TIDMCNA

RNS Number : 1941A

Centrica PLC

22 March 2017

22 March 2017

Centrica plc (the Company)

Annual Report and Accounts 2016

Further to the release of the Company's preliminary results announcement on 23 February 2017, the Company announces that it has today published its Annual Report and Accounts 2016 (Annual Report 2016).

The Company also announces that on 20 March 2017 it posted to shareholders the Notice of Annual General Meeting to be held at 2.00pm on Monday 8 May 2017 at the QEII Centre, Broad Sanctuary, Westminster, London, SW1P 3EE.

In accordance with Listing Rule 9.6.1, copies of the following documents have been submitted to the UK Listing Authority and will shortly be available for inspection from the National Storage Mechanism:

   -     Annual Report and Accounts 2016 
   -     Annual Review 2016 
   -     Notice of Annual General Meeting 2017 

The above documents are also available at centrica.com/ar16.

This information should be read in conjunction with the Company's preliminary results announcement. A condensed set of the Company's financial statements and information on important events that have occurred during the financial year and their impact on the financial statements, were included in the preliminary results announcement released on 23 February 2017. That information, together with the information set out below, which is extracted from the Annual Report 2016, is provided in accordance with the Disclosure and Transparency Rule 6.3.5, which requires it to be communicated to the media in full unedited text through a Regulatory Information Service. This announcement is not a substitute for reading the full Annual Report 2016. Page and note references in the text below refer to page numbers and note numbers in the Annual Report 2016.

Our Principal Risks and Uncertainties

Managing our risks and uncertainties is key to achieving our priorities.

LINKS TO STRATEGY

In line with our strategy we are concentrating more investment on our customer-facing businesses organised into the two global customer-facing divisions of Centrica Consumer and Centrica Business. We are focused on delivering high levels of customer service, improving customer engagement and loyalty, and developing innovative products, offers and solutions for both residential and business customers, underpinned by investment in technology. Our asset businesses of Exploration and Production and Centrica Storage continue to play an important role in our portfolio providing cash flow diversity and balance sheet strength.

Our activities for near-term implementation and delivery of our strategy are framed around the five priorities below. These priorities are a lens through which we assess our risks and discussions around risk appetite. Each priority has associated risks, which are managed as part of our overall system of risk management and internal control.

Our five priorities

Safety, compliance and conduct

Customer satisfaction and operational excellence

Cash flow growth and strategic momentum

Cost efficiency and simplification

People and building capability

Managing the Risks to the Delivery of our Priorities

Risk management is fundamental to the way the Group is governed and managed. Our system of risk management and internal control comprises the following elements that are assessed for effectiveness annually:

   --    Business Principles: sets our expected behaviours across the organisation. 

-- Enterprise Risk Framework: incorporates the principal risks within the Group Risk Universe, as outlined below.

-- Board and Committees' governance: committees are structured to be aligned with the Principal Risks identified, as outlined below.

-- Executive management oversight: establishing appropriate executive processes to ensure appropriate planning and performance management.

-- Operational management accountability and certification: represents the first line accountability for the risk and control environment.

-- Delegations of Authority: structure within which accountability is delegated through the organisation in accordance with identified risk appetite.

-- Management systems: the detailed Policies, Standards and Procedures establishing the requirement for process level controls that are monitored throughout the organisation.

-- Assurance providers: second and third line assurance provided to ensure that Policies, Standards and Procedures are being followed and that risks are being mitigated in line with risk appetite.

The Group's strategic review in 2015 and its implementation in 2016 highlighted emerging risks and provided an opportunity to simplify and standardise how significant risks are managed. We have identified the differing nature of our risks including:

-- Risks that require standards where our tolerance for error is generally very low. This will include Health, Safety, Environment and Security, Legal and Regulatory Compliance, Financial Processing and Reporting, Information Systems and Data Security, and Ethical and Behavioural Standards. For these risks there will be management systems providing clearly prescribed standards with ring-fenced functional monitoring and assurance.

-- Risks where judgement is required within a range of acceptable outcomes in order to deliver our priorities. This includes areas where we need to take a certain level of risk such as in commodity trading and our investment in the growth areas of the business.

-- Risks resulting from external factors where we have limited influence over their occurrence, but can influence the impact on our business through our actions.

