12 July
2024
Mountview Estates
P.L.C.
Publication of 2024 Annual
Report and Accounts
&
Notice of 2024 Annual General
Meeting
Mountview Estates P.L.C. (the
"Company") announces that the Annual Report and Accounts for the
year ended 31 March 2024 ("2024 ARA") together with the 2024 Notice
of Annual General Meeting (the "2024 AGM") has been sent to
shareholders and is available to download from the Company's
website www.mountviewplc.co.uk.
Copies of
these documents, together with the Form of Proxy for the Annual
General Meeting, will be made available for inspection in unedited
full text on the National Storage Mechanism at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
in accordance with the Financial Conduct
Authority's ("FCA") Listing Rule 9.6.1R.
AGM
arrangements
The Company's 2024 AGM will be held
at the offices of Norton Rose Fulbright LLP, 3 More London
Riverside, London SE1 2AQ on Wednesday, 14 August 2024 at 11.00
a.m.
Voting
The Board urges all shareholders to
exercise their vote and submit their proxy as soon as possible. All
shareholders are encouraged to appoint the chairman of the meeting
as their proxy even if they intend to attend in person. This is to
ensure their vote is counted even if they (or any other proxy
appointed) are not able to attend in person on the day of the 2024
AGM. Results of voting will be published as soon as practicable
following the conclusion of the meeting.
Engagement with shareholders is
important to the Company and arrangements have been made so that
shareholders can participate in the 2024 AGM by submitting
questions or matters of concern in connection with the business of
the 2024 AGM in advance. Any specific questions on the business of
the 2024 AGM and on the resolutions can be submitted by email
to reception@mountviewplc.co.uk
or by writing to the Company Secretary, Mountview
House, 151 High Street, Southgate, London N14 6EW. The Board
encourages questions to be submitted as soon as possible and no
later than 2 August 2024 and the Board will provide responses to
relevant questions by way of a written Q&A posted on the
Company's website as soon as practicable in advance of the AGM, and
no later than 9 August 2024. The Notice of 2024 AGM explains the
arrangements for submitting questions.
The 2024 ARA, as submitted to the
National Storage Mechanism (and available on the Company's website
at
www.mountviewplc.co.uk.),
contains the following regulated information in unedited full
text:
·
The Principal Risks and uncertainties facing the
Company;
·
Related Party Transactions; and
·
The Statement of Directors'
Responsibilities.
The ESEF format of the 2024 ARA will
be submitted to the FCA's National Storage Mechanism in due course
and will be available in compliance with paragraph 4.1.15R and
paragraph 6.3.5R of the FCA's Disclosure Guidance and Transparency
Rules.
~ ENDS
~
Enquiries:
For
further information on the Company, visit:
www.mountviewplc.co.uk
SPARK Advisory Partners Limited (Financial
Adviser) www.sparkadvisorypartners.com
APPENDIX
PRINCIPAL RISKS AND UNCERTAINTIES
The following statement is
extracted from the 2024 ARA
Making effective decisions to
realise our strategic and operational aims is underpinned by our
risk management processes that embrace monitoring of currently
identified risks, scanning for emerging risks and then once
identified assessing those risks and our response to them within
our context and the challenges placed on us by the external
environment. The Audit and Risk Committee maintains our risk matrix
which classifies risks broadly between those for active and regular
monitoring and those for reporting on by exception and reports on
them to the Board (Risk Matrix). While no longer actively managed
the Risk Matrix contains a risk related to pandemic response
informed by our experience during the Covid 19 pandemic. The Risk
Matrix also includes risks where the impact would be high, but
probability is deemed low and it is these risks in particular that
we consider when assessing longer term resilience and
viability.
Using our Risk Matrix we have
carried out a robust assessment of the principal risks facing the
Company, including those that would threaten its business model,
future performance or solvency. The following list of risks does
not comprise all of the risks the Company or Group may face, and
they are not presented in order of importance.
1. TRADING STOCK - REGULATED
TENANCIES
RISK
Reduced opportunity to replace asset
sales of vacant properties due to the reducing number of regulated
tenancies available for purchase.
