RNS Number:2126J
Rotork PLC
02 March 2005
PART 2
Notes to the Financial Statements
for the year ended 31 December 2004
Except where indicated, values in these notes are in #'000
1. Accounting policies
The following principal accounting policies have been applied consistently in
dealing with items which are considered material in relation to the financial
statements of the Group and of the Company.
Basis of accounting
The financial statements have been prepared under the historical cost convention
supplemented by the revaluations explained in note 11 to the financial
statements and have been prepared in accordance with applicable accounting
standards. The Group has fully implemented FRS 17, Retirement Benefits and UITF
Abstract 38, Accounting for ESOP trusts in these financial statements. The
comparative figures have been restated accordingly and the impact is explained
further in notes 12, 20, 23 and 24.
Consolidation
The consolidated financial statements incorporate the financial statements of
the Company and its subsidiary undertakings for the year to 31 December 2004.
The acquisition method of accounting has been adopted. Under this method, the
results of subsidiary undertakings acquired in the year are included in the
consolidated profit and loss account from the date of acquisition.
A separate profit and loss account dealing with the results of the Company only
has not been presented, as permitted by section 230(4) of the Companies Act
1985.
Goodwill
Goodwill arising on consolidation represents the difference between the fair
value of the consideration given and the fair value of the separable net assets
acquired. Goodwill arising on the acquisition of subsidiaries is amortised on a
straight line basis over 20 years.
Foreign currencies
Assets and liabilities of subsidiary undertakings in foreign currencies are
translated into sterling at rates of exchange ruling at the end of the financial
year and the results and cash flows of foreign subsidiary undertakings are
translated at the average rate of exchange for the year. Differences on
exchange arising from the retranslation of the opening net investment in
subsidiary undertakings, and from the translation of the results of those
undertakings at average rate, are taken to reserves and are reported in the
statement of total recognised gains and losses. All other foreign exchange
differences are taken to the profit and loss account in the year in which they
arise.
Depreciation and amortisation
Freehold land is not depreciated. Long leasehold buildings are amortised over
fifty years or the expected useful life of the building where less than fifty
years. Other assets are depreciated by equal annual instalments by reference to
their estimated useful lives and residual values at the following annual rates:
Freehold buildings - 2% to 4%
Short leasehold buildings - period of lease
Machinery, plant and equipment - 10% to 30%
Leases
Where fixed assets are financed by leasing agreements, which give rights
approximating to ownership, the assets are treated as if they had been purchased
and the capital element of the leasing commitments is shown as obligations under
finance leases. The rentals payable are apportioned between interest, which is
charged to the profit and loss account, and capital, which reduces the
outstanding obligation so as to give a constant rate of charge on the
outstanding lease obligations. Costs in respect of operating leases are charged
as incurred on a straight line basis in arriving at the operating profit.
Stocks and work in progress
Stocks and work in progress are valued at the lower of cost on a 'first in,
first out' basis and net realisable value. In respect of work in progress and
finished goods, cost includes all production overheads and the attributable
proportion of indirect overhead expenses.
Deferred taxation
Deferred tax is provided in full, without discounting, on timing differences
that result in an obligation at the balance sheet date to pay more tax, or a
right to pay less tax, at a future date at rates expected to apply when they
crystallise based on current tax rates and law, except for the items explained
below. Timing differences arise from the inclusion of items of income and
expenditure in taxation computations in periods different from those in which
they are included in the financial statements. Deferred tax is not provided on
timing differences arising from the revaluation of fixed assets where there is
no commitment to sell the assets or on unremitted earnings of subsidiaries where
there is no commitment to remit those earnings. Deferred tax assets are
recognised to the extent that it is regarded as more likely than not that they
will be recovered.
Turnover
Turnover represents gross sales made and services supplied in engineering,
excluding value added tax and returns and allowances.
Research and development
Expenditure on research and development of the Group's products is written off
against profits in the year in which it is incurred.
Pensions
The Group operates a number of pension arrangements worldwide. These include
both defined benefit and defined contribution arrangements. The assets of all
the arrangements are held separately from the assets of the Group in
independently administered funds. The amounts charged against profits in
respect of defined contribution arrangements are the contributions payable to
those arrangements in the accounting period.
For the defined benefit arrangements the assets are measured at market values.
The liabilities are measured on the Projected Unit method, discounting at the
current rate of return of a high quality corporate bond of the appropriate term
and currency to the liability, as required under FRS17.
Defined benefit scheme deficits are recognised in full and presented on the face
of the balance sheet. The movement in the deficit is split between operating
charges, financing items and actuarial gains and losses in the statement of
recognised gains and losses.
Derivative financial instruments
The Group uses forward exchange contracts to reduce its exposure to foreign
exchange risk. The Group does not hold or issue derivative financial
instruments for speculative purposes. For a forward exchange contract to be
treated as a hedge, the instrument must be related to actual foreign currency
assets or liabilities or to a probable commitment. It must involve the same
currency or similar currencies as the hedged item and must also reduce the risk
of foreign currency exchange movements on the Group's operations.
Gains and losses on foreign currency hedges are recognised in the profit and
loss account when the hedged transaction is recognised.
Notes to the Financial Statements
2. Analysis of turnover, profit and net assets
Analysis by operation:
2004 2003
Turnover Profit before Profit Turnover Profit before Profit
interest, tax before interest, tax before
and goodwill interest and and goodwill interest and
tax tax
restated restated
Electrics 109,345 26,713 26,315 105,594 25,202 24,746
Gears 17,806 3,218 2,767 16,264 2,913 2,468
Fluid system 23,802 3,121 2,677 18,838 2,086 1,682
Unallocated - (1,902) (1,902) (1,786) (1,786)
Inter segmental elimination (4,070) - - (4,732) - -
_____ _____ _____ _____ _____ _____
Continuing operations 146,883 31,150 29,857 135,964 28,415 27,110
Discontinued operations - - - - 597 597
_____ _____ _____ _____ _____ _____
146,883 31,150 29,857 135,964 29,012 27,707
==== ==== ==== ==== ==== ====
2004 2003
Net assets Net assets
restated
Electrics 32,031 29,768
Gears 10,936 10,723
Fluid system 13,090 11,960
Unallocated 15,963 23,695
_____ _____
Net assets excluding pension liabilities - continuing operations 72,020 76,146
Pension liabilities and related deferred tax (13,885) (13,653)
_____ _____
Net assets including pension liabilities 58,135 62,493
==== ====
Analysis by geographical origin:
2004 2003
Turnover Profit before Profit Turnover Profit before Profit
interest, tax before interest, tax before
and interest and goodwill interest and
and tax tax
goodwill
restated restated
Europe 76,596 22,836 21,944 70,075 20,412 19,532
Americas 39,284 3,846 3,582 39,992 4,374 4,053
Rest of world 31,003 6,370 6,233 25,897 5,415 5,311
Unallocated - (1,902) (1,902) - (1,786) (1,786)
_____ _____ _____ _____ _____ _____
Continuing operations 146,883 31,150 29,857 135,964 28,415 27,110
Discontinued operations - - - - 597 597
_____ _____ _____ _____ _____ _____
146,883 31,150 29,857 135,964 29,012 27,707
==== ==== ==== ==== ==== ====
2. Analysis of turnover, profit and net assets (continued)
2004 2003
Net assets Net assets
restated
Europe 28,152 23,838
Americas 15,112 16,683
Rest of world 12,793 11,930
Unallocated 15,963 23,695
_____ _____
Net assets excluding pension liabilities - continuing operations 72,020 76,146
Pension liabilities and related deferred tax (13,885) (13,653)
_____ _____
Net assets including pension liabilities 58,135 62,493
==== ====
Analysis of turnover by destination:
Europe 66,036 62,354
Americas 41,704 41,557
Rest of world 39,143 32,053
_____ _____
146,883 135,964
==== ====
All turnover and operating profit for both the year under review and the prior
year are from continuing operations. The 2003 profit before interest and tax
has been restated to identify central costs separately rather than present them
within the business or geographic segments. Unallocated net assets comprise
cash less proposed dividends.
