Company Announcements

Keller Group Plc - Annual Financial Report

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9 April 2024

 

Keller Group plc

 

Annual Report and Accounts for the year ended 31 December 2023 and Notice of 2024 Annual General Meeting

 

Keller Group plc (“Keller”, the “Company”) announces that its Annual General Meeting will be held at 10.00am on Wednesday15 May 2024 (“AGM 2024”) at the offices of DLA Piper UK LLP, 160 Aldersgate Street, London EC1A 4HT.

 

In connection with this, the following documents have been posted or otherwise made available to shareholders:

 

·           Annual Report and Accounts for the year ended 31 December 2023 ("Annual Report 2023")

·           Notice of AGM 2024

·           Proxy Form (for shareholders on the register of members)

·           Form of Direction (for employee shareholders)

·           Notice of Availability

 

In compliance with Listing Rule 9.6.1R, copies of these documents have been submitted, where appropriate, to the National Storage Mechanism via the FCA's Electronic Submission System and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism

 

We have also submitted the Annual Report 2023 in the electronic reporting format required by Disclosure Guidance and Transparency Rule (“DGTR”) 4.1.14R; and the Annual Report 2023 and the Notice of AGM 2024 are now available to view on the Investors section of the Company's website at Investor centre | Keller Group plc .

 

The Board is keen to ensure that shareholders are able to exercise their right to participate in the meeting. Details on how to submit a proxy vote electronically, by post, online through CREST or Proxymity are set out in the Notice of AGM 2024.

 

Should shareholders wish to ask any questions of the Board relating to the business of the AGM 2024, they are encouraged to email their questions in advance to secretariat@keller.com or send them by post to the Company's registered office for the attention of the Group Company Secretary and Legal Advisor.

 

In accordance with DGTR 6.3.5R, this announcement contains information in the Appendix about the principal risks and uncertainties, the Directors’ responsibility statement and note 29 to the accounts on related party transactions. This information has been extracted in full unedited text from the Annual Report 2023. This material should be read in conjunction with and is not a substitute for reading the full Annual Report 2023. References to page numbers and notes in the Appendix refer to those in the Annual Report 2023.   A condensed set of financial statements was appended to the Keller's preliminary results announcement issued on 5 March 2024.

 

For further information, please contact:

        Keller Group plc
        www.keller.com
      

Silvana Glibota-Vigo, Group Head of Secretariat     020 7616 7575

Notes to editors:

Keller is the world's largest geotechnical specialist contractor providing a wide portfolio of advanced foundation and ground improvement techniques used across the entire construction sector. With around 9,500 staff and operations across five continents, Keller tackles an unrivalled 5,500 projects every year, generating annual revenue of c.£3bn.

LEI number:         549300QO4MBL43UHSN10

DGTR 6 Annex 1 Classification:      1.1   (Annual financial and audit reports)

 

Appendix

Principal risks and uncertainties

We list on the following pages the principal risks and uncertainties as determined by the Board that may affect the Group and highlights the mitigating actions that are being taken. The content of the table, however, is not intended to be an exhaustive list of all the risks and uncertainties that may arise.

Link to strategy

1 Balanced portfolio       2 Engineered solutions

3 Operational excellence     4 Expertise and scale

 

Risk movement since 2022 and link to viability

Increased risk     Constant risk     Reduced risk    


Timeframe

Short term     Medium term     Long term

 

Financial risk

1   Inability to finance our business


Description and impact Causes             Mitigation and        Movement since
                                          internal controls     2022

