UK Government Investments Limited Annual Report and Accounts 2017-18
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UK Government Investments Limited Annual Report and Accounts 2017-18 UK Government Investments Limited Annual Report and Accounts 2017-18 Presented to Parliament by the Economic Secretary to the Treasury by Command of Her Majesty July 2018 Company No. 09774296 Cm 9646 © Crown copyright 2018 This publication is licensed under the terms of the Open Government Licence v3.0 except where otherwise stated. To view this licence, visit nationalarchives.gov.uk/doc/open-government-licence/version/3 Where we have identified any third party copyright information you will need to obtain permission from the copyright holders concerned. This publication is available at www.ukgi.org.uk Any enquiries regarding this publication should be sent to us at [email protected] ISBN 978-1-5286-0449-9 CCS0518708872 07/18 Printed on paper containing 75% recycled fibre content minimum Printed in the UK by the APS Group on behalf of the Controller of Her Majesty’s Stationery Office CONTENTS Contents UKGI 6 Chairman’s statement 9 Chief Executive’s review 11 Strategic Report 13 Directors’ Report and Governance Statement 30 – The UKGI Board 36 – Audit & Risk Committee Report 38 – Remuneration Committee Report 40 – Statement of Directors’ and Accounting Officer’s responsibilities in respect of the Directors’ Report and the Financial Statements 47 Independent Auditor’s Report to the Member of UK Government Investments Limited 48 Financial Statements of UK Government Investments Limited 51 ANNUAL REPORT 2017-2018 5 UKGI UKGI UKGI is unique. We bring a private sector perspective to public asset stewardship, transactions and corporate situations in the national interest that is not otherwise readily available inside government. Our people are skilled, experienced professionals drawn from the best of the private sector and the civil service. Together, we work on some of the most complex and demanding tasks across government – promoting good governance of publicly owned businesses, supporting government’s private sector interventions and delivering orderly transactions that generate value for money. As the boundary between the public and private sectors is increasingly in focus, we provide the clarity of advice and solutions that inform and translate government’s policy decisions into effective outcomes. MANAGEMENT OF £4bn £4bn RAISED IN ASSET 23 SALES ACROSS 2017/18 PORTFOLIO ENTITIES WORKING WITH 100 12 EXPERTS WHITEHALL IN FINANCE AND DEPARTMENTS GOVERNMENT 6 ANNUAL REPORT 2017-2018 UKGI 2018 - UK Government Investments: UKGI/UKFI JOINTLY: the UK government’s centre of excellence for • Have generated proceeds of £70bn for corporate finance and governance the Exchequer • Hold a portfolio of 25 businesses owned by the taxpayer • Provide support to 12 Whitehall departments Merger of UK Government First sale of Investments and 2018 income contingent 2018 UK Financial repayment student lnvestments loans for £1.7bn Final government 2017 2017 shares in Lloyds Sale of Green sold – total UK Government Investment Bank proceeds £21.2bn Investments 2016 for £2.3bn UKAR sale of 2016 established as a assets for £13bn subsidiary of HM Treasury 2015 2015 Sale of 5.4% of Sale of HMG’s RBS for £2.1bn interest in Eurostar 2014 for £0.7bn 2014 IPO of Royal Mail plc raises £2bn of 2013 Sale of mortgage 2013 First sale of proceeds style student loans shares in Lloyds 2012 British Business 2012 Bank established Sale of Northern Establishment Separation of 2011 Rock to Virgin 2011 of Green Post Office and Money for £0.7bn Royal Mail Investment Bank Responsibility 2010 2010 for Bradford and Bingley and Acquisition of Northern Rock 2009 Acquisition of Lloyds 2009 transferred from Northern Rock ShEx Creation of Sale of shares in 2008 Sale of British 2008 UK Financial QinetiQ for £0.7bn Energy for £4.4bn Acquisition of Investments RBS 2007 2007 Sale of 2006 2006 Westinghouse for £4bn 2005 2005 2004 2004 2003 Creation of the 2003 Shareholder Executive SHAREHOLDER UKFI EXECUTIVE ANNUAL REPORT 2017-2018 7 UKGI UKFI UK Financial Investments Limited (UKFI) was created provide complementary skillsets and the synergies in November 2008 as part of the UK’s response to the between the two will facilitate the government’s aim of financial crisis. raising the efficiency and performance of large publicly- owned delivery bodies and assets. Until the end of March 2018, UKFI was responsible for managing the government’s shareholdings in The Royal The operations and staff of UKFI transferred to UKGI Bank of Scotland Group (RBS) and Lloyds Banking and became the new ‘Financial Institutions Group’ Group (Lloyds) and for managing the government’s (FIG). At the same time, responsibility for the execution 100 per cent shareholding in and loans to UK Asset of UKFI’s investment mandate (which provided the Resolution Ltd (UKAR). UKAR was formed in October framework by which UKFI developed and