Annual Report 2019
Transformational Talent Experiences.
We will be the world’s best at transforming our clients through total talent solutions and experiences.
The Year in Review Key Performance Indicators
Gross margin Flexible Talent gross margin 17.0% 12.8% 2018: 15.9% | 1.1% 2018: 11.5% | 1.3%
Operating margin Adjusted operating margin 4.4% 4.6% 2018: 3.4% | 1.0% 2018: 3.8% | 0.8%
Conversion ratio Operating profit Conversion ratio Adjusted operating profit 25.8% 26.7% 2018: 21.5% | 4.3% 2018: 23.7% | 3.0%
Conversion ratio Profit before tax Conversion ratio Adjusted profit before tax 25.5% 26.5% 2018: 22.3% | 3.2% 2018: 24.5% | 2.0% Cpl Annual Report 2019 1 2 6 14 18 22 24 28 30 48 49 51 53 40 41 46 47 For more information visit www.cpl.com information more For Overview Statement Chairman’s Review Executive’s Chief Report Strategy Our Board of Directors of Our Board Report Directors’ Responsibilities Directors’ of Statement and the the Annual Report of in respect Financial Statements Report Independent Auditor’s Income Comprehensive of Statement Group in Equity Changes of Statement Group in Equity Changes of Statement Company Balance Sheets and Company Group Statements Cash Flow and Company Group part the Financial of forming Notes Statements Contents the World Cpl Around Social Responsibility Corporate Cpl and Inclusion at Diversity Focus Focus on Talent Accounts gross profit gross
As % of the total gross profit gross the total As % of % % 1.6% 2.8% 2.8% 3.9% , our branded managed managed our branded ,
567 2018: 590 |
12,493 2018: 12,296 |
28.8 2018: 31.6% |
2018: 68.4% | 71.2 Flexible Talent fees Talent Flexible At the heart of everything we do, is a deep belief in the is a deep belief do, we the heart everything At of candidate the right matching of impact transformational will we with our people, Together organisation. the right to we and ensure working of ways new pioneer and embrace the future of the forefront supporting our clients at are work. of As the future of work continues to continues to work of As the future to continue We does Cpl. so too evolve, more for demand a global embrace models workforce solutions-oriented has offering and our business Launching in response. broadened Covalen more us to enables solutions division, proposition, define our value clearly growth future for positioning ourselves and internationally. domestically both Average number of recruiters during the year recruiters number of Average Flexible Talent staff headcount at the year-end headcount at staff Talent Flexible As % of the total the total As % of fees Permanent Chairman’s Statement “ ” The Group has delivered exceptional earnings growth in the year to 30 June 2019, reflecting strong growth across all our business sectors and markets.
The Year in Review Key Performance Indicators
Revenue €564.9m 2018: €522.7m | 8%
Gross profit €96.3m 2018: €83.2m | 16%
Profit before tax €24.6m 2018: €18.5m | 33%
2 Cpl Annual Report 2019 3 Culture Culture and Values and clear respect openness, is one of culture Cpl’s and remain innovation encourage We communication. responding all times on our customers, at focused this that believe We needs. their changing to quickly outstanding consistently deliver us to enables culture it has and that our clients and candidates, service to performance excellent to an significantly contributed year. the business in the past across Revenue grew by €42.2 million to €564.9m, up 8% €564.9m, €42.2 million to by grew Revenue and by 16% grew profit gross Group year. on the prior The global year. in the by 33% tax grew before profit solutions continues workforce flexible demand for 21% by income grew fee Talent and our Flexible during the year. 3.4%) was 4.4% (2018: margin profit Operating from business the shifting mix of given which, testament is talent, flexible to permanent recruitment for Adjusted margins. improving our commitment to to Long-Term the Group’s to relating non-cash charges the translation, and currency Plan (LTIP) Incentive 80 basis points to by increased margin operating year. 4.6% in the financial balance sheet, had a strong the Group end, year At €92.5 up from €110.4 million, of assets with net with net ended the year We million in the prior year. the prior up €15.9 million from €40.1 million, cash of capital demands of the working funding after year, is a profitable, Cpl division. Talent Flexible our growing business and the continued strength cash generative external its access to balance sheet, the Group’s of working capital financing and its capabilities in for well positions the Company management growth. future % 8% 41% 16% 30% 25% 39% 33% 37% change Year Year 2018 ended 23.7% 24.5% 21.5% 22.3% 83,150 19,737 20,402 17,881 18,546 522,691 56.6 cent 13.5 cent Year Year 2019 ended 26.7% 26.5% 25.8% 25.5% 96,258 25,726 25,492 24,818 24,584 564,858 77.3 cent 19.0 cent €’000s except indicated where Full Year Highlights Year Full This performance reflects the clear focus by our by focus the clear reflects This performance expanding business, our grow to on continuing team demands market shifting meet to offering our product base and on managing our cost and concentrating margins. improving Revenue Gross profit Gross Adjusted Adjusted profit* operating Adjusted profit profit Adjusted tax* before Operating profit Operating Profit before tax before Profit Earnings per share Earnings per share Dividend per share Dividend per share Conversion ratio ** ratio Conversion Adjusted profit operating ** As a % of gross profit gross ** As a % of Adjusted profit profit Adjusted tax before profit Operating tax before Profit before profit and adjusted profit operating * Adjusted the Group’s to relating non-cash charges exclude tax translation and currency (LTIP) Plan Incentive Long-Term CHAIRMAN’S STATEMENT (CONTINUED)
People Mark Buckley will leave the Group and will step down At its heart Cpl is a people business. We provide from the Board on 30 September 2019. Mark joined Cpl workforce solutions by matching people with in 2013 as Chief Financial Officer and since then has opportunities and by connecting people to other been appointed to the Board and to the executive people. We can do this to a consistent standard of positions of Chief Operations Officer and Deputy Chief excellence because of the quality of our own people Executive. Since Mark joined us Cpl has enjoyed and their commitment to our culture and values. substantial profitable growth and he has contributed significantly to that success. We are grateful to Mark On behalf of the Board, I would like to thank all of for his commitment and contribution and wish him well our people for their dedication and hard work during for the future. the year. I would also like to thank our clients and candidates for their continuing support and loyalty Cash to Cpl. The Group had a net cash balance of €40.1 million as at 30 June 2019 (2018: €24.2 million). In the twelve Board Developments months to 30 June 2019, €27.1 million was generated In October 2018, Elaine Coughlan was appointed to in cash flow from operating activities before tax and the Board as an independent Non-Executive Director. changes in working capital (2018: €20.6 million). Elaine is a highly regarded technology investor and has Although the growth in our Flexible Talent business extensive experience in scaling technology companies requires significant investment in working capital, worldwide. She has contributed very positively to the we recorded a strong net cash inflow of €15.9 million Board since her arrival and we look forward to in the year (2018: €15.7 million (excluding impact of continuing to work with her in the future. tender offer)), demonstrating the profitable, cash generative nature of our business and the In January 2019, Oliver Tattan retired from the effectiveness of our working capital management. Board having been a Non-Executive Director of the Group since 2007. On behalf of my fellow Directors Allocation of our cash surplus is closely monitored and all of our people, I would like to thank Oliver for by the Board. We prioritise organic expansion and are the outstanding contribution he made to Cpl’s success selective in our acquisition activity, making acquisitions during his tenure. only where we perceive a strong fit with our existing business or to drive innovation in our organisation. As part of the ongoing process of refreshing the Board We continue to adopt a progressive dividend policy and and as previously indicated, Breffni Byrne will retire are pleased to have delivered a 41% increase in the from the Board during the current financial year ending dividend per share for the year, further details of which 30 June 2020. We look forward to Breffni’s continuing are outlined below. valuable contribution, as a Board member and as Chairman of the Audit Committee, until then. Earnings per Share & Proposed Dividend The Company intends to appoint an additional, Cpl has delivered earnings per share in the twelve independent Non-Executive Director and will begin a months to 30 June 2019 of 77.3 cent, a 37% increase process to identify suitable candidates. A further on the prior year, reflecting the growth in profitability update will be provided in due course. in the year. The Board is recommending a final dividend of 11.0 cent per share. This will bring the total dividend for the year to 19.0 cent per share.
4 Cpl Annual Report 2019 5 10 September 2019 10 September John Hennessy Chairman Aside from the risks posed by Brexit uncertainty, uncertainty, Brexit posed by the risks Aside from important in our most markets economic indicators further achieve to expect and we positive, broadly are months ahead. in the growth profitable As long as the terms of the UK’s planned departure departure planned the UK’s of as the terms As long will continue to Brexit unclear EU remain the from businesses in all sectors, uncertainty for rise to give monitor to will continue We including our own. and assess and respond closely developments our business. for implications their to We operate in a cyclical industry which is sensitive to to is sensitive which industry in a cyclical operate We markets. our core within in economic activity changes the years over our business model has evolved While the visibility streams, revenue secure more include to remains income fee our net of proportion a material of short term. Outlook The dividend, if approved by the shareholders, will be the shareholders, by if approved The dividend, on the shareholders 2019 to on 4 November payable the business on of the close at register Company’s 2019. 11 October of date record Chief Executive’s Review “ ” In the financial year to 30 June 2019, Cpl delivered exceptional earnings growth and strong cash conversion.
The Year in Review Key Performance Indicators
Net cash balance €40.1m 2018: €24.2m | 66%
Earnings per share of 77.3 cent 2018: €56.6 cent | 37%
Total dividend per share of 19.0 cent 2018: 13.5 cent | 41%
6 Cpl Annual Report 2019 7 Operations Review Operations and spectrum talent spans the full capability Cpl’s operating two through services of a range deliver we solutions (‘Flexible workforce segments – flexible (‘Permanent’). and permanent recruitment Talent’) temporary solutions, includes managed Talent Flexible strategic and training recruitment, and contract distinct through operate We advisory services. talent including sectors of in a wide range brands specialist healthcare, legal, finance and technology, engineering, sales, sciences, life pharmaceutical, We administration. and office industrial light HR, leading market clients from of range a diverse have enterprises. medium sized small and to multinationals labour market, in a challenging Our clients operate and shortages, labour and skill-set by characterised been has never talent for the competition where pronounced. more is solutions business (Covalen) Our managed to projects delivering growth, strong experiencing in organisations clients including leading multiple and healthcare technology, the financial services, Cpl assumes accountability pharmaceutical sectors. clients, of on behalf business processes selected for savings and cost improvements measurable creating on multi-year engaged Cpl is typically our clients. for our to partners strategic becoming trusted contracts, to their businesses. significant value clients and adding service recruitment and contract Our temporary including solutions, recruitment clients flexible offers and seasonal recruitment contingency high-volume with clients work recruiters dedicated Cpl’s ramp-ups. solutions, short and long-term identify the optimum to or decrease to increase with the flexibility each business needs. changing headcount around , clearly defining clearly , We paid an interim dividend of 8.0 cent per share 8.0 cent per share dividend of paid an interim We a final is recommending The Board during the year. June 30 to the year for share 11.0 cent per dividend of year the for dividend per share in a total resulting 2019, the prior year. from increase a 41% 19.0 cent, of Our balance sheet is strong with net assets of of assets with net is strong Our balance sheet €92.5 million). June 2019 (2018: 30 €110.4 million at with a closing excellent was year in the Cash flow €24.2 million up from €40.1 million, cash balance of net the 21% despite achieved This was in the prior year. demonstrating division, Talent in our Flexible growth of our business nature generative cash the profitable, capital our working of and the effectiveness management. Group operating expenses (excluding non-cash (excluding expenses operating Group on increase an 11% €70.5 million, were charges) and profit in gross in line with the increase year, last base our cost of the majority that fact the reflecting of Our conversion costs. related comprises staff was tax before profit to adjusted profit gross 24.5%). 26.5% (2018: Financial Highlights €564.9 million to €42.2 by increased revenue Group €522.7 June 2019 (2018: 30 to million in the year to €96.3 million by 16% grew profit Gross million). 17.0% was margin €83.2 million) and gross (2018: in profit a 33% increase delivered We 15.9%). (2018: €18.5 million) and €24.6 million (2018: tax to before 77.3 cent (2018: is up 37% to our earnings per share 56.6 cent). We continue to embrace a global demand for workforce workforce demand for a global embrace continue to We and has evolved and our business model solutions division solutions Our managed in response. adapted have and we growth consistent strong, is experiencing this division Covalen branded recently for ourselves and positioning our value proposition and internationally. domestically both growth future CHIEF EXECUTIVE’S REVIEW (CONTINUED)
Strategic talent advisory services cater for the broader Gross margin in the year to 30 June 2019 was 17.0%, supports required by our clients to further evolve and an increase of 110 basis points from the prior year. An transform their businesses. These cover a wide range increase in our Permanent net fee income contributed of services that include talent strategy development, in part to this growth but it was primarily driven by our employee value proposition, employee wellness and Flexible Talent division through a combination of employer branding. The complexity of the world’s volume and pricing improvements. workforce preferences continues to evolve and given the highly competitive environment for talent, a people Our permanent placement business, which generates centric approach to talent management is a must. almost 100% gross margin, represented 29% of total gross profit compared to 32% in the prior year. Despite Key Performance Indicators the developments in our business mix, our operating margin was 4.4%, up 100 basis points on last year 2019 2018 and 80 basis points when adjusted for non-cash charges. The full yearly cost of recent key hires and Gross margin 17.0% 15.9% the investment in our technology team will not be Adjusted operating margin* 4.6% 3.8% accounted for until next year but, nonetheless, it underlines our commitment to improve the Operating margin 4.4% 3.4% Group’s operating margin.
Conversion Ratio** Flexible Talent Adjusted operating profit 26.7% 23.7% As the world of work evolves and both employee and employer expectations change, the demand for Adjusted profit before tax 26.5% 24.5% flexible workforce solutions continues to strengthen. Operating profit 25.8% 21.5% As a result, we grew our Flexible Talent net fee income Profit before tax 25.5% 22.3% by 21% to €68.5 million during the year (2018: €56.9 million). Gross margin in the year to 30 June 2019 Permanent fees as % was 12.8% (2018: 11.5%) and we finished the year of the total gross profit 28.8% 31.6% with 12,493 skilled people working on client Flexible Talent fees as % engagements on behalf of Cpl. of the total gross profit 71.2% 68.4% Flexible workforce solutions add a variable cost Flexible Talent staff headcount at the year-end 12,493 12,296 component to a company’s otherwise fixed labour costs. These solutions offer a more dynamic workforce Average number of recruiters and address a growing desire for greater flexibility during the year 567 590 among candidates. Highly skilled professionals, particularly in ICT, finance and engineering, are * Adjusted operating margin excludes non-cash charges increasingly choosing to work on a project relating to the Group’s Long-Term Incentive Plan (LTIP) or contract basis. and currency translation This global shift in working preferences presents ** As a % of gross profit a huge opportunity for Cpl, with potential for significant growth within Covalen.
8 Cpl Annual Report 2019 9 Technology change of driver as the biggest is cited Technology our industry It is revolutionising today. in the world recruit. traditionally we in which the way and changing the at staying to committed are we leader As a market taken have we shifts and technological of forefront our technology drive to this year initiatives many – to is two-fold objective Our capabilities forward. and in our value proposition differentiation drive in our excellence operational further achieve service delivery. technology partnerinnovative with continue to We three and deployed built custom companies and have machine on the latest based AI applications scalable These applications toolsets. learning and deep learning and match source we in which the way transforming are important the most of some improving candidates, hire, quality of as our clients such for hiring metrics based and mobile Our web hire. to and cost hire time to deployed been successfully has (‘MyCpl’) app rostering in Ireland workers healthcare our flexible 50% of over to Clients and positive. has been very and the feedback of way this new embraced have alike candidates and service the efficiency recognising working, it provides. excellence Board Advisory Technology a appointed recently We and digital us on our technology and guide advise to channel to outlet be a great to This has proven strategy. our thinking validate curiosity and to our technological Technology in technology. investment when it comes to have and we our business strategy of enabler is a key with the during the year team our IT strengthened including the appointment roles new of creation Louttit. James Officer, Information a Chief of Permanent net fee income increased by 6% to 6% to by income increased fee net Permanent as Divisions such €26.3 million). €27.8 million (2018: pharma services performed and financial technology, demand for where during the year, well particularly driven digitally In today’s a premium. is at talent skilled becoming increasingly companies are marketplace customers their for deliver to dependent on technology This combined with increased efficiency. and drive cyber of risks and the growing compliance regulation, technology the demand for that security indicates to grow. will continue and finance professionals International nurse recruitment in the UK recruitment nurse International in regulation changes due to challenging remains there Nonetheless, uncertainty. and continuing Brexit and healthcare nurses be high demand for continues to opportunity in is great there feel and we professionals, in the longer-term. market the UK healthcare Permanent is undertaken our permanent placement work of Most generate only means we which basis, on a contingent starts in a successfully when the candidate revenue where environment in a competitive operate We role. We is a differentiator. delivery of the speed and quality (AI) now in Artificial Intelligence invest will continue to cycle. the placement optimise to the future and into ensure enough to is not alone technology However, Cpl for a business. fit an individual is the right that support to analytics AI and of combines the power who bring the professionals recruitment our skilled the on focussing the process, to touch personal fit in and culture the candidate qualities of decision recruitment the right recommending our clients. for CHIEF EXECUTIVE’S REVIEW (CONTINUED)
Strategy & design solutions which will include Managed Services We believe deeply in the transformational effect of Provision, Business Process Outsourcing and matching the right candidate to the right organisation. Consulting & Solution Design. These solutions will be Our vision as we grow is to be world-class at supporting fully customised based on clients’ requirements and transformation in our clients through total talent engagements will be supported by world-class experts, solutions and experiences. The Group’s strong curated technology platforms and a set of unique performance in the year to June 2019 is a testament to processes developed through real-world experiences. the success of our strategy for growth. Our strategy is This signals an exciting chapter for Cpl as we drive founded on three strategic pillars to deliver growth further momentum in our managed solutions offering. - ‘Future Ready’, ‘Client First’ and ‘Total Solutions’. People and Culture Future Ready Our talented and experienced people are central to We continue to be at the leading edge of the future of Cpl’s success. They are committed to our core values work and have recently strengthened the capabilities of accountability, respect, customer focus, effective within our Future of Work Institute, where we focus on communication and empowerment. These values co-creating new solutions with our clients. We continue underpin our culture and ensure the excellence of to adopt a people centred, strategic approach to how our services and solutions. In addition to our shared we deal with our clients (‘the Cpl Way’) and to design commitment to deliver for our clients and candidates, and deploy integrated solutions that will create there is a strong, collective passion for helping others transformational value, appropriate to the needs of our to reach their full potential through the support of clients and our candidates. This combined with our local communities and charitable organisations. investment in technology and the support of our In 2019, Cpl was recognised in the Great Place partners provides us with a strong platform for to Work programme’s large workplace category for future growth. the fifth consecutive year. This recognition is of great value to Cpl as it demonstrates the positive employee Client First experience that our people are having. It also supports Our strategy is based upon building broader and us in attracting and retaining the best talent which is deeper relationships with clients. During the year we key to our continued success. I would like to thank our implemented a new strategic account management colleagues for their commitment to putting our clients structure. This structure enables us to provide clients and candidates first and for making Cpl a truly great with the full suite of our talent solutions and it enables place to work. us to generate new business. Management Team Total Solutions Mark Buckley has resigned as Chief Operations Officer Given the new opportunities arising from an and Deputy Chief Executive of the Group with effect increasingly solutions-oriented market, during the from 30 September 2019 to pursue other opportunities. year Cpl embarked on the development of a defined Mark has made a great contribution to the success of managed solutions proposition to best position this Cpl’s business since he joined the Group in July 2013, division for further growth. The new brand Covalen is first as Chief Financial Officer and latterly as COO/ already operating in Ireland and will be launched in Deputy CEO. On behalf of the Group as a whole, I would target European countries later in the financial year. like to thank Mark for his commitment to Cpl and wish Covalen will provide a range of people-centric managed him every success in his future career.
10 Cpl Annual Report 2019 11 Our goal for 2020 is to produce another year of growth growth of year another produce is to 2020 for Our goal by our encouraged we are and profitability, in revenue have we that growth pipeline and the opportunities for technology in to invest We will continue identified. and our productivity will improve believe we which delivering support our clients by better us to enable can solutions that talent and impactful innovative their businesses. and transform grow in assets net with balance sheet Cpl has a strong of 30 years over generated €110 million, of excess our balance sheet We believe continuous profitability. resources us the gives generation cash flow and strong challenges, macro-economic potential withstand to our of and expansion in the growth invest and also to to return an attractive business and provide shareholders. Anne Heraty Officer Executive Chief 2019 10 September , where we have already had already have we where , Trading in the current year has started well and we are are and we well has started year in the current Trading are We operate. we in which about the sectors positive challenges macro-economic the potential of mindful levels to changes for and the potential Brexit by driven within our client base. and employment investment of have we prepared, are we conditions change, Should our we can moderate base and in our cost flexibility plans. growth Our record results and progress achieved in the year in the year achieved and progress results Our record ahead. the year for has positioned us well June 2019, to solutions offering our managed strengthened have We Covalen of with the launch also seeing strong are We business wins. some strong in the technology, particularly talent skilled demand for finance and pharma sectors. Outlook I am also delighted to welcome all our new colleagues colleagues all our new welcome to I am also delighted thank our to and I want the year who joined Cpl during and support their partnership during clients for loyal the year. I am delighted to welcome James Louttit to the to James Louttit welcome to I am delighted This Officer. Information Chief of role created newly Cpl as for appointment is an important leadership and strategy growth with our forward move we in technology. further investment 12 Cpl Annual Report 2019 13
. ” JEAN CAMARGO JEAN Having dealt with numerous agencies in the past and not had and not in the past agencies dealt with numerous Having making me feel my faith, restored Nicole experiences, great for number looking another than just an individual rather like to Cpl. and a credit in her field She is an expert a job. Cpl will be at the leading edge of the future the future of edge leading the Cpl will be at our clients, enable to in order work, of be future to and consultants candidates this through Cpl will achieve ready. think & do of networks collaborative and the continued co-creation leadership, hub - Work of the Future of development can help our stakeholders a hub where with us. the future invent IT Support Technician placed by Cpl placed by Technician Support IT Future Future Ready “ Strategy Report
Cpl’s ‘Transformational Talent Experiences’ strategy continues to be rolled out across the Group with key initiatives supporting the three pillars of ‘Future Ready’, ‘Client First’ and ‘Total Solutions’.
