Interim Results

Johnson Service Group PLC 11 September 2002 11 September 2002 JOHNSON SERVICE GROUP PLC INTERIM RESULTS FOR THE 26 WEEKS TO 29 JUNE 2002 SUMMARY • Turnover decreased by 1.3% to £109.3 million (2001: £110.7 million) • Operating profit* reduced by 7.7% to £15.5 million (2001: 16.8 million) • Pre-tax profit* reduced by 7.9% to £12.8 million (2001: £13.9 million) • Fully diluted earnings per share* reduced by 8.8% to 15.6p (2001: 17.1p) • Interim dividend unchanged at 4.0p per share (2001: 4.0p) • Strong cash flow reduced net borrowings from £77.0 million to £71.4 million. * excluding goodwill amortisation and exceptional items John Hancox, Chairman, Johnson Service Group PLC, said: 'As stated in our announcement in July, trading in our current markets remains difficult with no sign of an upturn in economic activity. In addition the Company will have to deal with further one off costs and the increased pension costs during the second half. As a consequence the Board now expects the out turn for the year to be below market expectations. 'Stuart Graham has, as part of his initial review of the business, identified a number of opportunities to help return the Group to top line growth, but these initiatives will partly be dependent on an improvement in the economy as a whole. In his short time with the Group Stuart has already initiated a number of key action points and plans which are immediately impacting our businesses. The steps taken will enable the Group to position and capitalise on economic growth when it emerges.' Enquiries: Johnson Service Group PLC Stuart Graham, CEO Mike Sutton, CFO Telephone: 020 7796 4133 on Wednesday 11 September 2002 only thereafter on 0151 933 6161 Hudson Sandler Michael Sandler / Wendy Baker Telephone 020 7796 4133 JOHNSON SERVICE GROUP PLC INTERIM RESULTS FOR THE 26 WEEKS TO 29 JUNE 2002 CHAIRMAN'S STATEMENT The Group's results for the 26 weeks to 29 June 2002 reflect the challenging economic environment and difficult trading conditions across the markets in which we operate. Group Results and Dividend Turnover decreased by 1.3% to £109.3 million (2001: £110.7 million), while adjusted operating profit (excluding reorganisation costs and goodwill amortisation) fell by 7.7% to £15.5 million (2001: £16.8 million). Adjusted pre-tax profit reduced by 7.9% to £12.8 million (2001: £13.9 million) and adjusted earnings per share, on a fully diluted basis, were down by 8.8% to 15.6p (2001: 17.1p). Adjusted operating profit is stated after charging one off costs relating to changes in management, shop closures and environmental matters totalling £1.6 million (2001: £0.5 million). Goodwill amortisation amounted to £2.3 million (2001: £2.2 million). The exceptional charge of £1.3 million related to the disposal of the Northern Irish linen business. The interest charge decreased by £0.2 million to £2.7 million and was covered 5.7 times by adjusted operating profit. Reflecting strong cash flows and tight management of capital, the Group's net debt was reduced to £71.4 million as at 29 June 2002, compared with £77.0 million at 29 December 2001. The Board has decided to pay an unchanged interim dividend of 4.0p per share (2001: 4.0p). Divisional Trading Results Textile Rental GB Our British textile rental businesses have continued to experience difficult trading conditions against a tough economic background. Turnover reduced to £62.6 million (2001: £63.7 million) and operating profit reduced by 0.9% to £11.5 million (2001: £11.6 million) after charging £0.8 million (2001: £0.1 million) of the one off costs referred to above. The Johnsons Apparelmaster business has continued to experience reduced demand in traditional workwear rental with no sign of recovery in the manufacturing sector. As a consequence revenues for workwear rental were down although profit was maintained, reflecting the contractual nature of the workwear rental business. Stalbridge Linen Services traded in line, although the sector has become increasingly competitive, particularly within its speciality, the corporate