Centrica Plc Annual Report and Accounts 2010 65
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Governance // Independent Auditors’ Report to the members of Centrica plc Opinion on other matter prescribed by the Companies Independent Auditors’ Act 2006 In our opinion the information given in the Directors’ Report for the Report to the members financial year for which the Group Financial Statements are prepared of Centrica plc is consistent with the Group Financial Statements. Matters on which we are required to report by exception We have nothing to report in respect of the following: Under the Companies Act 2006 we are required to report to you if, in our opinion: certain disclosures of Directors’ remuneration specified by law are not made; or we have not received all the information and explanations we require for our audit. We have audited the Group Financial Statements of Centrica plc for the year ended 31 December 2010 which comprise the Group Under the Listing Rules we are required to review: Income Statement, the Group Statement of Comprehensive the Directors’ statement, set out on page 48, in relation to going Income, the Group Balance Sheet, the Group Statement of concern; Changes in Equity, the Group Cash Flow Statement and the related notes. The financial reporting framework that has been applied in the part of the Corporate Governance Report relating to the their preparation is applicable law and International Financial Company’s compliance with the nine provisions of the June 2008 Reporting Standards (IFRSs) as adopted by the European Union. Combined Code specified for our review; and certain elements of the report to shareholders by the Board on Respective responsibilities of Directors directors’ remuneration. and auditors Other matter As explained more fully in the Directors’ Responsibilities Statement set out on page 48, the Directors are responsible for the preparation We have reported separately on the parent Company Financial of the Group Financial Statements and for being satisfied that they Statements of Centrica plc for the year ended 31 December 2010 give a true and fair view. Our responsibility is to audit and express and on the information in the Directors’ Remuneration Report that is an opinion on the Group Financial Statements in accordance with described as having been audited. applicable law and International Standards on Auditing (UK and Ireland). Those standards require us to comply with the Auditing Practices Board’s Ethical Standards for Auditors. This report, including the opinions, has been prepared for and only for the Company’s members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. John Maitland We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is (Senior Statutory Auditor) shown or into whose hands it may come save where expressly for and on behalf of PricewaterhouseCoopers LLP agreed by our prior consent in writing. Chartered Accountants and Statutory Auditors London Scope of the audit of the Financial Statements 24 February 2011 An audit involves obtaining evidence about the amounts and disclosures in the Financial Statements sufficient to give reasonable assurance that the Financial Statements are free from material misstatement, whether caused by fraud or error. This includes an assessment of: whether the accounting policies are appropriate to the Group’s circumstances and have been consistently applied and adequately disclosed; the reasonableness of significant accounting estimates made by the Directors; and the overall presentation of the Financial Statements. Opinion on Financial Statements In our opinion the Group Financial Statements: give a true and fair view of the state of the Group’s affairs as at 31 December 2010 and of its profit and cash flows for the year then ended; have been properly prepared in accordance with IFRSs as adopted by the European Union; and have been prepared in accordance with the requirements of the Companies Act 2006 and Article 4 of the lAS Regulation. 64 BOL10723_centrica.indd 64 11/3/11 14:11:52 Directors’ Report – Business Review 4 Directors’ Report – Governance 37 Financial Statements // Notes to the Financial Statements continued Financial Statements 65 Shareholder Information 151 Financial Statements 65 Hedge accounting 112 Cash and cash equivalents 112 Group Financial Statements 66 Trade and other payables 113 Notes to the Financial Statements 71 Bank overdrafts, loans and other borrowings 113 General information 71 Deferred and current corporation tax liabilities and assets 114 Summary of significant accounting policies 71 Provisions for other liabilities and charges 115 Critical accounting judgements and key sources of Fair value of financial instruments 116 estimation uncertainty 80 Share capital 118 Financial risk management 83 Accumulated other comprehensive (loss)/income 120 Capital management 88 Other equity 121 Segmental analysis 88 Non-controlling interests 122 Costs of continuing operations 94 Notes to the Group Cash Flow Statement 