                                              --  Centralised
                                                  Treasury
                                                  function that
                                                  is
                                                  responsible
                                                  for managing
                                                  key financial
                                                  risks,
                                                  including
                                                  liquidity and
                                                  credit
                                                  capacity.
                                              --  Mixture of
                                                  long-term
                                                  committed
                                                  debt with
                                                  varying
                                                  maturity
                                                  dates which
                                                  comprise a
                                                  £375m
                                                  revolving
                                                  credit
                                                  facility with
                                                  a maturity
                                                  extended to
                                                  November 2025
                                                  and a new US
                                                  private
                                                  placement
Failure to                                        debt of
sufficiently and                                  $300m, with
effectively manage the                            $120m
financial strength of                             maturing in
the Group could lead                              2030 and
it to:                                            $180m
                                                  maturing in
    --  Fail to meet                              2033. There   Reduced risk
        required tests                            is $75m of US
        that allow it                             private       New $300m US
        to continue to                            placement     private
        use the going                             maturing in   placement
        concern basis                             2024.         secured, along
        in preparing       --  Failure to     --  The Group     with strong
        its financial          accurately         maintains     operational
        statements.            forecast           significant   performance
    --  Fail to meet           material           undrawn       throughout 2023,
        financial              exposures          facilities    demonstrate
        covenant               and/or             within a      clear ability to
        tests,                 manage the         high-quality  manage both
        potentially            financial          RCF bank      existing and
        leading to a           resources          syndicate,    future risks.
        default event.         of the             which
    --  Have a lack of         Group.             underpin the  Negotiations to
        available                                 liquidity     refinance the
        funds,                                    requirements  existing
        restricting                               of the Group. revolving credit
        investment in                         --  Strong free   facility will
        growth                                    cash flow     commence in Q1
        opportunities,                            profile –     2024.
        whether                                   flexibility
        through                                   on capital
        acquisition or                            expenditure
        innovation.                               and ability
    --  Be unable to                              to reduce
        meet dividend                             dividends.
        payment                               --  Embedded
        requirements.                             procedures to
                                                  monitor the
                                                  effective
                                                  management of
                                                  cash and
                                                  debt,
                                                  including
                                                  weekly cash
                                                  reports and
                                                  regular cash
                                                  flow
                                                  forecasting
                                                  to ensure
                                                  compliance
                                                  with
                                                  borrowing
                                                  limits and
                                                  lender
                                                  covenants.
                                              --  Culture
                                                  focused on
                                                  actively
                                                  managing our
                                                  working
                                                  capital and
                                                  monitoring
                                                  external
                                                  factors that
                                                  may affect
                                                  funding
                                                  availability.


 

Link to strategy     3 / 4

Link to viability   Yes

Timeframe                     Medium / Long term

 

Market risk

2     A rapid downturn in our markets

 


Description and     Causes               Mitigation and      Movement since 2022
impact                                   internal controls

                                             --  The diverse
                                                 markets in
                                                 which the
                                                 Group
                                                 operates,
                                                 both in
                                                 terms of
                                                 geography
                                                 and market
                                                 segment,
                                                 provide
                                                 protection
                                                 to
                                                 individual
                                                 geographic
                                                 or segment
                                                 slowdowns.
Inability to                                 --  Leveraging
maintain a                                       the global
sustainable level                                scale of
of financial                                     the Group,
performance                                      talent and
throughout the          --  Customers            resources
construction                postponing           can be
industry market             or reducing          redeployed  Constant risk
cycle, which grows          investment           to other
more than many              in ongoing           parts of    The Group continues
other industries            and new              the company to maintain a very
during periods of           projects.            during      strong order book
economic expansion      --  Impact of            individual  across all
and falls more              increasing           market      divisions at near
harder than many            inflation,           slowdowns.  record levels.
other industries            especially       --  Having      However, due to
when the economy            in steel,            strong      increasing
contracts. Any              cement and           local       inflation, higher
significant,                energy.              businesses  interest rates and,
sustained reduction     --  Political            with        geopolitical
in the level of             instability          in-depth    uncertainty, we are
customer activity           leading to           knowledge   seeing some early
could adversely             disruption           of the      signs of customers
affect the Group’s          in supply            local       delaying project
strategy, reducing          chains               markets     starts and
revenue and                 impacting            enables     investment.
profitability in            both                 early
the short and               availability         detection
medium term, and            and price.           and
negatively impact                                response to
the longer-term                                  market
viability of the                                 trends.
Group.                                       --  The diverse
                                                 customer
                                                 base, with
                                                 no single
                                                 customer
                                                 accounting
                                                 for more
                                                 than 4% of
                                                 Group
                                                 revenue,
                                                 reduces the
                                                 potential
                                                 impact of
                                                 individual
                                                 customer
                                                 failure
                                                 caused by
                                                 an economic
                                                 downturn.


 

Link to strategy     1 / 2  

Link to viability   Yes

Timeframe     Medium / Long term

Strategic risks

3   Failure to procure new contracts while maintaining appropriate margins


Description and       Causes                Mitigation and        Movement since
impact                                      internal controls     2022

