72127,63828,118Investingactivities Sale of property and equipment 4,1617,033 4,1557,033Sale of discontinued operations

230、5,0005,100 5,0005,100Purchases of property and equipment 18(16,793)(25,605)(14,542)(22,119)Business combinations,net of cash acquired 14(3,700)(3,700)Netcashusedininvestingactivities(11,332)(13,472)(9,087)(9,986)Financingactivities Interest paid (5,808)(6,154)(5,808)(6,154)Equity dividends paid 15(6

231、,882)(6,549)(6,882)(6,549)Decrease in borrowings (3,500)(300)(3,500)(300)Decrease in short term borrowings (2,664)(2,664)Netcashflowusedinfinancingactivities(16,190)(15,667)(16,190)(15,667)Increase in cash 2,2091,582 2,3612,465Cash at the beginning of the period 3,914 2,332 2,577 112Cashattheendofth

232、eperiod6,1233,9144,9382,577STATEMENTS OF CASH FLOWFor the 52 weeks ended 1 April 201326 YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013 Total equity Capital attributable Non Share redemption Hedging Revaluation Retained to equity controlling Total capital(1)reserve reserve reserve earnings shareholders

233、interest equity Notes 000 000 000 000 000 000 000 000At4April20117,3021,808(2,966)175,388181,532(15)181,517TotalcomprehensiveincomeLoss for the period (6,484)(6,484)(27)(6,511)OthercomprehensiveincomeUnrealised gain on revaluation of property 18 203,065 203,065 203,065 Actuarial loss on retirement b

234、enefit schemes 26 (4,088)(4,088)(4,088)Fair value movement of interest rate swaps 24 (8,215)(8,215)(8,215)Tax on above components of other comprehensive income 12 1,891(43,702)589(41,222)(41,222)Discontinued operations actuarial loss (net of deferred tax)on retirement benefit schemes (377)(377)(377)

235、(6,324)159,363(3,876)149,163 149,163Totalcomprehensiveincome(6,324)159,363(10,360)142,679(27)142,652TransactionswithownersrecordeddirectlyinequityDividends paid on equity shares 15 (6,549)(6,549)(6,549)Revaluation reserve realised on disposal of properties (632)632 Share based payments by discontinu

236、ed operations 23 23 23 (632)(5,894)(6,526)(6,526)At2April20127,3021,808(9,290)158,731159,134317,685(42)317,643TotalcomprehensiveincomeProfit for the period 16,988 16,988 57 17,045OthercomprehensiveincomeUnrealised gain on revaluation of property 18 8,547 8,547 8,547 Actuarial loss on retirement bene

237、fit schemes 26 (3,102)(3,102)(3,102)Fair value movement of interest rate swaps 24 (1,647)(1,647)(1,647)Tax on above components of other comprehensive income12 2572,183 476 2,916 2,916 (1,390)10,730(2,626)6,714 6,714Totalcomprehensiveincome(1,390)10,730 14,362 23,702 57 23,759Transactionswithownersre

238、cordeddirectlyinequityDividends paid on equity shares 15 (6,882)(6,882)(6,882)Revaluation reserve realised on disposal of properties (601)601 Disposal of subsidiary (15)(15)Share based payments 28 33 33 33Tax on share based payments 7 7 7 (601)(6,241)(6,842)(15)(6,857)At1April20137,3021,808(10,680)1

239、68,860167,255334,545 334,545(1)Total share capital comprises the share capital issued and fully paid of 6,028,000(2012:6,028,000)and the share premium account of 1,274,000(2012:1,274,000).The notes on pages 28 to 56 form part of these financial statements.The independent auditors report is set out o

240、n page 21.GROUP STATEMENT OF CHANGES IN EQUITYAt 1 April 2013YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013 27 Capital Share redemption Hedging Revaluation Retained Total capital(1)reserve reserve reserve earnings equity Notes 000 000 000 000 000 000At4April20117,3021,808(2,966)165,281171,425Totalcompr

241、ehensiveincomeLoss for the period (9,623)(9,623)OthercomprehensiveincomeUnrealised gain on revaluation of property 18 203,065 203,065Fair value movement of interest rate swaps 24 (8,215)(8,215)Actuarial loss on retirement benefit schemes 26 (4,088)(4,088)Tax on above components of other comprehensiv