122 Directors and employees 94 Share-based payments 124 Exceptional items and certain re-measurements 95 Pensions 128 Net interest 96 Business combinations 131 Taxation 96 Disposals, discontinued operations and disposal Dividends 98 groups held for sale 134 Auditors’ remuneration 98 Commitments and contingencies 136 Earnings per ordinary share 99 Related party transactions 138 Goodwill 100 Fixed-fee service and insurance contracts 139 Other intangible assets 101 Events after the balance sheet date 140 Impairment testing of goodwill and intangibles with Principal undertakings 141 indefinite useful lives 102 Property, plant and equipment 105 Independent Auditors’ Report – Company 142 Interests in joint ventures and associates 106 Company Balance Sheet 143 Inventories 108 Notes to the Company Balance Sheet 144 Trade and other receivables 108 Gas and Liquids Reserves 149 Derivative financial instruments 110 Five Year Record 150 Centrica plc Annual Report and Accounts 2010 65 BOL10723_centrica.indd 65 11/3/11 14:11:56 Financial Statements // Group Income Statement 2010 2009 Exceptional Exceptional Business items and certain Results for Business items and certain Results for performance re-measurements the year performance re-measurements the year Year ended 31 December Notes £m £m £m £m £m £m Group revenue 6 22,423 – 22,423 21,963 – 21,963 Cost of sales before exceptional items and certain re-measurements 7 (17,595) – (17,595) (17,663) – (17,663) Exceptional items 9 – (102) (102) – (393) (393) Re-measurement of energy contracts 9 – 1,177 1,177 – (62) (62) Cost of sales 7 (17,595) 1,075 (16,520) (17,663) (455) (18,118) Gross profit 4,828 1,075 5,903 4,300 (455) 3,845 Operating costs before exceptional items 7 (2,641) – (2,641) (2,496) – (2,496) Exceptional items 9 – (181) (181) – (175) (175) Operating costs (2,641) (181) (2,822) (2,496) (175) (2,671) Share of profits/(losses) in joint ventures and associates, net of interest and taxation 9, 19 7 (14) (7) 10 (9) 1 Group operating profit 6 2,194 880 3,074 1,814 (639) 1,175 Interest income 10 214 – 214 307 – 307 Interest expense 10 (479) – (479) (486) – (486) Net interest expense 10 (265) – (265) (179) – (179) Profit/(loss) from continuing operations before taxation 1,929 880 2,809 1,635 (639) 996 Taxation on profit/(loss) from continuing operations 11 (708) (221) (929) (531) 185 (346) Profit/(loss) from continuing operations after taxation 1,221 659 1,880 1,104 (454) 650 Profit/(loss) from discontinued operations 9, 38 (8) 67 59 40 (131) (91) Gain on disposal of discontinued operations 9, 38 3 – 3 – 297 297 Discontinued operations 38 (5) 67 62 40 166 206 Profit/(loss) for the year 1,216 726 1,942 1,144 (288) 856 Attributable to: Equity holders of the parent 1,209 726 1,935 1,094 (250) 844 Non-controlling interests 33 7 – 7 50 (38) 12 1,216 726 1,942 1,144 (288) 856 Earnings per ordinary share Pence Pence From continuing and discontinued operations: Basic 14 37.6 16.5 Diluted 14 37.3 16.4 From continuing operations: Basic 14 36.4 12.7 Diluted 14 36.1 12.6 Interim dividend paid per ordinary share 12 3.84 3.66 Final dividend proposed per ordinary share 12 10.46 9.14 The notes on pages 71 to 141 form part of these Financial Statements. 66 BOL10723_centrica.indd 66 11/3/11 14:11:56 Directors’ Report – Business Review 4 Directors’ Report – Governance 37 Financial Statements // Group Statement of Comprehensive Income Financial Statements 65 Shareholder Information 151 2010 2009 Year ended 31 December Notes £m £m Profit for the year 1,942 856 Other comprehensive (losses)/income: (Losses)/gains on revaluation of available-for-sale securities 31 (4) 11 Taxation on revaluation of available-for-sale securities 31 (1) (2) (5) 9 Unrealised gains/(losses) on cash flow hedges 31 10 (253) Transferred to income and expense on cash flow hedges 31 236 234 Transferred to assets and liabilities on cash flow hedges 31 19 (4) Recycling of foreign exchange gains on cash flow hedges on disposal of business 31 9 10 Exchange differences on cash flow hedges 31 (8) – Taxation on cash flow hedges 31 (79) (12) 187 (25) Exchange differences on translation of foreign operations 31 70 83 Recycling of foreign exchange loss on disposal of business 31 (1) (10) Taxation on related exchange differences 31 14 (41) 83 32 Actuarial losses on defined benefit pension schemes 31 (9) (805) Actuarial gain on defined benefit schemes of discontinued operations 31 – 2 Exchange loss on translation of actuarial reserve 31 (1) – Taxation on actuarial losses on defined benefit pension schemes 31 (2) 241 (12) (562) Share of joint ventures/associates actuarial gain (post tax) 19 14 – Share of joint ventures/associates cash flow hedge reserve gain (post tax) 19 1 – 15 – Other comprehensive income/(loss), net of taxation 268 (546) Total comprehensive income for the year 2,210 310 Attributable to: Equity holders of the parent 2,203 297 Non-controlling interests 33 7 13 2,210 310 The notes on pages 71 to 141 form part of these Financial Statements.