                                                                  Constant risk

                                                --  A focus on    We continue to
                                                    understanding maintain a
                                                    customer      strong order
                                                    requirements  book with
                                                    and           improving
                                                    competitor    margins during
                                                    capabilities. 2023. We are
                                                --  Structured    also seeing
                                                    bid review    increased
                                                    processes in  competition on
Failure to negotiate                                operation     contracts
satisfactory and                                    throughout    within our
appropriate                                         the Group     markets with
contractual terms may                               with          increased
result in:                                          well-defined  pressure on
                                                    selection     bid pricing
    --  Delays and                                  criteria that from our
        disputes          --  Increased             are designed  customers that
        during                competition           to ensure we  along with
        project               especially in         take on       inflationary
        delivery,             tight or              contracts     pressures
        negatively            contracting           only where we could
        impacting our         markets.              understand    potentially
        relationships     --  Failure to            and can       erode contract
        with our              fully                 manage the    margins.
        customers and         understand            risks         Significant
        the Group’s           and/or                involved.     increase in
        reputation            ability to        --  The Project   the cost of
        for                   meet customer         Lifecycle     insurance
        delivering            requirements.         Management    along with
        quality           --  Inadequate            (PLM)         increased
        products and          resources in          Standard has  self-insured
        solutions.            place                 introduced    and deductible
    --  Adverse               (physical             more rigour   limits will
        impact on the         assets and            into how      require a
        Group’s               people).              risks are     renewed
        strategy          --  Failure to            considered    communication
        leading to            understand            during the    across Keller
        reduced               and engage            opportunity,  with a focus
        revenue and           with customer         contract      on minimising
        profitability         on balanced           approval and  our exposure
        and                   approach to           project       to unnecessary
        negatively            allocation or         execution     risk and
        impacting the         sharing of            phases.       contractually
        Group’s               risk in the       --  Sales         limiting our
        ability to            contract.             training –    liability
        fund its                                    focus on      wherever
        strategic                                   contractual   possible.
        objectives.                                 and
    --  Increased                                   commercial    Work to
        cost of                                     terms.        refresh and
        insurance and                           --  Continuous    refocus the
        deductible.                                 monitoring of PLM Standard
                                                    market trends focusing on
                                                    and their     project
                                                    potential     performance
                                                    impact.       management,
                                                --  Continuous    hence renaming
                                                    monitoring of it PPM
                                                    order book    (Project
                                                    wins and      Performance
                                                    losses.       Management),
                                                                  is almost
                                                                  complete.



 

Link to strategy     1 / 2 / 3 / 4

Link to viability   No

Timeframe     Short / Medium / Long term

4   Losing our market share


Description and impact Causes                  Mitigation and         Movement
                                               internal controls      since 2022

                                                   --  A clear
                                                       business
                                                       strategy with
                                                       defined short,
                                                       medium and
                                                       long-term
                                                       objectives,
                                                       which is
                                                       monitored at
                                                       local,
                                                       divisional and
                                                       Group level.
                                                   --  Continued
                                                       analysis of
                                                       existing and
                                                       target markets
Inability to achieve                                   to ensure
sustainable growth,                                    opportunities  Constant
whether through                                        that they      risk
acquisition, new                                       offer are
products, new                                          understood.    We
geographies or                                     --  An             continued
industry-specific                                      opportunities  to see very
solutions, may:                                        pipeline       strong
                                                       covering all   improvement
    --  Jeopardise our                                 sectors of the across the
        position as                                    construction   US in 2023,
        the preferred      --  Increased               market.        where we
        international          competitor          --  A wide-ranging are
        geotechnical           activity                local branch   providing a
        specialist             especially in           network which  wider range
        contractor.            tight or                facilitates    of our
    --  Lead to                contracting             customer       products
        inefficiencies         markets.                relationships  across more
        and increased      --  Failure to              and helps      locations
        operating              adjust to               secure repeat  following
        costs, which           changing                work.          the
        in turn could          customer            --  Continually    successful
        impact our             demands or              seeking to     execution
        ability to             fully                   differentiate  of the One
        deliver                understand and          our offering   Keller
        balanced               meet their              through        project in
        profitable             requirements.           service        2021. This
        growth, which      --  Inability to            quality, value focus is
        is a key               identify                for money and  also
        component of           changes in              innovation.    showing
        our strategy.          market demands,     --  North American success in
    --  Failure to             including               businesses     the other
        deliver on our         changes to              reorganisation divisions
        key strategic          promote                 delivering on  as they
        objective may          sustainability.         cross-selling  diversify
        result in the                                  opportunities. their
        loss of                                    --  Minimising the available
        confidence and                                 risk of        product
        trust of our                                   acquisitions,  range to
        key                                            including      maintain
        stakeholders                                   getting to     and grow
        including                                      know a target  our market
        investors,                                     company in     share.
        financial                                      advance, often
        institutions                                   working in
        and customers.                                 joint venture,
                                                       to understand
                                                       the
                                                       operational
                                                       and cultural
                                                       differences
                                                       and potential
                                                       synergies, as
                                                       well as
                                                       undertaking
                                                       these through
                                                       due diligence
                                                       and structured
                                                       and carefully
                                                       managed
                                                       integration
                                                       plans.