242、e income 12 1,891(43,702)589(41,222)(6,324)159,363(3,499)149,540Totalcomprehensiveincome(6,324)159,363(13,122)139,917TransactionswithownersrecordeddirectlyinequityDividends paid on equity shares 15 (6,549)(6,549)Revaluation reserve realised on disposal of properties (632)632(632)(5,917)(6,549)At2Apr

243、il20127,3021,808(9,290)158,731146,242304,793TotalcomprehensiveincomeProfit for the period 14,786 14,786OthercomprehensiveincomeUnrealised gain on revaluation of property 18 5,450 5,450Actuarial loss on retirement benefit schemes 26 (3,102)(3,102)Fair value movement of interest rate swaps 24 (1,647)(

244、1,647)Tax on above components of other comprehensive income 257 2,411 476 3,144(1,390)7,861(2,626)3,845Totalcomprehensiveincome(1,390)7,861 12,160 18,631TransactionswithownersrecordeddirectlyinequityDividends paid on equity shares 15 (6,882)(6,882)Revaluation reserve realised on disposal of properti

245、es (601)601 Share based payments 28 33 33Tax on share based payments 7 7(601)(6,241)(6,842)At1April20137,3021,808(10,680)165,991152,161316,582(1)Total share capital comprises the share capital issued and fully paid of 6,028,000(2012:6,028,000)and the share premium account of 1,274,000(2012:1,274,000

246、).The notes on pages 28 to 56 form part of these financial statements.The independent auditors report is set out on page 21.PARENT COMPANY STATEMENT OF CHANGES IN EQUITYAt 1 April 201328 YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 20131.GENERAL INFORMATION The group and parent company financial statement

247、s of Young&Co.s Brewery,P.L.C.for the period ended 1 April 2013 were authorised for issue by the board of directors on 22 May 2013.Young&Co.s Brewery,P.L.C.is a public limited company incorporated and domiciled in England and Wales.The companys shares are listed on the Alternative Investment Market

248、of the London Stock Exchange.The nature of the groups operations and its principal activities are set out in note 5 and in the directors report on pages 14 to 20.The current period and prior period relate to the 52 weeks ended 1 April 2013 and 2 April 2012 respectively.The financial statements are p

249、resented in pounds sterling and all values are rounded to the nearest thousand pounds(000)except where otherwise indicated.2.BASIS OF PREPARATIONThe consolidated financial statements of the group have been prepared in accordance with International Financial Reporting Standards(IFRS)as adopted for us

250、e in the European Union.IFRS includes the application of International Financial Reporting Standards including International Accounting Standards(IAS)and related Interpretations of the International Financial Reporting Interpretations Committee(IFRIC)and Interpretations of the Standing Interpretatio

251、ns Committee(SIC).During the period,new IFRS and amendments to existing IFRS were issued by the International Accounting Standards Board(IASB).The impact and,if applicable,the adoption of these standards is described below in“New Accounting Standards,Amendments and Interpretations”.No separate incom

252、e statement is presented for the company,as permitted by section 408(3)of the Companies Act 2006.The companys profit after tax for the period was 14,786,000(2012:9,623,000 loss).NewAccountingStandards,AmendmentsandInterpretationsThe group has adopted the following new accounting standards during the

253、 period.IFRS 1:Severe Hyperinflation and Removal of Fixed Dates for First time Adopters(Amendment):The amendment allows entities that were subject to serve hyperinflation to measure all assets and liabilities at fair value on conversion date to IFRS.The group considers the amendment to have no impac

254、t as its operations are based entirely in the UK and is not subject to serve hyperinflation.IFRS 7:Financial Instruments:Disclosures(Amendment):The amendments are effective for accounting periods beginning on or after 1 July 2011.Additional disclosures are now required when financial assets are dere

255、cognised.The adoption of the amendment has had no impact on the group.IAS 12:Income Taxes(Amendment)Deferred Taxes:Recovery of Underlying Assets:The amendment presumes that deferred tax on investment properties measured at fair value will be recognised on a sale basis.Non-depreciable assets should a

256、lways be measured on a sale basis.The group does not hold any investment properties but adopted the revaluation model on its property and equipment in the prior period.The group does not depreciate freehold land and the residual value of its freehold and long leasehold buildings.These non-depreciabl

257、e assets are measured on a sale basis for deferred tax.At the date of authorisation of these financial statements,the following revised standard,which has not been applied in these financial statements,was in issue but not yet effective:IAS 19:Employee Benefits(Revised)was issued in June 2011 and th