Below is a summary of some key achievements since we began the implementation of our strategic plan in 2019. Other key initiatives that will be launched in the current financial year include a brand strategy review and refresh and a further evolution of the organisational structure, to better enable focus and further development of key service offerings in selected markets within Ireland and internationally.
Client First
T o y t d a a l e S R o l e u r t u i t o u n F s Transformational Talent Experiences
14 Cpl Annual Report 2019
Future Ready. Client First.
Strategic Statement Strategic Statement Cpl will be at the leading edge of the future of Cpl is all about the client and our people work, in order to enable our clients, candidates supporting our clients. It means adopting a more and consultants to be future ready. Cpl will achieve strategic approach to how we deal with our clients and this through collaborative networks of think & do creating new experiences to fully understand how we leadership, co-creation and the continued development can transform our clients’ businesses through a broad of the Future of Work hub - a hub where our range of services and supports. stakeholders can help invent the future with us. This means simplifying the back stage processes where Key Achievements to Date we can empower our people to become totally focused on addressing the needs of our clients. We will engage l Roll out of new Future of Work Institute brand our clients by being the best we can be at engaging and l Establishment of new Future of Work Institute supporting our people. office Key Achievements to Date l Roll out of a number of advisory and workshop l Establishment of the Chief Customer Officer engagements with key clients and integration of role and function brand into large pitch and tenders to increase value-add to new and existing clients l Development of a Cpl Strategic Account Management approach to better serve l Development of key collaborations in identified key clients and create new opportunities areas of importance - for example CeADAR - Ireland’s Centre for Applied AI - to increase l Roll out of a Consultative Mindset Upskilling capability in future work areas programme to over 120 employees in order to create new conversations with our clients l Continued roll out of a number of key pilots exploring new proposition areas to exploit - l Roll out of new customer feedback mechanisms i.e. consulting services, organisational health, including Client NPS, initially with a cohort of 40 new assessment methodologies and new clients rising to over 100 across 2019/2020 technology pilots in areas such as video interviewing
15 Total Solutions.
Strategic Statement More About the New Brand Cpl will design and deploy real world-ready integrated ‘Covalen’ is a play on Covalent - a chemical bond - solutions that will create transformational value it represents the bond between Covalen as a team appropriate to the needs of our clients and our and the bond between Covalen and its clients. It candidates. These solutions will empower a total plays to the obsessiveness we have for client service solutions, end to end set of offerings, that will utilise excellence and a deep focus on delivering for the the best of Cpl’s expertise, in conjunction with client no matter what. appropriate business and technology partners. ‘Performance Magic’ highlights both Covalen’s own Spotlight on Covalen - Performance Magic, desire to create world-class performance for clients Cpl’s Managed Solutions brand and is based on the aspirations of the team and actual feedback that was received from some of the Due to ongoing digital disruption, the continued rise organisation’s most trusted clients. It is purposely of outsourcing as a key business support, and the focused on performance given the transformational growing requirements across all sectors for new nature of Covalen and the solutions it provides. workforce models over the past 6 months, Cpl has embarked on the purposeful development of a very Focused Rollout defined managed solutions pillar and proposition to best position the Group for growth from 2019 As part of this significant step we are deploying a onwards. This new managed solutions brand has three year plan with a focus on building new sales been enabled by a set of capabilities developed opportunities, supported by a strong team and best in organically over the past 10 years through Cpl IS, class brand activation in core European geographies Interaction and other key client engagements and a focus on appropriate sectors in those areas. We across the Cpl Group. want to be a leading provider of good value, high quality managed solutions and advisory services to businesses The new brand, Covalen - Performance Magic, in Financial Services, Technology & Social, Utilities and is already operating in Ireland and will be launched other sectors across core managed service line areas in core target countries in Europe later in the financial that play to our core competencies of ‘people craft’ year. This represents an important step in our ‘focused - the ability to attract, recruit and manage talent to internationalisation’ strategy and highlights our deliver key managed and outsource services for commitment to delivering transformational talent European and global clients. experiences for our clients.
16 Cpl Annual Report 2019 17 For a global bank, Covalen developed a delivery a delivery developed Covalen bank, a global For contact a Covalen out of be delivered model to service a customer for This model was centre. sponsored out a government roll to programme signed a contract the bank had just which initiative, deliver. to our company insurance With a large senior in by brought were team consultancy down do a top to in the business leadership business and the of assessment in all areas way on the best recommendations provide period, the consultation the end of At forward. all the strengths of picture the client had a clear their of in all areas faced they and challenges forward as a roadmap as well organisation, be. to wanted they where to get to Onsite delivery for one large blue-chip technology technology blue-chip one large for delivery Onsite service desk technical provide - Covalen company the EMEA clients across our customer’s support to region.
l l l These are just some examples of where Covalen Covalen where of some examples just These are evolving the ever in meeting excelling already are our clients. needs of and changing Examples of service engagements already underway underway already service engagements of Examples include: In Utilities - the rise of sustainability and sustainability In Utilities - the rise of challenges new utility will mean the connected greater for strive as they these providers for and value-add engagement customer In Technology & Social - the rise of connected connected & Social - the rise of Technology In is leading as king and beyond content gaming, supports are that specialist need for the to and deployed managed tightly In Financial Services and Retail Banking - In Financial Services and Retail and banks the digital first the continued rise of efficiencies new for the quest service offerings, of forms new will require entrants and new solutions support and outsourced customised
l l l These sectors are going through their own version version own their through going are These sectors and disruption: change profound of Covalen will provide a range of people-centric managed managed people-centric of a range will provide Covalen These these sectors. to & design solutions appropriate , Business Services Provision Managed solutions are: and Consulting & Solution Outsourcing Process based customised will be fully These solutions Design. and engagements and realities requirements on clients’ curated experts, world-class by will be supported unique processes of and a set platforms technology experiences. real-world through developed Cpl Around the World A global reach and network of talent that extends to more than 9 countries and territories.
Cpl employs in excess of 13,000 staff who serve the needs of our candidates and clients across a broad international footprint. We have 47 office locations across Ireland, the United Kingdom and Central Eastern Europe, together with offices in Boston and Munich. Matching the right talent to the right organisation is the core guiding principle in everything we do.
I
18 Cpl Annual Report 2019 19 Managed Services and Recruitment Services and Recruitment Managed Search Executive to Entry Level from Recruitment Search, Executive and Sales I H Tunisia USA E D G F C H Managed Services and Recruitment Services and Recruitment Managed Search, Executive to Entry Level from Recruitment Temporary RPO, Recruitment from Entry Level to to Entry Level from Recruitment Temporary RPO, Search, Executive Recruitment Republic Czech to Entry Level from Recruitment Temporary RPO, Search, Executive Recruitment F G E Hungary Slovakia B A RPO, Recruitment from Entry Level Entry Level from Recruitment RPO, Search Executive to to Entry Level from Recruitment Temporary RPO, Search, Executive Recruitment RPO, Recruitment from Entry Level Entry Level from Recruitment RPO, in Healthcare, Search Executive to Sciences Pharma and Life Managed Services, RPO, Recruitment Recruitment RPO, Services, Managed Search Executive to Entry Level from in all sectors C A B D Poland Germany UK Ireland CPL FOOTPRINT CPL 20 Cpl Annual Report 2019 21 ” MAGGIE WALSH MAGGIE What’s made Cpl a big success is their understanding of of made Cpl a big success is their understanding What’s need we person the type of of and their understanding people can have for RCSI and they a fit who’s know They in RCSI. here as 24 hours. someone in place as quickly Cpl is all about the client and our people the client and our people Cpl is all about a It means adopting supporting clients. our deal with we how to approach strategic more to experiences new creating our clients and our can transform we how understand fully of range a broad businesses through clients’ services and supports. Recruitment Specialist at RCSI at Specialist Recruitment Client Client First. “ Corporate Social Responsibility
At Cpl we aim to better people’s lives and the communities we operate in through volunteering of staff time, community involvement & skill sharing, using digital for good and charitable donations. This year we have raised in excess of €40,000 for charities across Ireland.
Helping causes that Regular volunteering directly impact our in the communities employees we’re based in “For the last 10 years “This year, Cpl Cork my colleagues in Cpl began a partnership have helped me to with St. Luke’s Home. raise funds and St Luke’s were gifted awareness for the a specialised bike incurable degenerative and need regular disease - Hunter volunteers to take their Syndrome/MPSII. residents out in the My young son has the condition and Cpl fresh air. Our Cpl Cork Enabling our people to team now volunteer in have been behind my give back - blood donor pairs once a month to family’s fight from help them. Cpl Cork the outset. We have drives have also donated made huge strides “I was delighted when I €1,000 to build a fundraising towards saw that Cpl were doing a sensory garden. The our $2.5 million goal blood donor drive. They team helped to weed for a gene therapy trial arranged for us to be and set flowers to (we are at $2.35 million collected from the office complete the garden now) not to mention and dropped back so I for adults with Down working towards figured there was no Syndrome.” greater awareness of excuse to not volunteer. the disease. With only I’m terrified of needles and CLARE BUCKLEY 2000 sufferers giving blood, so I also Cpl Cork worldwide, awareness thought there would be is crucial to generating safety in numbers. more funds which in Without Cpl I know for turn will hopefully sure I wouldn’t have been bring a cure for our brave enough to go by boys.” myself. It’s such an
LIBBY KELLY important thing to do Cpl Technology and can make such a difference to people that need it.”
AISLINN BRENNAN Cpl Solutions
22 Cpl Annual Report 2019 23 Skills sharing to assist assist Skills sharing to what no matter talent, their background from originally is Palwasha and came to Pakistan in 2008 on a spouse Ireland join her husband. visa to the EPIC She found online and Programme enrolled. got immediately a then attended Palwasha with Cpl interview mock further helped her to which The skills. her interview and individual training her support boosted learningby the confidence a create skills needed to and cover CV successful herself present and to letter manner. in a professional get to able She also was on guidance and references issues and rights taxation regarding and entitlements She is in Ireland. working in full-time now with a leading employment financial company. KEITH O’CONNOR KEITH IT Director & JAI lead at Cpl at lead JAI & Director IT Encouraging children children Encouraging education embrace to opportunities 1,652 students of total “A schools 36 different from had the opportunity tohave had a programme have of a member by delivered few the past Cpl over the positive show To years. have, these courses effect second level, at especially students of round the first ago dealt with 5 years we - school leaving now are and in their feedback them have 28 of forms, their linked directly onto proceed decision to Junior with the level third they course Achievement with a member completed Cpl.” of LOUISE MEEHAN LOUISE CplGreenWorks Chair CplGreenWorks “Led by a demand from our from a demand by “Led founded we this year people, sustainability first Cpl’s The - #CplGreenWorks. group with an launched was group session for in-house training Current all employees. in place include initiatives a onboarding, paperless waste commitment to in all and recycling reduction of removal and the offices cups and use plastic single our Dublin cups from coffee offices.” Reducing ourReducing impact environmental #CplGreenWorks Diversity and Inclusion at Cpl
Diversity and Inclusion is at the centre of our culture in Cpl and we have developed our D&I programmes around our 6 key pillars: Multicultural, Disability, BeProud, Our Generations, Working Parents & Carers and Gender Balance. We focus on running a series of events and educating our people on key topics within these pillars. We are pleased to highlight some of our programmes over the past 12 months.
Inclusive TY Programmes Our annual TY programme offers places to students from schools across Dublin, including a number of deis schools. For our 2019 programme, 26 TY students attended our programme, giving them an insight into the world of work and providing them with valuable skills in the areas of networking, Open Doors at Cpl interview skills, career research and mindfulness. Cpl is a founding member of Open Doors and has committed to providing opportunities for “It was a great opportunity to make marginalised members of society. Our colleague Mei new friends. It has definitely changed Lin Yap spoke at the launch and is employed full time my perspective on my future career. I along with another member of the Trinity Centre for discovered so many new jobs through Cpl.” People with Intellectual Disabilities, Marian O’ Rourke. In addition to our recruits, our consultants, HANNAH DORMER directors and managers offer mentoring, CV and TY Student interview preparation, mock interviews and an introduction to the world of work to TCPID students.
24 Cpl Annual Report 2019 25 THOMAS BRANAGAN THOMAS BeProud Chair BeProud BeProud at Cpl at BeProud over team with the BeProud worked “I have see the to been great and it’s 2 years the last even and it was made in Dublin, we’ve impact We our reach. expand to this year better the be done for could see what to wanted we and how community regionally, LGBTQ+ So as someone impact. the best make could in Dublin I was lives who Carlow from sponsor the to when Cpl agreed delighted Cpl Pridefest. Carlow the first of main stage part the in the success of a central played in attendance.” 2,000 people with over event National Disability Day National with Persons of Day International Cpl recognised creating 2018 with the aim of Disabilities in November to and helping empowerment, promoting awareness, with disabilities. people opportunities for real create at speakers and external internal had a number of We a disabilities from of the topic who covered the event perspective. and psychological parental personal, Pushing for Gender Balance for Pushing 12 months Cpl have the past Over to events of in a number invested Gap, Gender Pay Ireland’s highlight David with Minister including an event Our Anne Heraty. and Cpl CEO Stanton 46.2% female is now team leadership is 37.5% Directors of our Board while Cpl is part the 30% Club of female. achieving to and is committed Ireland the of all levels balance across gender actively We Cpl organisation. Company in the Cross participate a year and each Scheme Mentoring assigned to are our people number of to sectors industry in other leaders In support mentoring. and gain career of balance a cross provide we turn, in their support others to leaders organisations. RACHEL WALSH RACHEL Cpl Finance “Since I moved to working from home, I home, from working to “Since I moved basis. consulting on a full-time am now his adult my son to drop I basically Cpl my desk (which services and sit at and BD and try to source provided), I am deals as possible. as many close I am been, ever than I have busier now source time to more so much getting and clients.” candidates and talk to Rachel Walsh, Manager of the Industry Industry the of Manager Walsh, Rachel Cpl, with Finance team and Commerce who works our employees one of is just case she works In Rachel’s home. from her son after look to in order remotely who has special needs. Flexible Working Working Flexible & Carers Parents for 26 Cpl Annual Report 2019 27
” STEPHEN MOLLOY STEPHEN The values echoed company-wide by each member of Cpl, Cpl, member of each by company-wide The values echoed and on discrimination the stance work, charity the endless for and the activism in the workplace) just minorities (not a on such encountered not I have is something human rights, be a part to of. proud I am very and something before level Cpl will design and deploy real world-ready world-ready real and deploy Cpl will design will create solutions that integrated the to value appropriate transformational and our candidates. our clients needs of a total will empower These solutions that offerings, of end set end to solutions, will utilise the best of Cpl’s expertise, in expertise, Cpl’s of will utilise the best business and with appropriate conjunction partners. technology Recruitment Consultant for Cpl Language Jobs Cpl Language Consultant for Recruitment Total Total . Solutions “ Our Board of Directors
John Hennessy | NON-EXECUTIVE CHAIRMAN John Hennessy, Chairman, has been a member of the Board of Cpl Resources plc since 1999, and is a member of the Audit Committee and of the Nomination and Remuneration Committee. He is a practising Barrister, a Chartered Accountant and a qualified Chartered Director. He is also Non-Executive Chairman of Dalata Hotel Group plc. John Hennessy entered into service agreements dated 22 June 1999 with the Company in respect of his appointment as Non-Executive Director.
Breffni Byrne | NON-EXECUTIVE DIRECTOR Breffni Byrne joined the Board of Cpl Resources plc in December 2007. He is Chair of the Audit Committee and a member of the Nomination and Remuneration Committee. He is a Non-Executive Director of Citibank Europe plc and Zurich Insurance plc. He is a former Chairman of Aviva Ireland, Tedcastles Holdings and NCB Stockbrokers and a former Director of Hikma Pharmaceuticals plc, Irish Life & Permanent plc and Coillte Teoranta. Breffni Byrne entered into service agreements dated 7 December 2007 with the Company in respect of his appointment as Non-Executive Director.
Anne Heraty | GROUP CHIEF EXECUTIVE Anne Heraty is Chief Executive of Cpl Resources plc. Anne established Cpl in 1989 and has played a key role in developing it to become Ireland’s leading employment services company. Anne holds a BA degree in Mathematics and Economics from University College Dublin. Anne Heraty entered into service agreements dated 22 June 1999 with the Company in respect of her appointment as Executive Director.
Lorna Conn | CHIEF FINANCIAL OFFICER Lorna Conn joined Cpl plc in October 2017 as Chief Financial Officer. Lorna has previously held senior roles in a number of public companies, residing in both Ireland and America during this time. Lorna is a qualified Chartered Accountant and trained with Deloitte. Lorna graduated with a commerce degree from University College Dublin and holds a Masters in Accounting from the Michael Smurfit Business School. She is also a Fellow of Chartered Accountants Ireland. Lorna Conn entered into service agreements dated 2 October 2017 with the Company in respect of her appointment as Executive Director.
KEY TO BOARD Chairman of the Audit Committee and Designated Senior Independent Director. MEMBERSHIP Chairman of the Nomination and Remuneration Committee. Elaine Coughlan was appointed to the Board on 23 October 2018. Mark Buckley resigned from the Board with effect from 30 September 2019.
28 Cpl Annual Report 2019 29
UK Paying agents UK Paying Services plc, Investor Computershare Bristol, Road, Bridgewater The Pavilions, BS99 6ZZ, England
DEPUTY CHIEF EXECUTIVE CHIEF DEPUTY
Solicitors Sixth Floor William Fry, Canal Square 2 Grand D02 A342 Dublin 2, agents and paying Registrars Services Investor Computershare Drive, 3100 Lake Limited, (Ireland) Dublin 24, Business Campus, Citywest D24 AK82
NON-EXECUTIVE DIRECTOR NON-EXECUTIVE
CHIEF OPERATING OFFICER/ OPERATING CHIEF BUSINESS DEVELOPMENT DIRECTOR DEVELOPMENT BUSINESS NON-EXECUTIVE DIRECTOR NON-EXECUTIVE
| Carroll Paul expertise combines 10 years His plc. Resources Cpl of Director is Business Development Carroll Paul 23 and ARI with an additional Gateway Intel, as KPMG, companies such for working in HR practice, he holds in 1985, and Maths NUI in Physics Maynooth from A graduate with Cpl. in recruitment years 5 years for consultant in KPMG as a HR management worked Paul in Education. a Higher Diploma Paul their HR function. establish 2000 to in Gateway team management senior the joining before his of in respect June 1999 with the Company 22 dated service agreements into entered Carroll Director. as Executive appointment Auditor Accountants Chartered KPMG, Green Stephen’s St. Place, 1 Stokes D02 DE03Dublin 2, Principal bankers Road Brigid’s St. 62, AIB plc, D05 CP23 Dublin 5, Artane, | Mark Buckley since plc Resources of Cpl Executive and Deputy Chief Officer Operating is Chief Mark Buckley Mark is a 2013. July since of the Group Financial Officer Chief this he was prior to April 2017, public and of both experience and financial operational commercial, global with senior executive, Mark is a level. and Board senior executive at experience 15 years’ with over companies, private dated service agreements into entered Mark Buckley Ireland. Accountants Chartered of Fellow Director. as Executive his appointment of in respect 2013 with the Company July 15 Elaine Coughlan | Committee. the Audit 2018 and is a member of in October plc Cpl Resources of Elaine joined the Board Equity Growth a Global Capital, Bridge Atlantic of and Managing Partner Elaine is a co-founder a $100mTech Capital, Summit Bridge of China Ireland as a co-founder as well Fund, Technology was and Director a qualified Chartered Ireland, Accountants Chartered of She is a Fellow Fund. Growth of on the Board serves Elaine currently in Europe. in technology 100 women named in the top Elaine companies. Irish software several of Director and is a Non-Executive Ireland Enterprise her of in respect 2018 with the Company on 22 October service agreements into Coughlan entered 2018. on 23 October Director as Non-Executive appointment | Colm Long and Remuneration the Nomination He is Chairman of 2017. in March plc Colm joined Cpl Resources Clairmar of Director He is the Managing Committee. the Audit and is also a member of Committee and Director, Facebook at Operations Global VP, of the roles held and previously Consulting Ltd on Facebook role Director a Non-Executive He also holds Google. at Operations and Online Sales service into entered Colm Long the Board. he is Chairman of where Ltd International Payments as Non- his appointment of in respect 2017 with the Company 13 March dated agreements Director. Executive
83 Merrion Square83 Merrion Secretary Limited Secretarial Wilton Canal Square 2 Grand Sixth Floor, D02 A342 Dublin 2, office Registered D02 R299 Dublin 2, Directors’ Report
The Directors present their Annual Report and audited technology, accounting and finance, sales, engineering, consolidated and Company financial statements for the light industrial, healthcare, pharmaceutical and office year ended 30 June 2019. administration. Cpl Resources plc is the holding company for the Group’s forty one subsidiaries Principal activities, business review (including which are detailed in Note 13. principal risks and uncertainties) and future The Directors are satisfied with the performance of the developments Group and are committed to improving the performance Cpl Resources plc is the leading Irish employment of the Group by growing revenue and profitability. services organisation, specialising in the placement of candidates in permanent and flexible talent positions The Directors consider the principal risks and and the provision of talent advisory services. The uncertainties the Group faces and methods to Group’s principal activities cover the areas of: mitigate each risk to be as follows:
Risk Response to Risk
1. The performance of the Group has a very close Management monitor economic developments to relationship with and dependence on the ensure that they can react quickly to any changes that underlying growth of the economies of the may have an impact on the business. Management are countries in which it operates. It is also conscious also aware of the need to ensure that the business of the impact global, political, regulatory and can be scaled in line with economic developments. economic events may have on its business. Management prepare rolling forecasts to ensure that they have as much visibility as possible on the impact economic events may have on the performance of the business.