 

Link to strategy     1 / 2

Link to viability   Yes

Timeframe     Short / Medium / Long term

 

 

5     Ethical misconduct and non-compliance with regulations


Description and      Causes                  Mitigation and         Movement
impact                                       internal controls      since 2022

                                                 --  A Code of
                                                     Business
                                                     Conduct that
                                                     sets out
                                                     minimum
                                                     expectations
                                                     for all
                                                     colleagues in
                                                     respect of
                                                     ethics,
                                                     integrity and
                                                     regulatory
                                                     requirements,
Keller operates in                                   that is
many different                                       updated
jurisdictions and is                                 annually and
subject to various                                   is backed by a Constant
rules, regulations                                   training       risk
and other legal                                      programme to
requirements                                         ensure that it Following on
including those                                      is fully       from the
related to           Failure to comply with          embedded       financial
anti-bribery and     the Code of Business            across the     reporting
anti-corruption.     Conduct or related              Group.         fraud in the
Failure to comply    policies and procedures     --  Ethics and     Austral
with the Code of     could stem from:                Compliance     business
Business Conduct or                                  Officers in    discovered
other regulations        --  Failure to              every business in late
could leave the              establish               unit who       2022, a
Group exposed to:            robust                  support the    specific
                             corporate               ethics and     controls
    --  Instances of         culture.                compliance     response
        bribery and      --  Failure to              culture and    plan was
        corruption.          adopt a                 ensure best    developed
    --  Fraud and            compliance risk         practice       and executed
        deception.           approach.               developed by   in 2023.
    --  Human rights     --  Failure to              the Group is   This plan
        abuses, such         embed the               communicated   covered the
        as modern            Group’s values          and embedded   specific
        slavery,             and behaviours          into local     control
        child labour         across the              business       failings in
        abuses and           entire                  practices.     Austral and
        human                organisation,       --  Regular        a wider
        trafficking.         including any           workshops      review
    --  Unfair               joint ventures.         across the     across
        competition      --  Failure to have         Group to       Keller. All
        practices.           a robust                ensure         elements of
    --  Unethical            training and            compliance     the plan are
        treatment            monitoring              risks are      either
        within our           programme in            identified and completed or
        supply               place.                  addressed.     progressing
        chain.           --  Deliberate          --  Ethics and     well and
These failures could         non-compliance.         compliance     owned by a
result in legal                                      updates to the senior
investigations,                                      Audit and Risk leader in
leading to fines and                                 Committee      the
penalties,                                           semi-annually. business.
reputational damage                              --  An independent
and business losses.                                 third-party
                                                     whistleblowing
                                                     helpline that
                                                     is actively
                                                     promoted.
                                                     Complaints are
                                                     independently
                                                     investigated
                                                     by the
                                                     Compliance and
                                                     Internal Audit
                                                     teams and
                                                     appropriate
                                                     action taken
                                                     where
                                                     necessary.


 

Link to strategy     3 / 4

Link to viability   Yes

Timeframe     Short term

 

 


6     Inability to maintain our technological product advantage


Description and    Causes                Mitigation and        Movement since
impact                                   internal controls     2022

                                             --  Innovation
                                                 initiatives
                                                 developed at
                                                 both Group
                                                 and
                                                 divisional
                                                 level to
                                                 ensure a
                                                 structured
Keller has a                                     approach to
history of                                       innovation is
innovation that                                  in place
has given us a                                   across the
technological                                    Group.
advantage which is                           --  Innovation in
recognised by our                                low carbon
clients and                                      materials
competitors.                                     (cement,
Failure to                                       concrete,
maintain this                                    cement-free
advantage through                                binders), by
the continued                                    carrying out
technological                                    field trials
advancements in                                  and
our equipment,                                   collaborating
products and                                     with cement
solutions may:                                   suppliers and
                       --  Failure to            other
    --  Impact our         maintain              companies
        position           investment in         innovating in
        in the             innovation            this space.
        market.            and               --  Digitisation
    --  Result in          digitisation.         initiatives
        us not         --  Increased             focusing on
        being              competitor            strategy of   Constant risk
        selected           investment in         facilitating
        for key            innovative            equipment and
        complex,           solutions.            operational
        high-value     --  Failure to            data capture.
        projects           continue to       --  We take a
        that               invest in our         leadership
        support            people.               role in the
        the Group                                geotechnical
        strategy.                                industry,
    --  Make it                                  with many of
        more                                     our team
        difficult                                playing key
        to attract                               roles in
        and retain                               professional
        the best                                 associations
        talent.                                  and industry
    --  Result in                                activities
        the loss                                 around the
        of                                       world.
        reputation                           --  Global
        for                                      product teams
        delivering                               set
        the best                                 standards,
        engineered                               provide
        solutions.                               guidance and
                                                 disseminate
                                                 best practice
                                                 across the
                                                 Group.
                                             --  Continued
                                                 investment in
                                                 both external
                                                 and internal
                                                 equipment
                                                 manufacture.