executed 2010 to integrate the activities of NRAM (previously its investment and management strategy) transferred known as Northern Rock (Asset Management) plc) and to UKGI. HM Treasury and UKGI have entered into a Bradford & Bingley plc. memorandum of understanding (“MoU”) in relation to the management by UKGI of the government’s interest UKFI’s overarching objective was to manage these in Royal Bank of Scotland and UK Asset Resolution shareholdings commercially to create and protect value (“UKAR”). This MoU took effect on the date of transfer for the taxpayer as shareholder and to devise and and is available on the UKGI website. execute a strategy for realising value for the government’s ownership stakes in an orderly and active way over time A new sub-committee of the UKGI Board has been within the context of protecting and creating value for established, the “Transactions Committee”, with a the taxpayer as shareholder, paying due regard to the specific focus on the FIG mandate, and the Committee maintenance of financial stability and acting in a way includes some members of the former UKFI Board to that promotes competition. ensure continuity. UKFI successfully delivered against this mandate. The For details of UKFI’s performance in 2017–18, please remainder of the government’s shares in Lloyds Banking refer to the UKFI Annual Report and Accounts, available Group were sold in the early part of the year, with total on the UKGI website. proceeds realised from share sales and dividends received in relation to Lloyds of £21.2bn, which is approximately £900m more than the government paid for the shares. UK Asset Resolution (UKAR) has continued to make material progress in the reduction of its balance sheet, which at year end had been reduced to £19.8 billion, down from a peak level of over £115.8 billion. In view of the significant reduction in the size of the government’s financial sector assets under UKFI’s stewardship, UKFI ceased trading and transferred its residual assets and liabilities (operations and staff) to UKGI on 1 April 2018. UKGI provides a single source of expertise within government on corporate finance and governance issues, making it easier for government experts to work together to deliver the sale of a wide range of publicly-owned assets in a way that secures good value for money for taxpayers. UKGI and UKFI 8 ANNUAL REPORT 2017-2018 CHAIRMAN’S STATEMENT Chairman’s statement This is my second Chairman’s statement since UKGI met with the permanent was formed two years ago to combine the Shareholder secretaries of all the major Executive and, from 1 April 2018, UK Financial government departments Investments (“UKFI”). Against an uncertain backdrop which UKGI advises, as which has included the EU Referendum and a general well as with the Chairs election during that time, our focus has remained firmly of all UKGI’s portfolio on successfully ensuring that financial and market entities. Overall, their discipline is brought to asset sales, to the governance feedback on UKGI has of publicly controlled businesses and to the corporate been thoroughly positive, a testament to the skill, finance advice we provide in support of government’s dedication and leadership of Mark Russell, his senior private sector negotiations and interventions. In each management team and all the staff at UKGI. of these areas, we are committed to ensuring value for In April 2018, the mandate for the stewardship and money and the highest possible standards in everything eventual disposal of the government’s interests in the that we do. financial investments acquired during the 2008 financial Our only asset is our people. So one important focus of crisis transferred from UKFI to UKGI. We have been the Board is to ensure that we have an executive and preparing for this since UKGI was established two non-executive team with the skills and capabilities to years ago. The achievements of UKFI over the last ten match our mission, and the values to ensure we execute years should be acknowledged, indeed celebrated; that mission in the right way. It is our aim to recruit the over £50 billion of proceeds have been delivered from very best from the private and public sectors with the the sale of financial assets, including the complete authentic promise of providing extraordinarily interesting divestment by the government of its Lloyds Banking and complex work and a culture that is designed to Group shareholding. In addition, the balance sheet of the bring out the very best in all our people. legacy Northern Rock and Bradford & Bingley portfolios has wound down from £115.8bn to just £19.8bn. In A key focus of our recruitment, both from the private many cases these disposals have been executed in sector and from within Whitehall, is on the diversity ground-breaking ways. of our workforce and on promoting inclusivity. An effective diversity and inclusivity strategy promotes staff Following the transfer of UKFI to UKGI on 1 April engagement and well-being.