258、e key impact on the group will be to remove the separate assumptions for expected return on plan assets and discounting of scheme liabilities and replace them with one single discount rate for the net deficit.The revised standard is expected to increase the other finance charge in 2014 by approximat

259、ely 900,000.Had the standard been applied in 2013 it is estimated that,within the income statement,the other finance income of 544,000 would have been a charge of approximately 360,000(2012:769,000 income restated to a 349,000 charge).Within other comprehensive income,the actuarial loss on retiremen

260、t benefits would have reduced by 904,000(2012:1,118,000).Therefore the overall impact on the retirement benefit schemes liability would be nil(2012:nil)and it would additionally have no impact on the deferred tax asset(2012:nil).The directors intend to adopt the revised standard in 2014 and restate

261、the prior year information onto a comparable basis.The directors also intend to adopt the Standards,Amendments and Interpretations listed below when they become effective.The directors do not expect that adoption in future periods will have a material impact,apart from IFRS 13,on the financial state

262、ments of the group or company.IFRS 13:Fair Value Measurement establishes a single source of guidance under IFRS for all fair value measurements.The standard does not change when a company is required to use fair value,but rather provides guidance on how to measure fair value under IFRS when fair val

263、ue is required or permitted.The group is currently assessing the impact that this standard will have on the financial position and performance.EffectivedateIFRS 1 Government Loans(Amendment)1 January 2013IFRS 7 Offsetting Financial Assets and Financial Liabilities(Amendment)1 January 2013IFRS 9 Fina

264、ncial Instruments:Classification and Measurement 1 January 2015IFRS 10,IAS 27 Consolidated Financial Statements,Separate Financial Statements 1 January 2014IFRS 10,IFRS 12 and IAS 27 Investments Entities(Amendments)1 January 2014IFRS 11,IAS 28 Joint Arrangements,Investments in Associates and Joint V

265、entures 1 January 2014IFRS 12 Disclosure of Interests in Other Entities 1 January 2014IFRS 13 Fair Value Measurement 1 January 2013IAS 1 Presentation of Items of Other Comprehensive Income(Amendment)1 July 2012IAS 32 Offsetting Financial Assets and Financial Liabilities(Amendment)1 January 2014IFRIC

266、 20 Stripping Costs in the Production Phase of a Surface Mine 1 January 2013NOTES TO THE FINANCIAL STATEMENTSFor the period ended 1 April 2013YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013 293.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIESThe significant accounting policies adopted are set out below and,ex

267、cept as noted above,have been applied consistently in presenting the group and parent company financial information.(a)Basis of consolidationThe groups financial statements consolidate the financial statements of Young&Co.s Brewery,P.L.C.with the entities it controls,its subsidiaries,and a special p

268、urpose entity,drawn up to the period end.Control exists where the company has the power to govern the financial and operating policies of the investee entity so as to obtain benefits from its activities.The special purpose entity is an Employee Share Ownership Plan(ESOP)Trust.The results of subsidia

269、ries acquired or disposed of during the period are included in the group income statement from the effective date of acquisition or up to the effective date of disposal,as appropriate.The financial statements of the subsidiaries and special purpose entity are consolidated on a comparable period basi

270、s,using consistent accounting policies.All inter company balances and transactions,including unrealised profits arising on them,are eliminated.For non wholly owned subsidiaries,a share of the profit/(loss)for the financial period and the net assets is attributed to the non controlling interests as s

271、hown in the group income statement,the group statement of comprehensive income and the group balance sheet.(b)The parent companys investments in subsidiariesIn its separate financial statements,the parent company recognises its investments in its subsidiaries on the basis of the direct equity intere

272、st.Income is recognised from these investments in relation to distributions received.(c)Revenue recognitionRevenue is recognised to the extent that it is probable that the economic benefits will flow to the group and the revenue can be reliably measured.Revenue is measured at the fair value of the c

273、onsideration received,excluding discounts,rebates and VAT.The following criteria must also be met before revenue is recognised:Sale of goods Revenue from sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer.Rental income Rental income

274、arising from operating leases on properties is accounted for on a straight line basis over the lease term.Interest income Revenue is recognised as interest accrues(using the effective interest method).Dividends Revenue is recognised when the companys right to receive payment is established.(d)Except

275、ional itemsExceptional items,as disclosed on the face of the income statement,are items which due to their material and non recurring nature have been classified separately in order to draw them to the attention of the reader of the financial statements.They are included in the adjustments that,in m