 

 

Link to strategy     1 / 2

Link to viability   No

Timeframe     Medium / Long term

 

 

7     Climate change


Description and impact  Causes              Mitigation and internal  Movement since
                                            controls                 2022

Climate change is a                         Sustainability Steering
global threat and                           Committee that is
failure to manage and                       responsible for
mitigate it could lead                      integrating
to:                                         sustainability targets   Constant risk
                                            and measures into the
    --  An inability to                     Group business plan to   We are
        achieve                             successfully drive       starting to
        Keller’s                            changes important to the win project
        commitment to                       company.                 opportunities
        deliver                                                      related to
        solutions in an                         --  Collaboration    climate
        environmentally                             with the         impact. This
        conscious                                   University of    is tempered by
        manner, which                               Surrey’s Centre  the
        may in turn                                 for Environment  introduction
        have a negative     --  Failure to          and              of more
        impact on our           update              Sustainability   legislation
        reputation,             product             to apply         relating to
        affect employee         offerings           sustainability   climate
        morale and lead         in line             best practice to impact, eg
        to a loss of            with both           all business     proposed new
        confidence from         legislation         functions.       restriction
        our customers,          and             --  Scope 1 and 2    for federal
        suppliers and           customer            carbon emissions construction
        investors.              demand.             verified by      projects in
    --  Product                                     accredited       the US.
        offerings                                   external third
        becoming                                    party (Carbon    We continue to
        obsolete                                    Intelligence).   focus on
        because they                            --  Carbon           delivering
        are no longer                               calculator tool  against our
        compliant with                              used to          sustainability
        environmental                               identify/improve targets and
        standards.                                  carbon           meeting TCFD
    --  Remediation of                              efficiency.      reporting
        non-compliant                           --  Project team     requirements.
        work at our own                             created to
        expense to                                  develop and
        maintain                                    embed processes
        compliance.                                 to meet TCFD
                                                    requirements.


 

Link to strategy     1 / 2 / 3 / 4

Link to viability   Yes

Timeframe     Short / Medium / Long term

 

 

 

 

Operational risks

8     Service or solutions failure


                                                   Mitigation and internal   Movement
Description and impact   Causes                    controls                  since
                                                                             2022

In designing a product
or a solution for                                      --  Continuing to
customers many factors                                     enhance our
need to be considered                                      technological and
including client                                           operational
requirements, site and                                     capabilities
loading conditions and                                     through
local constraints (eg                                      investment in our
neighbouring buildings,                                    product teams,
other underground                                          project managers
structures). Inadequate                                    and our
design of a customer                                       engineering
product and/or solution                                    capabilities.
may lead to:                                           --  Employing
                                                           geotechnical
    --  An inability to                                    engineers that
        achieve the                                        are focused
        required                                           purely on design.
        standard.            --  Misinterpretation     --  Disaster
    --  Failure to meet          of client                 Recovery/Business
        quality                  requirements or           Continuity Plans
        standards,               miscommunication          in place and      Constant
        damaging our             of requirements           reviewed across   risk
        reputation,              by the client may         the Group.
        giving rise to           lead to a poorly      --  The global
        regulatory               designed solution         product teams set
        action and legal         and consequently          standards,
        liability, and           failure.                  provide guidance
        ultimately                                         and disseminate
        impacting                                          best practice
        financial                                          across the
        performance.                                       organisation for
    --  A negative                                         our eight key
        impact on                                          products.
        long-term                                      --  We seek to agree
        profitability                                      liability limits
        from poorly                                        in our contracts
        designed                                           with customers.
        product/solution                               --  Insurance
        as they are                                        solutions are in
        generally                                          place to limit
        covered by a                                       financial
        liability                                          exposure of a
        limitation                                         potential
        period of 12                                       customer claim.
        years.


 

Link to strategy     2 / 4

Link to viability   Yes

Timeframe     Short / Medium / Long term

 

9     Ineffective execution of our projects


Description and      Causes                  Mitigation and internal Movement
impact                                       controls                since 2022

