TIDMMKS
RNS Number : 5022A
Marks & Spencer Group PLC
02 June 2021
Marks and Spencer Group plc (the "Company")
Annual Report and Financial Statements 2021
In compliance with Listing Rule 9.6.1, the Company announces
that the following documents have today been submitted to the UK
Listing Authority, and will shortly be available for inspection via
the National Storage Mechanism at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism:
-- Annual Report and Financial Statements 2021;
-- Notice of Annual General Meeting of the Company, which will
be held at and broadcast from Waterside House, 35 North Wharf Road,
London W2 1NW at 11am on Tuesday 6 July 2021; and
-- Proxy form for the 2021 Annual General Meeting.
In accordance with DTR 6.3.5(3) the Annual Report and Financial
Statements 2021 and the Notice of Annual General Meeting are
accessible on corporate.marksandspencer.com/investors .
A condensed set of Marks and Spencer Group plc financial
statements and information on important events that have occurred
during the year and their impact on the financial statements were
included in the Company's preliminary results announcement on 26
May 2021. That information together with the information set out
below which is extracted from the Annual Report and Financial
Statements constitute the requirements of DTR 6.3.5 which is to be
communicated via an RIS in unedited full text. This announcement is
not a substitute for reading the full Annual Report and Financial
Statements. Page and note references in the text below refer to
page numbers in the Annual Report and Financial Statements 2021. To
view the preliminary results announcement, visit the Company
website: corporate.marksandspencer.com/investors .
For further information, please contact:
Group Secretariat: +44 (0)20 3934 3043
Additional Information
Principal risks and uncertainties
Below are details of our principal risks and uncertainties and
the mitigating activities in place to address them. It is
recognised that the Group is exposed to risks wider than those
listed. However, we have disclosed those we believe are likely to
have the greatest impact on our business at this moment in time and
those that have been the subject of debate at recent Board or Audit
Committee meetings.
DESCRIPTION & CONTEXT MITIGATING ACTIVITIES
TRADING PERFORMANCE RECOVERY
Failure of our Food and/or Clothing * Strong senior leadership team capabilities in both
& Home business to effectively Food and Clothing & Home through continued targeted
and rapidly respond to the pressures recruitment.
of an increasingly competitive
and changing retail environment,
including recovery from the pandemic, * An established operating model consisting of a family
would adversely impact customer of accountable businesses who share M&S brand values,
experience, operational efficiency support functions, technology and customer data.
and business performance.
* M&S competes with a diverse range of retailers in an
increasingly challenged sector faced with continued * Managing Directors for each of these businesses with
cost and pricing pressures, shifts in consumer full accountability for their performance.
behaviours and a broad range of macroeconomic
uncertainties, all of which have been exacerbated by
Covid-19. * Operating Reviews to enable executive oversight and
effective governance of each business.
* Responding with commercial agility as we emerge from
the pandemic to deliver the right product ranges and * Continued delivery and discipline around cost, range,
style credentials from source to shelf, with clear value, prices and availability to broaden customer
pricing architecture and availability, has become appeal.
more imperative. Our ability to predict and meet
changing customer expectations and demand as
conditions 'normalise' will impact our success in * Expanded initiatives to make products available
doing this. conveniently to customers through contactless home
delivery and Scan & Shop.
* Underpinning our recovery is our programme of
transformational improvements, delays to which could Key developments
stem our recovery and negatively impact our * Our Never the Same Again programme clearly aligned
performance. with the strategy and objectives for each area of the
business.
Oversight by Executive Committee
* Established an integrated online division, MS2, to
turbocharge online growth for Clothing & Home, and
introduced new brands.
* Relaunched "Remarksable" in Food to promote trusted
value, and established our "Food Innovation Hub".
* Proactive management of excess stock resulting from
he lockdowns.
* Expanded our International online business, with
launch of new websites providing access to more
markets.