2. The Group continues to face competitor risk in Management actively monitor competitor activity the markets where the provision of permanent in the market, and the services, pricing and margins and flexible talent recruitment is most competitive being offered by existing and new competitors. The and fragmented. There is strong competition for Group monitors changes in the market in terms of clients and candidates and the Group faces pricing industry trends, including social media and continues and margin pressures in its flexible talent business to invest in its online presence to provide a high across its major specialist activities. The Group quality customer experience. faces a number of industry risk factors in a competitive environment, notably the increasing use of social media.
3. The Group is not overly reliant on any single Management continue to work closely with the key client. However, if the Group were to lose a Group’s clients to ensure a quality of service that will number of large accounts simultaneously, there differentiate the Group from its competitors and thus would be a temporary negative profit impact. minimise the risk of losing business to a competitor.
4. The Group is always subject to the risk that a Management actively manage cash collection, large customer might default on its payments. working capital days and customer payment terms of all debtor accounts.
30 Cpl Annual Report 2019 31 Response to Risk to Response The Group continues to build a strong multi-disciplined a strong build continues to The Group to resources adds The Group team. management capacity to the organisational have we that ensure acquisitions and optimise identify and integrate opportunities. growth organic have and in our people invest continues to The Group Plan Incentive Term a Long and put in place incentives ensure to in our brand invest continue to We staff. for delivery talent of one provider become the number we operate. we in which solutions in the markets Management continually monitors the performance the performance monitors continually Management to and systems suppliers its IT of and robustness as safeguarded are processes business-critical ensure has put in The Group possible. as it is practicably far project review to structures governance place clear and operational certain key when replacing status the necessary that ensuring systems, financial a clear and that available are resources specialist A number is followed. process management project ensure to introduced were measures additional of GDPR legislation. new compliance with the monitoring actively are management The Group’s and labour laws to changes and suggested proposed The on our service offering. have may they the impacts and is carefully variable base is highly cost Group’s or major align with business activity to managed occur. may that change the risks of review a full markets new entering Prior to on entry The Group is completed. in the specific market to staff and head office international local, has a mix of Foreign risk. market new the relevant manage to assist Group by monitored are risk in our markets exchange management. Cpl’s success depends on its ability to attract attract success depends on its ability to Cpl’s and recruitment management key and retain members or key a team of Loss consultants. the business. disrupt could a team of The Group relies heavily on its information systems systems information on its heavily relies The Group large and protect manage process, store, to and client candidate financial, amounts of and develop properly to If it fails information. be business could the technology implement Protection Data General The EU harmed. 2018 and in May enacted was (GDPR) Regulation on companies obligations imposes increased Non-compliance may protection. data regarding the Group. penalties for in severe result companies and it several has acquired The Group companies in the future. acquire continue to may any risks, an acquisition entails many into Entering business, harm the Group’s could which of away attention including diverting management’s successfully to and failing business the core from the acquisitions. integrate As employment laws are changed they bring with they changed are laws As employment The flexible and opportunities. risks them new and regulated heavily is more market workforce flexible to changes (e.g. in legislation changes the impact may rights) worker workforce operations. Group’s activities, its international increases As the Group it would that risks a number of to it will be exposed in its business solely if it conducted face not a material cause could these risks of Any Ireland. Such profitability. on the Group’s effect negative in labour laws and changes include difference risks and fluctuations, exchange foreign and regulations, offices foreign staffing and managing difficulties and cultural language distance, of as a result differences. 9. Risk 5. 8. 6. 7. Directors’ Report (continued)
Risk Response to Risk
10. The Group holds confidential information for Within the Cpl Group the issue of data protection clients, candidates, suppliers and staff. Today’s is paramount and the Group has appointed Mazars online environment presents a very real threat of Ireland as Data Protection Officer. Access to Cpl cyber-attacks. Such an event would prove not only databases is strictly controlled and only granted based financially costly but simultaneously detrimental on business need and privacy policy. Data protection to the reputation of the Group. training is provided to all employees and mandatory compliance testing is now in place. In 2016 the Office of the Data Protection Commissioner published a very positive report on how data protection is managed and designed into the Group’s business flows.
11. The Group is a cash generative business with The Group has qualified and experienced staff, with significant cash on hand and on deposit in bank segregation of duties and multiple approval levels for accounts. receipts and payments of cash. The Group spreads cash deposits across a variety of institutions and locations in order to minimise credit risk.
Key performance indicators that are focused on by l The quality and range of services delivered to management include: clients is critical to Cpl’s success. As part of the Group’s performance improvement plan, service l Management review team productivity including quality targets are implemented focusing on both monitoring average fees per consultant and activity client and candidate needs. The Group continues levels. Management also monitor average margins to increase client satisfaction levels, which are achieved per team and sector. The objective to independently measured, and to experience a increase the Group’s average margins continues high level of repeat business. to be a KPI for the senior team this year.
l Management review the number of flexible talent Financial risk management employees placed with the Group’s clients. The Details of the Group’s financial risk management number of new starters and leavers are reviewed are outlined in Note 24 of the financial statements. on a regular basis. Management also review all margins to try to limit margin erosion. Results and dividends The Chief Executive’s review on pages 6 to 11 contains a l Management prepare rolling forecasts to evaluate comprehensive review of the operations of the Group performance against budget and to evaluate any for the year. The audited financial statements for the impact external economic factors may be having year are set out on pages 46 to 95. on the profitability of the business. Operating profit for the year ended 30 June 2019 l Management monitor debtor days to ensure the amounted to €24.8 million (2018: €17.9 million). The Group remains cash generative and maximises profit after tax for the financial year ended 30 June its cash balances. 2019 amounted to €21.3 million (2018: €16.1 million). Basic and diluted earnings per share for the year amounted to 77.3 cent (2018: 56.6 cent) and 77.2 cent (2018: 56.5 cent) respectively.
32 Cpl Annual Report 2019 33 Significant shareholdings and share price and share Significant shareholdings together Carroll P. and Heraty A. June 2019, 30 At capital of the share 35.7%) of 35.4% (2018: held the Company. share and lowest the highest During the year, year At respectively. €7.20 and €5.44 prices were €6.60. price was the share end, events balance sheet Post the subsequent to events no material were There in the financial disclosure require end which year statements. donations Political during the year made no political donations The Group €Nil). (2018: records Accounting complied with have they that believe The Directors the Companies 281 of Section of the requirements maintaining adequate to 2014 with regard Act with personnel employing by accounting records adequate providing and by expertise appropriate The accounting function. the financial to resources the maintained at are the Company of records Dublin 4. Place, 8 - 34 Percy at premises Company’s Mark Buckley was awarded 55,000 Long Term Incentive Incentive Term 55,000 Long awarded was Mark Buckley June 2018, ended 30 during the year Plan III awards He had 2020. 18 September of date with a vesting vested which Plan II awards Incentive Term 80,279 Long awarded Conn was Lorna 2018. on 17 September during the Plan III awards Incentive Term 50,000 Long 18 of date a vesting with June 2018, 30 ended year were Directors to awards No other 2020. September in the year. or vested forfeited exercised, awarded, 27 in Note as described above, Other than as disclosed to referred service agreements and under the Directors’ had a the Directors none of 28 and 29, on pages with the contract material in any beneficial interest its subsidiaries during the year of or any Company June 2019. ended 30 - - - - - 2018 7,225 1 July No. of 90,298 46,514 shares 8,092,264 1,613,844 - - - - - 2019 7,225 No. of shares 90,298 30 June 126,793 8,092,264 1,613,844 Breffni Byrne Breffni Mark Buckley Tattan Oliver Colm Long Conn Lorna Elaine Coughlan Limited Secretarial Wilton husband and wife. are Carroll and Paul * Anne Heraty Shares in Cpl Resources plc in Cpl Resources Shares €0.10 each of shares Ordinary * Anne Heraty * Carroll Paul John Hennessy On 12 July 2018, Lorna Conn (Chief Financial Officer), Financial Officer), Conn (Chief Lorna 2018, July On 12 2018 On 23 October the Board. to appointed was as an the Board to appointed Elaine Coughlan was January On 24 Director. independent Non-Executive the Board. from retired Tattan, Oliver 2019, June at 30 office who held and Secretary The Directors in below than those shown other 2019 had no interests companies. or Group in the Company the shares and their interests Secretary and Directors children) their spouses and minor (and those of An interim dividend of 8.0 cent per share (2018: (2018: 8.0 cent per share dividend of An interim of dividend A final paid during the year. 6.35 cent) was the by proposed 7.15 cent) is (2018: 11.0 cent per share reserves to dividends or transfers No further Directors. the Directors. by recommended are to June 2019 amounted 30 equity at Shareholders’ €92.5 million). €110.4 million (2018: Directors’ Report (continued)
Corporate governance implementation of the strategies and policies of the Group as determined by the Board; monitoring the Principles operating and financial results against plans and The Board of Cpl Resources plc is firmly committed budgets; monitoring the quality of the investment to business integrity, high ethical values and process against objectives; prioritising the allocation professionalism in all of its activities and operations. of capital, technical and human resources; monitoring It is therefore committed to maintaining the highest the composition and terms of reference of divisional standards of corporate governance. As an AIM listed management teams; and developing and company, the Group is required to apply the principles implementing risk management systems. of a recognised corporate governance code, or explain any departures from the guidance of that code. The Each Director retires by rotation every 3 years and no Board confirms that the Group complies with the specific term of appointment is prescribed. The Board principles and provisions of the QCA Corporate meets at least eight times each year and has a fixed Governance Code, as issued by the Quoted Companies schedule for reviewing the Group’s operating Alliance in April 2018. This report describes the performance. Additional meetings are arranged as corporate governance arrangements in place. required to deal with specific issues or transactions. There is a schedule of formal matters specifically The Board and its role reserved for Board approval. Outside of this, the The Group is controlled by its Board of Directors. Chairman and Non-Executive Directors make The Board’s primary roles are to create value for themselves available for consultation with the shareholders, to provide leadership to the Group, to executive team as often as necessary. All Directors approve the Group’s strategic objectives and to ensure have access to advice from the Company Secretary that the necessary financial and other resources are and from independent professional advisors at the made available to enable them to meet those Group’s expense. objectives. The Board is also responsible for developing Board Independence and promoting the Group’s purpose together with the values, culture and behaviours needed to conduct The Board currently comprises the Non-Executive business and to achieve its strategic objectives. Chairman, four Executive Directors and three other Non-Executive Directors, which includes the Senior Specific responsibilities reserved to the Board include: Independent Director, Breffni Byrne. The Board setting Group strategy and approving an annual budget considers all of its Non-Executive Directors to be and medium-term projections; reviewing operational independent in character and judgement and each and financial performance; approving major acquisitions, has wide ranging business skills and commercial divestments and capital expenditure; reviewing the acumen. The Board has determined that there are Group’s systems of financial control and risk no relationships or circumstances that are likely to management; ensuring that appropriate management affect, or could appear to affect, the independent development and succession plans are in place; judgement of any of the Non-Executive Directors. approving appointments of Directors and Company Secretary; approving policies relating to Directors’ Board Changes remuneration and the severance of Directors’ Mark Buckley will leave the Group and will step down contracts; and ensuring that a satisfactory from the Board on 30 September 2019. Mark joined Cpl dialogue takes place with shareholders. in 2013 as Chief Financial Officer and since then has The Board has delegated the following responsibilities been appointed to the Board and to the executive to the executive management team: the development positions of Chief Operations Officer and Deputy Chief and recommendation of operational plans for Executive. consideration by the Board that reflect the longer-term The Board are very aware of the benefits of periodic objectives and priorities established by the Board; refreshment of its membership, which fosters the
34 Cpl Annual Report 2019 35 reviewing risks associated with the business. associated risks reviewing
l Board Committees and Committee an Audit has established The Board These Committee. and Remuneration a Nomination reference. of terms written have committees Audit Committee Byrne, Breffni is comprised of Committee The Audit and Elaine Coughlan. Colm Long John Hennessy, The Board Chairman. is the Committee Byrne Breffni relevant and recent Byrne has Breffni that is satisfied experience. financial times each three least at meets Committee The Audit the accounting reviews Committee The Audit year. in the adopted policies and practices principles, and annual financial interim the of preparation the scope and as reviewing as well statements, function finance internal the Group’s of performance financial control of systems the Group’s and reviewing It also discusses the scope and and risk management. and auditor with the external the audit of results the of and independence the effectiveness reviews the Audit attends auditor The external auditor. Executive, The Chief invitation. by meetings Committee and the Executive Officer/Deputy Chief Operating Chief partsof the meeting attend also Financial Officer Chief has the opportunity auditor The external invitation. by in Committee the Audit of with the members meet to once least at the Group of executives the absence of a year. the Audit June 2019, ended 30 During the year reference, of under its terms operating Committee, by: its responsibilities discharged Directors are regularly updated on the Group’s business business on the Group’s updated regularly are Directors written by it operates, in which and the environment senior management, with by meetings briefings and Board at present and attend to invited who are also updated are They time. time to from meetings and governance legal the to changes on any them affect and those which the Group of requirements the at training, obtain to able and are as Directors on date up to kept are they ensure to expense, Group’s commercial and changing legislation new relevant risks. On appointment, the Directors receive relevant relevant receive the Directors On appointment, and the Board of the role about the Group, information the terms its decision-making, for reserved the matters the principal Board of and membership reference of those to delegated and the powers Committees policies governance corporate the Group’s Committees, financial information and the latest and procedures the their period in office, Throughout about the Group. Professional development Professional Performance evaluation Performance themselves challenge continuously should Boards effective. are they whether consider and regularly operate continues to Board the ensure to In order the importance continuing of it recognises effectively, of and the performance its performance of evaluation and the operation of a review Such its Committees. is and its Committees the Board of performance year, financial During the past annually. undertaken the Chairman by internally conducted was this review the where meetings one-to-one of in the form and development training Chairman any assessed skillset and any individual Directors of needs in respect The Chairman also considers unit level. Board gaps at acts appropriate, where and, Directors from feedback the Chairman’s of The evaluation feedback. upon that the Senior Independent Director. by is led performance governance corporate practice In line with best facilitate to intention it is the Board’s principles, years. three every least at evaluation an external sharing of diverse perspectives in the boardroom and in the boardroom perspectives diverse sharing of ideas and business strategies. new of the generation the refreshment, Board As part our commitment to of Elaine Coughlan as an independent appointed Board This appointment year. during the Non-Executive Colm of the Board to appointments the recent followed Financial Chief Conn, and Lorna 2017, in March Long, the from retired Tattan Oliver 2018. July in Officer, succeeded was year and during the financial Board and the Nomination as Chairman of Long Colm by year, last As indicated Committee. Remuneration and year, in the 2020 financial will retire Byrne Breffni accordingly. will rotate Committee the Audit the Chair of an additional, appoint to intends The Company the year during Director independent Non-Executive candidates. identify suitable to and will begin a process Directors’ Report (continued)
l reviewing the appropriateness of the Group’s attends part of the meeting by invitation but is not accounting policies. present for the determination of her own remuneration. Emoluments of Executive Directors are determined by l reviewing the external auditor’s plan for the audit the Committee. In the course of each financial year, the of the Group’s 2019 financial statements, which Committee determines basic salaries as well as the included an assessment of the audit scope, key risk parameters for any possible bonus payments. The areas, confirmation of auditor independence and Committee applies the same philosophy in determining the proposed audit fee, and approving the terms of Executive Directors’ remuneration as is applied in engagement for the audit. respect of all employees. The underlying objective is l reviewing and approving the 2019 audit fee and to ensure that individuals are appropriately rewarded reviewing non-audit fees payable to the Group’s relative to their responsibilities, experience and value external auditor in 2019. to the Group.
l reviewing the external auditor’s reports to the The Committee is mindful of the need to ensure that Audit Committee in relation to year end audits and in a competitive environment the Group can attract, reviewing the financial statements prior to issue. retain and motivate executives who can perform to the highest levels of expectation. Annual bonuses and LTIP l reviewing the effectiveness of the external audit awards, if any, are determined by the Committee on the process. basis of objective assessments based on the Group’s l reviewing performance improvement observation performance during the year measured by reference reports on internal controls in the Group’s to key financial indicators, as well as by a qualitative businesses prepared by the external auditor assessment of the individual’s performance. The as part of the Group’s audit process. overarching principle of the Group’s remuneration arrangements is to promote the long-term success l reviewing the Group’s interim results prior to of the business by supporting the implementation of Board approval. strategy while encouraging and rewarding the right l reviewing the effectiveness of the Group’s internal behaviours, value and culture. control system and overseeing the internal audit In respect of potential nominations to the Board, the function. Committee meets at least once a year. Annually, the Committee considers the mix of skills and experience Relevant audit information that the Board requires and seeks to propose the The Directors believe that they have taken all steps appointment of Directors to meet It’s assessment of necessary to make themselves aware of any relevant what is required to ensure that the Board continues to audit information and have established that the Group’s operate effectively in discharging its responsibilities. statutory auditors are aware of that information. In so The Committee considers succession plans for the far as they are aware, there is no relevant audit Group Board and other senior managers over the short information of which the Group’s statutory auditors and longer-term, keeping in mind the balance of skills are unaware. and experience required to ensure that the Group’s Nomination and Remuneration Committee commitment to deliver sustainable shareholder value is met. A clear career progression for employees and The Nomination and Remuneration Committee is a talent pipeline is key to the Group’s growth and helps comprised of Breffni Byrne, John Hennessy and to attract and retain talented individuals. The Group is Colm Long. Colm Long is the Committee Chairman. committed to maximising career opportunities through The Nomination and Remuneration Committee significant investment in training and professional meets as required and at least once a year. It comprises development at all levels. The Committee supports three Non-Executive Directors and the Chief Executive internal development programmes to build the
36 Cpl Annual Report 2019 37 Stakeholder engagement Stakeholder groups stakeholder of has a range The Company (suppliers, and external employees) (our internal both relations whose good and others) regulators customers, is firmly The Board upon. success relies term its long informative can be hugely views stakeholder that aware and strategy effectiveness operational of in terms into takes strategy The Company’s development. and group stakeholder each account the needs of these from feedback seeks applicable where directly. stakeholders & Risk management control Internal the importance of considered have The Directors and on operations on the Group’s control internal Having its strategy. and deliver execute its ability to controls, its current of the effectiveness reviewed that believe the Directors practice, and procedures of date the and up to the year throughout the Group, effective has an statements, the financial of approval the for appropriate environment control internal size. Group’s the ensuring that for responsible are The Directors and control internal of maintains a system Group provide is designed to This system risk management. against assurance absolute but not reasonable or loss. misstatement material Relations with shareholders Relations the between meetings regular are There of and representatives the Group of representatives and interim of Announcements its principal investors. all to promptly communicated are annual results team the executive by and presentations shareholders key and any results discuss the Group’s made to are at welcome are shareholders All developments. the have they where Meeting the Annual General Directors All the Board. of ask questions opportunity to The Meeting. the Annual General attend normally on a statement Chairman also gives Non-Executive the Annual General conditions at trading the current Directors The Chairman and the Executive Meeting. liaison and shareholder for responsible ultimately are as required. shareholders to available themselves make are perceptions and market shareholders of The views the Board. to communicated regularly 2 2 2 2 2 2 N/A N/A N/A N/A Committee Nomination & Nomination Remuneration Remuneration 3 3 3 2 3 2 N/A N/A N/A N/A Audit Audit Committee 5 4 9 11 10 11 10 11 11 10 Full Board
Number of meetings meetings Number of ended in year held 30 June 2019 Attendance at scheduled Board meetings and meetings Board scheduled at Attendance ended during the year meetings Committee 30 June 2019: Attendance at Board and Committee meetings and Committee Board at Attendance skills required of future leaders amongst relevant relevant amongst leaders future of skills required employees. Directors and Directors position held: - John Hennessy Non-Executive Chairman Breffni Byrne* - Byrne* Breffni Non-Executive Oliver Tattan - Tattan Oliver Non-Executive** Colm Long - Colm Long Non-Executive Elaine Coughlan - Non-Executive*** Anne Heraty - Anne Heraty Executive Chief Officer Mark Buckley - Mark Buckley Executive Lorna Conn - Lorna Financial Officer Chief Paul Carroll - Carroll Paul Executive * Designated Senior Independent Director Senior Independent * Designated and the the Board from resigned Tatten ** Oliver on Committee Nomination and Remuneration 24 January 2019 and the the Board to appointed was Coughlan *** Elaine 2018 on 23 October Committee Audit Directors’ Report (continued)
Key elements of this control system, including internal BDO have direct access to the Board and Audit financial control, are: Committee. A three-year internal audit plan, approved by the Audit Committee for the 30 June 2019 financial l an organisation structure with defined lines of year, is underway. This audit plan has been developed to responsibility and delegation of authority. assist Cpl in the effective mitigation of risk and to l a budgeting system with actual performance being provide assurance to the Audit Committee and measured against budget on a regular basis. management in carrying out their responsibilities.
l regular reviews of the key business risks relevant The three-year internal audit plan is aimed at to the Group’s operations. These risks are reviewed evaluating: annually for the purpose of ensuring that they l The reliability and integrity of the financial and remain appropriate to the business and the operating information systems and the information current trading environment. itself; l control procedures to address the key business l The systems established to ensure compliance risks, including policies and procedures appropriate with objectives, policies, plans, procedures, laws, to the operations of the business. The Board regulations and contracts; considers the adequacy of the control procedures at the same time as it reviews the key business l The controls to ensure that risks are effectively risks. In addition, certain prescribed matters are identified and managed and that assets are reserved for Board approval. accounted for properly and safeguarded, and
The Audit Committee has reviewed the effectiveness of l The effectiveness of governance processes. the Group’s internal control system up to and including The plan will be continually developed during the three the date of approval of the financial statements. This year period to reflect emerging risks and any change in review includes a consideration of issues raised in priorities. performance improvement observation reports received from the internal and external auditors. Non-audit services The Board will actively monitor the continued adequacy The Audit Committee monitors the non-audit services of the Group’s risk management and control system to being provided to the Group by its external auditor. ensure that as the Group develops and delivers on its A formal Auditor Independence Policy has been strategic objectives, appropriate resources are developed to check that the non-audit services do not available for this purpose. impair the independence or objectivity of the external auditor. The policy sets out four key principles which Internal audit underpin the provision of non-audit services by the An Internal Audit function was established during external auditor. These are that the auditor should not: the year ended 30 June 2018. The Audit Committee audit its own firm’s work; make management decisions oversees and monitors the work of the Internal for the Group; have a mutuality of financial interest Audit function, including the resources, scope and with the Group; or be put in the role of advocate for effectiveness of the function. A third party service the Group. provider, BDO, have been engaged to conduct a range of financial, operational and strategically-focused internal audits in order to provide the Board and management with assurance on the adequacy of internal control arrangements, including risk management and governance.