                                                 --  Ensuring we
                                                     understand all
                                                     of our risks
                                                     through the bid
                                                     appraisal
                                                     process and
                                                     applying
                                                     rigorous
                                                     policies and
                                                     processes to
                                                     manage and
                                                     monitor
                                                     contract
                                                     performance.
                                                 --  Ensuring we
                                                     have
                                                     high-quality
                                                     people
                                                     delivering
                                                     projects.
                                                     Keller’s
                                                     Project
                                                     Management
                                                     Academy and
                                                     Field           Constant
                                                     Leadership      risk
                                                     Academy are
                                                     designed to     The number
                                                     create project  of projects
                                                     managers with a not executed
                                                     consistent      to
                                                     skill set       expectation
                         --  Failure to              across the      in 2022 was
Inability to                 manage our              entire          above the
successfully deliver         projects to             organisation.   long-term
projects in line             ensure that             The academies   average,
with the agreed              they are                cover a broad   adversely
customer                     delivered on            range of topics impacted by
requirements may             time and to             including       persistently
result in:                   budget due to           contract        high
                             unforeseen              management,     inflation
    --  Cost                 ground and site         planning, risk  across North
        overruns,            conditions,             assessment,     America and
        contractual          weather-related         change          Europe.
        disputes and         delays,                 management,
        reputational         unavailability          decision-making This trend
        damage.              of key                  and finance.    has improved
    --  Ineffective          materials,          --  Safety          throughout
        project              workforce               Standards for   2023 along
        delivery may         shortages or            operations (eg  with the
        also expose          equipment               platform, cage  work under
        the Group to         breakdowns.             handling),      way to
        long-term        --  Lack of                 Equipment       update the
        obligations          comprehensive           Standards and   PLM Standard
        including            understanding           fleet renewal.  focusing on
        legal action         of contract         --  The PLM         project
        and                  obligations.            Standard aims   performance
        additional       --  Inadequate              to drive a      management.
        costs to             resources               consistent      This will
        remedy               (people,                approach to     put in place
        solution             physical assets         project         better
        failure.             and materials).         delivery with   controls to
                                                     robust controls ensure
                                                     at every        continued
                                                     project phase.  effective
                                                     This is         execution of
                                                     currently being projects
                                                     updated and     across
                                                     will be renamed Keller.
                                                     PPM (project
                                                     performance
                                                     management).
                                                     Alongside the
                                                     updated
                                                     standard will
                                                     be an app to
                                                     support the
                                                     efficient and
                                                     effective
                                                     execution of
                                                     projects.
                                                 --  A formal,
                                                     structured
                                                     approach to
                                                     Lean and 5S is
                                                     being rolled
                                                     out across the
                                                     organisation,
                                                     which is
                                                     improving
                                                     processes and
                                                     strengthening
                                                     Keller’s
                                                     working
                                                     culture.


 

Link to strategy     3 / 4

Link to viability   Yes

Timeframe     Short term

10   Supply chain – partners fail to meet the Group’s operational expectation and contractual obligations (including capacity, competency, quality, financial stability, safety, environmental, social and ethical)


Description and      Causes               Mitigation and         Movement since
impact                                    internal controls      2022

                                                                 Constant risk

                                                                 Supply chain
                                              --  The Group has  issues,
                                                  developed      especially
                                                  long-term      availability of
                                                  partnerships   certain
                                                  with key       materials
                                                  suppliers,     (steel, cement
                                                  working        and energy)
                                                  closely with   continue to
                                                  them to        show signs of
                         --  Failure to           understand     easing. Pricing
Failure to manage            embed the            their          is still
suppliers                    Group’s              operations,    adversely
effectively could            expectation          but is not     impacted by the
lead to:                     within the           over-reliant   persistently
                             procurement          on any single  high inflation,
    --  Delays to            process.             one, with an   but this too is
        executing        --  Inadequate           extensive      beginning to
        projects             assessment           network of     show signs of
        waiting for          of supply            approved       abating.
        materials            chain                suppliers in
        and ongoing          partner              place across   While pressure
        business             capabilities         the            remains as a
        disruption.          during               organisation   result of the
    --  Additional           bidding              to support its geopolitical
        costs to             phase.               strategic      uncertainty, it
        find             --  Lack of              ambitions.     is being better
        alternative          supplier         --  A Supply Chain managed as
        suppliers.           resilience           Code of        demand cools
    --  Becoming             due to               Business       slightly as
        involved in          rising costs         Conduct that   interest rate
        legal                of energy as         sets out       increases take
        disputes and         a result of          minimum        effect on some
        potentially          geopolitical         expectations   investment
        fines and            uncertainty.         for all        decisions.
        penalties.       --  Lack of              suppliers in
    --  Damaging our         supply               respect of     In 2023 we
        reputation           availability         ethics,        carried out an
        and                  due to               integrity and  independent
        potentially          increased            regulatory     legal
        being barred         demand from          requirements,  assessment of
        from bidding         and too              that is        our human
        on future            little               updated        rights and
        contracts.           supply.              annually.      modern slavery
    --  Human rights     --  Inflation        --  Working group  standards and
        abuses, such         driving up           established,   processes.
        as modern            prices.              reporting to   Consequently,
        slavery,         --  Logistical           the Group      we have
        child labour         impact               Company        introduced a
        abuses and           causing              Secretary and  Human Rights
        human                delays due           Legal Advisor, Policy, updated
        trafficking.         to lack of           to drive       our Supply
                             HGV drivers.         minimum        Chain Code of
                                                  standards,     Business
                                                  both           Conduct and
                                                  contractually  supplier
                                                  and            contractual
                                                  behaviourally, clauses and put
                                                  across key     in place more
                                                  labour         rigorous due
                                                  suppliers.     diligence
                                                                 processes
                                                                 across our
                                                                 supply chain.