* Evolved our Sparks programme to reach 10m users, with
access to more customer data linked to driving
commercial decisions and personalised relationships.
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BUSINESS TRANSFORMATION
A failure to execute our transformation * Continued focus on our Never the Same Again approach
and cultural change initiatives to prioritise transformation delivery, balanced with
with pace, consistency and cross- robust cash management disciplines.
business buy-in will impede our
ability to improve operational
efficiency, competitiveness, * Applying programme governance principles for all core
and to restore the business to projects with clear accountabilities and milestones
sustainable profitable growth. in place.
Critical projects underpinning
our transformation include:
* Continuing to evaluate our transformation programme * Maintained momentum to deliver supply chain
in response to longer-term changes in customer capabilities and efficiencies across the Food and
behaviour, including those directed by the pandemic Clothing & Home businesses.
and Brexit.
Key developments
* Reshaping, modernising and delivering a UK store * Set up of our Strategy and Transformation Office to
estate that is fit for the future, with the right drive Group-level focus, consistency and challenge.
stores in the right spaces, improved integration
between online and store experience as well as
creating shopping facilities that drive omni-channel * Key online growth initiatives executed and planned
growth and meet the expectations of our target through Ocado Retail and MS2.
customers.
* Reshaping the store estate strategy to direct
* Modernising our supply chain and logistics activities accelerated transformation, including prioritised
to improve speed, operational effectiveness and site redevelopments, delivery of more new format
availability and to reduce costs. Supported by stores and planned closures.
investment in legacy systems.
* Continued development of the Vangarde Supply Chain
* Functionally led transformations relating to people, Programme in Food, which is delivering improved
technology, and digital and data are key to availability.
supporting overall business change.
Oversight by Executive Committee,
Strategy and Transformation Office
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BREXIT
Failing to mitigate the continuing * A cross-business working party remains in place to
costs and friction arising from coordinate post-Brexit activity, including scenario
the complexities surrounding planning with financial and operational impact
the border and further developments assessments as long-term implications are understood.
in the Trade and Cooperation
Agreement ("TCA") may have a
significant and long-term impact * Risk assessments undertaken by each of our businesses
on our trading performance. to enable them to plan and execute the operational
As a result of the implications changes needed to manage Brexit.
of the UK's exit from the European
Union (EU), our EU businesses
need to be reconfigured to manage * Regular updates to the Board and Audit Committee
new challenges. In addition, outlining risks and actions being undertaken.
a number of uncertainties still
remain following Brexit that
are largely outside of our control * Continued engagement with key government and industry
and require continued monitoring bodies to represent M&S's views, including the UK
and flexibility in our response. Border Development Group, with access to the
Key implications of these include: Department for Environment, Food & Rural Affairs, HM
* Permanent increases in cost base and time relating to Revenue & Customs and the Food Standards Agency.
the movement of goods across borders and compliance
with the TCA (including the evolving requirements of
the Northern Ireland Protocol and eventual end of the Key developments
EU-GB grace period). * Worked quickly to expand our understanding of the TCA
and address immediate operational issues of product
flow to our European markets.
* Increased complexity and cost in effective markets,
particularly the Republic of Ireland, Northern
Ireland and France. * Continued to actively work with government and
industry bodies to drive a simpler customs and
exports process.
* Access to and availability of labour for our business
and within the supply chain.
* Investigated tariff mitigation for the re-export of
product, including working with HMRC to reduce the
* Costs passed on from our suppliers as they set their burden of tariffs, for example, Returned Goods
post-Brexit policies. Relief.
* Viability of most-impacted suppliers and impact on * Implemented a UK customs warehouse environment.
product availability.
* Improved and automated activities linked to the
Oversight by Brexit Steering customs process to reduce administration costs.