3. Non operating items
Profit on disposal of fixed assets - 597
The freehold premises formerly occupied by Rotork Control and Safety, the trade
and assets of which were sold in November 2002, was sold in April 2003 for
consideration of #1,675,000. This profit on disposal is not taxable as it is
offset by capital losses brought forward.
4. Interest and similar items
Interest receivable and similar income
Short term deposits 776 754
Other 73 87
_____ _____
849 841
Interest payable and similar charges
Bank loans and overdrafts (70) (39)
Other (66) (41)
_____ _____
(136) (80)
Other finance costs
Interest on pension scheme liabilities (3,556) (3,100)
Expected return on pension scheme assets 3,477 2,800
_____ ______
(79) (300)
Net interest receivable and similar items 634 461
==== ====
5. Profit on ordinary activities before taxation
Profit on ordinary activities before taxation is stated after charging or
(crediting) the following:
2004 2003
restated
Depreciation and other amounts written off tangible fixed assets:
owned assets 2,497 2,220
assets held under finance lease contracts 80 66
Amortisation of goodwill 1,293 1,305
Research and development expenditure 2,434 2,071
Hire of plant and machinery 538 604
Other operating lease rentals 619 601
Exchange differences realised (411) (244)
Auditors:
Audit fees and expenses 206 239
Other fees paid to KPMG Audit Plc and its associates analysed between:
further assurance services 15 6
taxation services 41 60
other 61 48
The auditors' remuneration in respect of the Company was #34,000 (2003: #31,000)
6. Tax on profit on ordinary activities
Current tax:
UK Corporation tax on profits for the year 6,258 6,520
Double tax relief (1,995) (2,566)
Adjustment in respect of prior years 156 (22)
_____ _____
4,419 3,932
_____ _____
Overseas tax on profits for the year 5,879 5,700
Adjustment in respect of prior years 21 (59)
_____ _____
5,900 5,641
_____ _____
Total current tax 10,319 9,573
_____ _____
Deferred tax:
Origination and reversal of timing differences 212 (138)
Adjustment to estimated recoverable amounts of deferred tax assets arising in previous 60 34
periods
_____ _____
Total deferred tax 272 (104)
_____ _____
Tax charge on profit on ordinary activities 10,591 9,469
==== ====
Effective tax rate (based on profit before tax and goodwill) 33.3% 32.1%
6. Tax on profit on ordinary activities (continued)
2004 2003
restated
Profit before tax 30,491 28,168
Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 9,147 8,450
30% (2003: 30%)
Effects of:
Timing differences (212) 138
Non deductible expenses 150 133
Unrelieved /(utilisation of) losses 25 (490)
Higher tax rates on overseas earnings 644 1,030
Goodwill amortisation 388 392
Adjustments to tax charge in respect of prior periods 177 (80)
_____ _____
Current tax charge for period 10,319 9,573
==== ====
The Group continues to expect its effective rate of corporation tax to be
slightly higher than the standard UK rate due to higher rates of tax in the US,
Canada, France, Germany, Italy and India.
No deferred tax is recognised on the unremitted earnings of overseas
subsidiaries. As the unremitted earnings are continually reinvested by the
Group, no tax is expected to be payable on them in the foreseeable future.
7. Dividends
Additional interim paid 5.85p per ordinary share 5,056 -
Interim paid 5.35p per ordinary share (2003: 5.25p) 4,592 4,445
Final proposed 9.70p per ordinary share (2003: 9.50p) 8,303 8,142
_____ _____
Ordinary dividends on equity shares 17,951 12,587
9.5% cumulative preference dividend on non-equity shares 4 5
_____ _____
17,955 12,592
==== ====
8. Earnings per share
Earnings per share is calculated for both the current and previous years using
the profit attributable to the ordinary shareholders for the year. The earnings
per share calculation is based on 85.8 million shares (2003 restated: 85.7
million shares) being the weighted average number of ordinary shares in issue
for the year.
The adjusted earnings per share is based on the profit for the year attributable
to the ordinary shareholders before the amortisation of goodwill. The adjusted
numbers provide a more consistent measure of operating performance.
Diluted earnings per share is based on the profit for the year attributable to
the ordinary shareholders and 86.4 million shares (2003 restated: 86.1 million
shares). The number of shares is equal to the weighted average number of
ordinary shares in issue adjusted to assume conversion of all dilutive potential
ordinary shares. The Company has two categories of dilutive potential ordinary
shares: those share options granted to employees where the exercise price is
less than the average market price of the Company's ordinary shares during the
year and contingently issuable shares awarded under the Long-Term Incentive
Plan.
2004 2003
restated
Profit for the financial year attributable to ordinary shareholders 19,896 18,694
Amortisation of goodwill 1,293 1,305
_____ _____
Adjusted profit 21,189 19,999
Basic earnings per share based on profit for the financial year 23.2p 21.8p
Basic earnings per share based on adjusted profit 24.7p 23.3p
Diluted earnings per share 23.0p 21.7p
9. Directors and employees
2004 2003
No. No.
During the year, the average weekly number of employees, analysed by business activity,
was:
Electrics 865 846
Gears 124 128
Fluid system 151 139
_____ _____
1,140 1,113
==== ====
UK 419 420
Overseas 721 693
_____ _____
1,140 1,113
==== ====
#'000 #'000
Staff costs during the year were: restated
Wages and salaries 28,442 27,321
Social security costs 2,950 2,688
Pension costs 2,035 1,934
_____ _____
33,427 31,943
==== ====
9. Directors and employees (continued)
Directors' interests
The interests of the directors in the ordinary share capital of the Company
according to the register required to be kept by section 325 of the Companies
Act 1985, at 31 December were as follows:
No. No.
