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Annual Report & Accounts 2013 - DIRECTORS REPORT
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ANNUAL REPORT 2013 20 The Directors present their report for GVC Holdings PLC and the audited financial statements for the year ended 31 December 2013. Principal Activities Gaming VC Holdings S.A. was the original holding company of the Group. GVC Holdings PLC was incorporated on 5 January 2010 in The Isle of Man. It took over the assets of Gaming VC Holdings S.A. after approval by the shareholders on 21 May 2010, and is now the holding company of the Group. Results and Dividends The profit for the year attributable to ordinary shareholders after taxation amounted to €12,303,000 (2012: profit of €9,236,000). The Company is incorporated under the 2006 Isle of Man Companies Act. This act does not require the Company to have distributable reserves for the purpose of declaring a dividend. The Act requires the Directors to consider the solvency of the Company before making a dividend. A corollary of this is that the matter of dividends is not required to be put before General Meeting. The Group's consolidated financial statements are set out on pages 24 to 61. For a more detailed review of the Group's result see the Report of the Chief Executive and the Report of the Group Finance Director. Trading Review and Future Developments The Directors are pleased with the Group's performance during 2013 and are confident that this performance will continue to improve during 2014 and beyond. For a detailed review of the trading performance and future developments of the Group see the Chairman's Statement, Report of the Chief Executive and the Report of the Group Finance Director, which form part of their reports. Key Performance Indicators For a more detailed review of the key performance indicators of the Group see the Report of the Chief Executive. Directors and their Interests The Directors of the Company and their beneficial interest in the ordinary share capital of the Group are as follows: Ordinary shares of €0.01 each in GVC Holdings PLC 31 March 2013 31 December 2013 31 December 2012 Executive Directors K Alexander 400,333 400,333 313,333 R Cooper 300,000 300,000 135,000 Non-Executive Directors L Feldman 98,700 98,700 73,700 K Diacono - - - The Directors shareholdings represent 1.31% (2012: 0.86%) of the voting shares of the Company. Details of the Directors who have an interest in share options are disclosed in the Report of the Remuneration Committee. Creditor Payment Policy It is the Group's policy to agree terms of business with suppliers prior to the supply of goods and services. Going Concern The Group's business activities, together with the factors likely to affect its future performance and position are set out in the Chairman's, Chief Executive's and Group Finance Director's statements. Note 22 to the financial statements sets out the Group's financial risk management policies, and its exposure to credit risk and liquidity risk. The Directors have assessed the financial risks facing the business, and compared this risk assessment to the net current assets position and dividend policy. The Directors have also reviewed relationships with key suppliers and software providers and are satisfied that the appropriate contracts and contingency plans are DIRECTORS REPORT