Directors’ Report for the year ended 31 December 2022
Directors’ duties Directors of UK companies, must act in accordance with a set of general duties. These duties are detailed in section 172(1) of the Companies Act 2006 which is summarised as follows: ‘A Director of a company must act in the way they consider, in good faith, would be most likely to promote the success of the company for the benefit of its shareholders as a whole and, in doing so have regard (amongst other matters) to: • the likely consequences of any decisions in the long-term; • the interests of the company’s employees; • the need to foster the company’s business relationships with suppliers, customers and others; • the impact of the company’s operations on the community and environment; • the need to maintain a reputation for high standards of business conduct; and • the need to act fairly as between shareholders of the company.’ As part of their induction, a Director is briefed on their duties and they can access professional advice on these, either from the company Secretary or, if they judge it necessary, from an independent adviser. It is important to recognise that in a large organisation such as ours, the Directors fulfil their duties partly through a governance framework that delegates day-to-day decision-making to employees of the company. The following paragraphs summarise how the Directors’ fulfil their duties: Risk Management As we grow, our business and our risk environment also become more complex. It is therefore vital that we effectively identify, evaluate, manage and mitigate the risks we face, and that we continue to evolve our approach to risk management. For details of our principal risks and uncertainties, and how we manage our risk environment, see pages 29 to 31. Our People The Group is committed to being a responsible business. Our behaviour is aligned with the expectations of our people, clients, customers, suppliers and society as a whole. People are at the heart of our specialist services. For our business to succeed we need to manage our people’s performance and develop and bring through talent while ensuring we operate as efficiently as possible. We must also ensure we share common values that inform and guide our behaviour so we achieve our goals in the right way. For further details on our people and employee involvement, see pages 14 to 17. Business Relationships Our strategy prioritises organic growth, driven by cross-selling and up-selling services to existing clients and bringing new clients into the Group. To do this, we need to develop and maintain strong client relationships. We value all of our clients and suppliers and have contracts with our key suppliers, see pages 18 and 19.
The Directors present their report and the audited consolidated financial statements of the Group for year ended 31 December 2022. Directors The statutory Directors who served the company during the year and up to the date of signing the financial statements were as follows:
N Wells A Cochrane (appointed 21 April 2022)
N Polglass M Parmar J Greenbury M Nunny P Berendsen
The Directors benefit from qualifying third party indemnity provisions in place during the financial period and at the date of this report. Political donations The Group made no political donations during the year. Employee involvement The Group is committed to eliminating discrimination and encouraging diversity and inclusion amongst our workforce and that all employees or workers are treated with respect and dignity. Our aim is to provide equality and fairness for all in our employment and not to discriminate on grounds of age, disability, gender re-assignment, marriage and civil partnership, race, religion or belief, sex and sexual orientation. We oppose all forms of unlawful and unfair discrimination. Additionally, we conform to the requirements around Modern Day Slavery legislation to ensure we only use resource that can legally work within the organisation and ensure no workforce is engaged that in any way has links to people trafficking activity. The company is committed that the workforce whether part- time, full-time or temporary are treated fairly in respect of employment, promotions, performance appraisals, transfers and training. Whistl will appoint, train, develop and promote on the basis of aptitude and ability. It is recognised that staff with disabilities may require reasonable adjustments to their workplace or have equipment provided in order that they may carry out their normal duties. The company will endeavour to provide reasonable solutions for such situations. We also undertake an annual employee engagement survey, MySay, and are proud that we have consistently achieved positive Engagement scores, additionally from the results we develop any improvement plans for the coming years. Matters covered in the Strategic report Discussion of going concern, financial risk management, future developments, and payment of dividends have been included in the Strategic report.
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Whistl Annual Report 2022
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