38 Cpl Annual Report 2019 39 Anne Heraty Director Auditor the Companies 383 (2) of with Section In accordance Accountants, Chartered KPMG, the auditor, 2014, Act, will continue in office. the Board of On behalf John Hennessy Director 2019 10 September the Act, where a breach of the obligations would would the obligations of a breach where the Act, 2 offence; 1 or category be a category be would the obligation of a breach where the Act, and offence; Abuse or Prospectus a serious Market tax law. up been drawn has statement a compliance policy 225(3) with Section in accordance the Company by policies out the Company’s setting the Act (a) of the to appropriate are opinion, in the Directors’ (that, the Company compliance by respecting Company) obligations; with its relevant in that, and structures arrangements appropriate material secure designed to are their opinion, relevant compliance with the Company’s and been put in place; have obligations, during the financial been conducted, has a review referred and structures the arrangements of year, (ii). in paragraph to (b) (c) the Directors the Act, of 225(2)(b) Section to Pursuant confirm that: (i) (ii) (iii) Directors’ Compliance Statement Compliance Directors’ 225(2)(a) with Section in accordance The Directors, acknowledge “Act”), 2014 (the the Companies Act of securing the Company’s for responsible are they that “Relevant obligations”. “relevant compliance with its the are the Company, of in the context obligations”, under: obligations Company’s (a) Going concern As resources. financial has considerable The Group Cpl is well that believe the Directors a consequence, After successfully. risks its business manage placed to a reasonable have the Directors making enquiries, have and the Group the Company that expectation in operational continue to resources adequate Accordingly, future. the foreseeable for existence concern in basis the going adopt to continue they statements. and financial the Annual Report preparing Statement of Directors’ Responsibilities in respect of the Annual Report and the Financial Statements
The Directors are responsible for preparing the The Directors are responsible for keeping adequate Annual Report and the Group and Company financial accounting records which disclose with reasonable statements, in accordance with applicable law and accuracy at any time the assets, liabilities, financial regulations. position of the Group and Parent Company and the profit and loss of the Group and which enable them to Company law requires the Directors to prepare Group ensure that the financial statements comply with the and Company financial statements for each financial provision of the Companies Act 2014. The Directors are year. As required by the AIM/ESM Rules, they are also responsible for taking all reasonable steps to required to prepare the Group financial statements in ensure such records are kept by its subsidiaries which accordance with IFRS as adopted by the EU. The enable them to ensure that the financial statements of Directors have elected to prepare the Company the Group comply with the provisions of the Companies financial statements in accordance with IFRS as Act 2014. They are responsible for such internal adopted by the EU and as applied in accordance with controls as they determine is necessary to enable the the Companies Act 2014. preparation of financial statements that are free from Under company law the Directors must not approve the material misstatement, whether due to fraud or error, Group and Parent Company financial statements and have a general responsible for safeguarding the unless they are satisfied that they give a true and fair assets of the Company and the Group, and hence for view of the assets, liabilities and financial position of taking reasonable steps for the prevention and the Group and Parent Company and of the Group’s detection of fraud and other irregularities. The Directors profit or loss for that year. are also responsible for preparing a Directors’ Report that complies with the requirements of the Companies In preparing each of the Group and Parent Company Act 2014. financial statements, the Directors are required to: The Directors are responsible for the maintenance l select suitable accounting policies and then and integrity of the corporate and financial information apply them consistently; included on the Company’s website. Legislation in the l make judgements and estimates that are Republic of Ireland governing the preparation and reasonable and prudent; dissemination of financial statements may differ from legislation in other jurisdictions. l state whether applicable Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial On behalf of the Board statements; John Hennessy Anne Heraty l assess the Group and Parent Company’s ability to Director Director continue as a going concern, disclosing, as applicable, matters related to going concern; and 10 September 2019
l use the going concern basis of accounting unless they either intend to liquidate the Group or Parent Company or to cease operations, or have no realistic alternative but to do so.
40 Cpl Annual Report 2019 41 Key audit matters: our assessment of risks of of risks our assessment of matters: audit Key misstatement material in our that, those matters are matters audit Key significance in the most of were judgment, professional and include the most statements the financial of audit misstatement of material significant assessed risks including by us, identified fraud) due to or not (whether audit the overall on: effect had the greatest those which and in the audit; resources of the allocation strategy; These team. the engagement of the efforts directing of our audit of in the context addressed were matters forming our and in as a whole, statements the financial a separate provide do not and we opinion thereon, opinion on these matters. Basis for opinion Basis for with in accordance our audit conducted We (ISAs (Ireland) on Auditing Standards International under Our responsibilities law. and applicable (Ireland)) further described in the Auditor’s are those standards the financial of the audit for Responsibilities our fulfilled have We our report. of section statements remained and we under, responsibilities ethical with ethical in accordance the Group independent of financial of our audit to relevant are that requirements including the Ethical Standard in Ireland, statements Supervisory and Accounting the Irish Auditing issued by entities. listed to as applied (IAASA), Authority is obtained have we evidence the audit that believe We for our a basis to provide sufficient and appropriate opinion. the Group and Parent Company financial Company and Parent the Group in prepared been properly have statements the of with the requirements accordance 2014. Companies Act the Parent Company financial statements have have statements financial Company the Parent with IFRS as in accordance prepared been properly in as applied Union, the European by adopted the Companies of with the provisions accordance and 2014; Act the financial statements give a true and fair view of fair view and a true give statements the financial of the liabilities and financial position the assets, June 2019 and 30 as at Company Parent and Group year then ended; for the profit the Group’s of been properly have statements financial the Group the by with IFRS as adopted in accordance prepared Union; European
l l l l In our opinion Report on the audit of the financial statements the financial of Report on the audit Opinion of Cpl statements the financial audited have We ended 30 the year for (‘the plc Company’) Resources Income comprise the Group June 2019 which Comprehensive of Statement the Group Statement, Changes of Statement Company and the Group Income, the Balance Sheets, and Company the Group in Equity, and Cash Flows of Statement and Company Group significant including the summary of notes, related The financial 1. out in Note accounting policies set in their has been applied that reporting framework Financial and International is Irish Law preparation the by (IFRS) as adopted Reporting Standards Company the Parent Union and as regards European with the in accordance as applied statements, financial 2014. the Companies Act of provisions to the Members of Cpl Resources plc Cpl Resources of the Members to Independent Auditor’s Report Auditor’s Independent Independent Auditor’s Report to the Members of Cpl Resources plc (continued)
In arriving at our audit opinion above, the key audit l Assessed the accuracy of the accrued income matters, in decreasing order of audit significance, were balance based on the conversion of accrued income as follows (changed from 2018): to invoiced revenue subsequent to year end.
Revenue recognition and accrued income. 2019 l Challenged management regarding the level and Revenue €564.9m, Accrued Income €29.2m ageing of accrued income provisioning by assessing (2018: Revenue €522.7m, Accrued Income recoverability with reference to post year end conversion to invoices in respect of accrued income. €24.5m) There are significant accounting judgements made l Considered the consistency of judgements by management in applying the Group’s revenue regarding the recoverability of accrued income for recognition policies. Judgement is required in the evidence of management bias by reference to determination of the appropriate amount of revenue to customer approved timesheets and the sales recognise in the accounting period and the calculation invoice was raised post year end in relation to of accrued income at year end, with temporary accrued income. placement revenue recognised over the period that l Tested any manual journals posted to revenue and temporary workers are provided and permanent accrued income by management to ensure they are placements on their start date. The nature of these reasonable. judgements results in them being susceptible to error and management override and accordingly there is a We found that the revenue recognised in the year ended significant inherent risk of misstatement in revenue at 30 June 2019 was appropriate. We noted no material period-end. errors and no instances of inappropriate revenue recognition arising in our testing. We found that the Our response carrying value of accrued income and the required Our audit procedures in this area included the related disclosures were appropriate at 30 June 2019. following: We noted no material errors arising from our testing.
l Evaluated the design and implementation of the In a change from the prior year we no longer deem the internal controls in place and the testing of the recoverability of trade receivables to be a key audit operating effectiveness of relevant key controls matter. We continue to perform procedures over the relating to revenue recognition. This included recoverability of trade receivables. However, based testing, assisted by our internal specialist of on our knowledge of the business and the historic General IT controls. experience of successful recoverability of substantially all trade receivables at each year end, we have not l Considered the appropriateness and accuracy of assessed this as one of the most significant risks in our year end revenue by considering the start date of current year audit and, therefore, it is not separately permanent placements and the services provided identified in our report this year. by temporary placements with reference to year end date, evidenced by customer acknowledgement for Company audit matter permanent placements or customer approved Due to the nature of the Company’s activities, there timesheets for temporary placements. These are no key audit matters that we are required to cut-off procedures are performed to ensure revenue communicate in accordance with ISAs (Ireland). is recognised in the appropriate accounting period.
l Examined any significant management judgements made in respect of revenue recognised during the year.
42 Cpl Annual Report 2019 43 We have nothing to report on going concern nothing have We concluded have if we you report to to required are We accounting concern basis of the going the use of that material is an undisclosed there or is inappropriate the over significant doubt cast uncertainty may that months twelve least at a period of basis for that use of statements. the financial of approval of the date from report in these respects. to nothing have We The audits undertaken for Group reporting purposes at purposes at reporting Group for undertaken The audits to all performed components were reporting the key These component levels. component materiality each for individually set were levels materiality €10k from Detailed €940k. component and ranged to in all of the auditors sent to were instructions audit covered These instructions locations. these identified by these to be covered audit areas the significant material of risks relevant included the (which audits out the and set above) detailed misstatement the Group to be reported to required information team. audit as to auditors component instructed team The Group the including to be covered, the significant areas and the information above detailed risks relevant all visited team audit The Group back. reported be to audit to assess the significant components in order Telephone undertaken. and work risk and strategy with these also held were meeting conference these visits and meetings, At component auditors. were team audit to the Group reported the findings required further work and any detail, discussed in more the by then performed was team audit the Group by the component of The results component auditor. by management discussed with Group were audits team. audit the Group of members Our application of materiality and an overview of of overview and an materiality of Our application our audit the scope of as a statements financial the Group for Materiality €925k). €1,175k (2018: at set was whole of the benchmark of as 5% This has been calculated which 5%), (2018: taxation before profit group expected to judgment, in our professional determined, have we within the financial the principal benchmarks be one of in the Company of members to relevant statements of the Group. assessing financial performance financial Company Parent the for Materiality €925k), €1,175k (2018: at set was statements net of a benchmark to with reference determined 1.13% it represents which of €104.4m, assets 0.89%). (2018: and all corrected Committee the Audit to report We our identified through we misstatements uncorrected in €45k), €59k of with a value in excess audit (2018: that below misstatements audit other to addition reporting on warranted believe we that threshold grounds. qualitative is such function finance the Group’s of The structure accounted and balances are certainthat transactions with the team, finance Group the central by for reporting in the Group’s for accounted remainder audit comprehensive performed We components. the to including those in relation procedures, on those transactions out above, set significant risks and component Group at for and balances accounted reporting Group for audits a component level, At level. reporting key identified for performed purposes were Group total 96% of covered Our audits components. tax and 96% before profit Group total 100% of revenue, audit by covered The entities not assets. net Group’s of The audit procedures. specific to subject been have the 9 4 of the 8 components (2018: on 4 of work component auditors by performed components) was Company, the Parent of including the audit and the rest, team. the Group by performed was Independent Auditor’s Report to the Members of Cpl Resources plc (continued)
Other information Our opinions on other matters prescribed the The Directors are responsible for the other information Companies Act 2014 are unmodified presented in the Annual Report together with the We have obtained all the information and explanations financial statements. The other information comprises which we consider necessary for the purpose of our the information included in the Directors’ Report, audit. Chairman’s Statement, the Chief Executive’s Review, In our opinion, the accounting records of the Company the Strategy Report, the Corporate Responsibility were sufficient to permit the financial statements to be Statement, the Business Model and the Diversity and readily and properly audited and the Company’s Inclusion Report. The financial statements and our financial statements are in agreement with the auditor’s report thereon do not comprise part of accounting records. the other information. Our opinion on the financial statements does not cover the other information and, We have nothing to report on other matters on which accordingly, we do not express an audit opinion or, we are required to report by exception except as explicitly stated below, any form of assurance The Companies Act 2014 requires us to report to conclusion thereon. you if, in our opinion, the disclosures of Directors’ Our responsibility is to read the other information and, remuneration and transactions required by Sections in doing so, consider whether, based on our financial 305 to 312 of the Act are not made. statements audit work, the information therein is Respective responsibilities and restrictions materially misstated or inconsistent with the financial on use statements or our audit knowledge. Based solely on that work we have not identified material Directors’ responsibilities misstatements in the other information. As explained more fully in their statement set out in the Based solely on our work on the other information, we Annual Report, the Directors are responsible for: the report that: preparation of the financial statements including being satisfied that they give a true and fair view; such l we have not identified material misstatements in internal control as they determine is necessary to the Directors’ Report; enable the preparation of financial statements that are free from material misstatement, whether due to fraud l in our opinion, the information given in the Directors’ or error; assessing the Group and Parent Company’s Report is consistent with the financial statements; ability to continue as a going concern, disclosing, as l in our opinion, the Directors’ Report has been applicable, matters related to going concern; and using prepared in accordance with the Companies Act the going concern basis of accounting unless they 2014. either intend to liquidate the Group or the Parent Company or to cease operations, or have no realistic alternative but to do so.
44 Cpl Annual Report 2019 45 Chartered Accountants, Statutory Audit Firm Audit Statutory Accountants, Chartered Place 1 Stokes St.Stephens Green Dublin 2 Ireland 2019 10 September The purpose of our audit work and to whom we owe owe to whom we and our audit work The purpose of our responsibilities members, the Company’s to is made solely Our report the 391 of with Section in accordance as a body, has been work Our audit 2014. Companies Act the Company’s to state might we so that undertaken to state to required are we those matters members To purpose. no other and for report them in an auditor’s or accept do not we law, by permitted extent the fullest than the other anyone to assume responsibility for as a body, members, and the Company’s Company the opinions we or for this report, for work, our audit formed. have Cliona Mullen of and on behalf for Auditor’s responsibilities for the audit of the the audit of responsibilities for Auditor’s financial statements assurance reasonable obtain to are Our objectives are as a whole statements the financial about whether fraud due to whether misstatement, material from free includes that report issue an auditor’s and to or error, of high level is a assurance Reasonable our opinion. audit an that a guarantee not but is assurance, will (Ireland) with ISAs in accordance conducted when it exists. misstatement a material detect always and are or error fraud can arise from Misstatements or in the aggregate, individually if, material considered influence the to be expected reasonably could they on the basis of taken users economic decisions of statements. these financial on is provided our responsibilities of description A fuller https://www.iaasa.ie/getmedia/ at website IAASA’s b2389013-1cf6-458b-9b8f-a98202dc9c3a/ Description_of_auditors_responsiblities_for_audit.pdf. Group Statement of Comprehensive Income for the year ended 30 June 2019
2019 2018 Note €’000 €’000
Revenue 2 564,858 522,691 Cost of sales (468,600) (439,541)
Gross profit 96,258 83,150 Distribution expenses (4,837) (4,144) Administrative expenses* (66,541) (61,140) Expected credit loss (charged)/utilized 24 (62) 15
Operating profit 2 24,818 17,881 Financial income 3 93 862 Financial expenses 3 (327) (197)
Profit before tax 2 24,584 18,546 Income tax expense 7 (3,256) (2,410)
Profit for the financial year - all attributable to equity shareholders 21,328 16,136
Profit attributable to: Owners of the Parent 21,186 16,089 Non-controlling interests 20 142 47 21,328 16,136
Other comprehensive income - items that are or may be reclassified to profit or loss Foreign currency translation differences - foreign operations (221) (335)
Total comprehensive income for the financial year - all attributable to equity shareholders and non-controlling interests 21,107 15,801
Basic earnings per share (cent) 9 77.3 56.6
Diluted earnings per share (cent) 9 77.2 56.5
The notes to the financial statements are an integral part of these consolidated financial statements. * Includes €895,000 of non-cash LTIP charge (2018: €1,693,000)
46
Cpl Annual Report 2019 47
110,368 343 110,025 105,583 3,162 (1,140) (1,676) (3,357) 1,094 3,616 2,743 2019 June 30 at Balance
- - (1,911) - - - - 1,911 27 exercised options Share 27 27
- 67 (67) ------options share Unvested - -
- (4,158) ------paid Dividends (4,158) (4,158)
- - 895 ------27) (Note charge 895 895
Share based payment payment based Share
shareholders
Transactions with with Transactions
70 - - - (291) - - - - effects translation (221) (291)
Foreign currency currency Foreign
142 21,186 ------year 21,328 21,186
Profit for the financial financial the for Profit
income for the year the for income
Total comprehensive comprehensive Total
131 88,488 4,245 (1,140) (1,385) (3,357) 1,094 1,705 2,716 2018 July 1 at Balance 92,497 92,366
92,497 131 92,366 88,488 4,245 (1,140) (1,385) (3,357) 1,094 1,705 2,716 2018 June 30 at Balance
- (25,161) - - - - 370 - (370) redemption Capital (25,161) (25,161)
(30) (3,501) ------paid Dividends (3,531) (3,501)
charge (Note 27) (Note charge - - 1,693 ------1,693 1,693
Share based payment payment based Share
shareholders
Transactions with with Transactions
translation effects translation (3) - - - (332) - - - - (335) (332)
Foreign currency currency Foreign
year 47 16,089 ------16,136 16,089
Profit for the financial financial the for Profit
income for the year the for income
Total comprehensive comprehensive Total
Balance at 1 July 2017 July 1 at Balance 3,086 1,705 (3,357) 724 (1,140) (1,053) 101,061 2,552 117 103,578 103,695
€’000 €’000 €’000 €’000 €’000 €’000 €’000 €’000 €’000 €’000 €’000
capital premium fund reserve equity reserve reserve reserve earnings Total interests
Share Share capital Merger translation ’ option payment Retained controlling Shareholders
undenominated Currency Put based Non- Total
Other Share for the year ended 30 June 2019 June ended 30 the year for Group Statement of Changes in Equity Changes of Statement Group Company Statement of Changes in Equity for the year ended 30 June 2019
Other Share undenominated Put based Share Share capital option payment Retained Shareholders Capital Premium fund reserve reserve earnings equity €’000 €’000 €’000 €’000 €’000 €’000 €’000
Balance at 30 June 2017 3,086 1,705 724 (1,140) 2,552 26,708 33,635 Total comprehensive income for the year Profit for the financial year - - - - - 9,791 9,791
Transactions with shareholders Share based payment charge - - - - 1,693 - 1,693 Dividends paid - - - - - (3,501) (3,501) Capital redemption (370) - 370 - - (25,161) (25,161)
Balance at 30 June 2018 2,716 1,705 1,094 (1,140) 4,245 7,837 16,457 Balance at 1 July 2018 2,716 1,705 1,094 (1,140) 4,245 7,837 16,457 Total comprehensive income for the year Profit for the financial year - - - - - 5,272 5,272
Transactions with shareholders Share based payment charge - - - - 895 - 895 Dividends paid - - - - - (4,158) (4,158) Unvested share options - - - - (67) 67 - Share options exercised 27 1,911 - - (1,911) - 27
Balance at 30 June 2019 2,743 3,616 1,094 (1,140) 3,162 9,018 18,493
48 Cpl Annual Report 2019 49 - 154 2018 €’000 1,793 1,201 2,716 1,705 4,199 7,837 34,135 37,283 58,412 15,691 74,103 16,457 16,457 111,386 - Company 972 113 2019 €’000 1,903 2,743 3,616 3,116 9,018 33,118 36,106 63,789 15,912 79,701 18,493 18,493 115,807 - 952 131 (543) 2018 €’000 2,239 2,716 1,705 25,887 29,078 29,823 88,488 92,366 92,497 104,070 133,893 162,971 - Group 851 343 2019 €’000 2,320 2,743 3,616 (1,917) 25,658 28,829 45,755 116,611 162,366 191,195 105,583 110,025 110,368 11 12 13 14 15 16 17 17 17 20 Note as at 30 June 2019 June 30 as at Group and Company Balance Sheets and Company Group Assets assets Non current and equipment plant Property, Goodwill and intangible assets Goodwill and intangible Investments in subsidiaries Investments Deferred tax asset Deferred Total non current assets non current Total Current assets Current receivables and other Trade Cash and cash equivalents Total current assets current Total Total assets Total Equity attributable Capital and reserves the Parent of owners the to capital Issued share Share premium Share Other reserves Retained earnings Retained Non-controlling interests Non-controlling Total equity Total Group and Company Balance Sheets as at 30 June 2019 (continued)
Group Company 2019 2018 2019 2018 Note €’000 €’000 €’000 €’000 Current liabilities Trade and other payables 19 79,687 69,334 96,174 93,789 Put option liability 18 1,140 - 1,140 - Total current liabilities 80,827 69,334 97,314 93,789
Non current liabilities Put option liability 18 - 1,140 - 1,140
Total non current liabilities - 1,140 - 1,140
Total liabilities 80,827 70,474 97,314 94,929
Total equity and liabilities 191,195 162,971 115,807 111,386
The notes to the financial statements are an integral part of these consolidated financial statements.