 

 

Link to strategy     3 / 4

Link to viability   Yes

Timeframe     Short / Medium / Long term

11     Causing a serious injury or fatality to an employee or a member of the public


Description and       Causes                  Mitigation and         Movement
impact                                        internal controls      since 2022

                                                  --  Board-led
                                                      commitment to
                                                      drive health
                                                      and safety
                                                      programmes and
                                                      performance
                                                      with a vision
                                                      of zero harm.
                                                  --  An emphasis on
                                                      safety
                                                      leadership to
                                                      ensure both
                                                      HSEQ
                                                      professionals
                                                      and
                                                      operational
Failure to maintain                                   leaders drive
high standards of                                     implementation
health and safety,                                    and
and an increase in                                    sustainment of
serious injuries or                                   our safety
fatalities leading        --  Inadequate risk         standards
to:                           identification,         through
                              assessment and          ongoing site
    --  An erosion of         management.             presence,
        trust of          --  Lack of clear           using safety
        employees and         leadership              tours, safety
        potential             driving the             audits, safety
        clients.              safety culture.         action groups
    --  Damage to         --  Lack of                 and mandatory
        staff morale,         employee                employee
        an increase           competency.             training.      Constant
        in employee       --  Poorly designed     --  Ongoing        risk
        turnover              processes that          improvement of
        rates and a           do not                  existing HSEQ
        decrease in           eliminate or            systems to
        productivity.         mitigate risk.          identify and
    --  Threat of         --  Lack of focus           control known
        potential             on the                  and emerging
        criminal              wellbeing and           HSEQ risks,
        prosecutions,         mental health           which conform
        fines,                of employees            to internal
        disbarring            and JV                  standards.
        from future           partners.           --  Incident
        contract                                      Management
        bidding and                                   Standard and
        reputational                                  incident
        damage.                                       management
                                                      software
                                                      driving a
                                                      robust and
                                                      consistent
                                                      management
                                                      process across
                                                      the
                                                      organisation
                                                      that ensures
                                                      the cause of
                                                      the incident
                                                      is identified
                                                      and actions
                                                      are put in
                                                      place to
                                                      prevent
                                                      recurrence.


 

Link to strategy     3

Link to viability   Yes

Timeframe     Short term

12     Not having the right skills to deliver


Description and     Causes               Mitigation and internal   Movement
impact                                   controls                  since 2022

                                             --  Continuing to
                                                 invest in our
                                                 people and
                                                 organisation in
                                                 line with the
                                                 four pillars of
                                                 the Keller People
                                                 agenda as noted
                                                 below.
                                             --  Ensuring that the
                                                 ‘Right
                                                 Organisation’ is
                                                 in place with
                                                 people having
                                                 clear
                                                 accountabilities;
                                                 each
                        --  Inability to         organisational
                            recruit              unit is properly
                            and retain           configured with a
                            strong               matrix of line
                            performers.          management,
                        --  Lack of a            functional
                            diverse              support and       Constant risk
                            workforce.           product
                        --  Failure to           expertise.        We are still
Failure to attract          maintain and     --  As an industry    witnessing
and develop                 promote the          leader, that      inflationary
excellent people to         Keller               Keller is made up pressure on
create a                    culture.             of ‘Great People’ pay across
high-quality,           --  Overheating          that are well     many
vibrant, diverse            of market            trained,          locations
and flexible                causing              motivated and     where Keller
workforce could:            significant          have              operates and
                            increase in          opportunities to  thus the
    --  Harm the            demand or            develop to their  pressure on
        Group’s             competition          full potential.   competition
        ability to          for people.          Project managers  for skilled
        win or          --  Lack of              and field         personnel is
        execute             visibility           employees receive still an
        specific            of long-term         comprehensive     issue in some
        high-value,         pipeline for         training          parts of the
        complex             career               programmes which  Group.
        projects.           progression          cover a broad     However, job
    --  Fail to             resulting in         range of topics   markets are
        meet                existing             including         just
        strategic           employees            contract          beginning to
        objectives          leaving the          management,       show signs of
        to grow the         business.            planning, risk    a slowdown,
        business        --  Post                 assessment,       which should
        and lose            COVID-19             change            ease this
        key                 recovery             management,       issue. Focus
        stakeholder         driving              decision-making   remains on
        confidence          increase in          and finance.      retaining
        within the          attrition or     --  A strong focus on staff with
        market.             people               the ‘Exceptional  the right
                            leaving              Performance’ of   skills to
                            sector.              employees in      deliver.
                        --  Pressure             delivering
                            from wage            commercial
                            inflation            outcomes safely
                            and                  for Keller based
                            increased            upon project
                            offers from          successes for our
                            competition.         customers.
                                                 Business leaders
                                                 are incentivised
                                                 to deliver their
                                                 annual financial
                                                 and safety
                                                 commitments to
                                                 the Group.
                                             --  The ‘Keller Way’
                                                 provides guidance
                                                 to the company’s
                                                 employees and
                                                 leaders to comply
                                                 with local laws
                                                 and work within
                                                 Keller’s values
                                                 and Code of
                                                 Business Conduct


