Wrap Text
Posting of annual report and financial statements,
notice of annual general meeting and proxy form
Mediclinic International plc
(Incorporated in England and Wales)
Company Number: 08338604
LSE Share Code: MDC
JSE Share Code: MEI
NSX Share Code: MEP
ISIN: GB00B8HX8Z88
LEI: 2138002S5BSBIZTD5I60
(“Mediclinic”, the “Company” or the “Group”)
22 June 2018
POSTING OF ANNUAL REPORT AND FINANCIAL STATEMENTS, NOTICE OF ANNUAL GENERAL MEETING AND PROXY FORM
Mediclinic announces that its Annual Report and Financial Statements in respect of the financial
year ended 31 March 2018 (“2018 Annual Report”) is being posted to shareholders today, together
with the Notice of Annual General Meeting and the Form of Proxy in relation to the Company’s
annual general meeting to be held on Wednesday, 25 July 2018 at The Lincoln Centre, 18 Lincoln's
Inn Fields, London WC2A 3ED at 15:00 (BST).
In accordance with Listing Rule 9.6.1, the above documents are being submitted to the UK Listing
Authority via the National Storage Mechanism and will shortly be available to the public for inspection
at www.morningstar.co.uk/uk/NSM.
The documents are also being made available on the Company's website at www.mediclinic.com
during the course of today.
In accordance with DTR 6.3.5 of the FCA’s Disclosure Guidance and Transparency Rules, additional
information is set out in the appendices to this announcement. The information in the appendices
are extracted from the 2018 Annual Report and should be read in conjunction with the Company’s
preliminary results announcement issued on 24 May 2018 (RNS number 0970P). This material is
not a substitute for reading the full 2018 Annual Report.
About Mediclinic International plc
Mediclinic is an international private healthcare services group with operating divisions in
Switzerland, Southern Africa (South Africa and Namibia) and the United Arab Emirates. Its core
purpose is to enhance the quality of life of patients by providing acute care, specialist-orientated,
multi-disciplinary healthcare services. Mediclinic also holds a 29.9% interest in Spire Healthcare
Group plc, an LSE-listed and UK-based private healthcare group.
Mediclinic comprises 75 hospitals and 28 clinics. Hirslanden operates 17 private acute care facilities
and 4 clinics in Switzerland with more than 1 800 inpatient beds; Mediclinic Southern Africa operates
49 hospitals and 2 day clinics throughout South Africa and 3 hospitals in Namibia with more than 8
100 inpatient beds in total; and Mediclinic Middle East operates 6 hospitals and 22 clinics with more
than 700 inpatient beds in the United Arab Emirates.
Mediclinic has a primary listing on the Main Market of the LSE in the United Kingdom, with secondary
listings on the JSE in South Africa and the NSX in Namibia.
For further information, please contact:
Company Secretary, Link Company Matters Limited
Jayne Meacham / Caroline Emmet
+44 (0)20 7954 9569
Investor Relations, Mediclinic International plc
James Arnold, Head of Investor Relations
ir@mediclinic.com
+44 (0)20 3786 8181
Media queries
FTI Consulting
Brett Pollard/Debbie Scott – UK
+44 (0)20 3727 1000
Sherryn Schooling – South Africa
+27 (0)21 487 9000
Registered address: 6th Floor, 65 Gresham Street, London, EC2V 7NQ, United Kingdom
Website: www.mediclinic.com
Joint corporate brokers: Morgan Stanley & Co International plc and UBS Investment Bank
JSE sponsor: Rand Merchant Bank (A division of FirstRand Bank Limited)
NSX sponsor: Simonis Storm Securities (Pty) Ltd
APPENDIX A: PRINCIPAL RISKS AND UNCERTAINTIES
The Group’s principal risks and uncertainties are detailed below, as extracted from pages 44 to 48
of the 2018 Annual Report. For further information, please refer to the 2018 Annual Report.