Committee, the Board
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OCADO RETAIL
A failure to effectively manage * M&S nominated directors are part of the Ocado Retail
the strategic and operational Board, with collective sign-off of business plans
relationship with Ocado Retail directing the growth of Ocado Retail.
would significantly impact the
achievement of our multi-channel
food strategy and our ability * Established data and technology interfaces with Ocado
to deliver shareholder value. Retail.
* The investment in Ocado Retail is part of our
strategy for improving our online reach and
capability. Since the launch in September 2020, we * Continued communication under lockdown with the Board,
have seen growth in the online grocery market with an senior management and among the M&S-Ocado Retail
upward trajectory for the future that offers us the operational teams.
opportunity to strengthen our investment.
* Continued operation of a dedicated M&S Ocado delivery
* There are two core aspects of our relationship with team, supported by senior leadership, to coordinate
Ocado Retail that we are actively focusing on: sourcing, product development, product ranging,
customer data and marketing.
* Developing our working relationship with Ocado Retail
and evolving our ways of working to ensure alignment Key developments
of our strategies in a way that supports innovation * Completed transition of M&S products (Food and
and growth. Clothing & Home) to the Ocado platform.
* Maintaining a seamless supply process to support * Invested to expand capacity with the launch of a new
customer fulfilment - existing and in line with customer fulfilment centre in March, and plans for
future growth - and seeking opportunities to expand two more this calendar year.
and refine product ranges.
Oversight by Ocado Retail Board
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TALENT, CULTURE AND CAPABILITY
Our inability to evolve the culture * Continued investment in external hires to strengthen
of our business as well as develop capability, improve quality and diversity of talent
and retain the right talent and at all levels.
capabilities will influence our
means to expand the business
with agility and appropriate * Investment in internal talent to strengthen the
commercial acumen. This will leadership pipeline and develop our future leaders.
also impede the execution of
our transformation programme
and impact our broader strategic * Embedded quality new starter experience across all
objectives and performance. areas to allow effective onboarding, engagement and
* M&S is fortunate to employ a vast number of talented retention.
individuals and it is essential that we have the
right processes in place to identify, develop and
retain this talent for the future. * Continued the project to update our HR systems.
* Understanding the changing retail landscape is core * Business Involvement Group which is actively involved
to the strategic decisions we make on the skills and in colleague engagement and representation throughout
capabilities needed for our business. From driving a the business, including Board meetings.
digitally focused mindset to managing change, our
strategic choices and investment are focused on the
knowledge and skills needed for the future. * Capitalising on the popularity of our M&S Alumni to
engage, energise and re-attract great talent.
* The challenge of effectively managing talent,
performance and succession using systems that have Key developments
become outdated could result in increased resource * Direct Executive Committee member ownership of HR
management and development costs. matters.
* The need to effectively engage, motivate and connect * Progressed our plans for enhancing skills and
with our colleagues across a multi-generational, capabilities through targeted talent, recruitment and
diverse workforce is key to delivering productivity development programmes.
and supporting the transformation of our business
while driving customer loyalty through a
differentiated service proposition. * Launch of an updated performance management process.
* The broader implications of Brexit on the * Total reward review completed with benchmarking of
availability of labour and key skills continue to be all pay and benefit components and transparency on
monitored. fair pay, including gender, ethnicity, disability and
age. Commenced implementing initiatives that reflect
colleague expectations.
Oversight by Executive Committee
* Launch of a digital-specific apprenticeship programme
driving digital literacy and capability building.
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FOOD SAFETY AND INTEGRITY
Failure to prevent or effectively * Food Safety Policy and Standards, with clear
respond to a food safety incident, accountability set at all levels.
or to maintain the integrity
of our products, could impact
business performance, customer * Defined Terms of Trade, manufacturing standards,
confidence and our brand. specifications for "from farm to fork" and operating
* Food safety and integrity remain vital for our procedures.
business. We need to manage the potential risks to
customer health and consumer confidence that face all
food retailers. This includes considering how * Risk-based store, supplier and warehouse audit
external pressures on the food industry and wider programmes by an independent third party, including
economic and environmental changes could impact the franchise operations.
availability and integrity of our food, the ability
to operate all routine controls, our reputation and
shareholder value. * Qualified Food Technology team, with continuing
professional development.
