Annual Reports Keepmoat Homes Annual Report 2018 | Page 21

Directors’ Report
Capital Partners has effective control of the remaining 15%.
Keystone Topco Limited, which is the immediate subsidiary
of Keystone JVco Limited is 14.0% owned by certain
employees, or former employees, (“management”) of
Keepmoat Limited and its subsidiaries. This means effective
ownership of the Group is TDR Capital LLP 73.1%;
Sun Capital Partners 12.9%; and management 14.0%.
The directors of Keystone JVco Limited, the ultimate
parent, are M.A. Budd, E.C. Hawkes and S.J. Robertson.
All represent the shareholders who have effective control,
being TDR Capital LLP and Sun Capital Partners.
Employees
The Group believes that its success depends upon its
employees and their development. Further details are
provided within the Chief Operating Officer’s Report
on page 9.
Directors’ indemnities
The Keystone JVco Limited Group maintains liability insurance
for the directors and officers of member companies which
remains in place up to the date of this Annual Report. The
Company has also provided an indemnity for the directors,
which is a qualifying third-party indemnity provision for the
purposes of the Companies Act 2006.
Keepmoat.com
the Company financial statements, subject to any material
departures disclosed and explained in the financial
statements;
make judgements and accounting estimates that are
reasonable and prudent; and
prepare the financial statements on the going concern
basis unless it is inappropriate to presume that the Group
and Company will continue in business.
The directors are also responsible for safeguarding the assets
of the Group and Company and hence for taking reasonable
steps for the prevention and detection of fraud and other
irregularities.
The directors are responsible for keeping adequate
accounting records that are sufficient to show and explain
the Group and Company’s transactions and disclose with
reasonable accuracy at any time the financial position of the
Group and Company and enable them to ensure that the
financial statements comply with the Companies Act 2006
and, as regards the Group financial statements, Article 4 of
the IAS Regulation.
Walker Guidelines
The directors consider the annual report and financial
statements to comply with all aspects of the guidelines for
transparency and disclosure in private equity.
Statement of directors’
responsibilities Disclosure of information
to the auditors
The directors are responsible for preparing the Annual
Report and the financial statements in accordance with
applicable law and regulation. In the case of each director in office at the date the
Directors’ Report is approved:
Company law requires the directors to prepare financial
statements for each financial year. Under that law the
directors have prepared the Group financial statements in
accordance with International Financial Reporting Standards
(IFRSs) as adopted by the European Union and Company
financial statements in accordance with United Kingdom
Generally Accepted Accounting Practice (United Kingdom
Accounting Standards, comprising FRS 101 “Reduced
Disclosure Framework”, and applicable law). Under company
law the directors must not approve the financial statements
unless they are satisfied that they give a true and fair view
of the state of affairs of the Group and Company and of the
profit or loss of the Group and Company for that period.
In preparing the financial statements, the directors are
required to:
select suitable accounting policies and then apply them
consistently;
state whether applicable IFRSs as adopted by the
European Union have been followed for the Group
financial statements and United Kingdom Accounting
Standards, comprising FRS 101, have been followed for
so far as the directors are aware, there is no relevant audit
information of which the Group and Company’s auditors
are unaware; and
they have taken all the steps that they ought to have
taken as a director in order to make themselves aware
of any relevant audit information and to establish that
the Group and Company’s auditors are aware of that
information.
Independent auditors
PricewaterhouseCoopers LLP have indicated their
willingness to continue in office.
Approved by and signed on behalf of the Board
M Priest
Director
16 July 2018
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