MITIGATION
The Group has developed clear
criteria that are applied when considering asset purchases. Using
these, the Group has again performed excellently in a difficult
market replacing properties sold in the year ended 31 March 2024,
through substantial purchasing during the year. The 'Analysis of
Acquisitions' is on pages 8 and 9 of the 2024 ARA.
2. MARKET
RISK
Weak macro-economic conditions
triggered by external events including for example the after
effects of Brexit, the war in Ukraine and the cost of living crisis
driven by rising inflation and interest rates.
MITIGATION
The Group's exposure is weighted
towards the stronger London and South East markets and this
geographical area has over the long term consistently been an
above-average performer.
3. FINANCIAL
RISK
Reduced availability of financing
options resulting in inability to meet business plans.
MITIGATION
The Group monitors its bank accounts
and loans closely to maintain sufficient capacity. We review our
loan facilities regularly. The Group is conservatively geared and
operates well within financial covenants. Financial Key Performance
indicators are on page 10. Details of the Group's current
facilities are set out in Note 18 on pages 79 and 80 of the 2024
ARA.
4. DIVIDENDS
RISK
The Group seeks to provide
shareholders with good returns on their investment. This aim could
be put at risk if the Group was unable to sustain the level of
dividends for any reason.
MITIGATION
We carefully monitor our strategy
and our results in order to identify any risk to dividend levels.
The Group maintains a strong balance sheet. With appropriate
banking facilities, we are able to maintain our trading stock by
taking advantage of purchasing opportunities when they
occur.
5. PEOPLE
RISK
Capacity to maintain strategy is
compromised due to inability to attract and retain suitably
experienced employees.
MITIGATION
Mountview employs a relatively small
workforce which enables personal interaction at all levels. The
Company has a stringent recruitment process to ensure we employ
appropriately skilled staff. We carry out regular appraisals and
offer employees opportunities for training and development courses.
The Company has a good record of long-term service, a great number
of our employees have worked for the group for over 12 years.
Details of employees and diversity are set out in Notes 9 and 10 of
the Directors' Report on pages 31 and 32 of the 2024
ARA.
6. REGULATORY
RISK
Risk of not meeting new or changed
regulatory requirements and obligations that affect the Group's
business activities and could lead to fines or
penalties.
MITIGATION
The Group engages in close working
relationships with appropriate authorities and advisers to ensure
it meets its obligations.
7. OPERATIONS AND
PROPERTY
MAINTENANCE
RISK
Legal action against the Group for
failure to meet its obligations under property management and
safety legislation.
MITIGATION
In addition to its own regular
inspections, the Group engages professional external companies to
undertake health and safety, gas and electrical checks, fire risk
assessments, etc to ensure we meet our commitments as employers and
landlords. Our staff receive regular training to ensure their
skills are kept up to date. Our Compliance Officer monitors our
performance against existing regulations and tracks and prepares
for new requirements as they are published.
8. CLIMATE
RISK
The impact on the Group of climate
related matters. For example, changing regulations or physical
risks following changing weather patterns, including extreme
weather events, that could lead to increased wear and tear or other
property damage and transition risks, for example following
regulatory changes.
MITIGATION
The regular inspections noted above
provide the Group with opportunities to identify properties that
may be at risk which would be considered for more frequent
inspections. Due diligence for purchases aims to identify
properties with higher than normal inherent risks for flooding or
other water risks. We explain more fully on pages 17 to 25 of the
2024 ARA in our notes on TCFD how we approach and handle climate
related risks.
EMERGING RISK
As well as monitoring the incidence
of currently identified risks we also look for emerging trends in
operations that could become active risks. In addition, we carry
out horizon scanning through our network of stakeholders, notably
our advisers, and also by reviewing published emerging risk
reports. Where emergent risks arise and are concluded to be
relevant to Mountview's business then when considering which risks,
including climate risks, to include in our framework we use the
TRAP (Terminate; Reduce; Accept; Pass on) model to guide our
approach.