PRINCIPAL MOVEMENT IN DESCRIPTION OF RISK MITIGATION OF RISK
RISK 2018
Economic Increased The risk relates to the • Systems to monitor
and business downturn in the general developments in the
environment Economic growth economic and business economic and
risk in Switzerland environment, including all business
and in South those factors that affect a environment of
1 Africa continued company’s operations, trends and early
to be weak, customers, competitors, warning indicators
resulting in stakeholders, suppliers and • Proactive monitoring
increased risk industry trends. and negotiation by
exposure. Group’s funder
The business environment risk relations
includes the power of funders departments
and the potential negative • Focus on quality and
impact on tariffs and fees continuum of care to
resulting from the shift of the reinforce the
relative negotiating power Company’s position
towards funders, away from
healthcare service providers.
Business Reduced This is the risk of increased • Strategic planning
investment financial exposure relating to processes
and The investments major strategic business • Due diligence
acquisition and governance investments and acquisitions. processes
risks processes were • Investment
strengthened mandates
1, 2 during the year. • Board oversight
• Post-acquisition
management
processes
Competition No change The risk relates to the • Proactive monitoring
uncertainty created by the Strategic planning
1 Healthcare existence of competitors or the processes
providers market emergence of new competitors • Quality and value of
continued to grow with their own strategies. care processes
through normal
channels of The risk includes the
acquisitions, outmigration of care, partly
expansions, new driven by further technological
facilities etc. developments and the
There were no development of alternative
major changes to care models.
impact risk
exposure.
Availability Increased These risks involve the cost, • Long-term planning
and cost of terms and availability of capital of capital
capital Interest rates are to finance strategic expansion requirements and
(including expected to rise in opportunities and/or the cash-flow forecasting
financing and the year ahead, refinancing or restructuring of • Scrutiny of cash-
liquidity risk) which may lead to existing debt which has been generating capacity
within the Group
2 an increase in the affected by prevailing capital • Proactive and long-
cost of capital. market conditions. term agreements
with banks and other
funders relating to
funding facilities
• Monitoring
compliance with
requirements of debt
covenants
• Further details on
capital risk
management and the
Group’s borrowings
are contained in the
annual financial
statements
Operational Reduced Operational risk refers to • Preservation of a
and credit diverse types of operational sound internal
risks The risk exposure events with the potential for financial control
was reduced financial loss, operational environment
2, 3 following the interruptions or reputational • Effective operational
successful damage. risk management
integration of the processes
Al Noor business. Credit risk is the risk of loss • Extensive combined
due to a funder’s inability to assurance processes
pay the outstanding balance • Monitoring
owing, default by banks and/or operations through
other deposit-taking key performance
institutions, or the inability to indicators (“KPIs”)
recover outstanding amounts • Continuous
due from patients. enhancement of
operational efficiency
and cost reduction
• Regulated minimum
solvency
requirements for
funders
• Monitoring approved
funders
• Treasury policy
• Executive and board
level oversight
Quality and No change The risk refers to the quality of • Patient satisfaction
stability of service and the stability of the surveys (internal and
operational The operational operations. It includes but is external)
services risk services risk did not limited to: • Complaints
not change • incidents of poor service or monitoring
3 significantly and incidents where operational • Training programmes
remained stable management fails to • Supervising service
throughout the respond effectively to levels
year. complaints; • Emergency backup
• operational interruptions power generation
which refers to any • Emergency planning
disruption of the facility and • Plans to deal with
may include the threat of disasters
disrupted power or water • Extensive fire-
supply; and fighting and detection
• fire and allied perils causing systems, including
damage or business comprehensive
interruption. maintenance
processes
• Comprehensive
insurance to deal
with financial impact
of potential disasters
Information Increased Information systems security • Comprehensive
Systems risk (including cyber risk) information systems
security The increased relates to unauthorised access logical access,
and risk relates to the to information systems, failure change and physical
availability continued of data integrity and access controls
risk external threats confidentiality. Availability risk • Disaster recovery
arising from relates to instances where planning
4 cyberattack. systems are not available for • System design and
use by its intended users. architecture
• Group ICT Security
Project delivery risk, closely Committee
associated with information • Experienced project
systems risk, refers to issues management teams
or occurrences that could • Proactive monitoring
potentially interfere with and oversight
completion of projects,
including scope, timeliness
and appropriateness of
delivery.