RC Lockwood - -
JW Matthews 10,600 10,000
A Walker 5,000 5,000
GE Malcolm 29,430 27,025
WH Whiteley 87,478 86,321
RE Slater 20,911 19,642
RH Arnold 14,384 12,925
All interests were beneficial and include directors' directly held and family
share interests.
The beneficial interests at 31 December included the following ordinary shares
held under the Rotork Share Incentive Plan (SIP), and the Rotork Profit-Linked
Share Plan (PLSS) in trust:
GE Malcolm 3,693 3,404
WH Whiteley 4,159 4,407
RE Slater 3,623 3,250
*RH Arnold 2,841 2,601
*RH Arnold participates in the Rotork Overseas Profit-Linked Share Scheme
(OPLSS), and the figures shown for RH Arnold for 2004 and the prior year relate
solely to OPLSS.
Details of directors remuneration and allocations to directors in 2004 and
further details of the SIP and OPLSS schemes are provided in the remuneration
report on pages 17 to 22.
The only changes in the directors interests post year end relate to shares
purchased by the UK based directors monthly under the Rotork SIP partnership
plan to a maximum #125 per month.
Save as disclosed, no director or his family had any interest in the shares of
the Company at 31 December 2004.
10. Intangible fixed assets
Group
Goodwill
Cost
At 1 January 2004 25,919
Exchange differences (269)
Goodwill arising on acquisition 671
_____
At 31 December 2004 26,321
Aggregate amortisation
At 1 January 2004 6,862
Exchange differences (8)
Charge for the year 1,293
_____
At 31 December 2004 8,147
Net book amount at 31 December 2004 18,174
====
Net book amount at 31 December 2003 19,057
====
11. Tangible fixed assets
Group Company
Machinery Machinery
Land and plant and Land and plant and
buildings equipment Total buildings equipment Total
Cost or valuation
At 1 January 2004 10,490 17,544 28,034 840 13 853
Exchange differences (158) (221) (379) 16 - 16
Additions 939 2,307 3,246 785 - 785
Disposals (173) (882) (1,055) (173) - (173)
Acquisition of subsidiary - 32 32 - - -
_____ _____ _____ _____ _____ _____
At 31 December 2004 11,098 18,780 29,878 1,468 13 1,481
==== ==== ==== ==== ==== ====
Depreciation
At 1 January 2004 3,078 11,316 14,394 173 10 183
Exchange differences (23) (132) (155) 2 - 2
Charge for year 333 2,244 2,577 30 3 33
Disposals (24) (791) (815) (24) - (24)
_____ _____ _____ _____ _____ _____
At 31 December 2004 3,364 12,637 16,001 181 13 194
==== ==== ==== ==== ==== ====
Net book value 7,734 6,143 13,877 1,287 - 1,287
at 31 December 2004 ==== ==== ==== ==== ==== ====
At 31 December 2003 7,412 6,228 13,640 667 3 670
_____ _____ _____ _____ _____ _____
The net book value of the Group's plant and machinery includes #186,000 (2003:
#144,000) in respect of assets held under finance leases and hire purchase
contracts.
Group Group
2004 2003
Land and buildings stated in accordance with the historical cost convention were:
Cost 9,421 8,812
Depreciation (2,680) (2,457)
_____ _____
Net book value at 31 December 6,741 6,355
==== ====
Net book value of land and buildings can be analysed between: Group Group Company 2004 Company 2003
2004 2003
Freehold land 1,095 1,117 60 82
Freehold buildings 5,195 4,733 1,227 585
Long leasehold 1,439 1,557 - -
Short leasehold 5 5 - -
_____ _____ _____ _____
Net book value at 31 December 7,734 7,412 1,287 667
==== ==== ==== ====
11. Tangible fixed assets (continued)
The cost or valuation figure of #11,098,000 (2003: #10,490,000) included the following
properties at the revalued amounts shown. The year of revaluation is also given.
2004 2003
Bath freehold, 1991 105 105
Bath leasehold, 1991 2,245 2,245
Spain freehold, 1997 284 284
_____ _____
2,634 2,634
==== ====
The revaluation of the Bath properties was based on the market value for the
existing use. Under a statutory option the Spanish property was revalued using
the retail price index on 1 January 1997.
12. Investments (held as fixed assets)
Investments previously shown in the Group balance sheet represented shares held
for future payments under the Share Incentive Plan and Long-Term Incentive Plan.
Under UITF 38 these have now been reclassified as a deduction from reserves.
Further details are set out in note 20.
Investments in the Company balance sheet:
Investment in subsidiary
undertaking
At 1 January 2004 1,398
Prior year adjustment (see note 24) (341)
_____
At 1 January 2004 as restated 1,057
====
At 31 December 2004 1,057
====
A listing of the major investments is included in the directory on pages 51 to
53.
13. Stocks and work in progress
Group Group
2004 2003
Raw materials and purchased components 14,590 12,436
Work in progress 3,585 3,077
Finished stocks 2,840 3,057
_____ _____
21,015 18,570
==== ====
14. Debtors
Group Group Company Company 2003
2004 restated 2004
2003
Amounts falling due within one year:
Trade debtors 34,060 28,973 - -
Amounts owed by subsidiary undertakings - - 34,991 14,635
Other debtors 1,345 687 297 144
Prepayments and accrued income 1,180 1,125 9 142
Corporation tax 2,176 1,226 414 473
Deferred taxation 917 955 425 247
_____ _____ _____ _____
39,678 32,966 36,136 15,641
==== ==== ==== ====
Amounts falling due after more than one year:
Amounts owed by subsidiary undertakings - - - 99
Other debtors 489 486 - -
_____ _____ _____ _____
489 486 - 99
_____ _____ _____ _____
40,167 33,452 36,136 15,740
==== ==== ==== ====
A deferred tax asset of #917,000 has been recognised at 31 December 2004 (2003:
#955,000). This asset principally relates to other timing differences in the US
of #472,000 and Rotork Controls in the UK of #227,000. The directors are of the
opinion, based on recent and forecast trading that the level of UK and US
profits in the current and future years make it more likely than not that the
asset will be recovered.
A deferred tax asset of #3.9 m (2003: #3.5m) has not been recognised in relation
to capital losses (#2.2m) and certain tax credits, tax losses and other timing
differences. These assets may be recovered if sufficient taxable or capital
profits are made in future in the companies concerned.