 

Link to strategy     2 / 3 / 4

Link to viability   No

Timeframe     Short / Medium / Long term

 

13     Cyber security


Description and      Causes                 Mitigation and internal Movement
impact                                      controls                since 2022

                                                --  Creation of an
                                                    Information
                                                    Security
                                                    Management
                                                    System
                                                    framework,
                                                    referencing
                                                    industry
                                                    standards to
                                                    ensure
                                                    appropriate
                                                    governance,
                                                    control and
                                                    risk management
                         --  Failure to             and then onward
Risk of potential            maintain               management for
disruption                   appropriate            compliance,
in the business              threat                 maturity and
operations,                  prevention,            development of
reputational damage          identification         service.
and/or loss or               and resolution     --  Introduction of
corruption of data           mechanisms             technical
could lead to:               either                 capabilities
                             technically or         and services to
    --  Loss of              through                further enable
        intellectual         processes.             prevention,
        property and     --  Poor internal          detection,
        competitive          governance.            prediction and
        advantage.       --  Failure to             response
    --  Loss of              embed                  services.
        personal             preventative       --  Multi-factor
        data.                culture.               authentication
    --  Operational      --  Lack of or             for all users
        impact               inadequate             prevents
        restricting          training and           unauthorised    Constant
        the ability          awareness              access to       risk
        to carry out         leading to             Keller’s
        business             mistakes and           networks and
        critical             errors.                applications
        activities.      --  Inconsistent           and further
    --  Potential            approach to            controls limit
        fines and            data security,         access to only
        penalties.           especially             Keller-approved
    --  Reputational         with JV                devices.
        damage               partners and       --  Advanced threat
        leading to           external third         protection on
        loss of              parties.               all IT
        market and       --  Cyber attacks.         equipment
        customer         --  Failure to             delivers
        confidence.          obtain or              comprehensive,
    --  Failure to           maintain               ongoing and
        meet client          external               real-time
        security             security               protection
        requirements         certifications         against
        to win or            that are               viruses,
        maintain             required by            malware and
        contracts.           clients.               spyware.
                                                --  Data protection
                                                    framework to
                                                    ensure
                                                    compliance with
                                                    the General
                                                    Data Protection
                                                    Regulation
                                                    (GDPR) and
                                                    other standards
                                                    of data
                                                    protection.
                                                --  Proactive
                                                    threat hunting
                                                    throughout the
                                                    environment.


 

Link to strategy     3 / 4

Link to viability   No

Timeframe     Short term

Responsibility statement of the Directors in respect of the Annual Report and the financial statements

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 company and
        the undertakings included in the consolidation as a whole; and
    --  the Strategic report and the Directors’ report, including content
        contained by reference, includes a fair review of the development and
        performance of the business and the position and performance of the
        company and the undertakings included in the consolidation taken as a
        whole, together with a description of the principal risks and
        uncertainties that they face.

The Board confirms that the Annual Report and the financial statements, taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the Group’s position and performance, business model and strategy.

 

29 Related party transactions

Transactions between the parent, its subsidiaries and joint operations, which are related parties, have been eliminated on consolidation. Other related party transactions are disclosed below:

Compensation of key management personnel

The remuneration of the Board and Executive Committee, who are the key management personnel, comprised:


                             2023 2022
                             £m   £m

Short-term employee benefits 8.2  4.5

Post-employment benefits     0.3  0.3

Termination payments         –    0.4

                             8.5  5.2



 

Other related party transactions

As at 31 December 2023, there was a net balance of £0.1m (2022: £0.1m) owed by the joint venture. These amounts are unsecured, have no fixed date of repayment and are repayable on demand.