PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED
Risk description Potential impact
Mitigating actions
Change in the year
Risk description Potential impact
Mitigating actions
Change in the year
8 Major business disruption
Financial risk 11 Financial Controls and Reporting
Sustained disruption to production arising from a major incident at one or more sites
■ Insufficient
■ Ability to transfer between sites ■ Distributed manufacturing footprint with limited reliance on individual sites ■ Not overly reliant on one site for sales. Maximum revenue derived from a single site is equal to c. 10% of Group turnover ■ Business continuity planning and insurance coverage
production to deliver goods on order
Inadequate financial controls resulting in financial misreporting, poor decision making and fraudulent activity
■ Financial loss ■ Reputational damage
■ Group policies, manuals and guidance are provided to Group companies to outline the Group’s requirements in relation to financial controls ■ Programme of internal audits across Group companies to review adequacy of control environment ■ External audit undertaken on material Group entities ■ Fraud risk assessment performed by the Group Internal Audit function annually ■ Regular review of accounts by senior management ■ A whistleblowing hotline is in place and available for use by all employees ■ Enhanced documentation, testing and monitoring of material controls in preparation for compliance with Provision 29 of the UK Corporate Governance Code 2024 ■ The Group has a revolving credit facility of £240m, which runs to May 2030 with an option to extend to May 2032. c.£70m remaining to be drawn down (post the Trival acquisition in April 2026) ■ Central treasury function oversees the Group’s cash resources and financing requirements ■ Regular review of headroom against committed facilities and financial covenants ■ Working capital controls and monitoring of key working capital metrics ■ Issuance of equity from time to time to support acquisitions programme ■ Acquiring high margin, high cash-generative businesses
■ Assessment of alternative manufacturing locations undertaken as part of TCFD analysis Link to KSIs: A B C D E F
■ Damaged
relationships with key customers ■ Reduced sales ■ Reputational damage
Link to KSIs: A B C D E
9 Loss of key personnel
Risk of failing to attract, retain and develop the talent and leadership capability required
■ Loss of expertise and knowledge ■ Reduced operational performance ■ Constraints on growth and execution
■ Staff development, training programmes and succession planning ■ Competitive remuneration and incentive structures ■ Regular remuneration benchmarking ■ Use of earn-out structures to incentivise key management of acquired companies ■ The number of separate business units, each with their own management teams, minimises the risk that the underperformance of any one business impacts the Group as a whole
■ Recruitment market remains challenging in some markets ■ New Group-wide careers website launched to attract new talent and enhance opportunities for current employees
to support the Group’s growth
12 Liquidity and financing There is a breach of funding terms/ covenants
Link to KSIs: A B C
■ Constraints on operations and growth ■ Inability to fund acquisitions ■ Increased financing costs
■ Proforma year end gearing including Trival acquisition of 1.7x ■ Bank gearing covenant increased from 3.0x to 3.5x ■ Strong cashflows in the year Link to KSIs: C D
10 Product quality and liability Risk of product failure or non- compliance with regulatory standards resulting
■ Non-compliance with quality standards ■ Product recalls or liability claims ■ Financial loss ■ Reputational damage
■ Robust quality assurance processes before products are shipped to customers ■ Terms and conditions limit Group companies’ liabilities ■ As a number of the Group’s products are customised for individual customers, this reduces the risk relating to any one product and/or customer ■ Product liability insurance in place covering all Group companies
Link to KSIs: A B C D E
in harm, financial loss or reputational damage
13 Foreign currency
The Group transacts in many currencies for both its purchases and sales, which differ to its reporting currency, and so the Group has translational and transactional exposures to foreign currency fluctuations
■ Reduction of the Group’s reported results ■ Volatility in operating margins
■ Use of forward currency contracts to hedge committed and forecast sales and purchases in foreign currency (the Group policy is not to hedge translation exposures) ■ Currency borrowings as a natural hedge against same currency assets ■ Central review of foreign currency exposures
Link to KSIs: A B C D
KEY STRATEGIC INDICATORS A Sales growth B Adjusted
Adjusted earnings per share growth
C
operating margin
Return on capital employed
Carbon emissions reduction
D Cash conversion
E
F
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discoverIE Group plc Innovative Electronics
Annual Report and Accounts for the year ended 31 March 2026
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