Assessing our Principal Risks in 2016

As in previous years we identified and assessed our risks within the categories of Principal Risk overleaf to ensure appropriate mitigating activities. During 2016 the risks that were prioritised for leadership attention, and those that had most significant impact in our assessment of the future viability of the organisation, particularly related to:

   --    ensuring we deliver a safe and compliant operating environment in all respects; 
   --    our strategic transformation and its impact on our people; 

-- the changing political environment, and the potential for further intervention, including Brexit;

-- the evolving regulatory requirements, particularly the outcome of the Competition and Markets Authority (CMA) investigation;

   --    ongoing volatility in the commodity market with its impact on pricing; and 
   --    our commitment to our growth businesses and excellence in customer service. 

We align our assessment of the extent of risk we wish to take with our priorities and express our risk appetite in relation to these priorities. For example, in relation to ensuring we have a safe and compliant operating environment our appetite is very low, whereas we are prepared to take risks in relation to delivering our growth objectives.

The Principal Risks, and their related components, are allocated oversight through the Board and its Committees as indicated overleaf. The table also provides an indication of the risk mitigation strategy for each risk category, reflecting our appetite for risk, and our view on changes in the risk climate compared with 2015.

The Board retains overall non-executive responsibility for risk across the Group. With the exception of certain risks that the Board reserves to itself, oversight of specific Principal Risks contained within the Group Risk Universe are delegated by the Board to one or more of its Committees. The table below summarises each Principal Risk with reference to oversight by the Board or its Committee, its risk climate and the associated priority.