On behalf of the Board John Hennessy Anne Heraty Director Director
50 Cpl Annual Report 2019 51 - - - - - (7) (31) 605 465 (795) (350) 2018 €’000 9,791 (1,145) 10,830 59,497 35,846 35,839 (34,481) - - - - - 38 (60) Company 656 511 (766) (282) 2019 €’000 5,272 6,477 2,442 5,454 5,394 (3,465) (1,048) 47 524 465 197 (862) (197) (894) (350) 2018 €’000 1,693 2,410 5,936 (3,780) (2,090) (1,244) 16,136 20,563 22,719 20,479 Group 93 (93) 845 895 511 327 (327) (927) (282) 2019 €’000 3,256 (2,221) (1,209) 21,328 27,069 10,352 23,676 21,221 (13,745) 3 3 7 11 27 12 11 12 Note for the year ended 30 June 2019 June ended 30 the year for Group and Company Cash Flow Statements Cash Flow and Company Group Cash flows from operating activities operating from Cash flows year for the financial Profit Adjustments for: Adjustments plant and equipment on property, Depreciation Share based payment charge based payment Share Amortisation of intangible assets intangible Amortisation of Financial income Financial expense Income tax expense/(credit) Operating cash flows before changes changes before cash flows Operating capital in working (Increase)/decrease in trade and other receivables and other in trade (Increase)/decrease Increase/(decrease) in trade and other payables and other in trade Increase/(decrease) Cash generated from operations from Cash generated Interest (paid) Interest Income tax (paid) Interest received Interest Net cash from operating activities operating cash from Net Cash flows from investing activities investing from Cash flows plant and equipment property, of Purchase Purchase of intangible assets intangible of Purchase Net cash (outflow) from investing activities investing from cash (outflow) Net Group and Company Cash Flow Statements for the year ended 30 June 2019 (continued)
Group Company 2019 2018 2019 2018 Note €’000 €’000 €’000 €’000 Cash flows from financing activities Shares options exercised 27 - 27 - Dividends paid to parent 8 (4,158) (3,501) (4,158) (3,501) Dividends paid to non-controlling interests 8 - (30) - - Repurchase of own shares 17 - (25,161) - (25,161)
Net cash (used in) financing activities (4,131) (28,692) (4,131) (28,662)
Net increase/(decrease) in cash and cash equivalents 15,881 (9,457) 215 6,032 Cash and cash equivalents at beginning of year 24,177 33,634 15,691 9,659
Cash and cash equivalents at end of year 16 40,058 24,177 15,906 15,691
The notes to the financial statements are an integral part of these consolidated financial statements.
52 Cpl Annual Report 2019 53 Annual Improvements 2014-2016 cycle Annual Improvements Property Investments to Transfers 40: IAS Amendments to Consideration and Advance Transactions Currency Foreign IFRIS 22: IFRS 9: Financial Instruments Financial IFRS 9: with Customers Contracts from Revenue IFRS 15: Transactions Payment of Share-based and Measurement Classification IFRS2: Amendments to
Statement of accounting policies accounting of Statement Classification and measurement Classification of financial and measurement the classification 39 for in IAS requirements the existing retains IFRS 9 largely loans of held-to-maturity, financial assets for 39 categories IAS previous the it eliminates However, liabilities. classified as a financial asset on initial recognition, Under IFRS 9, and available-for-sale. and receivables value through or fair income (‘FVOCI’), comprehensive other value through amortised or fair at cost measured of for managing the financial assets is based on the business model The classification loss (‘FVPL’). or profit the cash flows. of terms the contractual Financial Instruments and Recognition Financial Instruments: 39, IAS replaces which is the standard Financial Instruments, IFRS 9, of financial assets and derecognition measurement the classification, addresses The standard Measurement. financial assets. impairment accounting and a new model for hedge for rules new introduces and liabilities, 2018 have for Comparatives under the standard. 2018 as permitted July 1 IFRS 9 from has adopted The Group been restated. not l l l l l l Statement of compliance of Statement Reporting Financial with International accordance in been prepared have statements financial The Group as (IASB) Board Standards Accounting the International by issued interpretations (IFRSs) and their Standards have statements’) financial (‘Company of the Company statements individual financial The the EU. by adopted with the in accordance the EU and as applied by as adopted with IFRSs in accordance been prepared statements financial and Group Company publishes its that permits a company, 2014 which Companies Act to presenting from 2014, Act the Companies of 304(2) in Section the exemption of advantage take to together, Company part the approved of form that notes and related income statement its Company its members statements. financial during 2019 effective interpretations and standards amended and New 2018: July 1 from and amendments with effect interpretations standards, the following has applied The group Cpl Resources plc (the “Company”) is a company incorporated in Ireland. The Group financial statements statements financial The Group in Ireland. incorporated is a company “Company”) (the plc Cpl Resources and The Group ‘Group’). as the to referred its subsidiaries (together and the Company those of consolidate 2019. on 10 September Directors by the for issue authorised were statements financial Company The effect of applying IFRS 9 and IFRS15 is described in further detail below. The other changes listed above above listed changes The other below. detail is described in further IFRS 9 and IFRS15 applying of The effect statements. financial consolidated the Group’s to changes in material result did not
1. forming part of the financial statements part the financial of forming Notes Notes (continued)
1. Statement of accounting policies (continued) The table below details the original measurement categories under IAS 39 and the new measurement categories under IFRS 9 for each class of the Group’s financial assets and financial liabilities at 1 July 2018.
Original carrying New carrying Original New amount amount classification classification under IAS 39 under IFRS 9 under IAS 39 under IFRS 9 €’000 €’000 Financial assets Trade and other receivables Loans and receivables Amortised cost 104,070 104,070 Cash and cash equivalents Loans and receivables Amortised cost 29,823 29,823
Financial liabilities Trade and other payables Other financial Other financial liabilities liabilities 69,334 69,334 Put option Other financial Other financial liabilities liabilities 1,140 1,140
IFRS 9 Financial Instruments IFRS 9 introduces a new classification approach for financial assets and financial liabilities and becomes effective for accounting periods beginning on or after 1 January 2018. The categories of financial assets will be reduced from four to three and financial liabilities will be measured at amortised cost or fair value through profit and loss. The standard also prescribes an ‘expected credit loss’ model for determining the basis of providing for bad debts. Following a review of the Group’s financial instruments, the Directors concluded that the Group does not hold any complex financial instruments. A comprehensive review was also completed on the Group’s bad debt provision and no material impact was noted on the financial statements. Bad debt provision under IFRS 9 is consistent with the Group’s bad debt policy under IAS 32.
Revenue recognition IFRS 15, Revenue from Contracts with Customers, replaces IAS 18, Revenue and IAS 11, Construction Contracts and related interpretations. IFRS 15 establishes a five-step model for reporting the nature, amount, timing and uncertainty of revenue recognition and cash flows arising from contracts with customers. IFRS 15 specifies how and when revenue should be recognised as well as requiring enhanced disclosures. The core principle of the standard requires an entity to recognise revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration that it expects to be entitled to in exchange for transferring those goods or services to the customer. Revenue is recognised when an identified performance obligation has been met and the customer can direct the use of and obtain substantially all the remaining benefits from a good or service as a result of obtaining control of that good or service. The Group has adopted IFRS 15 from 1 July 2018 using the modified retrospective approach and has not restated comparatives for 2018.
54 Cpl Annual Report 2019 55 Definition of material (amendments to IAS 1 and IAS 8) 1 and IAS to IAS (amendments of material Definition in IFRS standards framework conceptual to references Amendments to or and its Associate an Investor between Assets or Contribution of Sale 28: IFRS 10 and IAS Amendments to Joint Venture IFRS 17: Insurance Contracts Insurance IFRS 17: to IFRS 3) of a business (amendments Definition
Statement of accounting policies (continued) accounting of Statement l l l l l The Group used the five-step model to develop an impact assessment framework to assess the impact of to assess the impact assessment framework an impact to develop model used the five-step The Group and contract our IFRS 15 assessment framework of The results transactions. revenue IFRS 15 on the Group’s not was Statements Financial on our Consolidated IFRS 15 applying of the impact that indicated reviews standard the new of earnings on application retained to no adjustment was and there the Group for material 2018. July 1 at reporting the for the Group by applied on the principles impact IFRS 15 has had no material of The adoption identified readily can be with customers Contracts recognition. revenue amount and timing of nature, in permanent and flexible candidates of the placement the service of to in relation the Group throughout amounts of value the fair represents Revenue advisory services. talent of positions and the provision talent Tax. Added Value discounts and trade of net business, of in the normal course provided services for receivable commences employment. when the candidate permanent is recognised of placements in respect Revenue been have hours when the related division is recognised Talent Flexible the Group’s of in respect Revenue income within receivables. is included as accrued billed yet but not recognised Revenue worked. EU endorsed but not yet the IASB issued by amendments and standards New the Group’s for effective are that and interpretations standards existing amendments to are The following 2018: July 1 year from financial The above standards and amendments have not yet been EU endorsed. These standards and amendments These standards been EU endorsed. yet not and amendments have standards The above their from effect with statements financial and Company the Group the purposes of for will be applied dates. effective respective project A statements. financial on the Group’s a significant impact have to expected not are These standards the Group. to assess the impact to is ongoing
1. Notes (continued)
1. Statement of accounting policies (continued) New standards and amendments issued by the IASB but not yet effective l IFRS 16: Leases l IFRIC 23: Uncertainty under Income tax treatments The above standards and amendments are not yet effective. These standards and amendments will be applied for the purposes of the Group and Company financial statements with effect from their respective effective dates.
The Directors have carried out an assessment of the adoption and potential impact of the standards listed below: IFRS 16 Leases General impact of application of IFRS 16 Leases IFRS 16 provides a comprehensive model for the identification of lease arrangements and their treatment in the financial statements for both lessors and lessees. IFRS 16 will supersede the current lease guidance including IAS 17 Leases and the related Interpretations when it becomes effective for accounting periods beginning on or after 1 January 2019. The date of initial application of IFRS 16 for the Group will be 1 July 2019. The Group has chosen the modified retrospective application of IFRS 16 in accordance with IFRS 16:C5(b). Consequently, the Group will recognise the cumulative effect of initially applying this standard as an adjustment to the opening balance of retained earnings (or other component of equity, as appropriate) at the date of transition.
Impact of the new definition of a lease The Group will make use of the practical expedient available on transition to IFRS 16 not to reassess whether a contract is or contains a lease. Accordingly, the definition of a lease in accordance with IAS 17 will continue to apply to those leases entered into before 1 January 2019. The change in definition of a lease mainly relates to the concept of control. IFRS 16 distinguishes between leases and service contracts on the basis of whether the use of an identified asset is controlled by the customer. Control is considered to exist if the customer has:
l The right to obtain substantially all of the economic benefits from the use of an identified asset; and l The right to direct the use of that asset. The Group will apply the definition of a lease and related guidance set out in IFRS 16 to all lease contracts entered into on or after 1 July 2019. In preparation for the first time application of IFRS 16, the Group has carried out an implementation project. The project has shown that the new definition in IFRS 16 will not change significantly the scope of contracts that meet the definition of a lease for the Group.
Impact on lessee accounting Operating leases IFRS 16 will change how the Group accounts for leases previously classified as operating leases under IAS 17, which were off balance sheet. On initial application of IFRS 16, for all leases (except as noted below), the Group will:
l Recognise right of use assets and lease liabilities in the Consolidated Balance Sheet, initially measured at the present value of the future lease payments; 56 Cpl Annual Report 2019 57 Separate the total amount of cash paid into a principal portion (presented within financing activities) and within financing activities) a principal portion(presented cash paid into amount of total the Separate Statement. Cash Flow in the Consolidated activities) operating within (presented interest Recognise depreciation of right of use assets and interest on lease liabilities in the Consolidated Income Income in the Consolidated liabilities on lease and interest use assets of right of depreciation Recognise and Statement;
Statement of accounting policies (continued) accounting of Statement Judgements and estimates Judgements judgements, to make management requires with IFRS in conformity statements financial of The preparation and assets amounts of policies and reported of the application affect that and assumptions estimates the development, Committee discussed with the Audit Management income and expenses. liabilities, these of and the application policies and estimates critical accounting the Group’s of and disclosure selection and experience based on historical are assumptions and associated The estimates policies and estimates. form which of the results circumstances, under the be reasonable to believed are that factors various other apparent readily not are and liabilities that assets values of about carrying making judgements the basis of sources. other from Basis of preparation Basis of to the rounded in euro presented are which of the Company statements and individual financial The Group The accounting policies applied convention. cost under the historical been prepared have thousand, nearest year during the consistently been applied have statements financial these consolidated of in the preparation entities. Group all by consistently been applied policies have The accounting and the prior year. l l Lease incentives (e.g. rent free period) will be recognised as part of the measurement of the right of use assets assets use of the right of as part the measurement of period) will be recognised free rent (e.g. incentives Lease liability incentive, a lease of in the recognition resulted 17 they under IAS liabilities whereas and lease basis. on a straight-line expenses rental of amortised reduction as a 36 Impairment IAS of with impairment in accordance for will be tested use assets of right Under IFRS 16, contracts. lease onerous for a provision recognise to requirement the previous This will replace Assets. the than €5,000), (less value assets low of and leases 12 months or less) of term (lease short-term leases For IFRS 16. by as permitted basis on a straight-line expense a lease recognise to opt will Group €2,296k. commitments of lease operating has non-cancellable the Group June 2019, 30 As at than short- other leases to relate these arrangements €2,214k of that assessment indicates A preliminary where extend to options of the exercise consideration into Taking value assets. low of and leases leases term and a use asset of a right will recognise the Group will be exercised, certain these options it is reasonably liability Lease €9m of all these leases. of liability in the range lease €13m in respect to corresponding and the will be derecognised leases the operating of in respect recognised €107k previously of incentives use assets. to the right of the measurement into amount factored Tax treatments Income under Uncertainty IFRIC 23: will adopt and the group January 2019, 1 beginning on or after accounting periods for IFRIC 23 Is effective tax bases, losses, and profits taxable determine to out how IFRIC 23 sets 2019. July 1 from IFRIC 23 with effect income tax treatments is uncertainty over there where and tax rates unused tax credits unused tax losses, - Income taxes. under IAS12 a tax by be accepted will not an uncertain that tax treatment it is probable considers the Group Where value method or the expected amount method, likely using either the most tax risk is measured the authority, Group. on the impact a material have will not IFRIC23 of and application The adoption as appropriate.
1. Notes (continued)
1. Statement of accounting policies (continued) The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods. Particular areas which are subject to accounting estimates and judgements in these financial statements are the recoverability of trade receivables and accrued income, the recognition of revenue arising from temporary and permanent placements, judgemental provisions and accruals, share based payments, and impairment testing of goodwill.
Accounting for subsidiaries Group financial statements Subsidiaries are those entities controlled by the Group. The Group controls an entity when it is exposed to or has rights to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are consolidated from the date on which control is transferred to the Group and are no longer consolidated from the date that control ceases. The amounts included in these financial statements in respect of subsidiaries are taken from their latest financial statements prepared up to their respective year ends, together with management accounts for the intervening periods to the year end where necessary. All significant subsidiaries have coterminous financial year ends with the Company. Intragroup balances and any unrealised gains and losses or income and expenses arising from intragroup transactions are eliminated in preparing the Group financial statements, except to the extent that they provide evidence of impairment.
Company financial statements Investments in subsidiaries are carried at cost less impairment, if any. Dividend income is recognised when the right to receive payment is established.
Revenue recognition A comprehensive review of the contracts that exist across the Group’s revenue streams has been completed in order to understand the impact of IFRS 15 on our revenue recognition policies. Our Flexible Talent division revenue is recognised when the related hours have been worked. This policy is in line with the policy under IFRS15 whereby the contract obligations are settled over time and revenue is recognised in tandem with this. Revenue in respect of permanent placements is recognised when the candidate commences employment. This revenue is also un-effected by IFRS 15 as we have always recognised revenue once a performance obligation has been delivered i.e at a point in time.
Revenue recognition applied before 1 July 2018 Revenue represents the fair value of amounts receivable for services provided in the normal course of business, net of trade discounts and Value Added Tax. Revenue in respect of permanent placements is recognised when the candidate commences employment. Revenue in respect of the Group’s Flexible Talent division is recognised when the related hours have been worked. Revenue recognised but not yet billed is included as accrued income within receivables.
Operating segment reporting Operating segments are distinguishable components of the Group that have been established based on the internal reports regularly reviewed by the Board in order to assess each segment’s performance and to allocate resources to them. The Group has determined that its operating segments of recruitment of flexible talent, and permanent placement of candidates are its reportable operating segments. 58 Cpl Annual Report 2019 59 Statement of accounting policies (continued) accounting of Statement Dividends are recognised in the period in which they are approved by the Company’s shareholders, or in the shareholders, the Company’s by approved are they in the period in which recognised Dividends are and paid. Directors of the Board by when it has been approved dividend, an interim case of translation currency Foreign currency presentation Functional and currency. functional is the Company’s which in euro presented are statements financial The consolidated of using the currency measured entities are of the Group’s of each statements included in the financial Items euro. is primarily which the entity operates, in which the primary economic environment Retirement Benefits and other post-employment benefits other post-employment Benefits and Retirement to the income charged are schemes contribution pension to defined benefit contributions Retirement the contributions due or paid in advance at amounts of Any relate. they which in the period to statement as appropriate. or prepayments included in accruals are reporting date Dividends Income tax for the year comprises current and deferred tax. Taxation is recognised in the income statement in the income statement is recognised Taxation tax. and deferred comprises current the year Income tax for tax is the related case in which in equity, directly recognised items to it relates that the extent to except in equity. recognised have that and laws using tax rates the year, income for on the taxable tax payable tax is the expected Current of in respect tax payable to adjustment and any date, the reporting at enacted or substantively been enacted years. previous between differences temporary for providing liability method, using the balance sheet tax is provided Deferred for reporting purposes and the amounts used financial and liabilities for assets amounts of the carrying or realisation manner of is based on the expected tax provided deferred The amount of purposes. taxation enacted or substantively enacted using tax rates and liabilities, assets amount of the carrying of settlement or liability in a transaction an asset of initial recognition tax arises from If the deferred date. the reporting at accounting or taxable affect does not the transaction of the time at that than a business combination other in arising on investments differences temporary on tax is provided Deferred recognised. it is not loss, or profit the Group by is controlled difference the temporary of the reversal the timing of where except subsidiaries, future. in the foreseeable reverse not will difference the temporary that and it is probable will be profits taxable future that it is probable that the extent to only is recognised tax asset A deferred it is no that the extent to reduced are tax assets Deferred can be recovered. the asset which against available realised. tax benefit will be the related that probable longer Financial income and expenses Financial income and rate interest using the effective calculated on borrowings payable interest comprise Financial expenses expenses are financial All on cash deposits. receivable comprises interest Financial income method. of a on the acquisition or construction arise they that extent to the except loss, or in profit recognised qualifying asset. Taxation
1. Notes (continued)
1. Statement of accounting policies (continued) Transactions and balances Transactions in foreign currencies are recorded at the rate ruling at the date of the transactions. The resulting monetary assets and liabilities are translated at the reporting rate and the exchange differences are dealt with in the income statement.
Group companies Results and cash flows of subsidiaries which do not have euro as their functional currency are translated into euro at actual rates of exchange or average exchange rates for the year where this is a reasonable approximation and the related balance sheets are translated at the rates of exchange ruling at the reporting date. Any material adjustments arising on translation of the results of such subsidiaries at average rates and on the re-translation of the opening net assets are dealt with in other comprehensive income and presented within a separate translation reserve in the balance sheet.
Property, plant and equipment Items of property, plant and equipment are stated at cost less accumulated depreciation. Depreciation is provided on all property, plant and equipment. Land is not depreciated. Depreciation is provided on a straight line basis at rates calculated to write off the cost less estimated residual value of each asset over its expected useful life as follows: Years Buildings 50 Equipment 5 Fixtures & fittings 5 Motor vehicles 3 The residual value of assets, if not insignificant, and the useful life of assets is reassessed annually. Gains and losses on disposals are determined by comparing the proceeds received with the carrying amount and are included in operating profit.
Business combinations The fair value of the consideration paid in a business combination is measured as the aggregate of the fair value of assets transferred, liabilities incurred or assumed and equity instruments issued in exchange for control. Deferred consideration arising on business combinations is determined through discounting the amounts payable to their present value. The discount element is reflected as an interest charge in the income statement over the life of the deferred payment. Contingent consideration is measured at fair value, with subsequent changes therein recognised in profit or loss. In the case of a business combination, the assets and liabilities are measured at their provisional fair values at the date of acquisition. Adjustments to provisional values allocated to assets and liabilities are made within 12 months of the acquisition date and reflected as a restatement of the acquisition balance sheet, where material.
Goodwill Goodwill on acquisitions is initially measured as the excess of the fair value of the consideration for the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities. When the excess is negative, a bargain purchase gain is recognised immediately in the profit or loss.
60 Cpl Annual Report 2019 61 5 1 - 5 1 - 5 Statement of accounting policies (continued) accounting of Statement Leases are payments the lease on land and buildings, arrangements lease into has entered the Group Where it is a finance whether determine to is assessed separately and each land and buildings between allocated lease. or operating Impairment reviews at reviewed are assets, tax other than deferred non-financial assets, the Group’s amounts of The carrying exists, indication such If any impairment. of indication is any there whether determine to date reporting each each amount is estimated the recoverable goodwill, For is estimated. amount recoverable then the asset’s the same time. at year that assets of group the smallest into together grouped are assets impairment testing, the purpose of For or other assets of of the cash inflows independent largely are continuing use that from cash inflows generates the for in a business combination, acquired The goodwill unit”). “cash-generating (the assets of groups the benefit from to expected are units that cash-generating to is allocated impairment testing, purpose of the combination. of synergies its unit exceeds or its cash-generating an asset amount of if the carrying is recognised An impairment loss of unit is the greater or cash-generating an asset of amount The recoverable amount. recoverable estimated cash flows future the estimated In assessing value in use, sell. to costs value less its value in use and its fair assessments market current reflects that discount rate value using a pre-tax their present to discounted are to the asset. specific and the risks money the time value of of of in respect recognised Impairment losses in the income statement. recognised are Impairment losses to the units goodwill allocated of any amount reduce the carrying to first allocated units are cash-generating basis. rata pro units) on a of in the unit (group assets the other amounts of the carrying reduce and then to impairment losses assets, other of In respect reversed. is not goodwill of in respect An impairment loss has the loss that indications any for reporting date each assessed at in prior periods are recognised in the estimates been a change has if there reversed is An impairment loss exists. or no longer decreased the asset’s that the extent to only reversed is An impairment loss amount. the recoverable determine used to depreciation of net determined, been have would amount that the carrying exceed not amount does carrying recognised. had been if no impairment loss or amortisation, Intangible assets other than goodwill other assets Intangible in the course acquired assets and intangible cost capitalised at are separately acquired assets Intangible acquisition. of the date as at value being their deemed cost fair at capitalised are a business combination of less any at cost carried are life a finite have which assets intangible initial recognition, Subsequent to amortisation is Where impairment losses. accumulated amortisation and any accumulated applicable of The amortisation statement. to the income expense is taken this lives, with finite on assets charged on a lives their useful over assets intangible the book value of write-off to is calculated assets intangible basis as follows: straight-line Years assets Software Brands & databases contracts Customer
1. Notes (continued)
1. Statement of accounting policies (continued) Finance leases, which transfer to the Group substantially all the risks and benefits of ownership of the leased asset, are capitalised at the inception of the lease at the fair value of the leased asset or if lower, the present value of the minimum lease payments. The corresponding liability to the lessor is included in the balance sheet as a finance lease obligation. Lease payments are apportioned between the finance charges and reduction of the lease obligation so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged to the income statement as part of financial expenses. Capitalised leased assets are depreciated over the shorter of the estimated useful life of the asset or the lease term. Leases where the lessor retains substantially all the risks and benefits of ownership of the assets are classified as operating leases. Operating lease payments are recognised as an expense in the income statement on a straight line basis over the lease term. Lease incentives are recognised over the lease term on a straight line basis.