* Many of these external pressures, including
inflationary costs, labour quality and availability, * Risk assessment process in place for new food
increased regulatory scrutiny and animal disease are initiatives.
heightened to a degree by the pandemic and our exit
from the European Union. These are also largely
outside our control but are nevertheless monitored * Quarterly internal review of our control framework.
and mitigated where possible.
* Established processes for the development and legal
Oversight by Consumer Brand Protection sign-off for product packaging.
Committee
* Food Industry Intelligence Network membership at
Board and Executive Committee level.
* Live and tested crisis management plan for food
incidents.
Key developments
* Updated operating procedures in response to lockdown
restrictions and for the new initiatives launched,
e.g. home delivery channels in the UK and
internationally.
* Remote audit and assurance programme launched for new
and existing suppliers.
* Covid-19 tests for technologists to enable urgent
site visits.
* Enhanced monitoring of quality and customer
complaints.
* Additional reporting to the leadership team of
Covid-19 implications on our supplier assurance
programme.
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LIQUIDITY AND FUNDING
An inability to maintain short- * A GBP1.1bn undrawn, revolving credit facility in
and long-term funding to meet place until April 2023 and GBP674.4m of cash and cash
business needs or to effectively equivalents.
manage associated risks may influence
our ability to transform at pace,
as well as have an adverse impact * Measures implemented to manage cash and liquidity at
on business viability. the start of the pandemic continue to be maintained,
* While we have continued to actively manage our cash, including:
liquidity and debt position during the pandemic,
resulting in a more positive out-turn than
anticipated, our focus on this remains strong. * Increased scrutiny and challenge over expenditure
such as discretionary and capital spend.
* Availability of, and access to, appropriate sources
and levels of funding is important for the continued * Dividend deferral.
operation of business activity, as well as successful
and timely delivery of our transformation. Our
ability to repay debt and fund working capital, * Use of government support measures like the temporary
capital expenditures and other expenses depends on furlough of colleagues, business rates holiday and
our operating performance, ability to generate cash deferral of tax payments.
and to refinance existing debt.
* Agreement to relax/waive covenant conditions for our
* Recoverability of our trading performance will revolving credit facility.
influence our cash position as we emerge more fully
from the pandemic.
* Close monitoring and stress testing of projected cash
and debt capacity, financial covenants and other
* We also have pension fund commitments that require rating metrics.
active management and monitoring.
* Maintained counterparty credit risk and limits in
Oversight by Executive Committee, line with our risk appetite and treasury policy.
the Board
* Continued dialogue with the market and rating
agencies.
* Pension fund assets fully offset pension scheme
liabilities.
Key developments
* Implemented a robust three-year plan underpinned by
financial processes linked to strategic priorities.
* Active debt management with the issue of a GBP300m
bond and partial tender of the December 2021 bond
maturity.
* Focus on working capital management to continue to
improve cash flow and reduce reliance on bank
facilities.
* Agreement received from the syndicate of lending
banks to extend the relaxation of covenant measures
on the revolving credit facility up to March 2022.
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SOCIAL, ETHICAL AND ENVIRONMENTAL
RESPONSIBILITY * Established ethical audit programme, aligned with
Increasingly our customers, colleagues Sedex, including annual factory audits for
and investors demand reassurance manufacturers globally.
that we are managing ethical
and environmental issues across
our business, including supply * Risk-based ethical assessment programme in Food
chains. Our inability to uphold across all suppliers maintained.
adequate oversight of, and respond
to, our responsibility commitments
may result in failing to meet * Code of Conduct and Global Sourcing Principals in
their expectations. place, shared with third parties and included in
* We continue to operate increasingly complex supply legal agreements.
chains where changes in the external environment and
challenging economic conditions, including the impact
of Covid-19 across the globe, make ethical and social * Product and raw material standards outlining
issues open to mismanagement and exploitation. We environmental considerations, such as deforestation.
recognise that these could occur anywhere in our
supply chain networks as well as our own operations.
