Annual Review 2009

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Report of the directors

The directors present their report and audited financial statements of the Group for the year ended 29 March 2009.

Activities and business review

The principal activity of the Group is the dissemination of news, information and advertising matter by way of print and other media.

The Group results for the period are set out in the profit and loss account on page 54. A review of the Group’s performance, future prospects and financial risks are contained in the statement from the chair on pages 4 to 6, the chief executive’s review of operations on pages 7 to 25, the financial review on pages 36 to 41 and the financial instruments accounting policy on page 60.

Following High Court approval on 11 June 2008, the Company cancelled and repaid the 4% cumulative preference shares of Guardian Media Group plc together with the accrued dividend up to and including the date of cancellation of 1.792p (2008 4.0p) per share amounting to £1,792 (2008 £4,000). On 2 March 2009, the Board declared a dividend of 11.1p per share on the ordinary share capital amounting to £100,000 which was paid to The Scott Trust Limited on 6 March 2009.

Land and buildings

The market value of land and buildings is estimated by the directors to be approximately £1.1 million greater than its balance sheet value of £20.3 million.

Employee involvement

There is regular contact between management and staff, and with employees’ representatives, to ensure that employees are provided with information on matters of concern to them as employees and are aware of the financial and economic factors affecting the performance of the Group, and so that their views can be taken into account in making decisions which are likely to affect their interests.

Employment of disabled persons

Applications for employment by disabled persons are always fully considered, bearing in mind the respective aptitudes and abilities of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment with the Group continues and the appropriate training is arranged. It is the policy of the Group that the training, career development and promotion of a disabled person should, as far as possible, be identical to that of a person who does not suffer from a disability.

Creditor payment policy

The Group has implemented systems to ensure the prompt recognition of all identifiable liabilities to creditors and payments are made to these creditors in line with the CBI’s Prompt Payers Code. The creditor days figure for the Group at the year end was 27 days (2008 25 days).

Donations

Charitable donations amounted to £472,468 (2008 £627,749). There were no contributions to political organisations during the period.

Ownership

All the ordinary shares of Guardian Media Group plc are owned by The Scott Trust Limited.

Directors

The directors are listed on pages 26 and 27.

Giles Coode-Adams, Paul Myners and John Myers, who were directors on 30 March 2008, resigned on 1 May 2008, 3 October 2008 and 27 February 2009 respectively. Judy Gibbons was appointed as an independent director on 1 December 2008. Stuart Taylor was appointed as a director on 2 March 2009. All other directors served throughout the year.

Statement of directors’ responsibilities in respect of the Annual Report and the financial statements

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union. The financial statements are required by law to give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

In preparing those financial statements, the directors are required to:

•select suitable accounting policies and then apply them consistently
•make judgements and estimates that are reasonable and prudent
•state that the financial statements comply with IFRS as adopted by the European Union
•prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business, in which case there should be supporting assumptions or qualifications as necessary.

The directors confirm that they have complied with the above requirements in preparing the financial statements.

The directors are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the Companies Act 1985. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

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.

Auditors and disclosure of information to auditors

The directors confirm that so far as each director is aware, there is no relevant audit information of which the Company’s auditors are unaware and each director has 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 Company’s auditors are aware of that information.

Going concern

The Group’s business activities, together with the factors likely to affect its future development, performance and position, are set out in the chief executive’s report on pages 7 to 25. The financial position of the Group, its cash flows, liquidity position and borrowing facility are described in the financial review on pages 36 to 41. In addition, note 1 to the financial statements includes the Group’s objectives, policies and processes for managing its capital; its financial risk management objectives, details of its financial instruments and hedging activities; and its exposure to credit risk and liquidity risk.

After making enquiries, the directors have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the annual report and accounts.