Regulatory Increased The risk involves adverse • Proactive
and changes in laws and engagement
compliance The increased regulations impacting the strategies with
risk risk relates to the Group or failure to comply with stakeholders
introduction of laws and regulations which • Health policy units
5 new regulations may result in losses, fines, created to conduct
which includes prosecution or damage to research and provide
TARMED (Tariff reputation. strategic input into
System for reform processes
Outpatient The risk includes ethical and • Active industry
Medical Services) governance risks that refer to participation across
in Switzerland the unexpected negative all divisions
and the EU consequences of unethical • Company Secretarial
General Data actions or the failure of the and/or Legal
Protection control and oversight departments support
Regulation mechanisms which were operational
(“GDPR”). designed and implemented to management,
uphold the ethical standards monitor regulatory
and controls of the developments and,
organisation. where necessary,
obtain expert legal
advice for the
effective
implementation of
compliance initiatives
• Compliance risks
identified and
assessed as part of
compliance
management
processes
• Visible ethical
leadership
• Monitoring and
investigation of
incidents reported on
the ethics line
• Executive and Board
level oversight
Clinical risks No change Clinical risks are associated • Refer to the Clinical
with the provision of clinical Services Report for a
6 Clinical processes care and may result in detailed analysis of
across operating undesirable quality of care or the strategies to
divisions clinical outcomes. manage and monitor
continued to be clinical risks
a key focus area The risks include a pandemic • A Group-wide clinical
for the Group. and disease outbreak. A risk registers per
Risk exposure pandemic is an epidemic of operating division
remained at a infectious disease that spreads • Accreditation
comparable level through human populations processes
to the previous across a large region. Disease • Clinical governance
year. outbreak involves highly processes
infectious diseases with a high • Monitoring clinical
mortality rate. performance
indicators
Such risks may also result in • Comprehensive
damage to the Mediclinic processes for
brand equity, which is the infection control and
value of the Group’s brand prevention
names. • Marketing and
communication
strategies
• Quality management
processes
• Stakeholder
engagement and
disclosure strategies
Risk of No change The availability and support of • Monitoring doctor
availability, admitting doctors, whether satisfaction,
recruitment Vacancies and independent or employed, are movement and
and retention turnover ratios in critical to the services the doctors’ profiles
of skilled respect of skilled Group provides. • Details on the
resources resources and relationship with
and medical medical There is a shortage of skilled doctors are provided
practitioners practitioners are labour, particularly a shortage in the Sustainable
expected to of qualified and experienced Development Report
7 remain at similar nursing staff in Southern • The employment,
levels to the prior Africa. recruitment and
year. retention strategies
are explained in the
Sustainable
Development Report
• The extensive
training and skills
development
programme, and the
foreign recruitment
programme are
further explained in
the Sustainable
Development Report.
KEY
REFERENCE CATEGORY BUSINESS PROCESSES STRATEGIC PRIORITIES
1 Strategic and • Strategy formulation and • Delivering business
business implementation value
environment • Strategic investments and • Continuing to expand as
strategic projects a successful
international healthcare
2 Financial and • Revenue cycle group
reporting • Procure to pay cycle
risks • Financial management and
control
• Treasury
• Health information (including
coding)
3 Operational • Infrastructure
risks • Marketing and corporate
communication
• Operations
4 Information • Information and
technology communications technology
risks (“ICT”)
• ICT projects
5 Regulatory • Legal and secretarial • Ensuring good corporate
compliance • Governance, risk and governance
risks compliance • Acting as a responsible
• Environmental management corporate citizen
6 Clinical risks • Clinical • Delivering superior
• Nursing value to its patients
• Pharmacy • Delivering integrated
• Coding healthcare in
collaboration with
doctors and allied
healthcare professional
communities
People risks • Human resources • Being an employer of
• Compensation and benefits choice
cycle
• Having constructive
relationships with all
stakeholders
• Being a valued member
of the community
Increased Risk exposure increased due to change in business environment, increased
investments, increased dependency of operations on information technology,
information sensitivity and cost involved.