 
      Description           Potential                   Mitigation 
                             impacts 
---  --------------------  --------------------------  -------------------------------------------------------------- 
 1    Strategy              Following 
       delivery              the conclusion               *    The Board approves the Group annual plan setting the 
       Failure to            of the strategic                  strategic direction and confirming strategic choices 
       deliver Centrica      review, the                       that are embedded in targets across the business. 
       strategy.             delivery of 
       Governance            our future 
       oversight             strategy will                *    Quarterly performance reviews are held with all parts 
       Board                 involve growth                    of the business to monitor progress against these 
       Risk climate          in a number                       targets. 
       - unchanged           of business 
       Priority              areas, implementing 
                             substantial                  *    We have a clear financial framework to ensure capital 
       Cash flow             cost efficiencies                 is allocated in line with strategy and prioritised to 
       growth and            and making                        deliver optimal business benefits. 
       strategic             certain disposals. 
       momentum              This is fundamental 
                             to our future                *    We continue to strengthen our leadership team in 
                             success and                       order to deliver in our growth areas, including the 
                             incorporates                      appointment during the year of a Chief Information 
                             both controllable                 Officer to support our digital strategy. 
                             and uncontrollable 
                             risk elements 
                             which require                *    We apprise ourselves constantly of developments that 
                             careful monitoring.               are central to achieving our strategy. 
---  --------------------  --------------------------  -------------------------------------------------------------- 
 2    External              Customer behaviour 
       market                and demand                   *    Events within the external market environment sit 
       Changes and           can change                        largely outside of our direct control, but set the 
       events in             due to improved                   tone for our future business. 
       the external          energy efficiency, 
       market or             climate change, 
       environment           government                   *    Regular analysis is undertaken on commodity price 
       that could            initiatives,                      fundamentals and their potential impact on business 
       impact delivery       long-term                         plans and expectations. 
       of Centrica's         weather patterns 
       strategy.             and the general 
       Governance            economic outlook.            *    We continue to pursue a range of investment options 
       oversight             In addition                       across the energy chain and in different markets and 
       Board                 we face competition               geographies in response to external market 
       Risk climate          in our upstream                   opportunities. 
       - increased           businesses 
       Priority              in uncertain 
                             commodity                    *    We are increasing our investment in connected homes 
       Cash flow             markets and                       through smart meters, personalised customer energy 
       growth and            we must respond                   usage reports, smart and time-of-use tariffs, 
       strategic             appropriately.                    applications for remote heating control and US 
       momentum                                                appliance rental programmes in order to respond to 
                                                               market disruption and position us at the forefront of 
                                                               new technology. 
---  --------------------  --------------------------  -------------------------------------------------------------- 
 3    Political             We are subject 
       and regulatory        to oversight                 *    The Executive Committee members actively engage in 
       intervention          from various                      discussions with all political parties, influencers 
       Changes,              political                         and regulatory authorities. 
       intervention          and regulatory 
       or a failure          bodies in 
       to influence          the UK, Republic             *    Following the decision to exit the European Union in 
       change to             of Ireland,                       June we have been active in contributing our views on 
       the political         US, Canada                        the development of the markets in which we operate. 
       or regulatory         and elsewhere. 
       landscape.            These bodies 
       Governance            set and oversee              *    We are committed to an open, transparent and 
       oversight             the terms                         competitive UK energy market that provides choice for 
       Board                 of our licences                   consumers. 
       Risk climate          and the conduct 
       - increased           of our operations. 
       Priority              In particular                *    We accept that we may be the subject of focused 
                             at present,                       regulatory scrutiny, with informal investigations 
       Cash flow             as a consequence                  into one or more areas that could result in 
       growth and            of the UK's                       stakeholder concerns and take measures to react as 
       strategic             decision to                       quickly as possible. 
       momentum              exit the European 
                             Union and 
                             wider political              *    We work with regulators to seek the right approach to 
                             changes in                        intervention. 
                             the markets 
                             we operate 
                             in, risks 
                             relating to 
                             changing policies 
                             in relation 
                             to energy 
                             markets and 
                             carbon emissions 
                             are recognised. 
---  --------------------  --------------------------  -------------------------------------------------------------- 
 4    Brand, trust          Our primary 
       and reputation        focus is to                  *    During the year a review of our brand positioning has 
       Competitive           serve our                         been undertaken to ensure that this is aligned with 
       positioning           customers                         our priorities. 
       and protection        and satisfy 
       of the Centrica       their changing 
       and subsidiary        needs in all                 *    The primary mechanism by which we review changes in 
       brands.               of the markets                    our brand position is through NPS and other metrics 
       Governance            we operate                        as described on page 19. 
       oversight             in. We also 
       Board                 actively manage 
       Risk climate          our brands                   *    We are focused on providing affordable energy and 
       - unchanged           and reputation,                   excellent service to deliver a fair, simplified and 
       Priority              in order to                       transparent offering to all of our consumers. 
                             protect and 
       Customer              develop our 
       satisfaction          competitive                  *    We engage with NGOs, consumer and customer groups, 
       and operational       position amongst                  political parties, regulators, charities and other 
       excellence            a wide range                      stakeholders to identify solutions to help reduce 
                             of stakeholders.                  bills and improve trust in the industry. 
---  --------------------  --------------------------  -------------------------------------------------------------- 
 5    Business              We prioritise 
       planning,             how we use                   *    2016 was the first full year of planning using a 
       forecasting           our resources                     refreshed approach designed to underpin the delivery 
       and performance       based on our                      of the priorities. 
       Business              business plans 
       planning,             and forecasts. 
       forecasting,          Failure to                   *    Group functions have adopted standardised planning 
       risk management       accurately                        processes in support of the business priorities, 
       and achievement       plan and forecast                 driving improved discussion and integration. 
       of anticipated        taking into 
       benefits.             account the 
       Governance            changing business            *    Quarterly performance review meetings involving the 
       oversight             environment                       Executive Committee enable the discussion of plans 
       Board                 could result                      and forecasts with revisions identified as necessary. 
       Risk climate          in suboptimal 
       - unchanged           decisions 
       Priority              and failure                  *    Constructive challenge is provided across each level 
                             to realise                        of the business to ensure that the key assumptions 
                             anticipated                       remain robust and appropriate. 
       Cash flow             benefits. 
       growth and 
       strategic 
       momentum 
---  --------------------  --------------------------  -------------------------------------------------------------- 
 6    Customer              The delivery 
       service               of high quality              *    Great customer outcomes are at the heart of our 
       Failure to            customer service                  strategy and their requirements shape our processes 
       provide good          is central                        and interactions. 
       quality customer      to our business 
       service through       strategy. 
       the customer          With the entry               *    Our risk appetite reflects the need to be innovative 
       lifecycle.            of new competitors                and to invest appropriately to deliver new products 
       Governance            to the market,                    and service to our customers. 
       oversight             customers 
       Board                 are increasingly 
       Risk climate          likely to                    *    We are wholly focused on providing affordable energy 
       -                     switch supplier                   and excellent service, working to deliver a fair, 
       Reduced in            if they face                      simplified and transparent offering to consumers and 
       some parts            an unacceptable                   protecting the most vulnerable, fuel-poor households 
       of the business,      customer experience.              through initiatives to improve energy efficiency or 
       but unchanged         Remaining                         with financial advice and aid. 
       in others             at the forefront 
       Priority              of digital 
                             developments                 *    We continue to invest in connected home solutions and 
       Customer              and innovating                    the development of digital platforms. 
       satisfaction          to provide 
       and operational       choice and 
       excellence            control for                  *    We have a sustained programme of simplification 
                             our customers                     including the use of mobile apps, online service and 
                             is critical.                      breakdown bookings, and electronic billing. 
 
