WPP Annual Report & Accounts 2008
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Annual Report & Accounts 2008 Accounts & Report Annual Annual Report & Accounts 2008 Advertising Media Investment Management Information, Insight & Consultancy Public Relations & Public Affairs Branding & Identity Healthcare Communications Direct, Digital, Promotion & Relationship Marketing Specialist Communications 6 Ely Place Dublin 2 Telephone +353 1669 0333 Fax +353 1669 0334 125 Park Avenue New York NY 10017-5529 Telephone +1 (212) 632 2200 Fax +1 (212) 632 2222 27 Farm Street London W1J 5RJ Telephone +44 (0)20 7408 2204 Fax +44 (0)20 7493 6819 Yebisu Garden Place Tower, 29/F 4-20-3 Ebisu Shibuya-ku Tokyo 151-0053 Telephone +81 90 9688 1951 Fax +852 2280 5412 31/F The Center 989 Changle Road Shanghai Telephone +86 21 2405 1649 Fax +86 21 5407 1600 www.wpp.com Contents What we think 76 New markets, new media and consumer insight by Sir Martin Sorrell The fast read 100 “I’m Sorry – You’ve Lost Me” Five Words No Brand Should Ever Have to Hear 2 A six-minute read by Jeremy Bullmore Who we are Who runs WPP 10 Our companies & associates 102 Board of Directors 105 Advisors to the Board Why we exist How we behave 12 Our mission 107 Directors’ report 107 Review of the Company’s governance How we’re doing and the Nomination Committee 111 Review of the Audit Committee 15 Financial summary 112 The Board of Directors 18 Letter to share owners 112 Election of directors 30 Reports from our operating brands 112 Conflicts of interest 32 Agency networks 113 Committee meetings 32 Ogilvy Group 113 Share owner relations 37 JWT 113 Internal control 39 Young & Rubicam Brands 115 Sarbanes-Oxley section 404 45 Grey Group 115 Going concern 48 United Network 115 Responsibilities in respect of the preparation 49 Bates 141 of financial statements 50 Media Investment Management 116 Substantial share ownership 50 GroupM 116 Profits and dividends 52 Maxus 116 Parent company charitable donations 53 MediaCom 116 Significant agreements and change of control 54 Mediaedge:cia 117 Articles of Association 55 Mindshare 117 Group activities 56 Information, Insight & Consultancy 117 Share capital 56 The Kantar Group 117 Authority for purchase of own shares 60 Public Relations & Public Affairs 117 Supplier payment policy 60 Public Relations & Public Affairs overview 117 Auditors 61 Hill & Knowlton 118 Corporate responsibility 62 Cohn & Wolfe 118 Business impact 63 Burson-Marsteller 118 How we manage CR risk and opportunity 63 Ogilvy Public Relations Worldwide 119 Repor ting 64 Branding & Identity 119 The impact of our work 64 B to D Group 120 Marketing ethics 66 The Brand Union 121 WPP as an employer 67 Fitch 123 Environment 68 Healthcare Communications 123 WPP’s carbon footprint 68 CommonHealth 125 Supply chain 69 ghg 125 Social investment 70 Ogilvy Healthworld 70 Sudler & Hennessey 71 Specialist Communications 74 WPP Digital How we’re rewarded About share ownership 127 Compensation Committee report 179 Information for share owners on behalf of the Board 179 Share owners’ register 127 2008 highlights 179 Analysis of shareholdings at 31 December 2008 127 What changed in 2008? 180 Dividends 128 Composition of the Compensation Committee 180 American Depositary Receipts (ADRs) 128 Advisors to the Compensation Committee 180 Financial calendar 128 The link between compensation and business 180 Share price objectives 181 Access numbers/Ticker symbols 129 TSR performance 181 Online information 129 Key elements of short- and long-term 181 Registrar and transfer office remuneration 181 American Depositary Receipts (ADRs) office 131 Share incentive dilution for 2004 to 2008 181 WPP registered office 133 Directors’ remuneration 181 Tax information 137 Directors’ interests 183 Recognition for recent WPP Annual Reports Our 2008 financial statements Where to find us 139 Accounting policies 184 Contact points 146 Consolidated income statement 184 WPP offices 147 Consolidated cash flow statement 184 Investor relations 148 Consolidated statement of recognised 184 Media relations income and expense 184 Group information 149 Consolidated balance sheet 150 Notes to the consolidated financial statements 171 Company profit and loss account and balance sheet 172 Notes to the Company balance sheet 173 Independent auditors’ report 175 Five-year summary 176 Financial glossary This Annual Report, together You can sign up to receive with trading statements, WPP’s monthly online news news releases, presentations, bulletin by e-mail at and previous Annual www.wpp.com/ewire Reports, is available online at www.wpp.com WPP ANNUAL REPORT 2008 1 The fast read Who we are For a quick, pre-digested, highly- WPP is the world leader in marketing compressed version of this Annual communications services. Report: read the next six pages. It comprises leading companies in all these disciplines: The full story starts on page 8. Please read that, too. Advertising Media Investment Management Information, Insight & Consultancy Public Relations & Public Affairs Branding & Identity Healthcare