Reduced Proactive and continuous monitoring, favourable results of negotiations, effective
treasury and risk management processes resulted in lowering of risk exposure.
No change Risk exposure has not changed significantly as the operating and regulatory
environment has remained mostly the same and enhanced risk mitigation
measures have kept the risk at same level.
APPENDIX B: STATEMENT OF DIRECTORS’ RESPONSIBILITIES
The Statement of Directors’ Responsibilities below is extracted from page 160 of the 2018 Annual
Report. This statement relates solely to the 2018 Annual Report and is not connected to the
information presented in this announcement or the preliminary results announcement released on
24 May 2018.
The Directors are responsible for preparing the Annual Report, including the financial statements, in
accordance with applicable law and regulation.
The UK Companies Act requires the Directors to prepare financial statements for each financial
year. The Directors prepared the Group and Company financial statements in accordance with
International Financial Reporting Standards (“IFRS”), as adopted by the European Union. The
Directors should only approve the financial statements if 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 the reporting period. In preparing the financial statements, the Directors are required
to:
• select suitable accounting policies and apply them consistently;
• state whether applicable IFRS have been followed, 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 responsible for keeping adequate accounting records that are sufficient to show
and explain the Group’s 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 and the Directors’ Remuneration Report comply with the UK Companies Act and, in
respect of the Group’s consolidated financial statements, Article 4 of the IAS Regulation.
The Directors are 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 the maintenance and integrity of the financial and associated
corporate information published on the Company’s website at www.mediclinic.com. Legislation in
the United Kingdom governing the preparation and dissemination of financial statements may differ
from legislation in other jurisdictions.
The Directors consider that the Annual Report and Financial Statements, taken as a whole, is fair,
balanced and understandable and provides the information necessary for shareholders to assess
the Group and Company’s performance, business model and strategy.
Each of the Directors, whose names and functions are listed on pages 86 to 89 of the Annual Report,
confirm that to the best of their knowledge:
• the Group and Company financial statements, which were prepared in accordance with IFRS,
as adopted by the European Union, give a true and fair view of the assets, liabilities, financial
position and profit of the Group; and
• the Strategic Report includes a fair review of the development and performance of the
business and the position of the Group and the Company, together with a description of the
principal risks and uncertainties that it faces.
DISCLOSURE OF INFORMATION TO AUDITORS
Each of the directors confirms that:
• to the best of their knowledge and belief, there is no relevant audit information of which the
Company’s auditors are unaware; and
• they have taken all reasonable steps to ascertain any relevant audit information and to
establish that the Company’s auditors are aware of that information.
APPENDIX C: RELATED PARTY TRANSACTIONS
The following description of related party transactions involving the Company and is subsidiaries
during the financial year ended 31 March 2018 is extracted from page 241 of the 2018 Annual
Report.
33. RELATED PARTY TRANSACTIONS
Remgro Limited owns, through various subsidiaries (Remgro Healthcare (Pty) Ltd, Remgro
Health Ltd and Remgro Jersey GBP Ltd) 44.56% (2017: 44.56%) of the Company’s issued
share capital.
The following transactions were carried out with related parties:
2018 2017
£’m £’m
i) Transactions with shareholders
Remgro Management Services Limited (subsidiary of Remgro Ltd)
Managerial and administration fees 0.3 0.3
Internal audit services 0.2 0.2
V & R Management Services AG (subsidiary of Remgro Ltd)
Administration fees* - -
ii) Key management compensation
Key management includes the directors (executive and non-executive)
and members of the executive committee.
Salaries and other short-term benefits
Short-term benefits 6 6
Post-employment benefits* - -
Share-based payment 1 1
iii) Transactions with associates
Zentrallabor Zürich
Fees earned (2) (1)
Purchases 8 10
Spire Healthcare Group plc
Non-executive director fee* - -
Wits University Donald Gordon Medical Centre (Pty) Ltd
Fees paid 2 2
* Amount is less than £0.5m.
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