hospitality market. CCM, our garment sourcing and manufacturing business, performed in line with expectations. JWS, our washroom services business, continued to reduce losses in the first half and remains on target for the full year. Textile Rental Ireland The results for our Irish business remain very disappointing. Turnover reduced to £11.0 million (2001: £11.4 million) and operating profit reduced to £0.1 million compared to £1.0 million in 2001. The actions taken to improve the profitability of the business have not been enough to stem decline. The Board therefore took further action involving changes to the local senior management and structure in Ireland, resulting in a one off charge of £0.4 million (2001: nil) in the first half. Our Belfast workwear operation was transferred to Cookstown and we have disposed of the remaining linen business in Northern Ireland. The Board will continue to monitor and review the progress in Ireland closely to enable the Group to achieve its target rate of return as soon as possible, although this will clearly take time. Drycleaning Turnover in our drycleaning business was £35.7 million (2001: £35.6 million) with like for like sales increasing by 1.8%. Operating profit fell to £3.9 million (2001: £4.2 million) after charging one off costs totalling £0.4 million (2001: £0.4 million) associated with further shop closures, non trading property and management reorganisation costs. Johnsons Cleaners traded from 517 shops as at June 2002 compared to 524 at December 2001. Implementation of our Cleanology initiative to further improve quality is progressing well. Pension Arrangements A valuation of the Group's main defined benefit pension scheme, the Johnson Group Staff Pension Scheme, is being carried out by the scheme's actuary as at April 2002. The actuary has produced a draft report which is not expected to be materially different when produced in final form. This is the first valuation since the merger of the Johnson Group Staff Pension Scheme with the Semara Pension Plan which was effective on 1 January 2002. In common with many other defined benefit pension schemes and as a result of market conditions, at the valuation date, surpluses which had existed at previous valuations have been eliminated. Accounting for the latest valuation will have a significant impact on the Group's profit and loss account and is estimated to increase pension cost by in the order of £3.5 million per annum effective from 1 July 2002. Cash contributions amounting to approximately £4.0 million per annum which had been suspended on the basis of the results of previous valuations will be resumed with effect from 1 July 2002. The Group, with its advisors, is actively seeking ways of mitigating the cost and cash outflow in respect of this scheme, which was effectively closed to new entrants on 1 January 2002. New Chief Executive In our trading statement on 5 July 2002 we indicated that Stuart Graham, who joined the Group as Chief Executive on 4 June 2002 would give an update on the state of the Group's business when these interim results were announced. REVIEW BY STUART GRAHAM, CHIEF EXECUTIVE 'In the last three months I have travelled extensively throughout the business, meeting management, reviewing facilities and assessing prospects for each operating company. I have so far concentrated on the Group's central functions and the Textile Rental division, which contributes some 75% of the Group's operating profit. 'The drycleaning business, Britain's largest, with over 500 shops, has a strong national high street presence and image outside London. It is highly cash generative and my initial feeling is that there is unrealised potential for growth. 'As far as the central functions of the Group are concerned, there are many excellent people already in place, but also some serious skill gaps in several areas, particularly sales, customer service, purchasing and human resources. We have already filled a number of these gaps from outside the Group and further strengthened the finance team. Information Technology is also an area where I believe we can effect major advances. 