Communications Direct, Digital, Promotion & Relationship Marketing Specialist Communications There are more than 150 companies within the Group – and each is a distinctive brand in its own right. Each has its own identity, commands its own loyalty, and is committed to its own, specialist expertise. That is their individual strength. Clients seek their talent and their experience on a brand-by- brand basis. Between them, our companies work with 345 of the Fortune Global 500, 29 of the Dow Jones 30, half of the NASDAQ 100 and 33 of the Fortune e-50. It is also of increasing value to clients that WPP companies can work together, as increasingly they do: providing a tailor-made range of integrated communications services. Over 700 clients are now served in three distinct disciplines. More than 440 clients are served in four disciplines, and these clients account for over 58% of Group revenues. Group companies now work with over 310 clients across six or more countries. Collectively, over 135,000* people work for WPP companies; out of 2,400 offices in 107 countries. * Including associates. Our companies and their websites are listed on pages 10 and 11. 2 WPP ANNUAL REPORT 2008 Why we exist What we think Our mission New markets, new media To develop and manage talent; and consumer insight to apply that talent, by Sir Martin Sorrell throughout the world, Despite the financial crisis, 2008 was our best year ever, with for the benefit of clients; record billings, revenues and operating profit – bolstered by to do so in partnership; the Olympics and a high-spending US presidential campaign. to do so with profit. WPP is well placed to weather the current crisis and position itself for the future by anticipating trends in geography, technology and function. We have already built strong, often Within the WPP Group, our clients have access to companies market-leading, positions in the fast growing economies of Asia with all the necessary marketing and communications skills; Pacific – along with Latin America, Africa, the Middle East, companies with strong and distinctive cultures of their own; and Central and Eastern Europe. That expansion will go on. famous names, many of them. We will continue to invest heavily, by acquisition and WPP, the parent company, complements these companies through organic growth, in the measurable technologies that in three distinct ways. allow greater insight into consumer spending and habits. This First, it relieves them of much administrative work. represents a shift in the balance of our work from traditional Financial matters (such as planning, budgeting, reporting, advertising to marketing services, the so-called below-the-line control, treasury, tax, mergers, acquisitions, investor areas of our work. relations, legal affairs and internal audit) are co-ordinated This year will undoubtedly be tough, especially centrally. For the operating companies, every administrative without quadrennial events to boost revenues. But there hour saved is an extra hour to be devoted to the pursuit may be a recovery of sorts in 2010 – if only because of the of professional excellence. massive amounts of money being pumped into the world Second, the parent company encourages and enables financial system. operating companies of different disciplines to work together Reduced consumer spending combined with overcapacity, for the benefit of clients. Such collaborations have the concentration of distribution and pricing pressure will make additional benefit of enhancing the job satisfaction of our demand for our skills – branding, differentiation, and people. The parent company also plays an across-the-Group advertising and marketing services – ever more essential. role in the following functions: the management of talent, including recruitment and training; in property management; in procurement and information technology; in knowledge Sir Martin Sorrell’s article begins on page 76. sharing and practice development. And, finally, WPP itself can function as the 21st-century equivalent of the full-service agency. For some clients, “I’m Sorry – You’ve Lost Me” predominantly those with a vast geographical spread and a Five Words No Brand Should Ever Have to Hear need for marketing services ranging from advertising through by Jeremy Bullmore design and website construction to research and internal communications, WPP can act as a portal to provide a single 2008 may be remembered as the year when numbers finally point of contact and accountability. lost their capacity to shock. At the beginning of the year, two billion dollars was a lot of money. By the end of it, two trillion Read more about our role on page 12. dollars was rather less: or so it seemed. Logically, the fact of a corporation facing losses of 100 billion should be four times more chilling than one facing losses of 25 billion – but logic doesn’t come into it. There comes a moment when numbers so distance themselves from personal experience that comprehension snaps. And when comprehension goes, so, more worryingly, does any sense of personal involvement.