 
                                                          *    Where we experience issues we invest to put them 
                                                               right, including making substantial improvements in 
                                                               our UK Business environment during 2016. 
---  --------------------  --------------------------  -------------------------------------------------------------- 
 7    People                The attraction, 
       Attraction,           retention,                   *    We have an established People Committee that has 
       retention,            development                       overseen the people related challenges inherent in 
       and succession        and motivation                    our transformation programme. 
       of the right          of our people 
       people with           and leaders 
       the right             are critical                 *    We continue to evolve a clearly defined people 
       skills in             factors in                        strategy based on culture and engagement, equality 
       the right             the successful                    and wellbeing, talent development, training and 
       role at the           execution                         reward and recognition. 
       right time.           of our strategy. 
       Governance            In addition, 
       oversight             we require                   *    Our Business Principles are currently under review to 
       Board and             the right                         ensure they drive the right behaviours across our 
       Safety, Health,       behaviours                        organisation, with a view to launching our new Code 
       Environment,          from our leaders                  of Conduct in 2017. 
       Security              and employees 
       and Ethics            to deliver 
       Committee             our business                 *    We regularly review organisational capability in 
       Risk climate          strategy in                       critical business areas, reward strategies for key 
       - increased           accordance                        skills, talent management, and learning and 
       Priority              with our values                   development programmes through external benchmarking. 
                             and Business 
       People and            Principles. 
       building                                           *    We engage with trade unions on restructuring and 
       capability                                              issues that could impact terms and conditions with 
                                                               clear and open processes to promote an environment of 
                                                               trust and honesty. 
 
 
                                                          *    Feedback from our annual employee engagement survey 
                                                               is acted upon by leadership teams. 
---  --------------------  --------------------------  -------------------------------------------------------------- 
 8    Change management     The successful 
       Execution             delivery of                  *    Fortnightly transformation Steering Group meetings 
       of change             business change                   are attended by the Executive Committee. 
       programmes            is fundamental 
       and business          to our future 
       restructuring.        success, and                 *    Change activity is managed through a structured 
       Governance            includes organisational,          network of programme offices providing oversight and 
       oversight             cultural and                      governance at the appropriate level. 
       Board                 technical 
       Risk climate          transformation. 
       - increased           At the same                  *    We have established a dedicated change capability at 
       Priority              time, we must                     Group and business unit level to ensure benefits 
                             continue to                       realisation, prioritisation of efforts and share best 
       Cost efficiency       focus on maintaining              practice. 
       and simplification    our systems 
                             of internal 
                             control throughout.          *    Our people capability has continued to be developed 
                                                               through 2016 to ensure we have the right skills to 
                                                               deliver our future plans. 
 
