2568.11 kb - Compass Group

32 Compass Group PLC Annual Report 2007Directors’ ReportCorporate governancecontinuedThe Company’s ordinary shares can betraded through most banks, building societies,stockbrokers or ‘share shops’ in the UK and,in addition, Capita Registrars provide ashare dealing service (maximum deal size£25,000) which is available to shareholderswho live in the UK. This is a simple andconvenient way to buy and sell shares overthe telephone and on the Internet without theneed to pre-register and complete applicationforms. To use this service either log on towww.capitadeal.com or call 0871 664 0445(Monday to Friday between 8.00a.m. and4.30p.m.). Calls cost 10 pence per minute plusnetwork extras.Further shareholder information is set outon page 91.CRESTThe Company’s ordinary shares and SterlingEurobonds are in CREST, the settlementsystem for stocks and shares.AuditorsDeloitte & Touche LLP are willing to continueas auditors of the Company and Resolution 9in the Notice of Meeting concerning theirreappointment and Resolution 10 in theNotice of Meeting concerning thedetermination of their remuneration are tobe proposed at the Annual General Meeting.The directors confirm that, so far as theyare each aware, there is no relevant auditinformation of which Deloitte & Touche LLPare unaware and each director has taken allthe steps that ought to have been taken as adirector to be aware of any relevant auditinformation and to establish that Deloitte &Touche LLP are aware of that information.On behalf of the BoardMark J WhiteGeneral Counsel and Company Secretary28 November 2007Directors’ responsibilitiesThe directors are responsible for preparingthe annual report and the financialstatements. The directors are required toprepare financial statements for the Groupin accordance with International FinancialReporting Standards (‘IFRS’). Companylaw requires the directors to prepare suchfinancial statements in accordance with IFRS,the Companies Act 1985 and Article 4 of theIAS Regulation.International Accounting Standard 1 requiresthat financial statements present fairly foreach financial year the Group’s financialposition, financial performance and cashflows. This requires the faithful representationof the effects of transactions, other eventsand conditions in accordance with thedefinitions and recognition criteria for assets,liabilities, income and expenses set out inthe International Accounting StandardsBoard’s ‘Framework for the Preparation andPresentation of Financial Statements’. Invirtually all circumstances, a fair presentationwill be achieved by compliance with allapplicable International Financial ReportingStandards. Directors are also required to:properly select and apply accountingpolicies;present information, including accountingpolicies, in a manner that provides relevant,reliable, comparable and understandableinformation;provide additional disclosures whencompliance with the specific requirementsin IFRS is insufficient to enable users tounderstand the impact of particulartransactions, other events and conditions onthe entity’s financial position and financialperformance; andprepare the accounts on a going concernbasis unless, having assessed the ability ofthe Group to continue as a going concern,management either intends to liquidate theentity or to cease trading, or have norealistic alternative but to do so.The directors are responsible for keepingproper accounting records which disclose withreasonable accuracy at any time the financialposition of the Company, for safeguarding theassets, for taking reasonable steps for theprevention and detection of fraud and otherirregularities and for the preparation of adirectors’ report and directors’ remunerationreport which comply with the requirementsof the Companies Act 1985. The directors,having prepared the financial statements,have permitted the auditors to take whateversteps and undertake whatever inspections theyconsider to be appropriate for the purpose ofenabling them to give their audit opinion.The directors are responsible for themaintenance and integrity of the CompassGroup PLC website. Legislation in the UnitedKingdom governing the preparation anddissemination of financial statements maydiffer from legislation in other jurisdictions.