THE OVERALL RISK
ENVIRONMENT
Given Mountview's business model and
financial strength, while any risks materialising could well have a
negative impact on short term performance, and lead to
inconvenience, none are significant enough to threaten the
continued existence of the Group. We are confident that we can meet
our strategic and operational goals and in particular are in a
strong position to take advantage of purchasing opportunities as
they arise. Where the likelihood of a risk materialising becomes
high and imminent, we factor accommodating the risk, into our
operational plans to be activated once the impact is clear. This is
the case with the Climate Transition risk related to tightening EPC
requirements where our teams are monitoring progress of the
legislation. Other risks are considered to be broadly unchanged
from 2023 with moderate assessments for both probability of
occurrence and impact. These principal risks were part of the
Group's assessment of long term viability, details of which are set
out in the viability statement below.
RELATED PARTY TRANSACTIONS
The following statement is
extracted from the 2024 ARA
1. During the financial year there
were no key management personnel emoluments, other than
remuneration.
2. (a) Mountview Estates P.L.C.
provides general management and administration services to Ossian
Investors Limited and Sinclair Estates Limited, companies of which
Mr D.M. Sinclair is a Director. Fees of £19,867 (2023: £28,612)
were charged for these services.
(b) Transactions between the Group
and its subsidiaries, which are related parties, have been
eliminated on consolidation and have not been disclosed in this
note.
(c) The only key management are the
Directors.
(d) As at 31 March 2024 the Group
owed Mr D.M. Sinclair £1,529 (2023: £8,616) in relation to an
informal loan.
STATEMENT OF DIRECTORS' RESPONSIBILITIES
The following statement is
extracted from the 2024 ARA
The Directors are responsible for
preparing the Annual Report, the Directors' Remuneration Report and
the Group and Company 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 are required to prepare the Group financial
statements in accordance with UK Adopted International Accounting
Standards and applicable UK law.
The Directors have elected to
prepare the Company financial statements in accordance with United
Kingdom Generally Accepted Accounting Practice (UK GAAP) including
FRS 102 and applicable law.
Under company law, the 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 their profit or loss for that period. In
preparing these 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;
● present information, including
accounting policies, in a manner that provides relevant, reliable,
comparable and understandable information;
● in respect of Group
financial statements, state whether UK Adopted International
Accounting Standards in conformity with the requirements of the
Companies Act 2006, have been followed, subject to any material
departures disclosed and explained in the Financial
Statements;
● in respect of the Company
financial statements state whether applicable UK Accounting
Standards in conformity with the requirements of the Companies Act
2006, have been followed, subject to any material departures
disclosed and explained in those statements; and
● prepare the financial
statements on the going concern basis unless it is inappropriate to
presume that the Group and the Company will continue in
business.
The Directors are responsible for
keeping adequate accounting records that are sufficient to show and
explain the Company's transactions and disclose with reasonable
accuracy at any time the financial position of the Company and
enable them to ensure that its financial statements comply with the
Companies Act 2006. They have general responsibility for taking
such steps as are reasonably open to them to safeguard the assets
of the Group and to prevent and detect fraud and other
irregularities.
The Directors are responsible for
the maintenance and integrity of the corporate and financial
information included on the Company's website. Legislation in the
UK governing the preparation and dissemination of financial
statements may differ from legislation in other
jurisdictions.
Each of the Directors, (as set out
on page 26 of the 2024 ARA) as at the date of this Report, confirms
to the best of their knowledge that:
● The Financial Statements,
prepared in accordance with the applicable set of the UK Accounting
Standards, give a true and fair view of the assets, liabilities,
financial position and profit of the Group and the
Company.
● The strategic report
includes a fair review of the development and performance of the
business and the position of the Group and the Company, together
with a description of the principal risks and uncertainties that
they face.
● The annual report and
financial statements, taken as a whole, are fair, balanced and
understandable and provide the information necessary for
shareholders to assess the Group's performance, business model and
strategy.
~
ENDS~