 
                                                          *    We have a clear controls transition framework 
                                                               underpinning our system of internal control. 
---  --------------------  --------------------------  -------------------------------------------------------------- 
 9    Asset development,    Failure to 
       availability          invest in                    *    Capital allocation and investment decisions governed 
       and performance       the maintenance                   through the Investment Committee with the decision 
       Investment,           and development                   right remaining with the Group Chief Executive. 
       development           of our assets 
       and integrity         could result 
       of operated           in underperformance,         *    Group-wide minimum standards applied to all assets, 
       and non-operated      assets being                      whether operated or non-operated, in order to have 
       assets.               out of service                    confidence in their integrity. 
       Governance            or significant 
       oversight             safety issues, 
       Board                 particularly                 *    Issues related to the integrity of our assets are 
       Risk climate          given the                         responded to quickly, resulting in a number of 
       - unchanged           aging nature                      unplanned shut downs during 2016 to ensure that 
       Priority              of a number                       appropriate investigations could be undertaken and 
                             of our assets.                    remediation performed. 
       Customer              Operational 
       satisfaction          integrity 
       and operational       is critical                  *    The leadership teams in our asset-based businesses 
       excellence            to be able                        have been refreshed to ensure that there is 
                             to deliver                        appropriate experience to provide oversight of this 
                             performance                       critical area. 
                             in line with 
                             the strategic 
                             objectives. 
---  --------------------  --------------------------  -------------------------------------------------------------- 
 10   Sourcing              Our business 
       and supplier          operations                   *    All suppliers are required to sign up to our 'Ethical 
       management            rely on products                  Procurement' policies and procedures. 
       Dependency            and services 
       on, and management    provided through 
       of, third             third parties,               *    Financial health, risk and anti-bribery and 
       parties to            including                         corruption due diligence and monitoring is 
       deliver the           outsourced                        implemented in supplier selection and contract 
       products              activities,                       renewal processes. 
       and services          infrastructure 
       for which             and operating 
       they are              responsibility               *    Joint venture audits are conducted in relation to 
       contracted            for some assets.                  third party operation of critical assets. 
       to the agreed         We rely on 
       time, cost            these parties 
       and quality.          to comply                    *    We review the ethical conduct of our suppliers and 
       Governance            with not only                     are currently implementing a programme of supplier 
       oversight             contractual                       visits to provide additional assurance over practices 
       Board and             terms, but                        employed. 
       Safety, Health,       also legal, 
       Environment,          regulatory 
       Security              and ethical                  *    We appointed a new Chief Procurement Officer in 2016 
       and Ethics            business requirements.            and are implementing a programme of activities to 
       Committee                                               ensure consistent Group-wide practices are 
       Risk climate                                            implemented in line with our policies. 
       - unchanged 
       Priority 
 
       Customer 
       satisfaction 
       and 
       operational 
       excellence 
---  --------------------  --------------------------  -------------------------------------------------------------- 
 11   Health, safety,       Our operations 
       environment           have the potential           *    HSES remains our highest priority with a continued 
       and security          to result                         focus across all our assets and operations. 
       (HSES)                in personal 
       HSES hazards          or environmental 
       and regulations       harm, or operational         *    We undertake regular reviews and have thorough 
       associated            loss. Significant                 assurance processes in place in relation to these 
       with                  HSES events                       risks, with reporting to the HSES Committee on a 
       Centrica's            could also                        monthly basis and full discussion of all issues 
       operations.           have regulatory,                  arising. 
       Governance            legal, financial 
       oversight             and reputational 
       Board and             impacts that                 *    Third line of defence responsibility for HSES has 
       Safety, Health,       would adversely                   been transferred into Internal Audit to ensure 
       Environment,          affect some                       appropriate objectivity and reinforce our assurance 
       Security              or all of                         provision. 
       and Ethics            our brands 
       Committee             and businesses. 
       Risk climate                                       *    We have strengthened our controls through the 
       - unchanged                                             development of the HSES management system, focusing 
       Priority                                                on areas including process safety, driving and 
                                                               working at heights. 
       Safety, compliance 
       and conduct 
                                                          *    We continue to invest in training to ensure we 
                                                               maintain safe operating practices, including HSES 
                                                               leadership programmes. 
 