276、anagements judgement,are required in order to show more accurately the business performance of the group in a consistent manner and to reflect how the business is managed and measured on a day to day basis.(e)Business combinations and goodwillBusiness combinations are accounted for using the acquisi

277、tion method.The cost of an acquisition is measured as the aggregate of the consideration transferred,measured at acquisition date fair value,and the amount of any non controlling interest in the acquiree.The non controlling interest is measured as the proportionate share of the acquirees identifiabl

278、e net assets.Acquisition costs incurred are expensed and included in operating exceptional items.Goodwill arising on acquisition represents the excess of the cost of acquisition over the fair value of the net identifiable assets acquired and liabilities assumed at the date of acquisition.On disposal

279、 of a subsidiary,the attributable amount of goodwill is included in the determination of the profit or loss on disposal.(f)Property and equipmentProperties,including land and buildings,and fixtures,fittings and equipment are held at fair value,and are revalued by qualified valuers on a sufficiently

280、regular basis using open market values so that the carrying value of an asset does not differ significantly from its fair value at the balance sheet date.Surpluses which arise from the revaluation exercise are included within other comprehensive income(in the revaluation reserve)unless they are reve

281、rsing a revaluation adjustment which has been recognised in the income statement previously.Where the revaluation exercise gives rise to a deficit,this is reflected directly in other comprehensive income(in the revaluation reserve)to the extent that a surplus exists against the same asset.Any furthe

282、r decrease in value is recognised in the income statement as an exceptional expense.The carrying amount of an asset,less any residual value,is depreciated on a straight line basis over the assets useful life or lease term if shorter.The residual value,useful life and depreciation method applied to e

283、ach asset are reviewed annually.The group does not depreciate freehold land and the residual value of its freehold and long leasehold buildings.Useful lives:Freehold and long leasehold buildings 50 years Short leasehold buildings Shorter of the estimated useful life and the lease term Fixtures,fitti

284、ngs and equipment 3-10 yearsAn assets carrying amount is written down immediately to its recoverable amount if the assets carrying amount is greater than its estimated recoverable amount(note 3(g).30 YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 20133.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(CONTINUED)Th

285、e gain arising on the disposal or retirement of an asset is determined as the difference between the sales proceeds and the carrying amount of the asset,and is recognised in the income statement.Pub fixtures,fittings and equipment are treated as disposals in the period following completion of their

286、write down.(g)Impairment of assetsThe carrying values of investments,property and equipment are reviewed for impairment if events or changes in circumstances indicate the carrying value may not be recoverable.Goodwill is mandatorily assessed for impairment on an annual basis or more frequently if th

287、ere are indications that the carrying value may be impaired.Impairment is assessed on the basis of either each individual asset or each individual cash generating unit(an individual pub)or,in the case of goodwill,the group of cash generating units associated with it.For the purpose of impairment tes

288、ting,goodwill acquired in a business combination is,from the acquisition date,allocated to each of the groups cash generating units(or groups of cash generating units)that are expected to benefit from the combination.An impairment loss is recognised for the amount by which the assets carrying amount

289、 exceeds its recoverable amount.The recoverable amount is the higher of an assets fair value less costs to sell and the value in use;it is determined for an individual asset unless the asset does not generate cash inflows that are largely independent of those from other assets of groups of assets.Th

290、e fair value less costs to sell of the asset is assumed to be the market value of the property.Value in use is assessed by reference to the estimated future cash flows which are discounted to present value using an appropriate pre tax discount rate.Impairment losses are recognised in the income stat

291、ement.Where an impairment loss subsequently reverses,the carrying amount of the asset is increased to the revised estimate of its recoverable amount,but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised fo

292、r the asset in prior periods.A reversal of an impairment loss is recognised immediately in the group income statement unless the impairment loss related to goodwill in which case it is not reversed.(h)Leases(1)Where the group is the lesseeAssets held under finance leases which transfer to the group

293、substantially all the risks and benefits incidental to ownership of the leased item are capitalised at the inception of the lease,with a corresponding liability being recognised for the lower of the fair value of the leased asset and the present value of the minimum lease payments.Lease payments are

294、 apportioned between the reduction of the lease liability and finance charges in the income statement so as to achieve a constant rate of interest on the remaining balance of the liability.Leases where the lessor retains a significant portion of the risks and benefits of ownership of the asset are c