'The businesses in the Textile Rental division, of which the most important is the workwear rental business, have developed strong industry brand names and, in some cases, (Apparelmaster, Connacht Court and Stalbridge) leading market positions, essentially by acquisition with organic growth in Stalbridge. 'Over the last few years, two major acquisitions have been made in textile rental: Semara (formerly Sketchley's textile rental business) in Great Britain and Connacht Court Group in Ireland. There is little evidence that the perceived full potential of either of these acquisitions was realised. The enlarged businesses, therefore, continue to fall short of the Group's financial objectives. We now have the critical mass to build upon and therefore the opportunity. 'Semara has given Apparelmaster national coverage, but my belief is that there is further scope for rationalisation of facilities and an urgent need for more effective sales, customer care activity and improved service to customers to enable a return to top line growth. 'Another major focus of my attention in the coming months will be Ireland where successive initiatives have obviously failed to bring about any improvement. 'Stalbridge, our premium linen hire business, faces increasingly competitive conditions in its main market, corporate hospitality, and needs to develop new revenue streams to maintain its record of growth and profitability. 'CCM, our garment supply business, is performing well and will, I believe, be successful in continuing its move away from manufacturing to becoming a sourcing company of quality with considerable capacity to grow and to reduce its dependence on Group companies for part of its revenue. 'JWS, our washroom services business, is now close to reaching the critical mass needed for it to become profitable. I am optimistic about its prospects. 'Over the next six months, as well as completing the process of review set out above, I will continue to drive the business forward, reshaping and restructuring as appropriate.' Board Changes Peter Robinson, who had overall responsibility for the Textile Rental division including Johnsons Apparelmaster and Ireland, will be retiring from the Board and leaving the Group. A separate announcement has today been made regarding the appointment of Michael Gatenby, FCA to the Board as a Non-Executive Director. He will bring extensive business experience that will enable him to make a valuable contribution to the Board. Outlook As stated in our announcement in July, trading in our current markets remains difficult with no sign of an upturn in economic activity. This will have an adverse effect on the Group in the second half of the year particularly on Johnsons Apparelmaster which, due to the contractual nature of the business, experiences a delay in the impact of revenue losses. Stalbridge is facing a difficult final quarter as the effect of contract losses takes hold. In addition the Company will have to deal with further one off costs and the increased pension costs during the second half. As a consequence the Board now expects the out turn for the year to be below market expectations. Despite this, CCM continues to perform well and our JWS business achieved break even for the first time in August 2002. The drycleaning business remains highly cash generative and we continue to refocus the shop portfolio and further improve the quality of our cleaning. The Board has taken further action to address the disappointing performance in Ireland. Stuart Graham has, as part of his initial review of the business, identified a number of opportunities to help return the Group to top line growth, but these initiatives will partly be dependent on an improvement in the economy as a whole. While the Group is clearly underperforming in several areas it has potential for improvement from its existing businesses through rigorous management action. This will include the exploiting of synergies between our various activities but will not be achieved