 
                                                          *    Security intelligence and operating procedures, as 
                                                               well as crisis management and business continuity 
                                                               plans are regularly evaluated and tested. 
---  --------------------  --------------------------  -------------------------------------------------------------- 
 12   Information           Our substantial 
       systems and           customer base                *    Our information security strategy seeks to integrate 
       security              and strategic                     information systems, personnel and physical aspects 
       Effectiveness,        requirement                       in order to prevent, detect and investigate threats 
       availability,         to be at the                      and incidents. 
       integrity             forefront 
       and security          of technology 
       of IT systems         development,                 *    We engage with key technology partners and suppliers, 
       and data              means that                        to ensure potentially vulnerable systems are 
       essential             it is critical                    identified. 
       for Centrica's        our technology 
       operations.           is robust, 
       Governance            our systems                  *    We regularly evaluate the adequacy of our 
       oversight             are secure                        infrastructure and IT security controls, undertake 
       Board, Audit          and our data                      employee awareness and training, and test our 
       Committee             protected.                        contingency and recovery processes. 
       and Safety,           Sensitive 
       Health,               data faces 
       Environment,          the threat                   *    We test our cyber security crisis management and 
       Security              of misappropriation               business continuity plans recognising the evolving 
       and Ethics            from hackers,                     nature and pace of the threat landscape. 
       Committee             viruses and 
       Risk climate          other sources, 
       - unchanged           including                    *    The appointment of a new Group Chief Information 
       Priority              disaffected                       Officer during 2016 has provided additional focus on 
                             employees.                        ensuring that all information systems and security 
       Safety, compliance                                      risks are managed appropriately. 
       and conduct 
---  --------------------  --------------------------  -------------------------------------------------------------- 
 13   Legal, regulatory     Our operations 
       and ethical           are the subject              *    Following the completion of the CMA investigation 
       standards             of intense                        into our UK ES&S business we have established a 
       compliance            regulatory                        programme to implement its recommendations in full. 
       Compliance            focus and 
       with legal            we seek to 
       regulatory            deliver the                  *    We have similarly responded to changing regulatory 
       and ethical           highest standards                 requirements in a number of our NA ES&S markets 
       standards             in compliance.                    during 2016. 
       requirements.         This is part 
       Governance            of our operating 
       oversight             commitment                   *    We have moved our regulatory compliance monitoring 
       Board and             to conduct                        activities to a single function to drive Group-wide 
       Safety, Health,       our business                      consistency and quality. 
       Environment,          in an ethical 
       Security              and compliant 
       and Ethics            manner. We                   *    We have a programme of improvement activities in 
       Committee             recognise                         place to align our practices in areas including our 
       Risk climate          any real or                       Business Principles, financial crime and Speak Up 
       - unchanged           perceived                         with our operating model. 
                             failure to 
       Priority              follow our 
       Safety, compliance    Business Principles          *    Our Business Principles and Values have been subject 
       and conduct           or comply                         to review in 2016 with the involvement of many of our 
                             with legal                        employees. 
                             or regulatory 
                             obligations 
                             would undermine 
                             trust in our 
                             business. 
                             Non-compliance 
                             could also 
                             result in 
                             fines, penalties 
                             or other intervention. 
---  --------------------  --------------------------  -------------------------------------------------------------- 
 14   Financial             Our financial 
       market                performance                  *    The Audit Committee regularly assesses the 
       Exposure              and price                         effectiveness of control mechanisms within EM&T. 
       to market             competitiveness 
       movements,            is dependent 
       including             upon our ability             *    Following a review undertaken during the year, weekly 
       commodity             to manage                         meetings have been introduced within EM&T involving 
       prices and            exposure to                       our specialist financial risk team and operational 
       volumes,              wholesale                         management. 
       inflation,            commodity 
       interest              prices for 
       rates and             gas, oil,                    *    The Group Financial Risk Management Committee meets 
       currency              coal, carbon                      monthly to review Group financial exposures and 
       fluctuations.         and power,                        assess compliance with risk limits. 
       Governance            interest rates 
       oversight             for our long 
       Board and             term borrowing,              *    We have an active hedging programme to mitigate 
       Audit Committee       fluctuations                      exposure to commodity and financial market volatility, 
       Risk climate          in various                        which has enabled British Gas to freeze prices on the 
       - Overall             foreign currencies,               standard tariff until August 2017. 
       unchanged,            and environmental 
       but differing         factors. 
       drivers                                            *    As we move into new trading arrangements, including 
       Priority                                                expanding our LNG business and as a result of the 
                                                               acquisition of Neas Energy, we are focused on 
       Cash flow                                               ensuring that our financial risk policies remain 
       growth and                                              appropriate to the risks we face. 
       strategic 
       momentum 
                                                          *    We are investing in our systems to further automate 
                                                               our control environment. 
---  --------------------  --------------------------  -------------------------------------------------------------- 
 15   Balance sheet         Certain events 
       strength              and activities               *    We assess available resources on a monthly basis and 
       and credit            have a direct                     this analysis underpins our going concern assumption 
       position              impact on                         and viability analysis as described on page 64. 
       Group balance         our credit 
       sheet management      ratings and 
       and credit            liquidity                    *    Significant committed facilities are maintained with 
       position.             which could                       sufficient cash held on deposit to meet fluctuations 
       Governance            increase the                      as they arise. 
       oversight             cost of, and 
       Board and             access to, 
       Audit Committee       financing.                   *    Our private placement, (see note 25), has 
       Risk climate          In a changing                     strengthened our balance sheet. 
       - Overall             external environmental 
       unchanged,            we need to 
       but differing         be able to                   *    Counterparty exposures are restricted by setting 
       drivers               respond to                        credit limits for each counterparty, where possible 
       Priority              macro-economic                    with reference to published credit ratings. 
                             or political 
       Cash flow             influences. 
       growth and            In particular,               *    Wholesale credit risks associated with commodity 
       strategic             the lower                         trading and treasury positions are managed in 
       momentum              interest rate                     accordance with Group policy. 
                             adversely 
                             impacts our 
                             pension liabilities.         *    We continue to seek to repair the pension deficit and 
                                                               have responded with a number of actions implemented 
                                                               during 2016 (see note 22). 
 
