NCC Group plc Annual Report 2022

Notes to the Financial Statements continued for the year ended 31 May 2022

27 Called up share capital and reserves

2022 Number of shares

2021 Number of shares

2022 £m

2021 £m

Allotted, called up and fully paid

308,956,045 278,909,171

3.1

Ordinary shares of 1p each at the beginning of the year

2.8 0.3

1,011,198

Ordinary shares of 1p each issued in the year

30,046,874

309,967,243 308,956,045

3.1

Ordinary shares of 1p each at the end of the year

3.1

During the year, 1,011,198 (2021: 2,140,474) new ordinary shares of 1p were issued as a result of the exercise of share options. The proceeds of £0.8m (2021: £2.4m) were credited to the share premium account. During the prior year, 27,906,400 new ordinary shares of 1p were issued as part of funding the acquisition of the IPM Software Resilience business. Of the gross proceeds of £72.6m, £72.3m were credited to the share premium account net of issue costs of £2.4m. See Note 34 for further details. As at 31 May 2022, no shares were held in treasury (2021: nil). Share premium The share premium account records the difference between the nominal amount of shares issued and the fair value of the consideration received. The share premium account may be used for certain purposes specified by UK law, including to write off expenses incurred on any issue of shares and to pay fully paid bonus shares. The share premium account is not distributable but may be reduced by special resolution of the Company’s ordinary shareholders and with court approval. Hedging reserve The hedging reserve comprises the effective portion of the cumulative net change in the fair value of hedging instruments used in cash flow hedges pending subsequent recognition in profit or loss or directly included in the initial cost or other carrying amount of a non-financial asset or non-financial liability. The reserve is £nil at 31 May 2022 as the hedging instrument has now expired. Merger reserve The merger reserve arose in 2015 from the acquisition of Accumuli plc through a share-for-share exchange in part consideration for the business. Currency translation reserve The results of overseas operations are translated at the average foreign exchange rates for the year, and their balance sheets are translated at the rates prevailing at the Balance Sheet date. Exchange differences arising on the translation of opening net assets and results of overseas operations are recognised in the currency translation reserve. All other exchange differences are included in the Income Statement. Retained earnings Retained earnings for the Group are made up of accumulated reserves. For the Company, retained earnings are made up of accumulated reserves and are considered distributable reserves.

28 Profit attributable to members of the Parent Company The profit for the year dealt with in the accounts of the Parent Company was £20.0m (2021: £25.0m).

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NCC Group plc — Annual report and accounts for the year ended 31 May 2022

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