Guarantees The Company guarantees certain liabilities of subsidiary companies. These are considered to be insurance arrangements and are accounted for as such i.e. treated as a contingent liability until such time as it becomes probable that the Company will be required to make a payment under the guarantee.
Financial instruments Short term bank deposits Short term bank deposits of greater than three months maturity which do not meet the definition of cash and cash equivalents are classified within current assets and stated at fair value in the balance sheet.
Interest bearing borrowings Interest bearing borrowings are recognised initially at fair value less attributable transaction costs. Subsequent to initial recognition, interest bearing borrowings are stated at amortised cost with any difference between cost and redemption value being recognised in the income statement over the period of the borrowings on an effective interest basis.
Trade and other payables Trade and other payables are initially recorded at fair value and subsequently at the higher of cost or payment or settlement amounts. Where the time value of money is material, payables are carried at amortised cost.
Trade and contract assets Under IFRS 9 the categories of financial assets are reduced from four to three and financial liabilities will be measured at amortised cost or fair value through profit and loss. The standard also prescribes an ‘expected credit loss’ (ECL) model for determining the basis of providing for bad debts. Loss allowances for trade receivables and contract assets are always measured at an amount equal to lifetime ECLs. Lifetime ECLs are the ECLs that result from all possible default events over the expected life of a financial instrument When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECLs, the Group considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis, based on the Group’s historical experience and informed credit assessment and including forward-looking information.
62 Cpl Annual Report 2019 63 Statement of accounting policies (continued) accounting of Statement In the current year, the Group applies the simplified approach to providing for expected credit losses credit expected for to providing the simplified approach applies the Group year, In the current receivables. all trade for provision loss expected the lifetime permit of the use which IFRS 9, by prescribed based on been grouped have assets and contract receivables trade losses, credit the expected measure To based on the historical are rates loss The expected due. past and the days risk characteristics credit shared rates loss The historical experienced. losses credit historical and the corresponding of sales profiles payment evidence is if there factors on macroeconomic information forward-looking and current reflect to adjusted are the receivables. settle to the customer the ability of affect these factors that suggest to financial on the Group’s impact no material was June 2019 and there 30 for model has been prepared An ECL 39. model under IAS loss the incurred to when compared statements fails to a financial instrument or counterparty if a customer to the Group loss financial risk is the risk of Credit and customers from receivables the Group’s from principally and arises obligations, its contractual meet to securities. in debt investments exposure. the maximum credit represent assets and contract financial assets amounts of The carrying Assets Contract and Receivables Trade customer. of each characteristics by the individual mainly risk is influenced credit to exposure The Group’s is analysed customer new each under which policy a credit has established committee The risk management and conditions are terms and delivery payment standard the Group’s before creditworthiness for individually agency credit statements, financial available, are if they ratings, includes external review The Group’s offered. each for established limits are Sale and in some cases bank references. information industry information, the risk from approval those limits require exceeding sales Any quarterly. and reviewed customer committee. management their characteristics, their credit to according grouped are customers risk, credit customer In monitoring difficulties. financial previous of and existence with the Group history trading industry, location, geographic assets contract receivables and trade in respect of impairment for in the allowance Movements during the assets and contract receivables trade of impairment in respect for in allowance The movement impairment account for the allowance 2018 represent Amounts for Comparative 24(a). in Note is detailed year 39. under IAS losses July 2018 1 before other receivables applied and Trade an amortised at less carried cost value and subsequently fair at recognised initially are receivables Trade amount is the full of is made when collection losses incurred of An estimate losses. incurred any for allowance probable. no longer cash equivalents Cash and and in hand and short bank deposits comprise cash at term in the balance sheet Cash and cash equivalents part on demand and form repayable are that Bank overdrafts months or less. three of with an original maturity the purpose for cash and cash equivalents included as a component of are cash management the Group’s of statement. the cash flow of
1. Notes (continued)
1. Statement of accounting policies (continued) Put/call options The fair value of all put/call options are based on market price calculations using financial models. If a put option is held by a non-controlling interest (“NCI”) in a subsidiary undertaking, whereby the holder of the put option can require the Group to acquire the NCI’s shareholding in the subsidiary at a future date, the Group carefully examines the nature of such a put option. The Group assesses whether or not the NCI continues to have a present ownership interest in the shares subject to the put option whilst also being exposed to reductions in the entities fair value. Present ownership interest can be evidenced by NCI continuing to have a right to the receipt of dividends, or benefitting from increases in net assets while holding a voting entitlement to the shares subject to the put option. If it is deemed that the put option holders continue to have a present ownership interest, the Group applies the present access method as follows:
l the Group continues to recognise the amount that would have been recognised for the NCI, including an update to reflect its share of profit and losses, dividends and other changes; l the Group recognises a financial liability in accordance with IAS 32 being the estimate of the fair value of the consideration to acquire the NCI shares that are subject to the put option and records this in a separate reserve in equity; and l changes in the fair value of the financial liability are reflected as a movement in the put option reserve. If the NCI put option is exercised, the same treatment is applied up to the date of exercise. The amount recognised as the financial liability at that date is extinguished by the payment of the put option exercise. If the put option expires unexercised, the position is unwound so that the NCI is recognised as the amount it would have been as if the put option had never been granted and the financial liability is derecognised with a corresponding credit to equity. If the NCI does not have present ownership rights from the put option, then the transaction is accounted for as if the Group had acquired the NCI at the date of entering into the put option. If the Group has a call option over the shares held by a NCI in a subsidiary undertaking, where the Group can require the NCI to sell its shareholding in the subsidiary at a future date, the option is classified as a derivative and is recognised as a financial instrument on inception with fair value movements recognised in the income statement.
Provisions A provision is recognised in the balance sheet when the Group has a present legal or constructive obligation as a result of a past event, and it is probable that an outflow of economic benefits would be required to settle the obligation. If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects the time value of money and, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognised as a borrowing cost.
64 Cpl Annual Report 2019 65 Permanent placement of candidates. placement of Permanent Recruitment and placement of Flexible Talent; and Talent; Flexible and placement of Recruitment
Operating segment reporting Operating Statement of accounting policies (continued) accounting of Statement l Segment information is presented in respect of the Group’s operating segments. Segment results, assets and assets Segment results, segments. operating Group’s the of in respect is presented Segment information on a can be allocated that as those as well a segment to attributable directly liabilities include items divided into: are operations The Group’s is recruitment. primary activity Cpl’s basis. reasonable l The Group presents basic and diluted earnings per share (“EPS”) data for its ordinary shares. Basic EPS is shares. its ordinary for data (“EPS”) earnings per share basic and diluted presents The Group weighted by the of the Company shareholders to ordinary attributable loss or dividing the profit by calculated the adjusting by EPS is determined Diluted during the period. outstanding shares ordinary number of average shares of ordinary number average weighted and the shareholders to ordinary attributable loss or profit awards as appropriate include which shares, ordinary potential all dilutive of the effects for outstanding dilutive. are awards such where employees to schemes award under share Earnings per share Long Term Incentive Plan (LTIP) Plan Incentive Term Long (the awards share conditional has granted Directors of Board the Company’s of Committee The Remuneration eligible give awards LTIP The Plan. Incentive Term Long under the Group’s certain employees to awards”) “LTIP the nominal of upon payment in the Company shares ordinary subscribe for to right a conditional employees and is grant of the date at is determined these awards value of The fair shares. those of value (€0.10 each) the vesting to grant of the date the period from basis over on a straight-line statement the income to charged and excluding grant of the date as at applied model, a Black-Scholes using value is determined The fair date. awards of the number estimates the Group date reporting each At conditions. non-market any of the impact with a in the income statement, is recognised estimate in a previous change and any vest, to expected are that the Group vest, to expected are that awards the number of In estimating equity. to adjustment corresponding conditions. vesting non-market account of takes Information regarding the results of each operating segment is included below. Revenues from one customer one customer from Revenues segment is included below. operating each of the results regarding Information total the Group’s €33m) of €64m (2018: approximately segment represented Talent Flexible the Group’s of expenses and financial income and before on segment profit based is measured Performance revenues. the Board. by reviewed are that reports management as included in the internal income tax,
2. 1. Notes (continued)
2. Operating segment reporting (continued) 2019 2018 €’000 €’000 Revenue total Flexible Talent 536,317 495,899 Permanent 28,541 26,792 564,858 522,691 Operating profit total Flexible Talent 16,091 11,741 Permanent 8,727 6,140 24,818 17,881 Financial income - centrally controlled income 93 862 Financial expenses - centrally controlled expense (327) (197) Profit before tax 24,584 18,546
Flexible Talent 718 445 Permanent 127 79 Group depreciation 845 524
2019 2018 €’000 €’000 Group amortisation Flexible Talent 511 465 Permanent - - 511 465
Group assets Flexible Talent 126,533 115,839 Permanent 18,907 17,309 145,440 133,148 Centrally controlled assets 45,755 29,823 191,195 162,971
At 30 June 2019, centrally controlled assets constitute cash and cash equivalents of €45,755k (30 June 2018: €29,823k).
66 Cpl Annual Report 2019 67 54 840 894 2018 2018 €’000 €’000 3,965 3,935 4,933 57,957 21,771 18,892 26,792 65,541 70,474 416,171 495,899 522,691 56 871 927 2019 2019 €’000 €’000 3,507 4,164 5,658 49,764 17,417 20,870 28,541 75,169 80,827 536,317 564,858 469,136 Operating segment reporting (continued) segment reporting Operating Revenue Geographical segment information Geographical by Revenues the World. of UK and Rest Ireland, segments are its geographical that considers The Group reporting. separate warrant to significant sufficiently considered not and the UK are country outside Ireland as follows: segment are geographical by revenues Group Flexible Talent - UK Talent Flexible the world of - Rest Talent Flexible revenue Talent Flexible - Ireland Permanent - UK Permanent the world of - Rest Permanent revenue Permanent Permanent - Ireland Talent Flexible Group liabilities Group Talent Flexible Permanent expenditure capital Group Talent Flexible
2. Notes (continued)
2. Operating segment reporting (continued) Disaggregation of revenue
2019 2018 €’000 €’000
Services transferred over time (Flexible Talent) 536,317 495,899 Services transferred at a point in time (Permanent) 28,541 26,792 Revenue from contracts with customers 564,858 522,691
Non current assets (excluding deferred tax asset balances) by geographical segment are as follows:
Non current assets
2019 2018 €’000 €’000
Ireland 26,312 26,412 UK 1,442 1,552 Rest of the world 224 162 Non current assets (excluding deferred tax asset) 27,978 28,126
3. Financial income and expenses Group
2019 2018 €’000 €’000
Interest (income) on cash deposits (93) (47) Change in fair value of financial liabilities* - (815) (93) (862)
Interest payable 327 197
*The movement in the prior year relates to the release of deferred consideration.
68 Cpl Annual Report 2019 69 4 43 51 40 20 465 524 165 2018 2018 €’000 €’000 1,688 4 40 33 17 20 511 845 170 2019 2019 €’000 €’000 2,296 Statutory and other information and other Statutory Company following: the charging after stated tax is before Profit Group following: the charging after stated tax is before Profit In accordance with the requirements of Regulation 120 of Statutory Instrument 220/2010, ‘European ‘European 220/2010, Instrument Statutory 120 of Regulation of with the requirements In accordance figures remuneration the auditor’s 2006/43/EC) (Directive Audits) 2010’, Communities (Statutory Regulations the of the audit to services relates Audit VAT. of exclusive and are KPMG Dublin only paid to fees represent companies (“RIG”) Group of RIG Healthcare audit to the relation fees in Audit only. statements financial Group not offices, other KPMG to fees paid Audit services. other assurance classified as KPMG Dublin are by €19,000). €19,000 (2018: to amounted included above, Amortisation of intangible assets intangible Amortisation of Operating lease rentals, principally in respect of premises of in respect principally rentals, lease Operating Depreciation - tax compliance only. statements financial the Company of the audit to services relates Audit - tax advisory services - tax advisory services - other assurance services assurance - other services - audit remuneration Auditors’ Auditors’ remuneration - audit services - audit remuneration Auditors’
4. Notes (continued)
5. Directors’ remuneration Directors’ remuneration for the year was as follows:
Salaries and Other Retirement Total Total Emoluments Fees Benefits 2019 2018 €’000 €’000 €’000 €’000 €’000 Executive Directors Anne Heraty 575 - - 575 458 Paul Carroll 121 - 20 141 159 Mark Buckley 458 - 27 485 394 Lorna Conn 466 - 27 493 - 1,620 - 74 1,694 1,011 Non-Executive Directors John Hennessy - 95 - 95 85 Breffni Byrne - 60 - 60 55 Oliver Tattan - 41 - 41 55 Colm Long - 60 - 60 55 Elaine Coughlan - 43 - 43 - - 299 - 299 250 Total 1,620 299 74 1,993 1,261
Mark Buckley was awarded 55,000 Long Term Incentive Plan III awards during the year ended 30 June 2018, with a vesting date of 18 September 2020. He had 80,279 Long Term Incentive Plan II awards which vested on 17 September 2018. Lorna Conn was awarded 50,000 Long Term Incentive Plan III awards during the year ended 30 June 2018, with a vesting date of 18 September 2020. No other awards to Directors were awarded, exercised, forfeited or vested in the year. In accordance with IFRS 2 Share Based Payments, an expense of €266,898 (2018: €501,205) has been recognised in the Group Statement of Comprehensive Income in respect of awards made to Executive Directors. Aggregate gains of €494,586 (2018:Nil) were realised with respect to share options exercised by Directors during the financial year. On 12 July 2018 Lorna Conn was appointed as Director, on 23 October 2018 Elaine Coughlin was appointed as Non-Executive Director and on 24 January 2019 Oliver Tattan resigned as Non-Executive Director.
70 Cpl Annual Report 2019 71 699 211 632 2018 2018 €’000 1,693 10,918 34,372 10,075 356,508 319,744 703 895 251 605 2019 2019 Number of employees Number of €’000 11,250 38,519 10,394 395,130 355,013 Staff numbers and costs Staff numbers The average number of persons employed by the Group (excluding Non-Executive Directors) during the year, during the year, Directors) Non-Executive (excluding Group the by employed persons number of The average as follows: was category, by analysed The weighted average number of persons employed by the Company (comprising the Executive Directors) Directors) Executive (comprising the the Company by employed persons number of average The weighted purposes comparative For 5. in Note is disclosed and their remuneration three) (2018: four was during the year been restated. amounts have the prior year Other retirement benefit costs Other retirement Staff costs (excluding Non-Executive Directors) Non-Executive (excluding Staff costs and salaries Wages Social security costs based payment Share Management and administration Management Recruitment and on-site consultants and on-site Recruitment Flexible Talent Flexible
6. Notes (continued)
7. Income tax expense 2019 2018 €’000 €’000 Recognised in income statement: Current tax expense Current year 3,155 2,679 Adjustments in relation to prior years - (27)
Current tax expense 3,155 2,652 Deferred tax Origination and reversal of temporary differences 12 (250) Adjustments in relation to prior years 89 8 Total tax in the income statement 3,256 2,410
Reconciliation of effective tax rate 2019 2018 €’000 €’000 Profit before tax 24,584 18,546
Tax based on Irish corporation tax rate of 12.5% 3,073 2,318 Non-deductible/(non-taxable) items 58 (70) Differences in effective tax rates on overseas earnings 32 (37) Losses on which deferred tax not recognised - 187 Income taxed at higher rate 4 31 Under/(over) provision in prior years 89 (19)
Total tax in the income statement 3,256 2,410
The effective rate of tax on profit of 13.2 per cent (2018: 13 per cent) is higher than the underlying tax rate of 12.5 per cent as the effective tax rate reflects the mix of profits earned in Ireland and in jurisdictions with different tax rates such as the UK, Czech Republic, Poland and Hungary. At 30 June 2019 the Group recognised deferred tax assets on tax losses of €356k (2018: €272k). The tax losses arose in the Irish, UK and Polish tax jurisdictions and their utilisation is dependent on future profits earned by entities in these jurisdictions. The Directors have concluded that it is more likely than not that the Irish and UK sub-groups will earn sufficient future profits to utilise the losses carried forward. There are unrecognised deferred tax assets on tax losses in Spain, Portugal and Germany which are not material in the context of the Group.
72 Cpl Annual Report 2019 73 30 56.5 56.6 2018 2018 €’000 €’000 1,775 1,726 3,531 16,089 28,406,721 28,469,099 - 77.2 77.3 2019 2019 €’000 €’000 1,962 2,196 4,158 21,186 27,398,638 27,433,838 Profit for the financial year for the financial Profit Earnings per share Dividends to equity shareholders Dividends to As permitted by Section 304(2) of the Companies Act 2014, a separate income statement for the Company is the Company for income statement a separate 2014, the Companies Act 304(2) of Section by As permitted was Company holding of the year financial for the The profit statements. in these financial presented not €9,791,000). €5,272,000 (2018: Interim dividends to equity shareholders in Cpl Resources plc are recognised when the interim dividend is when the interim recognised are plc in Cpl Resources equity shareholders dividends to Interim when the dividend has recognised year is financial of each respect The final dividend in the Company. paid by were dividends following the year, During the financial shareholders. the Company’s by been approved recognised: Denominator for basic earnings per share: for Denominator the year in issue for shares number of average Weighted (cent) earnings per share Diluted Numerator for basic and diluted earnings per share: basic and diluted for Numerator to equity shareholders attributable year for the financial Profit earnings per share: diluted for Denominator (cent) Basic earnings per share Final dividend paid in respect of previous financial year financial previous of in respect Final dividend paid share 5.75 cent) per ordinary 7.15 cent (2018: of year financial current of dividend paid in respect Interim share 6.35 cent) per ordinary 8.00 cent (2018: of interest non-controlling of Dividend paid in respect ordinary of 11.0 cent per year of the 2019 financial respect a final dividend in proposed have The Directors no present was as there balance sheet or Group in the Company for been provided This dividend has not share. the Company’s by to approval The final dividend is subject end. the year the dividend at pay to obligation Meeting. the Annual General at shareholders
10. 9. 8. Notes (continued)
11. Property, plant and equipment Group
Land and Fixtures & Motor buildings Equipment fittings Vehicles Total €’000 €’000 €’000 €’000 €’000 Cost Balance at 30 June 2017 665 4,661 2,527 393 8,246 Additions - 333 536 25 894 Foreign exchange revaluation - (3) - - (3) Balance at 30 June 2018 665 4,991 3,063 418 9,137 Additions - 751 153 23 927 Foreign exchange revaluation (2) 3 (2) - (1) Balance at 30 June 2019 663 5,745 3,214 441 10,063
Depreciation Balance at 30 June 2017 272 3,820 1,946 338 6,376 Depreciation charge for the year 34 200 258 32 524 Foreign exchange revaluation - (2) - - (2)
Balance at 30 June 2018 306 4,018 2,204 370 6,898 Depreciation charge for the year 25 430 369 21 845 Foreign exchange revaluation - 1 (1) - - Balance at 30 June 2019 331 4,449 2,572 391 7,743
Net book value At 30 June 2019 332 1,296 642 50 2,320
At 30 June 2018 359 973 859 48 2,239
74 Cpl Annual Report 2019 75 795 766 605 656 Total €’000 7,623 8,418 6,020 6,625 1,793 9,184 7,281 1,903 - - 9 9 18 27 336 336 336 300 309 318 €’000 Motor Vehicles 354 134 254 247 470 583 €’000 2,360 2,714 1,877 2,131 2,848 2,378 fittings Fixtures & Fixtures 441 632 331 388 867 €’000 4,375 4,816 3,618 3,949 5,448 4,337 1,111 Equipment - - 11 12 552 552 552 225 236 248 304 316 €’000 Land and buildings Property, plant and equipment (continued) Property, Company Cost June 2017 30 Balance at Additions Balance at 30 June 2018 30 Balance at Additions Balance at 30 June 2019 June 30 Balance at Depreciation June 2017 30 Balance at Depreciation charge for the year for charge Depreciation Balance at 30 June 2018 30 Balance at Depreciation charge for the year for charge Depreciation Balance at 30 June 2019 June 30 Balance at Net book value June 2019 30 At At 30 June 2018 30 At
11. Notes (continued)
12. Goodwill and intangible assets Group
Customer Contracts & Goodwill Brands databases Software Total €’000 €’000 €’000 €’000 €’000 Cost Balance at 30 June 2017 32,969 1,214 1,520 3,521 39,224 Additions - - - 350 350 Balance at 30 June 2018 32,969 1,214 1,520 3,871 39,574 Additions - - - 282 282 Balance at 30 June 2019 32,969 1,214 1,520 4,153 39,856
Amortisation Balance at 30 June 2017 8,295 1,214 1,520 2,193 13,222 Amortisation for the year - - - 465 465
Balance at 30 June 2018 8,295 1,214 1,520 2,658 13,687 Amortisation for the year - - - 511 511 Balance at 30 June 2019 8,295 1,214 1,520 3,169 14,198
Net book value At 30 June 2019 24,674 - - 984 25,658
At 30 June 2018 24,674 - - 1,213 25,887
76 Cpl Annual Report 2019 77 350 282 465 511 972 Total €’000 5,312 5,662 3,996 4,461 1,201 5,944 4,972 350 282 465 511 972 €’000 2,578 2,928 1,262 1,727 1,201 3,210 2,238 Software ------€’000 1,520 1,520 1,520 1,520 1,520 1,520 Customer databases Contracts & Contracts ------€’000 1,214 1,214 1,214 1,214 1,214 1,214 Brands Goodwill and intangible assets (continued) assets Goodwill and intangible Goodwill arises in connection with business combinations and has been allocated to groups of Cash of groups to and has been allocated with business combinations Goodwill arises in connection within the level the lowest A CGU represents impairment testing. the purpose of for Units (“CGUs”) Generating purposes. management for is monitored goodwill associated which at Group goodwill that indications are if there frequently impairment or more for annually goodwill tests The Group in use calculations. based on value CGUs are amounts of The recoverable be impaired. might Goodwill Company Cost June 2017 30 Balance at Additions June 2018 30 Balance at Additions 2019 June 30 Balance at Amortisation June 2017 30 Balance at Amortisation for the year Amortisation for June 2018 30 Balance at the year Amortisation for 2019 June 30 Balance at Net book value June 2019 30 At June 2018 30 At
12. Notes (continued)
12. Goodwill and intangible assets (continued) Key assumptions used in the value in use calculations The key assumptions in the value in use calculations used to assess impairment are outlined below. These calculations use cash flow forecasts based on expected future operating results and cashflows. The computations use five year forecasts. For individual CGUs, one year forecasts have been approved by senior management. The remaining years’ forecasts have been extrapolated using a growth rate of 2% based on the current operating results and budgeted performance of individual CGUs. For the purposes of calculating terminal values, a terminal growth rate of 0% has been adopted. The cashflow forecasts are discounted using appropriate risk adjusted discount rates averaging 6.84% (2018: 7.36%), reflecting the risk associated with the individual future cash flows and the risk free rate. Any significant adverse change in the expected future operating results and cash flows may result in the value in use being less than the carrying value of a CGU and would require that the carrying value of the CGU be stated at the greater of the value in use or the recoverable amount of the CGU.