15. Cash at bank and in hand
Group Group Company Company
2004 2003 2004 2003
Cash at bank and in hand 7,469 4,833 45 47
Term deposits 17,829 27,420 13,731 25,227
_____ _____ _____ _____
25,298 32,253 13,776 25,274
==== ==== ==== ====
Cash flow analysis
Group Group
2004 restated
2003
Reconciliation of operating profit to net cash flow from operating activities:
Operating profit 29,857 27,110
Goodwill amortisation 1,293 1,305
Depreciation 2,577 2,286
(Profit) on sale of fixed assets (72) (29)
Special pension contribution (5,000) -
Difference between pension charge and cash contributions (633) (397)
(Increase) in stocks (2,600) (969)
(Increase) / decrease in debtors (6,228) 329
Increase in creditors and provisions 4,266 3,546
_____ _____
Net cash inflow from operating activities 23,460 33,181
==== ====
15. Cash at bank and in hand (continued)
Reconciliation of net cash flow to movement in net funds 2004 2003
Increase in cash in the year 2,464 411
Cash flow from change in debt and lease financing (248) 88
Cash flow from change in short term deposits (9,485) 11,301
_____ _____
Change in net funds resulting from cash flows (7,269) 11,800
Translation difference (314) 44
_____ _____
Movement in net funds in the year (7,583) 11,844
Net funds at 1 January 31,887 20,043
_____ _____
Net funds at 31 December 24,304 31,887
==== ====
Analysis of net funds
At 1 January Other non-cash Exchange At 31
2004 movements movement December 2004
Cash flow
Cash at bank and in hand 4,833 2,806 - (170) 7,469
Overdrafts (119) (342) - (12) (473)
_____ _____ _____ _____ _____
4,714 2,464 - (182) 6,996
Debt due within one year (55) (105) - (5) (165)
Debt due after one year (68) (83) - (18) (169)
Finance leases (124) 58 (118) (3) (187)
Term deposits 27,420 (9,485) - (106) 17,829
_____ _____ _____ _____ _____
Total 31,887 (7,151) (118) (314) 24,304
==== ==== ==== ==== ====
16. Creditors: amounts falling due within one year
Group Group Company Company
2004 2003 2004 2003
Bank loans and overdrafts 638 174 4,941 3,065
Net obligations under finance leases 88 63 - -
_____ _____ _____ _____
Borrowings 726 237 4,941 3,065
Trade creditors 15,363 12,284 110 75
Bills of exchange 246 176 - -
Amounts owed to subsidiary undertakings - - 1,058 1,058
Corporation tax 5,779 5,020 14 9
Other taxes and social security 1,709 1,452 11 10
Other creditors 2,800 2,254 2,050 1,465
Accruals and deferred income 8,752 8,192 129 138
Dividends payable 8,392 8,192 8,392 8,192
_____ _____ _____ _____
43,767 37,807 16,705 14,012
==== ==== ==== ====
Bank loans are secured by accepted letters of credit and corporate guarantees.
Obligations under operating leases are shown under note 21.
17. Creditors: amounts falling due after more than one year
Group Group
2004 2003
Bank loans 169 68
Finance lease obligations 99 61
_____ _____
268 129
==== ====
Bank loans are for overseas subsidiaries and are secured by accepted letters of
credit.
18. Provisions for liabilities and charges
Group Company
Deferred
taxation Warranty Other Total Other Total
Balance at 1 January 2004 128 1,725 1,037 2,890 277 277
Exchange differences 39 (30) (15) (6) - -
Utilised during the year - (362) (505) (867) - -
Transfer to current assets (164) - - (164) - -
Acquisition - - 54 54 - -
Charged in the profit and loss account 272 230 67 569 - -
_____ _____ _____ _____ _____ _____
Balance at 31 December 2004 275 1,563 638 2,476 277 277
==== ==== ==== ==== ==== ====
Provisions should be utilised over a period not exceeding five years. The
provision for product warranties reflects the anticipated costs that will be
incurred in respect of unexpired warranties granted to customers.
The amounts provided for deferred taxation are:
Group Group Company Company
restated
2004 2003 2004 2003
Difference between accumulated depreciation and capital allowances 284 329 77 74
Short term timing differences (926) (1,156) (127) (321)
Pension liabilities (5,951) (5,850) - -
_____ _____ _____ _____
(6,593) (6,677) (50) (247)
==== ==== ==== ====
Analysed between:
Debtors (917) (955) (50) (247)
Provisions for liabilities and charges 275 128 - -
Pension liabilities (note 23) (5,951) (5,850) - -
_____ _____ _____ _____
(6,593) (6,677) (50) (247)
==== ==== ==== ====
The majority of the pensions provision related to projected obligations under
Rotork Controls Inc.'s Employee Benefit Plan.
19. Share capital
Authorised Issued and fully paid-up
2004 2003 2004 2003
Non-equity 9.5% cumulative preference shares of #1 each 47 50 47 50
Equity ordinary shares of 5p each 5,449 5,449 4,300 4,292
_____ _____ _____ _____
5,496 5,499 4,347 4,342
==== ==== ==== ====
Number of equity ordinary shares of 5p each (thousands) 108,990 108,990 85,994 85,833
The preference shareholders take priority over the ordinary shareholders on a
distribution in the winding-up of the Company or on a reduction of capital
involving a return of capital. The holders of preference shares are entitled to
vote at a general meeting of the Company if a preference dividend is in arrears
for six months or the business of the meeting includes the consideration of a
resolution for winding-up the Company or the alteration of the preference
shareholders' rights.
The only ordinary shares issued during the year were 161,137 (2003: 188,664)
under The Rotork Employee Share Option Schemes at prices between 192p and 328p
with a total consideration of #457,000. No shares were issued under The Rotork
Share Incentive Plan or under The Overseas Profit-Linked Share Scheme during
2004.
On 1 May 2004 options over 166,015 shares exercisable after three years (subject
to satisfying performance criteria) at 3.87p were granted under The Rotork
Employee Share Option Scheme (1995). On 8 October 2004 options over 162,357
shares were granted under the Rotork Sharesave Scheme at 319.6p. Of these
options, 63,336 were exercisable after 3 years and 99,021 after 5 years.
There were 528,941 (2003: 524,063) outstanding options under The Rotork Employee
Share Option Schemes at 31 December 2004, exercisable at various prices between
192p and 387per ordinary share and between 2005 and 2014.
The investment in own shares represents 130,671 (2003:135,819) ordinary shares
of the Company held in trust for the benefit of directors and employees for
future payments under the Share Incentive Plan and Long-Term Incentive Plan.
The market value of these shares at 31 December 2004 was #540,000 (2003:
497,000). The dividends on these shares have been waived.