 
                                                          *    We consider accounting assumptions impacting on our 
                                                               balance sheet carefully, including decommissioning 
                                                               and impairment, as described on page 76. 
---  --------------------  --------------------------  -------------------------------------------------------------- 
 16   Financial             We must be 
       processing            able to maintain             *    The Audit Committee reviews carefully our compliance 
       and reporting         robust financial                  with our internal policies and external requirements. 
       Accuracy              systems to 
       and completeness      produce accurate 
       of internal           financial                    *    As described above, we maintain a robust control 
       and external          statements                        framework with a focus on our financial controls and 
       financial             underpinned                       management self-assessment compliance. 
       information.          by appropriate 
       Governance            accounting 
       oversight             judgements                   *    Our dedicated Group Controls function monitors our 
       Board and             and the right                     critical financial risks and mitigating controls and 
       Audit Committee       information                       reports to the Financial Risk, Assurance and Controls 
       Risk climate          to support                        Committee quarterly. 
       - unchanged           optimal business 
       Priority              decisions. 
                             Our obligation               *    We maintain an effective working relationship with 
       Safety, compliance    includes maintaining              our external auditors, listening to their advice and 
       and conduct           processes                         recommendations, and they rely on our internal 
                             to avoid misstatement             assurance and monitoring activities where 
                             through fraud                     appropriate. 
                             or error so 
                             that the confidence 
                             of our customers, 
                             investors 
                             and regulators 
                             is not undermined 
                             and they can 
                             rely on available 
                             information. 
---  --------------------  --------------------------  -------------------------------------------------------------- 
 

Related Party Transactions

The Group's principal related parties include its investments in wind farms and the existing EDF UK nuclear fleet. During the year, the Group entered into the following arm's length transactions with related parties who are not members of the Group, and had the following associated balances:

 
                                                          2016                                    2015 
                             Sale   Purchase  Amounts                Sale   Purchase 
                         of goods   of goods     owed  Amounts   of goods   of goods  Amounts  Amounts 
                              and        and     from     owed        and        and     owed     owed 
                         services   services      (i)       to   services   services     from       to 
                             GBPm       GBPm     GBPm     GBPm       GBPm       GBPm     GBPm     GBPm 
----------------------  ---------  ---------  -------  -------  ---------  ---------  -------  ------- 
Joint ventures: 
  Wind farms (as 
   defined in note 
   6)                           7       (80)      120     (43)         14      (123)      232    (113) 
Associates: 
  Nuclear (as defined 
   in note 6)                   -      (617)        -     (57)          -      (639)        -     (61) 
Other                           4        (5)        -        -          3        (9)        2        - 
----------------------  ---------  ---------  -------  -------  ---------  ---------  -------  ------- 
                               11      (702)      120    (100)         17      (771)      234    (174) 
----------------------  ---------  ---------  -------  -------  ---------  ---------  -------  ------- 
 

(i) Amounts owed from Lincs Wind Farm Limited include a shareholder loan of GBP113 million classified as held for sale, as shown in note 12(c).

