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Advanced Computer Software Group plc Annual report 2013

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employment from disabled people and the retentionand retraining, where practicable, of employees whobecome disabled is encouraged.More information relating to employee engagementcan be found in the CSR Statement on pages 18 and 19.Supplier payment policyThe <strong>Group</strong> recognises the importance of goodrelationships with its suppliers and subcontractors.Although the <strong>Group</strong> does not follow any particularcode or standard on payment practice, its establishedpayment policy is to agree payment terms in advanceof any commitment being entered into and to ensure thatpayments are made in accordance with agreed terms.Trade creditor days for the <strong>Group</strong> for the year ended28 February <strong>2013</strong> were 34 (2012: 30).Significant agreementsThere are a number of agreements that take effect,alter or terminate upon a change of control, such ascommercial contracts, bank loan agreement andemployee share plans. The only one of these which isconsidered to be significant in terms of likely impact onthe business of the <strong>Group</strong> as a whole is the bank facility(as described in note 20 to the financial statements)which requires majority lender consent for any changeof control. Should such consent not be forthcoming, achange of control would trigger a mandatory repaymentof the entire facility. As at 21 June <strong>2013</strong>, £84.0m of thefacility was outstanding comprising £55.0m term debtand £29.0m revolving credit facility.The directors are not aware of any agreements betweenthe Company and its directors or staff that provide forcompensation for loss of office or employment that occursbecause of a change of control.AuditorsThe directors confirm that, as at the date this <strong>report</strong> wasapproved, and so far as each director is aware, there isno relevant audit information of which the <strong>Group</strong>’sauditor is unaware and each director has taken all thesteps that he ought to have taken as a director in orderto make himself aware of any relevant audit informationand to establish that the <strong>Group</strong>’s auditor is aware of thatinformation.It is proposed that KPMG LLP will be appointedauditor of the Company, replacing KPMG Audit <strong>plc</strong>.The resolution for this change will be proposed at theannual general meeting.Articles of associationThe Company’s articles of association may be amendedby special resolution of the shareholders. The currentarticles can be found on the Company’s website atwww.advancedcomputersoftware.com.<strong>Annual</strong> general meetingThe annual general meeting will be held atMunro House, Portsmouth Road, Cobham, Surrey KT11 1TFon 30 August <strong>2013</strong> at 2.00pm. Details of the resolutionsto be proposed are contained in the notice of annualgeneral meeting sent to shareholders with thisannual <strong>report</strong>.By order of the BoardBarbara FirthDirector and Company Secretary25 June <strong>2013</strong>Overview Business review Governance FinancialsGoing concernThe financial statements have been prepared on a goingconcern basis as, after making appropriate enquiries,the directors have a reasonable expectation that the<strong>Group</strong> has adequate resources to continue to operatefor the foreseeable future.<strong>Advanced</strong> <strong>Computer</strong> <strong>Software</strong> <strong>Group</strong> <strong>plc</strong><strong>Annual</strong> Report <strong>2013</strong>25

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