20. Equity reserves
Group
Share Capital Revaluation Profit and
premium redemption reserve loss account
account reserve
At 1 January 2004 4,543 1,634 2,405 63,563
Prior year adjustments (note 24) - - - (13,994)
_____ _____ _____ _____
At 1 January 2004 as restated 4,543 1,634 2,405 49,569
Profit retained - - - 1,945
Premium on new shares issued 450 - - -
Actuarial loss net of deferred tax - - - (5,555)
Purchase of own ordinary shares - - - (691)
Shares awarded under share schemes - - - 702
Purchase of own preference shares - 3 - (5)
Exchange differences - - - (1,212)
_____ _____ _____ _____
At 31 December 2004 4,993 1,637 2,405 44,753
==== ==== ==== ====
20. Equity reserves (continued)
2004 2003
Profit and loss reserve excluding pension liability 58,638 63,222
Pension liability (13,885) (13,653)
_____ _____
Profit and loss reserve 44,753 49,569
==== ====
Company
Share Capital
premium redemption Profit and
account reserve loss account
At 1 January 2004 4,543 1,634 18,274
Prior year adjustments (note 24) - - (341)
____ ____ ____
At 1 January 2004 as restated 4,543 1,634 17,933
Profit retained - - 6,352
Premium on new shares issued 450 - -
Purchase of own ordinary shares - - (691)
Shares awarded under share schemes - - 702
Purchase of own preference shares - 3 (5)
Exchange differences 6
_____ _____ _____
At 31 December 2004 4,993 1,637 24,297
==== ==== ====
Profit for the financial year in the accounts of the Company is #24,308,000
(2003: #27,172,000)
21. Commitments
Capital commitments at 31 December for which no provision has been made in these
accounts were:
Group Group
2004 2003
Contracted 332 489
==== ====
Land and buildings Machinery, plant and
equipment
Operating lease rentals payable during the next year are as 2004 2003 2004 2003
follows:
Commitments expiring:
Within one year 81 21 96 72
Between two and five years 433 396 373 403
After five years 31 34 1 1
_____ _____ _____ _____
545 451 470 476
==== ==== ==== ====
22. Acquisition of businesses
Acquisition of Deanquip Valve Automation Pty Ltd in January 2004 Book value Accounting Fair value
policy
alignment
Fixed assets 37 (5) 32
Stock 345 (97) 248
Debtors 19 (2) 17
Creditors and provisions (56) - (56)
____ ____ ____
345 (104) 241
Goodwill added to the balance sheet 671
_____
Consideration paid including costs 912
====
On 13 January 2004 the business and assets of Deanquip Valve Automation Pty Ltd
were acquired for #818,000 from Deanquip Sales Pty Ltd. #692,000 was paid on
completion and the remaining #126,000 paid in January 2005. Deanquip Valve
Automation Pty Ltd was renamed Rotork Fluid System Pty Ltd in January 2005.
23. Pensions
The Group operates a number of pension plans in the UK and overseas, devised in
accordance with local conditions and practices. The assets of these schemes are
held in separate trustee administered funds.
The total pension cost for the Group was #2,035,000 (2003 restated: #1,934,000)
of which #1,039,000 (2003: #878,000) related to the overseas schemes. Included
in the total pension cost is # 533,000 (2003: #412,000) in respect of defined
contribution pension schemes.
The pension cost relating to the principal scheme that covers the majority of UK
employees is assessed in accordance with the advice of an independent qualified
actuary using the projected unit method, under which the current service cost
per member will increase as the members of the scheme approach retirement. The
latest actuarial valuation of the principal UK scheme was as at 31 March 2004
and, for the purposes of accounting for FRS17, this has been adjusted to reflect
the position at 31 December 2004 by a qualified independent actuary. The
assumptions that have the most significant effect on the results of the
valuations are those relating to the rate of return on investments and the rates
of increase in salaries and pensions. It was assumed that the investment return
would be 5.1% on post-retirement related investments and 7.2% on investments for
pre-retirement liabilities, that salary increases would average 3.7% per annum
and that present and future pensions would increase at a rate of 4.5% on service
accrued until May 2000 and at 2.7% for service after that date.
At the date of the latest actuarial valuation, the market value of the assets of
the principal UK scheme was #48.8 million (excluding members' Additional
Voluntary Contributions). The actuarial value of the assets was sufficient to
cover 84% of the benefits that had accrued to members, after allowing for
expected future increases in earnings. This deficiency should be eliminated by
2013 by increasing the employer's deficit contribution rate to #1.2 million per
annum. In addition, an ongoing employer contribution rate of 11.2% has been set
for funding future service benefits. The pension costs of the other defined
benefit scheme that covers US employees have been determined in accordance with
advice from an independent qualified actuary.
The Company is a member of a pension scheme providing benefits based on final
pensionable pay. Because the Company is unable to identify its share of the
scheme assets and liabilities on a consistent and reasonable basis, as permitted
by FRS 17 'Retirement benefits' the scheme has been accounted for, in these
financial statements as if the scheme was a defined contribution scheme. The
contribution for the year was #121,000 (2003: #111,000).
The key FRS17 assumptions used for the schemes were:
UK scheme US scheme Average
(% per annum) (% per annum) (% per annum)
2004 2003 2002 2004 2003 2002 2004 2003 2002
Discount rate 5.30 5.45 5.65 5.66 6.10 6.60 5.32 5.48 5.70
Rate of increase in 3.9 3.8 3.3 4.5 4.5 5.0 3.93 3.84 3.39
salaries
Rate of increase in 2.9 2.8 2.3 0.0 0.0 0.0 2.78 2.66 2.19
pensions (post May 2000)
Rate of increase in 4.5 4.5 4.5 0.0 0.0 0.0 4.31 4.28 4.28
pensions (pre May 2000)
Rate of price inflation 2.9 2.8 2.3 3.5 3.5 4.0 2.93 2.84 2.39
The assets in the schemes and the expected rates of return were:
Expected rate of return % Fair value #m
2004 2003 2002 2004 2003 2002
Equities 7.90 8.20 8.30 33.6 31.4 25.6
Bonds 4.90 5.10 5.00 16.2 9.1 7.7
Other 4.90 4.90 4.44 3.0 2.6 3.1
US deposit administration contract 6.00 6.00 6.00 1.9 1.6 1.4
_____ _____ _____
Total 54.7 44.7 37.8
==== ==== ====
23. Pensions (continued)
Analysis of the amounts included in the statement of total recognised gains and 2004 2003
losses:
Actual return less expected return on pension scheme (884) (3,700)
Experience loss arising on schemes liabilities 1,529 150
Loss on change of assumptions 5,254 6,600
Currency gain (107) (50)
_____ _____
Total loss included in the statement of total recognised gains 5,792 3,000
and losses before adjustment for tax
==== ====
History of experience gains and losses as a percentage of the 2004 2003 2002
schemes' assets / liabilities at end of year #000 % #000 % #000 %
Actual return less expected return on pension scheme (884) 2 (3,700) 8 10,300 27
Experience loss arising on schemes liabilities 1,529 2 150 - 700 1
Total actuarial loss included in the statement of total 5,792 8 3,000 5 11,300 21
recognised gains and losses
The following amounts were measured in accordance with the requirements of FRS17:
At 31 December At 31 December
2004 2003
Total fair value of schemes' assets 54,650 44,700
Present value of the schemes' liabilities (74,486) (64,203)
_____ _____
Deficit in the schemes (19,836) (19,503)
Related deferred tax 5,951 5,850
_____ _____
Net pension liability (13,885) (13,653)
==== ====
The assets and liabilities disclosed above are the combined total of the UK and
US schemes. The US scheme accounts for approximately 4% of the total liability.
The Company has a subsidiary in the Netherlands, the employees of which are
members of an industry-wide pension scheme and any surplus or deficit cannot be
associated with a particular employer. Therefore, this has not been included in
the results. The total contribution to this scheme over the year was #58,000.