* Clothing Quality Charter and Environmental and
Chemical Policy in place for all suppliers.
* Setting and adhering to appropriate environmental,
human rights, animal welfare and ethical standards
and commitments is important in maintaining our * Modern slavery training rolled out across relevant
reputation as a responsible company. teams.
Oversight by Executive Committee, * Human Rights & Modern Slavery Policy shared with
ESG Committee International owned-business and franchise teams.
* Mandated use of the Sustainable Apparel Coalition's
Higg Facility Environmental Module, that measures
social and environmental impacts of factories.
* Live and tested capabilities and protocols to respond
immediately to an incident.
Key developments
* Group Plan A programme reset with clear
accountabilities set for each area in our family of
businesses to address environmental and ethical
standards in products, packaging, greenhouse gas
emissions and waste.
* ESG Committee established.
* Continued strengthening of our due diligence
approaches with the roll out of a Worker Voice
programme in the Food business and piloting of
transparency initiatives within Clothing and Home.
* Modern Slavery Intelligence Network launched to alert
M&S to issues in the Food supply chain.
* Minimum standards for responsibility set for Clothing
and Home third-party brands.
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TECHNOLOGY AND DIGITAL CAPABILITY
A failure to simplify and improve * An omni-channel technology strategy, supported by
our core technology, enhance prioritised investment and aligned with Group and
our digital capabilities and individual business strategies.
reduce our dependency on legacy
systems could limit our ability
to keep pace with market competition * Quarterly benefits tracking of key programmes in line
and customer expectations, preventing with spend targets and value outcomes.
successful transformation.
* The digital world continues to evolve at an
unrelenting pace, influencing consumer expectations * Further investment in technology and digital
and behaviours, as well as placing increasing demands innovation and capabilities to enhance both customer
on our technology and ways of working. and colleague experience in store, like supporting
the '10x' store plan.
* Data underpins everything we do and we remain focused
on equipping colleagues with the right tools and * Improved IT infrastructure, including increased
capabilities to drive effective decision-making. bandwidth.
* A simplified operating model, applications and * Continued the shift to cloud-based technology.
architecture will support us in continuing to deliver
capability, flexibility and cost-efficiency
improvements. * Ongoing collaboration with our technology partners to
drive our Digital First ambition, e.g. TCS and
Microsoft.
* Increasing the use of tools such as AI and machine
learning is fundamental to providing insights and a
differentiated service to our customers. * Ongoing focus on technology risk, assurance maturity
and roll-out of a structured IT control methodology.
Oversight by Executive Committee
Key developments
* New technology strategy and three-year investment
plan that is aligned with business strategies and
objectives.
* Increased adoption of our mobile app by existing and
new customers providing access to valuable data.
* Successful launch of our BEAM Data Academy with
digital learning programmes for all colleagues.
* Increased personalisation of our end-to-end digital
customer experiences using in-house capability.
* Transforming our M&S Bank product and service
offerings to create a digitally enabled shopping and
payment experience for customers.
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BUSINESS CONTINUITY AND RESILIENCE
Failures or resilience issues * A dedicated and experienced Business Continuity (BC)
at key business locations, such team with an established Group Crisis Management
as at Castle Donington, our primary process that continued to operate throughout the
online Clothing & Home distribution pandemic.
centre, could result in significant
business interruption. More broadly,
an inability to effectively respond * Maintained updated BC plans for key activities across
to global events, such as the our operations, including offices, warehouses and IT
pandemic or a supply chain disruption, sites in response to changing government guidance.
would also significantly impact
business performance.