295、lassified as operating leases and rentals payable are charged in the income statement on a straight line basis over the lease term.(2)Where the group is the lessorAssets leased out under operating leases are included in property and equipment and depreciated over their estimated useful lives.Rental

296、income,including the effect of lease incentives,is recognised on a straight line basis over the lease term.(i)Non current assets held for saleAssets whose carrying amounts will be recovered principally by sale rather than continuing use are classified separately as assets held for sale.Assets are cl

297、assified as held for sale when management has committed to their sale,the asset is available for immediate sale and a sale is highly probable.Assets held for sale are measured at the lower of their carrying value and fair value less costs of disposals.(j)InventoriesInventories are valued at the lowe

298、r of cost and net realisable value.Cost includes all costs of purchase,costs of conversion and other costs incurred in bringing the inventories to their present location and condition.The cost formula used is equivalent to a First in,First out method.(k)CashCash in the balance sheet comprises cash a

299、t banks and in hand.For the purpose of the group and parent company cash flow statements cash is net of outstanding bank overdrafts.Cash and cash equivalents include only deposits which mature in less than three months.(l)Trade and other payablesTrade payables are recognised initially at fair value

300、and subsequently at amortised cost.When applicable,trade and other payables are analysed between current and non current liabilities on the face of the balance sheet,depending on when the obligation to settle will crystallise.(m)Interest bearing loans and borrowingsAll loans and borrowings are initi

301、ally recognised at fair value.Directly attributable transaction costs are capitalised and amortised,using the effective interest method through finance expense,over the life of the facility.After initial recognition,interest bearing loans and borrowings are subsequently measured at amortised cost us

302、ing the effective interest method.(n)TaxationThe tax expense represents the sum of the tax currently payable and deferred tax.The current tax payable is based on taxable profit for the period.Taxable profit differs from profit before tax as reported in the income statement because it excludes items

303、of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible.The groups liability for current tax is calculated using UK tax rates that have been enacted or substantively enacted by the balance sheet date.The current tax expens

304、e is recognised in the income statement unless it relates to items that are credited or charged to equity,in which case it is credited or charged directly to equity.NOTES TO THE FINANCIAL STATEMENTS(CONTINUED)YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 2013 31Deferred tax is recognised on all temporary d

305、ifferences arising between the tax bases of assets and liabilities and their carrying amounts,with the following exceptions:where the deferred tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and,at the time

306、 of the transaction,affects neither the accounting profit nor taxable profit or loss;in respect of taxable temporary differences associated with investments in subsidiaries or associates where the timing of the reversal of the temporary differences can be controlled and it is probable that the tempo

307、rary differences will not reverse in the foreseeable future;and deferred income tax assets are recognised only to the extent that it is probable that taxable profits will be available against which the deductible temporary differences,carried forward tax credits or tax losses can be utilised.Where c

308、apital gains have been rolled over for tax purposes a deferred tax liability is recorded on the rolled over gain to reflect the tax that may be due on this amount at a future date.Where there has been an upward revaluation of an asset and the asset is expected to be realised through disposal,a defer

309、red tax liability is recorded based on the difference between the indexed cost of the asset less any capital gains which have been rolled over against the asset and the revalued amount.Deferred tax is measured on an undiscounted basis at the UK tax rates that are expected to apply on reversal of the

310、 underlying temporary differences,based on tax rates and laws enacted or substantively enacted at the balance sheet date.(o)Accounting for the ESOP TrustThe capital gains tax liability that may arise on the allocated shares in the Ram Brewery Trust II when they are transferred to employees on retire

311、ment is recognised as a provision in the financial statements.(p)Derivative financial instruments and hedgingThe group uses derivative financial instruments such as interest rate swaps to hedge its risk associated with interest rate fluctuations.From 1 April 2006 derivative financial instruments are

312、 initially recognised at fair value on the date on which a derivative contract is entered into and are subsequently re-measured at fair value.Derivatives are carried as assets when the fair value is positive and as liabilities when the fair value is negative.The fair value of interest rate swap cont

313、racts is determined by reference to market values for similar instruments.For those derivatives designated as hedges and for which hedge accounting is desired,the hedging relationship is documented at its inception.This documentation identifies the hedging instrument,the hedged item or transaction,t

314、he nature of the risk being hedged and how its effectiveness will be measured throughout its duration.Such hedges are expected at inception to be highly effective.Where cash flow hedge accounting is not applied,the movement in the fair value of the derivative is recognised immediately in the income