overnight. In addition, Stuart will continue his review of the business and he will provide a more detailed update when we announce our full year results in March 2003. In his short time with the Group Stuart has already initiated a number of key action points and plans which are immediately impacting our businesses. In doing so Stuart has the full support of myself and the rest of the Board. The steps taken will enable the Group to position and capitalise on economic growth when it emerges. JPD Hancox Chairman Copies of the interim report are to be sent to shareholders and will be available to the public at the Company's registered office at Mildmay Road, Bootle, Merseyside L20 5EW. The report can also be accessed on the internet at www.johnsonplc.com. JOHNSON SERVICE GROUP PLC CONSOLIDATED PROFIT AND LOSS ACCOUNT 26 weeks 26 weeks 52 weeks June June December 2002 2001 2001 Note £m £m £m Restated 2 Turnover 109.3 110.7 220.4 2 OPERATING PROFIT BEFORE REORGANISATION COSTS AND GOODWILL AMORTISATION 15.5 16.8 33.7 3 Reorganisation costs - (4.3) (4.3) Amortisation of goodwill (2.3) (2.2) (4.4) OPERATING PROFIT 13.2 10.3 25.0 4 EXCEPTIONAL ITEMS Disposal of business (1.3) - - Disposal of property fixed assets - 0.1 - 2 PROFIT ON ORDINARY ACTIVITIES BEFORE INTEREST 11.9 10.4 25.0 Net interest (2.7) (2.9) (5.7) PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION 9.2 7.5 19.3 5 Tax on profit on ordinary activities 3.8 3.4 6.5 PROFIT ATTRIBUTABLE TO SHAREHOLDERS 5.4 4.1 12.8 6 Dividends 2.3 2.3 10.0 11 RETAINED PROFIT FOR THE PERIOD 3.1 1.8 2.8 PROFIT BEFORE TAX EXCLUDING REORGANISATION COSTS, GOODWILL AMORTISATION AND EXCEPTIONAL ITEMS 12.8 13.9 28.0 RATES OF DIVIDEND PER SHARE Ordinary shares of 10p each:- Interim - paid - 4.0p 4.0p Interim - proposed 4.0p - - Final - paid - - 13.60p Preference shares of 10p each - paid - - 3.75p 7 EARNINGS PER SHARE 9.5p 7.2p 22.6p BASIC FULLY DILUTED 9.4p 7.2p 22.5p 7 EARNINGS PER SHARE (before reorganisation costs, goodwill amortisation and exceptional items) BASIC 15.8p 17.4p 36.6p FULLY DILUTED 15.6p 17.1p 36.4p STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES Profit for the period 5.4 4.1 12.8 Currency translation differences on foreign currency net investments 0.5 (0.3) (0.2) Total recognised gains and losses for the period 5.9 3.8 12.6 Prior year adjustment (0.4) Total gains and losses recognised since last annual report 5.5 All operations are continuing JOHNSON SERVICE GROUP PLC CONSOLIDATED BALANCE SHEET June June December 2002 2001 2001 £m £m £m Restated Restated Note FIXED ASSETS Goodwill 79.9 78.6 78.7 Tangible assets 78.8 83.6 80.7 Textile rental items 26.7 29.9 29.0 Investments 0.4 0.5 0.5 185.8 192.6 188.9 CURRENT ASSETS Stocks 8.4 8.3 8.7 Debtors : Amounts falling due within one year 34.6 35.2 35.1 9 : Amounts falling due after more than one year 7.3 12.0 12.0 41.9 47.2 47.1 Cash at bank and in hand - - 1.3 50.3 55.5 57.1 CURRENT LIABILITIES Creditors: Amounts falling due within one year (45.7) (44.2) (46.3) NET CURRENT ASSETS 4.6 11.3 10.8 TOTAL ASSETS LESS CURRENT LIABILITIES 190.4 203.9 199.7 Creditors: Amounts falling due after more than one year (67.9) (81.4) (77.0) PROVISIONS FOR LIABILITIES AND CHARGES (11.2) (16.5) (15.4) NET ASSETS 111.3 106.0 107.3 CAPITAL AND RESERVES Called-up share capital 5.7 5.8 5.7 Share premium account 7.2 6.6 6.8 Revaluation reserve 10.2 11.4 11.0 Other reserves 2.1 2.1 2.1 Profit and loss account 86.1 80.1 81.7 11 SHAREHOLDERS' FUNDS 111.3 106.0 107.3 Non-equity Shareholders' funds - 0.2 - Equity Shareholders' funds 111.3 105.8 107.3 111.3 106.0 107.3 The Interim Statement was approved by the Board of Directors on 11th September 2002. JOHNSON SERVICE GROUP PLC CONSOLIDATED CASH FLOW STATEMENT 26 weeks 26 weeks 52 weeks June June December 2002 2001 2001 Note £m £m £m Operating profit 13.2 10.3 25.0 Depreciation 17.0 17.7 35.0 (Profit) on sale of tangible fixed assets (0.4) 2.3 2.6 Working capital and other items (net) 1.6 (5.8) (7.4) NET CASH INFLOW FROM OPERATING ACTIVITIES 31.4 24.5 55.2 RETURNS ON INVESTMENTS AND SERVICING