Annual Financial Report

Keller Group plc

15 April 2014

Keller Group plc ("the Company") - Annual Financial Report

In accordance with Listing Rule 9.6.1, copies of the following documents have
been submitted to the National Storage Mechanism:

  * Annual Report and Accounts for the year ended 31 December 2013 (the `Annual Report 2013')
   
  * The notice of annual general meeting 2014
   
  * Form of proxy for the annual general meeting
   
These documents will shortly be available for inspection at the National
Storage Mechanism at www.hemscott.com/nsm.do.

The Annual Report 2013 is also available on the Company's website at 
www.keller.co.uk. Hard copies of all the documents have been sent to
shareholders.

The annual general meeting will be held at 11.00am on Thursday 22 May 2014 at
the offices of Investec, 2 Gresham Street, London, EC2V 7QP.

In accordance with DTR 6.3.5, this announcement contains information in the
attached Appendix of the principal risk factors, the directors' responsibility
statement and a note to the accounts on related party transactions. This
information has been extracted in full unedited text from the Annual Report
2013.  References to page numbers and notes in the Appendix refer to those in
the Annual Report 2013.  A condensed set of financial statements was appended
to Keller Group plc's preliminary results announcement issued on 3 March 2014.

For further information please contact:

Kerry Porritt
Company Secretary

                                   Appendix                                    

                   Unedited extract from Annual Report 2013                    

Principal risks and KPIs

Risk              Description          Controls and         KPIs               
                                       mitigation                              
                                                                               
Market cycles     Whilst our business  • Strategy of        Revenue growth     
                  will always be       geographic           compared with      
The Group's broad subject to economic  diversification:     market growth      
base helps to     cycles, market risk                                          
mitigate against  is reduced by the    - operations in over Definition and     
the risk of       diversity of our     40 countries         method of          
downturn in our   markets, both in                          calculation        
markets           terms of geography   • Broad customer                        
                  and market segment.  base.                Year-on-year sales 
                                                            growth (including  
                  It is also partially • Services used      acquisitions) in   
                  offset by            across all industry  local currency     
                  opportunities for    segments:            compared with      
                  consolidation in our infrastructure,      growth in the total
                  highly fragmented    industrial,          regional           
                  markets. Typically,  commercial,          construction       
                  even where we are    residential and      market.            
                  the clear leader, we environmental.                          
                  still have a                              As our work occurs 
                  relatively small                          at the start of the
                  share of the market.                      construction cycle,
                  Our ability to                            our revenue is a   
                  exploit these                             leading indicator  
                  opportunities                             for the            
                  through bolt-on                           construction       
                  acquisitions is                           market, whereas    
                  reflected in our                          market comparators 
                  track record of                           are based on the   
                  growing sales, and                        lagging indicator  
                  doing                                     `construction put  
                  so profitably,                            in place'.         
                  across market                                                
                  cycles.                                                      
                                                                               
Tendering and     It is in the nature  • Risk Management    Operating margin   
management        of our business that Framework defines                       
of contracts      we continually       Minimum Standards in Definition and     
                  assess and manage    the control of       method of          
Project risk is   technical, and other project risk.        calculation        
managed           operational, risks.                                          
throughout the                         • Risk-based tender  Operating profit   
life of a project Some of the controls approval process,    before exceptional 
from the          we have in place,    with clear           items expressed as 
tendering stage   particularly at the  delegations of       a percentage of    
to completion     crucial stage of     authority.           revenue.           
                  tendering of                                                 
                  contracts, are set   • Independent review                    
                  out in the table     of tenders.                             
                  opposite.                                                    
                                       • Training for staff                    
                                       in the typical risk                     
                                       issues they may face                    
                                       when tendering for                      
                                       jobs, negotiating                       
                                       contracts and                           
                                       executing work.                         
                                                                               
                                       • Legal review of                       
                                       unusual or onerous                      
                                       contract terms.                         
                                                                               
                                       • Project staff                         
                                       selected on the                         
                                       basis of their                          
                                       skills, experience                      
                                       of a particular type                    
                                       of project and their                    
                                       workload.                               
                                                                               
                                       • Establishment of                      
                                       `centres of                             
                                       excellence'.                            
                                                                               
                                       • Formal handover                       
                                       meetings at each                        
                                       stage of the                            
                                       contract.                               
                                                                               
                                       • Formal daily                          
                                       reports generated                       
                                       and reviewed for                        
                                       each contract in                        
                                       progress. Weekly                        
                                       cost reports                            
                                       produced for                            
                                       projects and                            
                                       reviewed by next                        
                                       level management.                       
                                                                               
                                       • Periodic reviews                      
                                       of poorly performing                    
                                       contracts to                            
                                       establish lessons                       
                                       learned with the                        
                                       results communicated                    
                                       to all relevant                         
                                       staff.                                  
                                                                               