Analysis of the movement in deficit in the schemes during the year:
Deficit in the schemes at 1 January (19,503) (16,600)
Contributions paid 7,040 1,897
Current service cost (included in operating profit) (1,502) (1,500)
Other finance charge (79) (300)
Actuarial loss (5,899) (3,050)
Currency gain 107 50
_____ _____
Deficit in the schemes at 31 December (19,836) (19,503)
==== ====
24. Prior year adjustments
As set out in note 1, Accounting policies, the Group has adopted FRS 17 in full
in these financial statements. The full adoption this year of FRS 17 has had
the following impact on the accounts:
2004 2003
Increase in operating profit 633 397
Inclusion of pension finance cost (79) (300)
Increase in tax on profit on ordinary activities (137) (30)
Increase in retained profit 417 67
Increase in deferred taxation debtor 5,951 5,850
Inclusion of pension liabilities (19,836) (19,503)
Decrease in net assets (13,885) (13,653)
The impact of the prior year adjustment on the net assets as 31 December 2003
represents the inclusion of the FRS 17 liability, net of deferred tax, of
#13,653,000. The impact of the prior year adjustment on the profit and loss
account for the year ended 31 December 2003 represents the reversal of the SSAP
24 net pension charges of #1,897,000 and inclusion of the net pension charges
and associated tax under FRS17 of #1,830,000. The impact on net assets at 31
December 2004 and on the profit and loss account for the year then ended
represents the difference between the actual position following adoption of FRS
17 and the position which would have been reported had SSAP 24 continued to be
applied on the same basis as at 31 December 2003.
Note 1, Accounting policies, also states that the Group adopted UITF 38 in these
financial statements. The adoption of UITF 38 has had the following impact on
these accounts:
Decrease in investments (330) (341)
Decrease in reserves (330) (341)
The impact of the prior year adjustment on the net assets at 31 December 2003
and 31 December 2004 represents the change in presentation of own shares held in
the ESOP from requiring them to be recognised as an investment to requiring them
to be deducted in arriving at shareholders' funds. There was no impact on the
profit and loss account of either year.
25. Contingent liabilities
Group Group Company Company
2004 2003 2004 2003
Performance guarantees and indemnities 3,466 3,345 464 498
Guarantees for bank overdrafts of UK subsidiary - - 2 -
undertakings
The UK banking arrangements are subject to cross-guarantees between the Company
and its UK subsidiary undertakings. These accounts are subject to a right of
set-off. The performance guarantees and indemnities have been entered into in
the normal course of business. A liability would only arise in the event of the
Group failing to fulfil its contractual obligations.
26. Derivatives and other financial instruments
Financial risk and treasury policies
The treasury department maintains liquidity, manages relations with the Group's
bankers, identifies and manages foreign exchange risk and provides a treasury
service to the Group's businesses. Treasury dealings such as investments,
borrowings and foreign exchange are conducted only to support underlying
business transactions.
The Group has clearly defined policies for the management of foreign exchange
and interest rate risk. Group treasury is not a profit centre and, therefore,
does not undertake speculative foreign exchange dealings for which there is no
underlying exposure. Exposures resulting from sales and purchases in foreign
currency are matched where possible and the net exposure may be hedged by the
use of forward exchange contracts.
The numerical disclosures in this note deal with financial assets and financial
liabilities as defined in Financial Reporting Standard 13: 'Derivatives and
Other Financial Instruments: Disclosures' (FRS13). Certain financial assets
such as investments in subsidiary and associated companies are excluded from the
scope of these disclosures.
As permitted by FRS13, short-term debtors and creditors have been excluded from
the disclosures, other than the currency disclosures.
Interest rate risk profile
Financial liabilities
The interest rate profile of the Group's financial liabilities at 31 December
was as follows:
2004 2003
Fixed rate Floating rate Total Fixed rate Floating rate Total
of interest of interest of interest of interest
Euro 187 473 660 125 119 244
Yen 102 66 168 122 - 122
Other - 166 166 - - -
_____ _____ _____ _____ _____ _____
289 705 994 247 119 366
==== ==== ==== ==== ==== ====
The floating rate financial liabilities comprise bank loans / overdrafts bearing
interest rates fixed by reference to the relevant LIBOR or equivalent rate.
The weighted average interest rate of the fixed rate financial liabilities is
3.5% per annum (2003: 3.8%).
The weighted average period for which interest rates on the fixed rate financial
liabilities are fixed is 2 years (2003: 2 years).
Financial assets
The interest rate profile of the financial assets held as part of the financing
arrangements of the Group at 31 December was as follows:
2004 2003
Fixed rate cash Other cash Fixed rate Other cash
cash
Sterling 14,314 662 25,428 566
US dollar 2,258 3,264 821 1,273
Euro 940 1,859 427 1,005
Other 316 1,685 744 1,989
_____ _____ _____ _____
17,828 7,470 27,420 4,833
==== ==== ==== ====
All cash deposits are held on fixed rates of interest. All other cash amounts
are on floating rates or overnight rates based on the relevant LIBOR or
equivalent rate.
Further analysis of the interest rate profile at 31 December is as follows:
2004 2003
Fixed rate Fixed rate
Weighted average Weighted average Weighted average Weighted average
interest rate period for fixed interest rate period for fixed
rate (months) rate (months)
(%) (%)
Sterling 4.8 0 3.8 1
US dollar 2.3 1 1.0 0
Euro 2.1 1 2.0 0
Other - - 2.8 1
_____ _____ _____ _____
Group 4.5 1 3.7 1
==== ==== ==== ====
Currency exposures
The table below shows the Group's balance sheet currency exposures that give
rise to the net currency gains and losses recognised in the profit and loss
account. Such exposures comprise the monetary assets and monetary liabilities
of the Group that were not denominated in the operating (or 'functional')
currency of the operating unit involved.
At 31 December these exposures were as follows:
Net foreign currency monetary assets / (liabilities)
2004
Functional currency of Group operation
Sterling US dollar Euro Other Total
Sterling - (1,585) (434) (2,644) (4,663)
US dollar 588 - 18 3,689 4,295
Euro 1,415 165 - (55) 1,525
Other 503 - (1) 529 1,031
_____ _____ _____ _____ _____
Total 2,506 (1,420) (417) 1,519 2,188
==== ==== ==== ==== ====
2003
Functional currency of Group operation
Sterling US dollar Euro Other Total
Sterling - (856) (1,156) (1,078) (3,090)
US dollar 417 - 1,638 2,392 4,447
Euro 281 (298) - 350 333
Other 822 - (2) 260 1,080
____ _____ _____ _____ _____
Total 1,520 (1,154) 480 1,924 2,770
==== ==== ==== ==== ====
The amounts shown above take into account the effect of any forward contracts
entered into to manage these currency exposures.