* As our online business grows, the scale of risk to * Group Incident Management procedures in place,
our sales and growth ambitions increases from a including for critical third parties.
sustained period offline and an inability to fulfil
online orders due to a major incident at our Castle
Donington fulfilment centre. * Risk-based BC assessments for stores, sourcing
offices and warehouses and validation of key supplier
arrangements.
* The loss of other locations, such as the dedicated
warehouses that store beers, wines & spirits and
frozen goods in the UK, or support facilities (like * Insurance to cover remediation and business
for IT), could also impact us. interruption.
* Our dependency on major suppliers, service providers * Enhanced capabilities at Castle Donington to manage
and business partners means that significant technology failure.
incidents, long-term resilience issues and
recoverability for these third parties would impact
our own business. * Active engagement with the Retail BC Association and
government-led forums.
* The risk stemming from the complexity and fragility
of global supply chains continues to be emphasised by * National Counter Terrorism Information exchange
the pandemic - notably, the initial impact from China member.
and in turn from key sourcing locations like
Bangladesh and India where we have a high supply
dependency. Key developments
* Expanded fulfilment capabilities through "buy online
ship from store" (BOSS) and the use of other
Oversight by Executive Committee, warehouses in our network to meet online growth.
Crisis Management Team
* Continued supporting suppliers through disruptions
caused by the pandemic and Brexit.
* Colleagues globally continued to work from home
without the loss of any business-critical systems.
* BC dashboard launched to shift our governance
programme to a live digital platform.
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INFORMATION SECURITY
Failure to adequately prevent * Dedicated Information Security function, with
or respond to a data breach or multi-disciplinary specialists, supported by a
cyber-attack could adversely 24-hour Security Operation Centre and mature Incident
impact our reputation, resulting Management.
in significant fines, business
disruption, loss of information
for our customers, employees * Information Security Improvement programme delivery,
or business and/or loss of stakeholder aligned with our digital and data protection
and customer confidence. strategy.
* The increasing sophistication and frequency of
cyber-attacks in the retail industry and within
supply chains highlight an escalating information * Information security obligations included in
security threat. appropriate third party contracts and a risk-based
assurance programme to monitor our exposure.
* Our reliance on several third parties hosting
critical services and holding M&S and customer data * Information security and data protection policies in
also means weaknesses in their cyber and data place, with a mandatory training programme for
controls may impact us, and requires continued colleagues.
assessment and oversight.
* Active detection of our threat environment, with
* The profile of information technology will change as continued improvement in controls, policies and
we develop our data and digital capabilities, expand procedures.
online services, adopt cloud more widely, deliver
'intelligent' stores, and increase our reliance on
insightful data. * Embedded security throughout digital product
lifecycle and operations model.
* Longer-term changes stemming from the pandemic such
as the increase in customers using e-commerce, the * Focused security assurance, security architecture and
growing number of digital and mobile shopping security hygiene around significant change
channels and changes in the pattern of office/home activities.
working, all impact the overall risk.
* Network of Data Protection and Security Compliance
Oversight by Executive Committee Managers in priority business areas.
Key developments
* Prioritised investment to improve our ability to
detect and respond to the increase in breaches during
the pandemic.
* Completion of two independent cyber security reviews.
* Formal review of security controls in international
offices.
* Targeted information security and Cyber Resilience
review of key suppliers.
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Corporate compliance and responsibility
Failure to deliver against our * Code of Conduct in place and underpinned by policies
legal and regulatory obligations, and procedures in core areas of regulation and
as well as responsibility commitments responsibility, including human rights, modern
would undermine our reputation slavery, anti-bribery and corruption, health and
as a responsible retailer, may safety, food safety, national minimum wage, equal pay,
result in legal exposure or regulatory cyber, data security and privacy, and financial
sanctions, and could negatively services and consumer credit regulations.
impact our ability to operate
and/or remain relevant to our
customers. * Business-wide mandatory training programme for
* The increasingly broad and stringent legal and higher-risk regulatory areas, like health and safety,
regulatory framework for retailers creates pressure anti-bribery and corruption, data privacy, and
on business performance and market sentiment information security.
requiring continual improvements in how we operate to
maintain compliance.