Impairment losses Applying the techniques and assumptions outlined above, no impairment losses arose in the years ended 30 June 2019 or 30 June 2018. The results of impairment testing undertaken provide sufficient headroom such that any reasonably realistic movement in any of the underlying assumptions would not give rise to an impairment charge on the relevant CGUs.
Brands, customer contracts and databases, and software Intangible assets comprise brands and customer contracts and databases which were acquired as part of acquisitions made by the Group. The brands and customer contracts and databases were assessed as having a maximum finite life at their respective dates of acquisition of 5 years. The brands and customer databases have been amortised over their estimated useful lives. Software assets are amortised over their estimated useful life of 5 years.
13. Investments in subsidiaries - Company Investment in subsidiary undertakings
2019 2018 €’000 €’000 Cost Balance at 1 July 2018 34,135 31,065 Additions 895 3,070 Other (1) - Capital contribution transferred to amounts due from subsidiary (1,911) - Balance at 30 June 2019 33,118 34,135
78 Cpl Annual Report 2019 79 Class of held shares Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Country of incorporation Ireland Ireland Ireland Ireland Ireland Ireland Ireland Ireland UK Ireland Ireland Northern Ireland Republic Czech Slovakia Poland Spain Ireland Ireland Ireland Ireland UK Hungary Ireland Ireland Tunisia Ireland UK Portugal Tunisia Germany UK Investments in subsidiaries - Company (continued) subsidiaries - Company in Investments At 30 June 2019, in the opinion of the Directors, the investments are worth at least their carrying values. values. their carrying least worth at are investments the the Directors, of in the opinion June 2019, 30 At comprised the following: subsidiaries owned in wholly the investments June 2019, 30 At Company Computer Placement Limited Computer Cpl Solutions Limited Limited Multiflex Limited Skills Resources Tech Occipital Limited Limited Recruitment Healthcare International Cowhig Kate Limited Acompli Limited Flexsource (UK) Limited Recruitment Healthcare International Cowhig Kate Limited Cpl Healthcare Limited and Development Cpl Learning Limited Cpl Solutions International Cpl Jobs S.r.o. Cpl Jobs S.r.o. Jobs Sp z.o.o Cpl S.L. Cpl Recruitment Limited Holdings International Cpl Resources Limited Holdings Ireland Cpl Resources Limited Healthcare Servisource Limited Recruitment Servisource Limited Servisource Cpl Jobs Kft Limited Management PHC Care Limited Emoberry Occipital Sarl (*) Deena Energy Services Limited Limited Global Cpl Healthcare LDA Portugal Recruitment Healthcare Cowhig Kate Sarl Cpl Jobs Tunisie Jobs GmbH (*) Cpl (*) Limited Clinical Professionals
13. Notes (continued)
13. Investments in subsidiaries - Company (continued)
Country of Class of Company incorporation shares held Only Medics Recruitment Limited (*) UK Ordinary Pharma Professionals Group Limited (*) UK Ordinary Regulatory Professionals Consulting Limited (*) UK Ordinary Scientific Professional Limited (*) UK Ordinary Deena Energy Services Middle East DMCC (*) UAE Ordinary RIG Locums Limited (*) UK Ordinary RIG Medical Recruit Limited (*) UK Ordinary Cpl Professionals Inc USA Ordinary Cpl Specialist Talent Limited (*) UK Ordinary Covalen Performance Magic Limited Ireland Ordinary (*) All subsidiaries are wholly owned with the exception of the following 11 companies:- 1. Deena Energy Services Limited (Cpl Resources plc is the beneficial owner of a 51% stake and registered owner of 70% of the issued share capital). 2. Cpl Jobs GmbH (Cpl Resources plc is the beneficial owner of a 89.8% stake). 3. Clinical Professionals Limited (Cpl Resources plc is the beneficial owner of a 89.8% stake). 4. Only Medics Recruitment Limited (Cpl Resources plc is the beneficial owner of a 89.8% stake). 5. Pharma Professionals Group Limited (Cpl Resources plc is the beneficial owner of a 89.8% stake). 6. Regulatory Professionals Consulting Limited (Cpl Resources plc is the beneficial owner of a 89.8% stake). 7. Scientific Professional Limited (Cpl Resources plc is the beneficial owner of a 89.8% stake). 8. Deena Energy Services Middle East DMCC (Cpl Resources plc is the beneficial owner of a 51% stake and registered owner of 70% of the issued share capital). 9. RIG Locums Limited (Cpl Resources plc is the beneficial owner of a 91% stake). 10. RIG Medical Recruit Limited (Cpl Resources plc is the beneficial owner of a 91% stake). 11. Cpl Specialist Talent Limited (Cpl Resources plc is the beneficial owner of a 80% stake). All companies, other than Cpl Jobs S.r.o. (Czech Republic), Cpl Jobs S.r.o. (Slovakia), Cpl Jobs Sp z.o.o., Cpl Recruitment S.L., Cpl Solutions International Limited, Occipital Sarl, Kate Cowhig International Healthcare Recruitment Limited (UK), Servisource Limited, Cpl Jobs Kft, Deena Energy Services Limited, Deena Energy Services Middle East DMCC, Cpl Healthcare Global Limited, Kate Cowhig Healthcare Recruitment Portugal LDA, Cpl Jobs Tunisie Sarl, Cpl Jobs GmbH, Clinical Professionals Limited, Only Medics Recruitment Limited, Pharma Professionals Group Limited, Regulatory Professionals Consulting Limited, Scientific Professional Limited, RIG Locums Limited, RIG Medical Recruit Limited, Cpl Specialist Talent Limited and Cpl Professionals Inc have their registered offices at 8 - 34 Percy Place, Dublin 4.
80 Cpl Annual Report 2019 81 Investments in subsidiaries - Company (continued) subsidiaries - Company in Investments The registered offices of Cpl Jobs S.r.o. (Czech Republic) are Jindrisska 16, 110 00 Prague 1, Czech Republic Czech 1, 110 00 Prague 16, Jindrisska Republic) are (Czech S.r.o. Jobs of Cpl offices The registered Republic. Czech 602 00 Brno, 488/8, and Uzka Slovakia. Bratislava, 06, 811 14, Vysoka is (Slovakia) S.r.o. Jobs Cpl of office The registered 7, Mikolaja Sw. Poland, Warsaw, 02-001 81, Jerozolimskie Al. is Jobs Sp z.o.o. of Cpl offices The registered Poland. 61-754 Poznan, 14, Szyperska ul. and Poland, 50-125 Wroclaw, 08002 Barcelona, Pta A, 42 - Plt 3. L’angel, Portal De Avenue is S.L. Recruitment Cpl of office The registered Spain. Street, Fountain 51 Plaza, Craig is 4th Floor, Limited of Cpl Solutions International office The registered Northern Ireland. 5EA, BT1 Belfast, Hungary. 1062 Budapest, 2nd floor, A building 55, krt. Terez Kft is Jobs of Cpl office The registered England. EC4M 7BA, London, Bailey, is 5 Old Limited of Servisource office The registered 2 Charguia Imm Delta Centre, Rue des entrepreneurs, N° 124 of Occipital Sarl is Bureau office The registered Tunisia. Ariana 2035, Bailey, (UK) is 5 Old Limited Recruitment Healthcare International Cowhig Kate of office The registered England. 7BA, EC4M London, Dublin. Co. Balbriggan, 1/2 High Street, is Limited of Deena Energy Services office The registered DMCC Business Centre, 1528, DMCC is Unit No: East of Deena Energy Services Middle office The registered Emirates. Arab United Dubai, 3, & Gemplex Jewellery No 1, Level 45 King William Street, Regis House, Floor, is 2nd Limited Global of Cpl Healthcare office The registered England. 9AN, EC4R London, ESQ., RC, 522, Bessa, Rua Pinto is Portugal LDA Recruitment Healthcare Cowhig Kate of office The registered Portugal. 4300-428 Porto, Urbain Centre Sana Business Center, Terre, de la Tunisie Sarl is Boulevard Jobs of Cpl office The registered Tunisia. Tunis, Bureau A7, Nord, Germany. 80796 Munich, 89, Jobs GmbH is Hohenzollernstraße of Cpl office The registered Pharma Limited, Recruitment Medics Only Limited, of Clinical Professionals office The registered Limited and Scientific Professional Consulting Limited Professionals Regulatory Limited, Group Professionals England. RG1 1PW, Berkshire, Reading, Street, 33 Blagrave Floor, is First is Limited Talent and Cpl Specialist Limited Recruit RIG Medical Limited, Locums of RIG office The registered 3WA. BR1 England, Kent, Bromley, Road, Tweedy 69 Northside House, USA. MA 02111, Boston, Avenue, Atlantic Inc is 745 of Cpl Professionals office The registered
13. Notes (continued)
14. Deferred tax asset The movement in temporary differences during the year was as follows:
Group Foreign 1 July Arising in exchange 30 June 2018 profit or loss retranslation 2019 €’000 €’000 €’000 €’000
Property, plant and equipment 130 (41) - 89 Share based payment 508 (127) - 381 Employee benefits 42 (17) - 25 Losses forward 272 84 - 356 Deferred tax asset 952 (101) - 851
A deferred tax asset has not been recognised in respect of losses in the Spanish, Portuguese and German operations on the basis that the future benefit is not expected to be recovered.
Company At 30 June 2019, the Company has a deferred tax asset of €113,420 (2018: €153,940).
15. Trade and other receivables Group Company 2019 2018 2019 2018 €’000 €’000 €’000 €’000
Trade receivables 81,670 74,699 - - Expected credit loss (316) (254) - - Accrued income/contract assets 29,232 24,524 - - Prepayments 2,595 2,330 1,380 1,258 Other debtors 1,676 1,638 862 779 Corporation Tax 1,754 1,133 - - VAT - - 493 338 Amounts due from subsidiary undertakings - - 61,054 56,037 116,611 104,070 63,789 58,412
Accrued income is derived from the performance of contract obligations in relation to Flexible Talent workers which had not been billed prior to year end. Amounts due from subsidiary undertakings include a receivable due from Deena Energy Services Limited of €188,889 (2018: €1,863,950), a receivable from Clinical Professionals Limited of €263,691 (2018: €9,120) and a receivable from RIG Medical Recruit Limited of €1,962,378 (2018: €123,024) which are subsidiaries not wholly owned. Amounts due are repayable on demand. 82 Cpl Annual Report 2019 83 - - 2018 2018 €’000 €’000 5,000 2,716 15,691 15,691 15,691 15,691 - (6) Company 2019 2019 €’000 €’000 2,743 5,000 15,906 15,906 15,906 15,912 (4) 2018 €’000 (5,642) 24,177 24,177 24,177 29,823 Group (6) 2019 €’000 (5,691) 40,058 40,058 40,058 45,755 Cash and cash equivalents in the cash Cash and cash equivalents statement flow funds Net Invoice discounting facility (Note 19) (Note discounting facility Invoice Cash and cash equivalents 19) (Note Bank overdraft Share capital, share premium, and other reserves and other premium, share capital, Share Net funds Net Allotted, called up and fully paid called up and Allotted, each €0.10 at shares 27,172,153) ordinary 27,443,935 (2018: (“Ordinary in the Company nominal value €0.10 each of shares ordinary 271,782 new 2018, On 17 September in 2015 granted awards of the exercise to made pursuant was these shares The issue of issued. were Shares”) Plan. Incentive Term 2013 Long the Company’s of under the terms tender price a fixed of way by its shareholders cash to €25,000,000 of returned the Group In the prior year, the issued share reducing 3,703,703 shares, and cancelled repurchased the Company this, to Pursuant offer. 12%. approximately capital by entitled time and are time to from dividends as declared receive to entitled are shares ordinary of The holders the Company. of meetings at per share one vote to €1,705,000). €3,616,000 (2018: to amounted June 2019 30 at premium Share a merger €1,094,000), €1,094,000 (2018: of capital fund undenominated comprise an other Other reserves €1,676,000 of reserve translation a currency €3,357,000 negative), (2018: €3,357,000 negative of reserve €4,245,000) and a (2018: €3,162,000 of reserve based payment a share negative), €1,385,000 (2018: negative in arose reserve The merger €1,140,000 negative). (2018: €1,140,000 negative 18) of (Note reserve put option group two capital of the share exchange share for a share of way by acquired 1998 when the Company movement reserve The translation and control. management under common ownership, companies formerly of assets the net of the translation 2018 arising from July 1 from differences exchange comprises all foreign from operations such of the results of including the translation operations denominated non-euro the Group’s date. the balance sheet at rate the exchange to the year for rate exchange the average Authorised €0.10 each at shares 50,000,000 ordinary
17. 16. Notes (continued)
17. Share capital, share premium, and other reserves (continued) Capital management The Board regularly reviews and monitors the Company’s capital structure with a view to maintaining a strong capital base. This involves considering dividends paid to shareholders, the amount of liquid assets on the balance sheet and return on capital.
18. Financial Instruments Put/call option liability There is a put/call option in existence in relation to the Clinical Professionals Limited non-controlling interest (“NCI”) whereby the NCI shareholders can serve notice on the Group to acquire the NCI at the NCI shareholders’ option after September 2019. There is a put/call option in existence in relation to the RIG non-controlling interest (“NCI”) whereby the NCI shareholders can serve notice on the Group to acquire the NCI at the NCI shareholders option after June 2020. The value of the put/call option represents management’s best estimate of the fair value of the amounts that may be payable and discounted using a discount rate of 6.84%. The fair value was estimated by assigning probabilities, based on management’s current expectations, to the potential pay out scenarios. The significant unobservable inputs are the performance of the acquired businesses and the timing of the execution of the put/call option. The estimated fair value at date of acquisition for the consideration on exercise of these put options was €400k for Clinical Professionals Limited and €740k for RIG. These put option liabilities have been recognised in a put option reserve attributable to the equity holders of the parent. The Group has elected to apply the present access method of accounting for the put/call option, where the initial recognition of the liability is recorded in other equity. The Group will apply the accounting policy where any subsequent changes to the fair value will also be reflected in other equity. The Group has performed a fair value exercise over the put options at 30 June 2019. The fair value movement was deemed immaterial. If a put option is held by a NCI in a subsidiary undertaking, whereby the holder of the put option can require the Group to acquire the NCI’s shareholding in the subsidiary at a future date, the Group carefully examines the nature of such a put option. The Group assesses whether or not the NCI continues to have a present ownership interest in the shares subject to the put option. Present ownership interest can be evidenced by the NCI continuing to have a right to the receipt of dividends, or benefitting from increases in net assets while holding a voting entitlement to the shares subject to the put option. If it is deemed that the put option holders continue to have a present ownership interest, the Group applies the present access method as follows:
l the Group continues to recognise the amount that would have been recognised for the NCI, including an update to reflect its share of profit and losses, dividends and other changes; l the Group recognises a financial liability in accordance with IAS 32 being the estimate of the fair value of the consideration to acquire the NCI shares that are subject to the put option and records this in a separate reserve in equity; and l changes in the fair value of the financial liability are reflected as a movement in the put option reserve.
84 Cpl Annual Report 2019 85 - - - - 2018 €’000 1,395 2,423 89,971 93,789 - - - 6 Company 2019 €’000 2,125 4,413 89,630 96,174 - 4 2018 €’000 2,800 5,642 38,145 11,892 10,851 69,334 - 6 Group 2019 €’000 3,665 5,691 45,248 13,547 11,530 79,687 Non-controlling interests Non-controlling Trade and other payables and other Trade Financial Instruments (continued) Financial Instruments In 2017 Cpl acquired a 100% shareholding in RIG Healthcare Group (“RIG”). RIG Healthcare Group is the Group RIG Healthcare (“RIG”). Group in RIG Healthcare a 100% shareholding In 2017 Cpl acquired June 2017 the existing On 30 Limited. Medical Recruit and RIG Limited RIG Locums name of trading an 89.8% acquired In 2016 the Group in RIG. a 9% shareholding RIG subscribed for of team management a Limited Clinical Professionals of company PPG is the parent (“PPG”). Limited in Pharma Professionals stake subscribed for In 2015 the Group company. Sciences recruitment UK based pharmaceutical and Life leading owner is the beneficial plc Cpl Resources - Deena Energy Services Limited. start up company in a new shares capital the issued share 70% of of owner and the registered in Deena EnergyServices Limited stake a 51% of 190 shares it holds 18 December 2014, dated and Agreement Trust of a Declaration of way but by Deena, of capital) in trust. share the issued (being 19% of Amounts falling due in less than one year: due in less Amounts falling Put/call option liability (continued) option Put/call as The amount recognised exercise. of the date up to is applied the same treatment If the NCI put is exercised, the put option If exercise. of the put option payment by the extinguished is date at that the financial liability been have as the amount it would recognised the NCI is so that the position is unwound unexercised, expires with a corresponding and the financial liability is derecognised granted been had never as if the put option equity. to credit as for is accounted then the transaction the put option, from rights ownership present have If the NCI does not the put option. into entering of the date the NCI at had acquired if the Group Trade creditors Trade Invoice discounting facility* Invoice Bank overdraft Accruals VAT PAYE/PRSI Amounts due to subsidiary undertakings Amounts due to *The Invoice discount facility of various Group entities are available on demand, have interest rates ranging ranging rates interest have on demand, available entities are various Group of discount facility *The Invoice 1-2 years. from ranging lengths and term 1-5%, from on demand. repayable subsidiary undertakings are Amounts due to
20. 19. 18. Notes (continued)
20. Non-controlling interests (continued) Total Total 2019 2018 €’000 €’000
Balance at 1 July 2018 131 117 Profit after tax attributable to non-controlling interest 142 47 Foreign Currency Translation effects 70 (3) Dividends paid - (30) Balance at 30 June 2019 343 131
21. Details of Borrowings Maturity Analysis
Within Between 1 Between 2 After 1 year & 2 years & 5 years 5 years Total €’000 €’000 €’000 €’000 €’000 Repayable other than by instalments Invoice discounting facility* 5,691 - - - 5,691 Repayable by instalments Bank overdraft 6 - - - 6 At end of year 5,697 - - - 5,697
*The Invoice discount facility of various Group entities are available on demand, have interest rates ranging from 1-5%, and term lengths ranging from 1-2 years.
22. Operating leases The Group leases certain property, plant and equipment under operating leases. The leases typically run for an initial lease period with the potential to renew the leases after the initial period. During the year, €2,296,414 (2018: €1,687,846) was recognised as an expense in the income statement in respect of operating leases. Non-cancellable operating lease rentals are payable as set out below. These amounts represent the minimum future lease payments, in aggregate, that the Group is required to make under existing lease agreements.
2019 2018 €’000 €’000 Payable in: Less than one year 2,401 1,851 Between one and five years 6,295 5,812 Greater than five years 990 3,352 9,686 11,015
86 Cpl Annual Report 2019 87 Financial instruments and risk management Financial instruments Retirement benefits Retirement The Group and Company are exposed to various financial risks that include credit risk and liquidity risk. risk. risk and liquidity include credit that risks various financial to exposed are and Company The Group on the these risks of limit the impact to seeks place which in programme has a risk management The Group It is the these risks. for managing policies determined has The Board Group. of the financial performance manner. in a non-speculative risks these manage to the Board of policy risk (a) Credit and cash balances. receivables and on outstanding customers to credit risk arises from Credit classified as on a shortterm basis and are invested are which balances, significant cash holds The Group risk on amounts due from credit rise to These deposits give or short deposits. either cash equivalents term one any to exposure of amount and duration limiting the aggregate by risk is managed Credit counterparties. The Group factors. Tier 1 capital and other ratings, market-based of reviews regular through counterparty than 12 months. more of a duration deposits with into enter does not typically to AA2 are which counterparties, financial institution with bank and held are The cash and cash equivalents ratings. agency based on rating BA3, basis. on an ongoing risk is monitored credit to and the exposure in place policy has a credit Management is There customer. of each characteristics by the individual risk is influenced credit to exposure The Group’s dependence on individual customers. risk by credit of no concentration in respect losses incurred of its estimate represents impairment that for an allowance establishes The Group to relates loss component that is a specific this allowance The main component of receivables. trade of exposures. significant individually no that is satisfied the Group unless impairment losses record used to are The impairment provisions and is written irrecoverable point the amount is considered which at is possible, the amount owing of recovery receivable. the trade against directly off The Group contributes to defined contribution schemes for certain senior executives by way of contributions of contributions way by executives for certain senior schemes defined contribution to contributes The Group to in the year the income statement to charged are annual contributions The Group’s funds. unit linked to in Note out set are during the year the Directors of made on behalf contributions of Details relate. they which €343,107). €203,324 (2018: to amounted June 2019 30 at pension schemes due to Amounts 5.