Maturity of financial liabilities
The maturity profile of the Group's financial liabilities at 31 December was as
follows:
2004 2003
In one year or less 726 237
In more than one year but not more than two years 126 69
In more than two years but not more than five years 142 60
In more than five years - -
_____ _____
Total 994 366
==== ====
The Group had no undrawn committed borrowing facilities at 31 December 2004 and
31 December 2003.
Fair values
The table below shows a comparison by category of book values and fair values of
the Group's financial assets and liabilities at 31 December
2004 2003
Book value Fair value Book value Fair value
Primary financial instruments held or issued to finance the Group's
operations:
Short-term financial liabilities and current proportion of long-term (726) (726) (237) (237)
borrowings
Long-term borrowings (268) (268) (129) (129)
Cash deposits 17,829 17,829 27,420 27,420
Other cash balances 7,469 7,469 4,833 4,833
Derivative financial instruments held to manage the currency
profile:
Forward foreign currency contracts - 277 - 630
Gains and losses on hedges
The Group enters into forward foreign currency contracts to eliminate the
currency exposures that arise on sales denominated in foreign currencies.
Changes in the fair value of instruments used as hedges are not recognised in
the financial statements until the hedged position matures.
Gains Losses Total
Unrecognised gains and losses on hedges
At 1 January 2004 684 (54) 630
Amounts arising in previous years that were recognised during the year (684) 54 (630)
_____ _____ _____
Amounts arising before 1 January 2004 that were not recognised during the year - - -
Amounts arising in the year that were not recognised during the year
373 (96) 277
_____ _____ _____
At 31 December 2004 373 (96) 277
==== ==== ====
Of which:
Gains / (losses) expected to be recognised in less than one year 297 (96) 201
Gains / (losses) expected to be recognised in more than one year 76 - 76
Ten year trading history
2004 2003 2002 2001 2000 1999 1998 1997 1996 1995
#'000 #'000 #'000 #'000 #'000 #'000 #'000 #'000 #'000 #'000
(restated)
Continuing 146,883 135,964 129,677 119,322 103,945 112,937 98,103 87,766 82,123 70,353
operations
Discontinued - - 3,783 4,367 3,935 4,598 3,337 5,083 8,694 9,645
operations
______ ______ -----______ ______ ______ ______ ______ ______ ______ ______
Turnover 146,883 135,964 133,460 123,689 107,880 117,535 101,440 92,849 90,817 79,998
Cost of sales (79,030) (72,046) (71,875) (65,877) (59,021) (63,626) (54,311) (50,043) (48,731) (45,216)
______ ______ ______ ______ ______ ______ ______ ______ ______ ______
Gross profit 67,853 63,918 61,585 57,812 48,859 53,909 47,129 42,806 42,086 34,782
Overheads (37,996) (36,808) (35,863) (33,532) (29,108) (27,949) (23,567) (22,607) (24,563) (20,837)
______ ______ ______ _____ _____ ______ ______ ______ ______ ______
Operating 29,857 27,110 25,722 24,280 19,751 25,960 23,562 20,199 17,523 13,945
profit
Continuing 31,150 28,415 26,553 24,733 20,478 26,358 23,822 20,811 18,308 14,277
operations
Discontinued - - 474 574 309 497 59 (427) (626) (178)
operations
______ ______ ______ ______ ______ ______ ______ ______ ______ ______
Operating 31,150 28,415 27,027 25,307 20,787 26,855 23,881 20,384 17,682 14,099
profit before
amortisation
of goodwill
Amortisation (1,293) (1,305) (1,305) (1,027) (1,036) (895) (319) (185) (159) (154)
of goodwill
______ ______ ______ ______ ______ ______ ______ ______ ______ ______
Operating 29,857 27,110 25,722 24,280 19,751 25,960 23,562 20,199 17,523 13,945
profit
Exceptional - 597 - - - - - - (1,390) -
items
Net interest 634 461 440 563 831 987 1,845 1,935 1,364 1,237
receivable
______ ______ ______ ______ ______ ______ ______ ______ ______ ______
Profit on 30,491 28,168 26,162 24,843 20,582 26,947 25,407 22,134 17,497 15,182
ordinary
activities
before
taxation
Taxation (10,591) (9,469) (8,868) (8,539) (7,110) (9,477) (9,063) (8,111) (7,075) (5,425)
______ ______ ______ ______ ______ ______ ______ ______ ______ ______
Profit on 19,900 18,699 17,294 16,304 13,472 17,470 16,344 14,023 10,422 9,757
ordinary
activities
after taxation
Minority - - - - - - - - - (43)
equity
interest ______ ______ ______ ______ ______ ______ ______ ______ ______ ______
Profit for the 19,900 18,699 17,294 16,304 13,472 17,470 16,344 14,023 10,422 9,714
financial year
Dividends (17,955) (12,592) (11,959) (11,147) (10,504) (10,546) (9,456) (8,213) (7,160) (4,866)
______ ______ ______ ______ ______ ______ ______ ______ ______ ______
Retained 1,945 6,107 5,335 5,157 2,968 6,924 6,888 5,810 3,262 4,848
profit for the
financial year ===== ===== ===== ===== ===== ===== ===== ===== ===== =====
Basic earnings 23.2p 21.8p 20.1p 18.9p 15.6p 20.3p 18.9p 15.9p 11.7p 10.9p
per share
Basic earnings 24.7p 23.3p 21.6p 20.1p 16.8p 21.3p 19.3p 16.1p 11.9p 11.1p
per share
before
goodwill
amortisation
Diluted 23.0p 21.7p 20.0p 18.9p 15.6p 20.3p 18.9p 15.9p 11.7p 10.9p
earnings per
share
Corporate Directory
Company Secretary Financial Advisers
Stephen Rhys Jones UBS Investment Bank
1 Finsbury Avenue
London EC2M 2PP
Registered Office Auditors
Rotork p.l.c KPMG Audit Plc
Brassmill Lane 100 Temple Street
Bath BA1 3JQ Bristol BS1 6AG
Company Number
578327
Registrars Financial Public Relations
Lloyds TSB Registrars Financial Dynamics
The Causeway Holborn Gate
Worthing 26 Southampton Buildings
West Sussex BN99 6DA London EC2A 1PB
Stock Brokers Solicitors
UBS Investment Bank Messrs. Osborne Clarke
1 Finsbury Avenue No. 2 Temple Back East
London EC2M 2PP Temple Quay
Bristol BS1 6EG
Notable Dates
2 March 2005 Preliminary announcement of annual results for 2004
4 May 2005 Ex-dividend date for final 2004 dividend
6 May 2005 Record date for final 2004 dividend
22 April 2005 Annual General Meeting held at Rotork House, Brassmill Lane, Bath
27 May 2005 Dividend payment date
3 August 2005 Announcement of interim financial results for 2005
Directory
United Kingdom
Rotork p.l.c., England Rotork Overseas Ltd, England
Holding company 100% owned by Rotork p.l.c.