Expansion         We recognise the     • Moving into new    Return on net      
                  risks associated     geographic markets   operating assets   
Our long-term     with acquisitions    often involves                          
growth track      and expanding into   following customers  Definition and     
record is built   new regions and aim  with whom we have    method of          
on a combination  to manage these to   previously worked.   calculation        
of organic growth acceptable                                                   
and acquisitions  levels.              • We deploy trusted  Operating profit   
                                       and experienced      before exceptional 
                  These include        personnel to         items expressed as 
                  various country      establish and grow   a percentage of    
                  risks, including the our business in new  average net        
                  challenges of        regions.             operating assets   
                  operating within                          (including goodwill
                  different business   • Robust operating   acquired through   
                  and safety cultures. rules, including our acquisitions).     
                                       Think Safe framework                    
                  When considering an  and Code of Conduct, `Net operating     
                  acquisition, we try  apply wherever in    assets' excludes   
                  to get to know a     the world we are     net debt, tax      
                  target company,      working.             balances, deferred 
                  often working in                          consideration and  
                  joint venture, to    • Cross-border       net defined benefit
                  understand the       support and sharing  pension            
                  operational and      of expertise support liabilities.       
                  cultural differences the transfer of                         
                  and potential        technologies.                           
                  synergies.                                                   
                                       • Acquisition                           
                                       targets are usually                     
                                       well known to                           
                                       Keller.                                 
                                                                               
                                       • We have thorough                      
                                       due diligence                           
                                       processes, mostly                       
                                       undertaken by our                       
                                       own management.                         
                                                                               
                                       • Individual                            
                                       integration plans                       
                                       reflect the unique                      
                                       character of each                       
                                       acquisition.                            
                                                                               
Safety            Keller is made up of   * Our safety       Accident Frequency 
                  businesses of            framework,       Rate (`AFR')       
The construction  varying sizes            `Think Safe',                       
industry poses    operating around the     incorporates our Definition and     
significant       world, often in          Safety Goal,     method of          
safety            challenging              Principles,      calculation        
challenges, but   environments.            Policy and                          
we do not view                             Minimum          Accident frequency 
injuries as being It is essential          Standards.       per 100,000 man    
inevitable        that, as we continue                      hours.             
                  to grow and move       * All business                        
                  into new regions, we     units undertake                     
                  can be sure that our     an annual safety                    
                  approach to safety       assessment.                         
                  is equally rigorous,                                         
                  no matter              * From these,                         
                  whereabouts in the       safety                              
                  world, or on which       improvement                         
                  projects, we are         plans                               
                  working.                 are developed                       
                                           and implemented.                    
                                                                               
                                         * Regular                             
                                           directors' and                      
                                           managers' safety                    
                                           tours reinforce                     
                                           the importance                      
                                           of safety.                          
                                                                               
People            The risk of losing,  We aim to be a       Staff turnover rate
                  or not being         responsible employer                    
The accumulation  able to attract,     for whom our         Definition and     
of knowledge and  good people          employees are proud  method of          
experience is     is key.              to work.             calculation        
essential to                                                                   
helping our       We pride ourselves   • We provide:        Managerial,        
customers to find in having some of                         professional and   
the best          the best             - excellent training technical staff    
solutions         professional and     and development      leaving in the     
                  skilled people in    opportunities;       period, other than 
                  the industry, who                         through redundancy 
                  are motivated by our - experience on      or normal          
                  culture and the      challenging and      retirement,        
                  opportunities for    high-profile         expressed as a     
                  career growth.       projects;            percentage of      
                                                            employees in this  
                                       - opportunities for  category.          
                                       international career                    
                                       growth; and                             
                                                                               
                                       - good engagement                       
                                       and two-way                             
                                       communications.                         
                                                                               
                                       • We aim to treat                       
                                       our employees with                      
                                       fairness, dignity                       
                                       and respect.                            

Responsibility statement of the Directors in respect of the annual report and
the financial statements

We confirm that to the best of our knowledge:

  * the financial statements, prepared in accordance with the applicable set of
    accounting standards, give a true and fair view of the assets, liabilities,
    financial position and profit or loss of the Company and the undertakings
    included in the consolidation
    as a whole; and
   
  * the Directors' report, including content contained by reference, includes a
    fair review of the development and performance of the business and the
    position of the Company and the undertakings included in the consolidation
    taken as a whole, together with a description of the principal risks and
    uncertainties that they face.
   
The Board confirms that the Annual Report and Accounts, taken as a whole, is
fair, balanced and understandable and provides the information necessary for
shareholders to assess the performance, strategy and business model of the
Company.

26 Related party transactions

Transactions between the parent, its subsidiaries and jointly controlled
operations, which are related parties, have been eliminated on consolidation
and are not disclosed in this note.

On 3 April 2013, the Group acquired the remaining 49% minority shareholding of
Keller-Terra S.L. for a cash consideration of £5.6m (€6.7m) from GTCEISU
Construcción, S.A., a connected person of Mr López Jiménez, who retired as a
Director of the Company during 2012.

During the year, the Group undertook various contracts with a total value of £
nil (2012: £3.9m) for GTCEISU Construcción, S.A. An amount of £nil (2012: £
5.6m) is included in trade and other receivables in respect of amounts
outstanding as at 31 December 2013. During the year, the Group made purchases
from GTCEISU Construcción, S.A. with a total value of £nil (2012: £2.0m). An
amount of £nil (2012: £1.0m) is included in trade and other payables in respect
of amounts outstanding as at 31 December 2013.

Related party transactions were made on an arms-length basis and no guarantees
have been given or received.

The remuneration of the Directors, who are the key management personnel and
related parties of the Group, is set out in note 6 (extract below).

                                                 2013               2012
                                                                        
                                                   £m                 £m
                                                                        
Short-term employee benefits                      3.4                3.4
                                                                        
Post-employment benefits                          0.1                0.3
                                                                        
Share-based payments                              1.0                0.8
                                                                        
                                                  4.5                4.5