24. 23. Notes (continued)
24. Financial instruments and risk management (continued) (a) Credit risk (continued) The following table details the ageing of the gross trade receivables and the related impairment provisions in respect of specific amounts: Group Gross Value Gross Value 30 June 30 June 2019 2018 €’000 €’000
Not past due 61,564 59,994 Past due 0 - 30 days 8,785 7,301 Past due 31 - 120 days 8,410 6,572 Past due 121 - one year 1,986 310 More than one year 925 522 Total 81,670 74,699 The value of the expected credit loss is €316k (2018: €254k).
Company The Company had no trade receivables outstanding at 30 June 2019 (2018: €Nil).
Group Movement on the provision for impairment of trade receivables is as follows: 30 June 30 June 2019 2018 €’000 €’000
Balance at start of year 254 269 Charged/(utilised) in year 62 (15) Balance at end of year 316 254 The carrying amounts of the Group’s trade receivables are denominated in the following currencies: 30 June 30 June 2019 2018 €’000 €’000
Euro 67,453 58,508 Sterling 8,594 10,437 Hungarian Forint 2,705 2,849 Czech Koruna 429 778 Tunisian Dinar 2,064 1,782 Polish Zloty 184 249 USD 241 96 81,670 74,699
88 Cpl Annual Report 2019 89 ------+ 1 + 1 year year €’000 €’000 (1,140) (1,140) ------€’000 €’000 6 - 12 6 - 12 (1,140) (1,140) months months - - (4) (6) €’000 €’000 (5,642) (5,691) or less or less (63,688) (73,990) (69,334) (79,687) 6 months 6 months (4) (6) €’000 €’000 (5,642) (5,691) (1,140) (1,140) (63,688) (73,990) (70,474) (80,827) cash flows cash flows Contractual Contractual 4 6 €’000 €’000 5,642 5,691 1,140 1,140 63,688 73,990 70,474 80,827 amount amount Carrying Carrying Financial instruments and risk management (continued) and risk management Financial instruments Group - 2018 Group Group - 2019 Group (b) Liquidity risk (b) Liquidity due. fall they as obligations its financial meet to be able will not the Group risk is the risk that Liquidity sufficient have it will always that as possible as far ensure liquidity is to managing to approach The Group’s without incurring conditions normal and stressed both under its liabilities when due, meet liquidity to reputation. the Group’s to damage or risking losses unacceptable has The Group to minimise liquidity risk. model in order working capital an efficient adopts The Group and acquisitions. operations existing in financing flexibility to provide resources significant cash the financial liabilities: of maturities the contractual are The following Non - derivative financial liabilities Non - derivative payables and other Trade Non - derivative financial liabilities Non - derivative payables and other Trade Invoice discounting facility Invoice Invoice discounting facility Invoice Bank overdraft Bank overdraft Put option liability option Put Put option liability option Put
24. Notes (continued)
24. Financial instruments and risk management (continued) (b) Liquidity risk (continued) Company - 2019
Carrying Contractual 6 months 6 - 12 + 1 amount cash flows or less months year €’000 €’000 €’000 €’000 €’000 Non - derivative financial liabilities Trade and other payables 96,174 (96,174) (96,174) - - Put option liability 1,140 (1,140) - (1,140) - 97,314 (97,314) (96,174) (1,140) -
Company - 2018
Carrying Contractual 6 months 6 - 12 + 1 amount cash flows or less months year €’000 €’000 €’000 €’000 €’000 Non - derivative financial liabilities Trade and other payables 93,789 (93,789) (93,789) - - Put option liability 1,140 (1,140) - - (1,140) 94,929 (94,929) (93,789) - (1,140)
The financial instruments disclosed in Note 18 have a contracted maturity of less than one year.
(c) Interest rate risk The Group’s balance sheet contains interest bearing assets and invoice discounting facilities within liabilities which is subject to interest charges.
Cash flow sensitivity analysis At 30 June 2019, the average interest rate being earned on the Group’s cash and cash equivalents and short term deposits was negative 0.4% (2018: 0.1%). An increase or decrease of 50 basis points in interest rates at the reporting date would have the following effect on the income statement and equity. This analysis assumes that all other variables remain constant. The analysis was performed on the same basis for 2018.
50 basis point increase 50 basis point decrease Income Income Statement Equity Statement Equity 30 June 2019 Variable rate adjustments 9 - (9) - 30 June 2018 Variable rate adjustments 142 - (142) -
90 Cpl Annual Report 2019 91 Related party transactions Related Commitments and contingencies Financial instruments and risk management (continued) and risk management Financial instruments Under IAS 24, Related Party Disclosures, the Group has a related party relationship with its Directors. with its Directors. party relationship has a related the Group Party Disclosures, Related 24, Under IAS as follows: are with the Directors Transactions is which in Dublin 2, its offices one of of €197,772) in respect €197,772 in 2019 (2018: charged was The Group a rate at Carroll, and Paul Anne Heraty Directors, Executive to an entity connected from Group the by leased to 2022 and is subject in November expires The lease advisor. independent property an based on the advice of the at €Nil outstanding with an amount of The annual commitment is €197,772 3 years. every reviews rent €Nil). end (2018: year Group The Company has guaranteed the liabilities of all of its subsidiaries incorporated in the Republic of Ireland Ireland of in the Republic its subsidiaries incorporated all of the liabilities of has guaranteed The Company 2014, the Companies Act 357 of under Section allowed exemptions obtaining the purpose of 13) for (see Note 30 June year ended the financial cover guarantees irrevocable These statements. filing financial to in relation 2019. Cash and cash equivalents Cash and the nominal than 3 months, less of maturity a remaining have which all of cash and cash equivalents, For fair value. reflect amount is deemed to other receivables and Trade the carrying than 6 months or demand balances, less of life with a remaining and payables receivables For fair value. reflect is deemed to appropriate, where impairment provision, value less other payables and Trade fair value. reflect value is deemed to liabilities the carrying all short and current term For consideration contingent options and Put/call using financial has been determined value which fair at 18 is recorded in Note disclosed option The put/call models consider The valuation value measurement. 3 fair be a level to considered therefore are They models. discount rate. a risk adjusted at discounted payments, expected value of the present (d) Currency risk (d) Currency the Group and liabilities of the assets of risk as most currency foreign to exposure has no material The Group these financial in which and the currency the Company of currency the functional in euro, denominated are risk currency sterling to exposure the Group’s fluctuations, Brexit of the context In presented. are statements lines. discounting invoice local of the deployment through hedged is naturally values (e) Fair
26. 25. 24. Notes (continued)
26. Related party transactions (continued) IAS 24 also requires the disclosure of compensation paid to the Group’s key management personnel. In the case of Cpl, key management personnel is deemed to comprise the Directors of Cpl Resources plc. The remuneration of key management personnel for the year ended 30 June 2019 comprises of short term benefits (salary, bonus, incentives) of €1,919k (2018: €1,234k) and post-employee benefits of €74k (2018: €27k). The Directors’ interests in shares are set out in the Directors’ Report. A final dividend of 11.0 cent per share (2018: 7.15 cent) is proposed by the Directors. The Directors’ shareholdings are disclosed in the Directors Report. A loan is due to the Group from the management team of the RIG Healthcare Group (‘’RIG’’) of €711k at 30 June 2019 (2018: €711k). The management team of RIG used this loan to subscribe for a 9% shareholding in RIG. This loan would be netted against any amounts payable under the put option liability disclosed in Note 18. The fair value movement in these loans is deemed to be immaterial.
Company The Company has a related party relationship with its subsidiaries and with the Directors of the Company. Transactions with subsidiaries are as follows:
2019 2018 €’000 €’000
Dividends received from subsidiaries 10,300 9,436 Group expenses recharged to subsidiaries 12,255 12,109
Directors of the Company and their immediate relatives control 35.8% (2018: 35.9%) of the voting shares of the Company. The Executive Directors are employees of the Company and details of their remuneration is set out in Note 5 of the financial statements.
27. Share Based Payments The Group’s employee share schemes are equity settled share based payments as defined in IFRS 2 Share Based Payments. The total share based payments expense for the year charged to the income statement was €895,000 (2018: €1,693,000), analysed as follows:
Income statement charge
2019 2018 €’000 €’000
Share Based Payment charge 895 1,693
92 Cpl Annual Report 2019 93 22 1% 0% 20% 2017 €5.78 €5.68 €0.10 LTIP II LTIP 3 years 338,500 20 October 2015 20 October 17 September 2018 17 September 27 1% 0% 20% 2018 €6.20 €6.10 €0.10 LTIP III LTIP 3 years 352,000 29 January 2018 18 September 2020 18 September On 20 October 2015, the Remuneration Committee of Cpl granted conditional share awards (the “LTIP II “LTIP (the awards conditional share Cpl granted of Committee the Remuneration 2015, On 20 October and June 2019; ended 30 year during the II vested LTIP LTIP. under the adopted Awards”) III “LTIP (the awards conditional share Cpl granted of Committee the Remuneration January 2018, On 29 June 2021. ended 30 during the year III will vest LTIP LTIP. under the adopted Awards”) On 27 February 2014, the Remuneration Committee of Cpl granted conditional share awards (the “LTIP I “LTIP (the awards share conditional Cpl granted of Committee the Remuneration 2014, On 27 February June 2017; ended 30 year during the I vested LTIP LTIP. under the adopted Awards”)
Share Based Payments (continued) Based Payments Share Vesting date Vesting life Award Number of share awards share Number of volatility Expected rate Risk free €6.10). €Nil (2018: was in the year granted options value of fair average weighted The resulting Grant date Grant Share price at date of award of date price at Share price fair date Grant price Exercise employees Number of dividend rate Expected l l Long Term Incentive Plan Incentive Term Long was which “LTIP”) Plan (the Incentive Term the 2013 Long scheme, option a share established The Group Cpl Resources in shares purchase to certain entitles employees which 2013, in October AGM the at adopted plc. l In accordance with the provisions of the plan, executives and senior employees were granted a conditional a granted were and senior employees executives the plan, of with the provisions In accordance conditions. performance to subject shares ordinary subscribe for to right ordinary subscribe for to a conditional right employees eligible grant III Awards II and LTIP LTIP I, The LTIP the nominal value. of upon payment Shares”) (“Ordinary in the Company each nominal value €0.10 of shares carry do not and awards on vesting plc Cpl Resources of share ordinary one to will equate award share Each of the date time from any at be exercised may The awards until vested. rights dividends nor voting to rights certain of service and non- the achievement to subject vest The awards their expiry. of the date to vesting conditions. performance market June 2019 (including assumptions ended 30 year during the vested and/or granted the awards A summary of is set granted) options the share value of the fair calculating model for binominal Scholes used in the Black out below:
27. Notes (continued)
27. Share Based Payments (continued) LTIP II Vesting of the LTIP II awards was subject to non-market performance conditions measuring the Group’s adjusted earnings per share (“EPS”) growth over the period of three years commencing 1 July 2015. The LTIP II Awards vested on 17 September 2018, all participants subscribed for their vested Awards on the vesting date. 271,782 LTIP II Awards vested being 80.29% of the LTIP II Awards.
LTIP III The number of shares that are currently expected to vest under LTIP III (308,000 assuming an 88% vesting rate) are based on the expectations of management including the probability and behavioural considerations of meeting service and non-market conditions attaching to the award and is not necessarily indicative of exercise patterns that may occur. As expectations regarding probability of vesting changes, the charge to profit or loss will be amended. If, over the three year period from 1 July 2017 to 30 June 2020, the average annualised EPS is less than €0.62, no LTIP Awards will vest. 50% of the LTIP III Awards will vest for average annualised EPS of €0.62, rising on a straight-line basis to full vesting for average annualised EPS of €0.66 or higher. The LTIP III Awards will vest subject to meeting the vesting conditions and the right to subscribe for vested LTIP III Award shares must be exercised within six months of the vesting date. Under the vesting terms of LTIP III and in addition to the EPS target explained above, employees were required to purchase shares in Cpl Resources plc to the value of 5% of their gross salary by 31 December 2018 and remain employed by Cpl Resources plc at vesting date. A reconciliation of all share awards granted under the LTIP II and LTIP III schemes are as follows:
2019 2018 Number Number
Outstanding options at beginning of year 690,500 338,500 Options granted during year - 352,000 Forfeited during year - - Expired unvested during year¹ (66,718) - Exercised during year¹ (271,782) - Outstanding options at end of year 352,000 690,500
¹271,782 LTIP II awards vested and were exercised, and 66,718 expired in the financial year to 30 June 2019. Included in the income statement charge is €266,898 (2018: €501,205) in relation to Executive Directors. At 30 June 2019 LTIP III Awards were not exercisable as the conditions for exercise were not fulfilled before the year-end.
94 Cpl Annual Report 2019 95 Approval of financial statements financial of Approval Post balance sheet events balance sheet Post The consolidated financial statements were approved by the Directors on 10 September 2019. on 10 September by the Directors approved were statements financial The consolidated There have been no significant post balance sheet events that would require disclosure in the financial disclosure require would that events balance sheet post been no significant have There statements.
29. 28. Cpl locations
Private Home Care Kenny Whelan & Associates Galway 2 Newcastle Road, Lucan, Unit 1 Joyce House, Cpl Resources plc Co. Dublin, K78 NY56 Barrack Square, Unit 19, Dockgate, T: +353 1 621 9101 Ballincollig, Merchants Road, IRELAND E: [email protected] Cork, T12 CYR8 Galway, H91 P6CF Dublin W: www.privatehomecare.ie T: + 353 21 466 5400 T: +353 91 509 740 Cpl Resources plc - HQ E: [email protected] E: [email protected] 8 - 34 Percy Place, Dublin 4, The Cpl Institute W: www.kenny-whelan.ie W: www.cpl.com D04 P5K3 5 St Fintan’s, North Street, T: +353 1 614 6000 Swords, Co. Dublin, K67 F9P6 Servisource Flexsource E: [email protected] T: +353 1 895 5755 Ground Floor, Unit 19, Dockgate, W: www.cpl.com E: [email protected] 11 Anglesea Street, Merchants Road, W: www.thecplinstitute.ie Cork, T12 CYR8 Galway, H91 P6CF Kate Cowhig International T: +353 21 427 9916 T: +353 91 509 740 Healthcare Recruitment Thornshaw E: [email protected] E: [email protected] 83 Merrion Square, Barton House, 6 Old Dublin W: www.servisource.ie W: www.flexsource.ie Dublin 2, D02 R299 Road, T: +353 1 671 5557 Stillorgan, Co. Dublin, The Cpl Institute The Cpl Institute E: [email protected] A94 X8C3 Ground Floor, Unit 19, Dockgate, W: www.kcr.ie T: +353 1 278 4671 11 Anglesea Street, Merchants Road, E: [email protected] Cork, T12 CYR8 Galway, H91 P6CF Servisource W: www.thornshaw.com T: +353 21 462 6129 T: +353 91 507 517 83 Merrion Square, E: [email protected] E: [email protected] Dublin 2, D02 R299 Deena Energy Services Limited W: www.thecplinstitute.ie W: www.thecplinstitute.ie T: +353 42 935 2723 1 High Street, E: [email protected] Balbriggan, Co. Dublin, Flexsource Kate Cowhig International W: www.servisource.ie K32 DD40 Ground Floor, Healthcare Recruitment T: +353 1 8410481 11 Anglesea Street, Unit 16A, Cpl Healthcare E: [email protected] Cork, T12 CYR8 Sandyford Business Centre, 8-34 Percy Place, W: www.deenaenergy.com T: +353 21 462 6100 Bohermore, Dublin 4, D04 P5K3 E: [email protected] Galway T: +353 1 482 5491 Kildare W: www.flexsource.ie H91 WC1P E: [email protected] Flexsource T: +353 1 6715557 W: www.cplhealthcare.com Unit F & G Naas Town Centre, Servisource E: [email protected] Wolfe Tone Street, Naas, Unit 18, W: www.kcr.ie Flexsource Co. Kildare South Ring Business Park, 5 St Fintan’s, North Street, W91 A2YV Kinsale Road, Dundalk Swords, Co. Dublin, K67 F9P6 T: +353 45 898 900 Cork Servisource T: +353 1 895 5700 E: [email protected] T12 E22A Block 3, 2nd Floor, E: [email protected] W: www.flexsource.ie T: +353 42 935 2723 Quayside Business Park, W: www.flexsource.ie E: [email protected] Mill Street, Dundalk, The Cpl Institute W: www.servisource.ie Co. Louth, A91 WNH1 Interaction Unit F & G Naas Town Centre, T: +353 42 935 2723 Trigon House, Wolfe Tone Street, Naas, Limerick E: [email protected] Arena Road, Co. Kildare Cpl Resources plc W: www.servisource.ie Sandyford, W91 A2YV 10/11 Steamboat Quay, Dublin 18, D18 DW35 T: +353 4 590 7104 Dock Road, Limerick, V94 V1KX T: +353 1 696 5400 E: [email protected] T: +353 61 317 377 E: [email protected] W: www.thecplinstitute.ie E: [email protected] W: www.interactioneurope.com W: www.cpl.com Cork Tech Skills Cpl Resources plc Flexsource 25 Merrion Square North, Ground Floor, 10/11 Steamboat Quay, Dublin 2, D02 E392 11 Anglesea Street, Dock Road, T: +353 1 639 0390 Cork, T12 CYR8 Limerick, V94 V1KX E: [email protected] T: +353 21 494 4860 T: +353 61 317 377 W: www.techskills.ie E: [email protected] E: [email protected] W: www.cpl.com W: www.flexsource.ie Flexsource 3 Main Street, Blanchardstown, Dublin 15, D15 KAV6 T: +353 1 829 5800 E: [email protected] W: www.flexsource.ie 96 Cpl Annual Report 2019 GERMANY USA TUNISIA Munich Cpl Jobs GmbH Regus, Munich Laim GmbH, 302, Straße Landsberger 80867 Munchen, Deutschland, 925 +49 89 380 35 T: [email protected] E: www.cpljobs.com W: Boston Cpl Physicians Boston, Avenue, 745 Atlantic MA 02111,USA 617 844 1434 +1 T: [email protected] E: www.cplphysicians.com W: Tunis Occipital Sarl Ii, Chargtiia Delta Center 210, BP Tunisie - Cedex Tunis +216 71 941 588/882 T: Sarl Cpl Jobs Tunisie Terre, de la Boulevard Sana Business Center, Urbain Nord, Centre Tunisie. Tunis, Bureau A7, 24 + 216 29 33 70 T: SLOVAKIA POLAND Bratislava Cpl Jobs S.r.o 14, Vysoka 811 06 Bratislava, Slovakia +421 232 191 200 T: [email protected] E: www.cpljobs.sk W: Warsaw z o.o. Sp. Jobs Cpl 81, Jerozolimskie Al. Poland 02-001 Warszawa, +48 22 488 6500 T: [email protected] E: www.cpljobs.pl W: Wroclaw z o.o. Sp. Jobs Cpl 7, Mikolaja Sw. Poland 50-125 Wroclaw, 48 717 356 6200 T: [email protected] E: www.cpljobs.pl W: Poznan z o.o. Jobs Sp. Cpl 14, Szyperska ul. Poland 61-754 Poznan, +48 61 626 8800 T: [email protected] E: www.cpljobs.pl W: Krakow Buma Square 6, Wadowicka ul. 30-415 Kraków 00 +48 12 379 08 T: [email protected] E: www.cpljobs.pl W: HUNGARY CZECH REPUBLIC CZECH Cpl Talent Specialist 4th Floor, Northside House, Road, 69 Tweedy BR1 3WA, England, Bromley, +44 203 923 8877 T: [email protected] E: www.cplspecialist.com W: North Yorkshire Recruit RIG Healthcare House, Bridge Copthall Harrogate, Bridge, Station North Yorkshire, HG1 1SP England, 0115 +44 142 3 79 T: [email protected] E: www.righealthcare.co.uk W: Budapest Cpl Jobs Kft. 55, krt. Terez 2nd floor, A building 1062 Budapest, Hungary +36 1 501 5460 T: [email protected] E: www.cpljobs.hu W: Prague Cpl Jobs s.r.o. 16, Jindrisska 1, 110 00 Prague Republic Czech 631 +420 221 773 T: [email protected] E: www.cpljobs.cz W: Brno Cpl Jobs s.r.o. 488/8, Uzka 60200 Brno, Republic Czech 800 +420 515 800 T: [email protected] E: www.cpljobs.cz W: ENGLAND UNITED KINGDOM UNITED London Healthcare Cowhig Kate Recruitment Bailey, 5 Old 7BA EC4M London 8830 +44 207 833 T: [email protected] E: www.kcr.ie W: Clinical Professionals Bailey, 5 Old 7BA EC4M London 1710 +44 20 7822 T: [email protected] E: www.clinicalprofessionals.co.uk W: Reading Clinical Professionals Street, 33 Blagrave Floor, First England, Berkshire, Reading, RG1 1PW 4990 +44 118 959 T: [email protected] E: www.clinicalprofessionals.co.uk W: plc Cpl Resources Street, 33 Blagrave Floor, First England, Berkshire, Reading, RG1 1PW +44 118 952 2796 T: [email protected] E: www.cpl.com W: Kent Recruit RIG Healthcare 4th Floor, Northside House, Road, 69 Tweedy BR1 3WA, England, Bromley, +44 345 363 1187 T: [email protected] E: www.righealthcare.co.uk W: Belfast plc Cpl Resources Plaza,Craig 4th Floor Street, 51 Fountain 5EA BT1 +44 289 072 5600 T: [email protected] E: www.cpljobs.com W: Cpl Resources plc 83 Merrion Square, Dublin 2, D02 R299 T +353 1 614 6000 E [email protected] W www.cpl.com