315、statement.Where cash flow hedge accounting is applied,as in the case of the interest rate swaps held by the group,the effective portion of the gain or loss on the hedging instrument is recognised in the statement of comprehensive income,while the ineffective portion is recognised in the income state

316、ment.If the hedging instrument expires or is sold,terminated or exercised without replacement or rollover,or if its designation as a hedge is revoked,amounts previously recognised in equity remain in equity until the forecast transaction occurs,at which point they are transferred to the income state

317、ment.If the related transaction is not expected to occur,the amount held in equity is recognised immediately in the income statement.(q)Pensions and other post retirement benefitsThe company operates a defined contribution pension scheme,a defined benefit pension scheme and a post retirement health

318、care scheme.Contributions to the defined contribution scheme are recognised in the income statement in the period in which they become due.For the defined benefit scheme,the cost of providing benefits is determined using the projected unit credit method,which attributes entitlements to benefits to t

319、he current period(to determine current service cost)and to the current and prior periods(to determine the present value of defined benefit obligations)and is based on actuarial advice.Past service costs are recognised in the income statement on a straight line basis over the vesting period or immedi

320、ately if the benefits have vested.When a settlement(eliminating all obligations for benefits already accrued)or a curtailment(reducing future obligations as a result of a material reduction in the scheme membership or a reduction in the future entitlement)occurs,the obligation and related scheme ass

321、ets are re-measured using current actuarial assumptions and the resultant gain or loss is recognised in the income statement during the period in which the settlement or curtailment occurs.The interest element of the defined benefit cost represents the change in present value of scheme obligations r

322、esulting from the passage of time,and is determined by applying the discount rate to the opening present value of the benefit obligations,taking into account material changes in the obligations during the period.The expected return on scheme assets is based on an assessment made at the beginning of

323、the period of long term market returns on scheme assets,adjusted for the effect on the fair value of scheme assets of contributions received and benefits paid during the period.The difference between the expected return on scheme assets and the interest cost is recognised in the income statement as

324、other finance income or expense.Actuarial gains and losses are recognised in full in the statement of comprehensive income in the period in which they occur.The defined benefit pension liability in the balance sheet comprises the present value of the defined benefit obligations(using a discount rate

325、 based on high quality corporate bonds),less any past service cost not yet recognised less the fair value of scheme assets out of which the obligations are to be settled directly.Fair value is based on market price information and in the case of quoted securities is the published bid price.The value

326、 of a net pension benefit asset is restricted to the sum of any unrecognised past service costs and the present value of any amount the group expects to recover by way of refunds from the scheme or reductions in the future contributions.Post retirement health care benefits are provided for certain e

327、mployees and certain directors(together,the“members”).Entry to the scheme is on a discretionary basis.The annual premium for providing cover is determined by BUPA.This information is taken by qualified actuaries who then assess the reserve required to provide this benefit for members future lifetime

328、s,using IAS 19 assumptions.The liability for new entrants is recognised through the income statement in the period in which the benefit is granted.Actuarial gains and losses arising from experience adjustments,and changes in actuarial assumptions,are recognised in full directly in the statement of c

329、omprehensive income.32 YOUNG&CO.S BREWERY,P.L.C.ANNUAL REPORT 20133.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(CONTINUED)(r)Trade and other receivablesTrade receivables are recognised and carried at the lower of their original invoice value and recoverable amount.A provision for impairment is made w

330、hen there is objective evidence(such as the probability of insolvency or significant financial difficulties of the debtor)that the group will not be able to collect all of the amounts due under the original terms of the invoice.The carrying amount of the receivable is reduced through use of an impai

331、rment provision.Impaired debts are derecognised when they are assessed as irrecoverable.(s)Use of estimatesThe preparation of financial information in conformity with IFRS requires management to make certain judgements,estimates and assumptions that affect the application of policies and reported am

332、ounts of assets and liabilities,income and expenses.Although these estimates are based on managements best knowledge of the amount,event or actions,actual results ultimately may differ from those estimates.Estimates and underlying assumptions are reviewed on an ongoing basis.Revisions to accounting

333、estimates are recognised in the period in which the estimate is revised and in any future period affected.The areas involving a higher degree of judgement or complexity,or where the most sensitive estimates and assumptions are significant to the financial statements,are set out in note 4.4.KEY ACCOUNTING ESTIMATES AND JUDGEMENTSThe following are the key judgements that management have made in the

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