* Established in-house regulatory legal team in place,
including specialist solicitors, which conducts
* New and evolving regulatory requirements needing horizon scanning on key regulatory and legislative
focus and appropriate capabilities to comply with changes.
including mandatory Task Force on Climate-related
Financial Disclosures ("TCFD") recommendations,
plastics recycling targets, new restrictions on the * Issue leaders embedded in the business to drive
promotion of foods high in fat, sugar and salt and compliance in key risk areas, e.g. GSCOP (Groceries
the proposed EU Directive on Corporate Due Diligence Supply Code of Practice) and ethical sourcing.
and Accountability that envisages mandating due
diligence of key issues within end-to-end business
supply chains. * Continued proactive engagement with regulators,
legislators, trade bodies and policy makers.
* Non-compliance may result in fines, criminal
prosecution for M&S or colleagues, litigation, * Maintained monitoring and regulatory reporting
additional investment to rectify breaches, disruption commitments on environmental and social issues.
or cessation of business activity, as well as
impacting our reputation.
* Continued operating auditing and monitoring systems.
Oversight by Executive Committee,
Fire, Health & Safety Committee, * Customer feedback and public sentiment on regulatory
Consumer Brand Protection Committee, compliance is monitored, including social media
Bank and Services Compliance trends.
Monitoring Committee
Key developments
* First cycle of reporting Code of Conduct compliance
to the Audit Committee.
* Continued to manage compliance with evolving
government guidelines in relation to Covid-19.
* Established remote audit programmes for owned and
third-party operations during the lockdowns globally.
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The risks listed do not comprise all those associated with Marks
& Spencer and are not presented in any order of priority. In
addition to the risks disclosed, a wide range of lesser impacting
risks and uncertainties that Marks & Spencer is exposed to, or
could be exposed to in the near future, are actively monitored and
managed. These less material risks are kept in view in case their
likelihood or impact should show signs of increasing.
Further information on the financial risks we face and how they
are managed is provided on pages 164 to 175.
Directors' Responsibility Statement
The 2021 Annual Report contains the following statements
regarding responsibility for the financial statements in compliance
with DTR 4.1.12. Responsibility is for the full Annual Report and
Financial Statements 2021 and not the condensed statements required
to be set out in the Annual Financial Report announcement.
The directors are responsible for preparing the Annual Report,
the Remuneration Report and Policy 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 are required to
prepare the group financial statements in accordance with
international accounting standards in conformity with the
requirements of the Companies Act 2006 and International Financial
Reporting Standards adopted pursuant to Regulation (EC) No
1606/2002 as it applies in the European Union. 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 the Company and of the profit or loss of
the Group and the Company 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 accounting estimates that are reasonable and prudent.
- State whether applicable IFRS (as adopted by the EU) have been
followed, subject to any material departures disclosed and
explained in the financial statements.
- Prepare the financial statements on a going concern basis
unless it is inappropriate to presume that 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
the financial statements comply with the Companies Act 2006. 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. They are also responsible for
safeguarding the assets of the Group and 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 UK governing the
preparation and dissemination of financial statements may differ
from legislation in other jurisdictions.
Each of the current directors, whose names and functions are
listed on pages 62 and 63, confirms that, to the best of their
knowledge:
- The Group 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 taken as a whole.
- The Management Report includes a fair review of the
development and performance of the business and the position 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 Annual Report, taken as a whole, is fair, balanced and
understandable, and provides the necessary information for
shareholders to assess the Group's position, performance, business
model and strategy.
The Directors of Marks and Spencer Group plc are listed in the
Group's 2021 Annual Report, and on the Group's website:
corporate.marksandspencer.com.
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Grafico Azioni Marks And Spencer (LSE:MKS)
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