Roger Lockwood Robert Slater
Chairman (non-executive) Director
Bill Whiteley Tel: +44 1225 733200
Chief Executive Fax: +44 1225 733381
Tel: +44 1225 733200 E-mail: robert.slater@rotork.co.uk
Fax: +44 1225 733381
E-mail: bill.whiteley@rotork.co.uk
Rotork Controls Ltd, England Exeeco Ltd, England
100% owned by Rotork p.l.c. 100% owned by Rotork Controls Ltd
Bill Whiteley Martin Perkins
Chief Executive Managing Director
Tel: +44 1225 733200 Tel: +44 113 256 7922
Fax: +44 1225 733381 Fax: +44 113 256 3556
E-mail: mperkins@exeeco.co.uk
Valvekits Ltd, England
100% owned by Rotork Controls Ltd
Martin Hunt
Managing Director
Tel: +44 1623 440211
Fax: +44 1623 440214
E-mail: mhunt@valvekits.co.uk
Americas
Rotork Inc, USA Rotork Controls Inc, USA
100% owned by Rotork Overseas Ltd 100% owned by Rotork Inc.
Robert Arnold Robert Arnold
Director President
Tel: +1 585 328 1550 Tel: +1 585 328 1550
Fax: +1 585 328 5848 Fax: +1 585 328 5848
E-mail: bob.arnold@rotork.com E-mail: bob.arnold@rotork.com
Jordan Controls Inc, USA Rotork Controls (Canada) Ltd, Canada
100% owned by Rotork Inc. 100% owned by Rotork Overseas Ltd
Derek Olson Chris Bone
General Manager President
Tel: +1 414 461 9200 Tel: +1 403 569 9455
Fax: +1 414 461 1024 Fax: +1 403 569 9414
E-mail: DOlson@jordancontrols.com E-mail: chris.bone@rotork.ca
Rotork Controls de Venezuela SA, Venezuela
100% owned by Rotork Overseas Ltd
Edgar Vina
General Manager
Tel: +58 212 953 9473
Fax: +58 212 953 6886
E-mail: rotorkvzev@cantv.net
Europe
Rotork Motorisation SA, France Rotork Controls (Deutschland) GmbH, Germany
100% owned by Rotork Overseas Ltd 100% owned by Rotork Overseas Ltd
Bruno Deverly Jurgen Vogel
General Manager General Manager
Tel: +33 143 11 15 50 Tel: +49 2103 95876
Fax: +33 148 35 42 54 Fax: +49 2103 54090
E-mail: bruno.deverly@rotork.fr E-mail: jurgen.vogel@rotork.de
Rotork BV, Netherlands Rotork Gears BV, Netherlands
100% owned by Rotork Overseas Ltd 100% owned by Rotork Gears (Holdings) BV
Frank Koopmans Martin Perkins
General Manager Managing Director
Tel: +31 10 4146911 Tel: +31 53 538 8677
Fax: +31 10 4144750 Fax: +31 53 538 3939
E-mail: frank.koopmans@rotork.nl E-mail: ngrimshaw@rotorkgears.co.uk
Rotork Gears (Holdings) BV, Netherlands Rotork Controls (Italia) Srl, Italy
100% owned by Rotork Overseas Ltd 100% owned by Rotork Overseas Ltd
Martin Perkins Cesare Cereghini
Managing Director General Manager
Tel: +31 53 538 8677 Tel: +39 0245 703300
Fax: +31 53 538 3939 Fax: +39 0245 703301
E-mail: johan.mostert@rotorkgears.nl E-mail: cesare.cereghini@rotork.it
Rotork Fluid System Srl, Italy Rotork Controls (Espana) SL, Spain
100% owned by Rotork Overseas Ltd 100% owned by Rotork Overseas Ltd
Stefan Davis Joaquin Pastor-Velasquez
Managing Director General Manager
Tel: +39 0583 93061 Tel: +34 94 676 6011
Fax: +39 0583 934612 Fax: +34 94 676 6018
E-mail: stefan.davis@fluidsystem.it E-mail: joaquin.pastor@rotork.es
Rest of the World
Rotork Africa (Pty) Ltd, South Africa Rotork Controls (India) Ltd, India
100% owned by Rotork Overseas Ltd 100% owned by Rotork Controls Ltd
Howard Mutters Ashok Jayaram
Managing Director President
Tel: +27 11 4539741 Tel: +91 44 2625 4219
Fax: +27 11 4539894 Fax: +91 44 2625 7108
E-mail: howard.mutters@rotork.co.za E-mail: ashok.jayaram@rotork.co.in
Rotork (Thailand) Ltd, Thailand Rotork (Malaysia) Sdn Bhd, Malaysia
100% owned by Rotork Inc. 100% owned by Rotork Overseas Ltd
Chaitawat Chotikawanish P K Ow
Manager General Manager
Tel: +66 2 272 7165 Tel: +60 3 7880 9198
Fax: +66 2 272 7167 Fax: +60 3 7880 9189
E-mail: chaitawc@rotork.co.th E-mail: pkow@rotork.com.my
Rotork (Actuation) Sdn Bhd, Malaysia Rotork Controls (Singapore) Pte Ltd, Singapore
100% owned by Rotork Overseas Ltd 100% owned by Rotork Overseas Ltd
Doug Jopling Philip Seah
General Manager General Manager
Tel: +60 3 5191 3936 Tel: +65 64571233
Fax: +60 3 5191 3937 Fax: +65 64576011
E-mail: doug.jopling@rotorkmy.com E-mail: philip.seah@rotork.com.sg
Rotork Ltd, Hong Kong Rotork Controls (Shanghai) Ltd, China
100% owned by Rotork Overseas Ltd 100% owned by Rotork Controls Ltd
Eric Li Eric Li
General Manager General Manager
Tel: +852 2 5202390 Tel: +86 21 647 85015
Fax: +852 2 5289746 Fax: +86 21 647 85035
E-mail: eric.li@rotork.com.cn E-mail: eric.li@rotork.com.cn
Rotork Controls (Korea) Co, Ltd, South Korea Rotork Japan Co Ltd, Japan
100% owned by Rotork Overseas Ltd 100% owned by Rotork Overseas Ltd
Y K Kim Masaru Sakurai
General Manager General Manager
Tel: +82 31 265 0962 Tel: +81 3 5632 2941
Fax: +82 31 265 1369 Fax: +81 3 5632 2942
E-mail: ykkim@rotork.co.kr E-mail: m-sakurai@rotork.co.jp
Rotork Australia Pty Ltd, Australia Rotork Fluid System Pty Ltd, Australia
100% owned by Rotork Overseas Ltd 100% owned by Rotork Overseas Ltd
Lee Howard Lyndon Dean
General Manager General Manager
Tel: +61 353 381566 Tel: +61 3 9729 8882
Fax: +61 353 381570 Fax: +61 3 9729 8884
E-mail: lee.howard@rotork.com.au E-mail: lyndon@rfsaustralia.com
Shenzhen Sinopec-Rotork Actuation Co, Ltd, China -
35% owned by Rotork Controls Ltd
This information is provided by RNS
The company news service from the London Stock Exchange
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