Investment and funding transactions for joint ventures and associates are disclosed in note 14. Shareholder loan interest income for wind farm joint ventures in the period was GBP13 million (2015: GBP17 million). The terms of the outstanding balances related to trade receivables from related parties are typically 30 to 120 days. The balances are unsecured and will be settled in cash. No provision against amounts receivable from related parties was recognised during the year through the Group Income Statement (2015: nil). The balance of the provision at 31 December 2016 was nil (2015: nil).

At the balance sheet date, there were back-to-back committed facilities with Lake Acquisition Limited's facilities to EDF Energy Nuclear Generation Group Limited totalling GBP120 million at Centrica's share, but nothing has been drawn down at 31 December 2016.

Key management personnel comprise members of the Board and Executive Committee, a total of 18 individuals at 31 December 2016 (2015: 16).

 
Remuneration of key management personnel    2016   2015 
 Year ended 31 December                     GBPm   GBPm 
-----------------------------------------  -----  ----- 
Short-term benefits                         15.8   12.3 
Post employment benefits                     1.1    1.9 
Share-based payments                         7.8    5.4 
-----------------------------------------  -----  ----- 
                                            24.7   19.6 
-----------------------------------------  -----  ----- 
 
 
Remuneration of the Directors of Centrica 
 plc                                            2016   2015 
 Year ended 31 December                         GBPm   GBPm 
---------------------------------------------  -----  ----- 
Total emoluments (i)                             9.8    6.4 
Gains made by Directors on the exercise of 
 share options                                     -      - 
Amounts receivable under long-term incentive 
 schemes                                           -      - 
Contributions into pension schemes               0.8    0.7 
---------------------------------------------  -----  ----- 
 

(ii) These emoluments were paid for services performed on behalf of the Group. No emoluments related specifically to services performed for the Company.

Directors' responsibilities statement

The Directors, who are named on pages 66 and 67, are responsible for preparing the Annual Report, the Remuneration Report, the Strategic Report and the Financial Statements in accordance with applicable law and regulations.

Company law requires the Directors to prepare Financial Statements for each financial year. Accordingly, the Directors have prepared the Group Financial Statements in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU) and have elected to prepare the Company Financial Statements in accordance with United Kingdom Generally Accepted Accounting Practice including FRS 101 'Reduced Disclosure Framework' (United Kingdom Accounting Standards 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 the Company and of the profit or loss of the Group for that period. In preparing these Financial Statements, the Directors are required to:

   --    select suitable accounting policies and then apply them consistently; 
   --    make judgements and accounting estimates that are reasonable and prudent; 

-- state whether IFRS as adopted by the EU and applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the Group and Company Financial Statements respectively; and

-- prepare the Financial Statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and enable them to ensure that the Financial Statements and the Remuneration Report comply with the Act and, as regards the Group Financial Statements, Article 4 of the IAS Regulation. They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Furthermore, the Directors are responsible for the maintenance and integrity of the Company's website. Legislation in the UK governing the preparation and dissemination of Financial Statements may differ from legislation in other jurisdictions.

The Directors consider that the Annual Report and Accounts 2016, when taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Group's performance, business model and strategy.

Each of the Directors confirm that to the best of their knowledge:

-- the Group Financial Statements, which have been prepared in accordance with IFRS as adopted by the EU, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Group;

-- the Strategic Report contained on pages 2 to 64 together with the Directors' and Corporate Governance Report on pages 65 to 99, includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal risks and uncertainties that it faces;

   --    as outlined on page 75, there is no relevant audit information of which PwC 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 Company's auditors are aware of that information.

ENDS

Enquiries:

Investors and Analysts:

   Tel:       +44 (0)1753 494900  Email: ir@centrica.com 

Media:

   Tel:       +44 (0)1784 843000  Email: media@centrica.com 

Centrica plc is listed on the London Stock Exchange (CNA)

Registered Office: Millstream, Maidenhead Road, Windsor, Berkshire SL4 5GD

Registered in England & Wales number: 3033654

Legal Entity Identifier number: E26EDV109X6EEPBKVH76

ISIN number: GB00B033F229

This information is provided by RNS

The company news service from the London Stock Exchange

END

ACSKLLBLDXFZBBL

(END) Dow Jones Newswires

March 22, 2017 07:00 ET (11:00 GMT)

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