Company Announcements

12 May 2021

Wm Morrison Supermarkets PLC ('Morrisons')

Annual Report and Financial Statements and Notice of Annual General Meeting 2021

In accordance with Listing Rule 9.6.1, the following documents have today been posted or otherwise been made available to shareholders:

●    Annual Report and Financial Statements for the year ended 31 January 2021

●    Notice of Annual General Meeting ('AGM')

●    Form of Proxy for the 2021 AGM

A copy of each of these documents has been submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism

The Annual Report and Financial Statements 2020/21 are available to view on the Morrisons website at https://www.morrisons-corporate.com/investor-centre/annual-report/  

Full details of the meeting, including details of the resolutions to be considered are set out in the Notice of Annual General Meeting 2021 which can be viewed on our website at https://www.morrisons-corporate.com/investor-centre

In accordance with Disclosure and Transparency Rule (DTR) 4.1, the Group's preliminary results announcement on 11 March 2021 included the following:

●    A condensed set of the Group's financial statements;

●    Information on important events that have occurred during the financial year and their impact on the financial statements; and

●    Principal risks and uncertainties.

That information, together with the information set out below which is extracted from the Annual Report and Financial Statements 2020/21, constitutes the material required by DTR 6.3.5. This must be communicated to the media in unedited full text.

This announcement is not a substitute for reading the full Annual Report and Financial Statements 2020/21. Page and note references in the text below refer to page numbers in the Annual Report and Financial Statements 2020/21. To view the preliminary results announcement, slides of the results presentation and the audio webcast please visit https://www.morrisons-corporate.com/investor-centre

Related party transactions

Key management personnel

Senior managers and members of the Board of Directors, including 10 Non-Executive Directors (2020: 7), are deemed to be key management personnel in accordance with the requirements of IAS 24 'Related party disclosures'. Of the 10 Non-Executives, 7 remained in position at the end of the financial year.

Key management personnel compensation for the 52 weeks ended 31 January 2021 was as follows:

Board of Directors

¹ There are no Executive Directors (2020: none) who have retirement benefits accruing under any of the Group's defined benefit retirement schemes. The Executive Directors received a pension salary supplement of £386,000 (2020: £362,000) in total.

Senior managers

Transactions

During the 52 weeks ended 31 January 2021, the Group received a dividend of £8m (2020: £9m) from MHE JVCo Limited. The Group has a 51% interest in MHE JVCo Limited (2020: 51%).

Statement of Directors' responsibilities in respect of the Annual Report and Financial Statements

The Directors are responsible for preparing the Annual Report and the Financial Statements in accordance with applicable law and regulation.

Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have prepared the Group financial statements in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006. Additionally, the Financial Conduct Authority's Disclosure Guidance and Transparency Rules require the Directors to prepare the Group financial statements in accordance with international financial reporting standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union, and company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS 101 'Reduced Disclosure Framework', and applicable law).

Under company law, Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and Company and of the profit or loss of the Group and Company for that period. In preparing the financial statements, the Directors are required to:

●    select suitable accounting policies and then apply them consistently;

●    state whether for the Group, international accounting standards in conformity with the requirements of the Companies Act 2006 and international financial reporting standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union, and for the Company, United Kingdom Accounting Standards, comprising FRS 101 have been followed, subject to any material departures disclosed and explained in the financial statements;

●    make judgements and accounting estimates that are reasonable and prudent; and

●    prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and Company will continue in business.

The Directors are also responsible for safeguarding the assets of the Group and Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Group's and Company's transactions and disclose with reasonable accuracy at any time the financial position of the Group and Company and enable them to ensure that the financial statements comply with the Companies Act 2006.

The Directors are responsible for the maintenance and integrity of the Company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Statement of Directors' responsibilities in respect of the Annual Report and Financial Statements (continued)

Directors' confirmations

The Directors consider that the Annual Report and accounts, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Group's and Company's position and performance, business model and strategy.

Each of the Directors, whose names and functions are listed in the Corporate governance report confirm that, to the best of their knowledge:

●    the Group financial statements, which have been prepared in accordance with international financial reporting standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union, give a true and fair view of the assets, liabilities, financial position and profit of the Group;

●    the Company financial statements, which have been prepared in accordance with United Kingdom Accounting Standards, comprising FRS 101, give a true and fair view of the assets, liabilities, financial position and loss of the Company; and

●    the Annual Report includes a fair review of the development and performance of the business and the position of the Group and Company, together with a description of the principal risks and uncertainties that it faces.

In the case of each Director in office at the date the Directors' report is approved:

●    so far as the Director is aware, there is no relevant audit information of which the Group's and Company's auditors are unaware; and

●    they have taken all the steps that they ought to have taken as a Director in order to make themselves aware of any relevant audit information and to establish that the Group's and Company's auditors are aware of that information.

Disclosure of information to auditors

The Directors who held office at the date of approval of this Directors' report confirm that, so far as they are each aware, there is no relevant audit information of which the Group's auditor is unaware; and each Director has taken all steps that he or she ought to have taken as a Director to make himself or herself aware of any relevant audit information and to establish that the Group's auditor is aware of that information.

Assessment of whether the Annual Report is fair, balanced and understandable

As required by the Code, the Directors confirm that they consider that the Annual Report, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Group's position and performance, business model and strategy.

Statement of Directors' responsibilities in respect of the Annual Report and Financial Statements (continued)

When arriving at this position the Board was assisted by a number of processes including the following:

●    the Annual Report is drafted by appropriate senior management with overall coordination by the Chief Financial Officer to ensure consistency across sections;

●    an extensive verification process is undertaken to ensure factual accuracy; and

●    comprehensive reviews of drafts of the report are undertaken by members of the Executive Committee and other senior management; and the final draft is reviewed by the Audit Committee prior to consideration by the Board.

Responsibility statement

We confirm that to the best of our knowledge:

●    the financial statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Group and its subsidiaries included in the consolidation as a whole; and

●    the Strategic report includes a fair review of the development of the business and the position of the Group and its subsidiaries included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face.

 END