OF FINANCE Net interest paid (2.7) (2.9) (5.4) Preference dividends paid - (0.2) (0.3) NET CASH OUTFLOW FROM RETURNS ON INVESTMENTS AND SERVICING OF FINANCE (2.7) (3.1) (5.7) TAXATION Tax paid (net) (2.3) 0.9 (2.3) CAPITAL EXPENDITURE AND FINANCIAL INVESTMENT Payments to acquire tangible fixed assets (5.1) (5.4) (8.1) Payments to acquire textile rental items (9.5) (12.2) (24.1) Receipts from sales of tangible fixed assets 1.6 1.6 2.2 Proceeds from textile rental items withdrawn from circulation 3.0 2.6 5.6 NET CASH OUTFLOW FOR CAPITAL EXPENDITURE AND FINANCIAL INVESTMENT (10.0) (13.4) (24.4) ACQUISITIONS AND DISPOSALS Payments to acquire businesses (2.4) - (2.7) Investments held for resale - 0.1 0.1 Receipts from disposal of businesses - 5.5 5.5 NET CASH (OUTLOW)/INFLOW FROM ACQUISITIONS AND DISPOSALS (2.4) 5.6 2.9 EQUITY DIVIDENDS PAID (7.7) (7.0) (9.3) CASH INFLOW BEFORE FINANCING 6.3 7.5 16.4 FINANCING Issue of Ordinary share capital 0.4 0.9 1.1 Debt due beyond 1 year: Movement in unsecured loans (10.0) (7.7) (12.2) Finance lease movement (0.8) (1.2) (2.2) NET CASH OUTFLOW FROM FINANCING (10.4) (8.0) (13.3) 12 (DECREASE)/INCREASE IN CASH IN THE PERIOD (4.1) (0.5) 3.1 JOHNSON SERVICE GROUP PLC NOTES 1. Prior Year Adjustment The Group has changed its accounting policy in respect of deferred taxation to comply with the provisions of Financial Reporting Standard 19, 'Deferred Taxation' and now provides for deferred taxation on a full provision basis. Consequently the Group has made the following adjustments:- At At June December 2001 2001 £m £m Deferred taxation liability (1.9) (1.9) Increase in goodwill arising on the acquisition of Semara Holdings Plc 1.5 1.5 Profit and loss reserve charge 0.4 0.4 The increase in goodwill in respect of the acquisition of Semara arises from the recognition of a deferred taxation liability in accordance with the provisions of FRS19 in determining the fair value of the assets acquired. Goodwill amortisation has not been adjusted as the effect would be insignificant. There is no effect on the reported profit and loss account in the 26 weeks to June 2001 and 52 weeks to December 2001. The earnings per share for the 52 weeks to December 2001 have been restated. 2. Segmental Information 26 weeks 26 weeks 52 weeks June June December 2002 2001 2001 £m £m £m Turnover GB - Textile rental 62.6 63.7 126.4 IR - Textile rental 11.0 11.4 22.9 GB - Drycleaning 35.7 35.6 71.1 109.3 110.7 220.4 Operating profit before reorganisation costs and goodwill amortisation GB - Textile rental 11.5 11.6 24.3 IR - Textile rental 0.1 1.0 2.1 GB - Drycleaning 3.9 4.2 7.3 15.5 16.8 33.7 Profit before interest GB - Textile rental 9.7 5.8 16.8 IR - Textile rental (1.7) 0.3 0.9 GB - Drycleaning 3.9 4.3 7.3 11.9 10.4 25.0 Interest (2.7) (2.9) (5.7) Profit before taxation 9.2 7.5 19.3 There is no material difference between turnover by origin and by destination. 3. Reorganisation Costs The reorganisation costs in 2001 were in respect of the continued integration of the Semara rental business and the withdrawal from the Dublin linen rental market. 4. Exceptional Items 26 weeks 26 weeks 52 weeks June 2002 June 2001 December 2001 £m £m £m Continuing operations Loss on disposal of Northern Ireland linen business (1.3) - - Profit on sales of property fixed assets - 0.1 - (1.3) 0.1 - The loss on disposal arises from the sale of the share capital of Lilliput Dunmurry Limited ('Lilliput') during the year. Prior to disposal the net assets and contracts relating to the workwear business of Lilliput were transferred to a fellow subsidiary undertaking in Northern Ireland, Central Laundries Limited, at the lower of book value or net realisable value. The loss arising on the disposal comprises £1 million on the sale of the investment and £0.3 million in respect of redundancy costs and asset provisions. The sale did not result in any adjustment to goodwill. 5. Tax on Profit on Ordinary Activities 26 weeks 26 weeks 52 weeks June 2002 June 2001 December 2001 £m £m £m Taxation has been estimated at: Corporation Tax UK corporation tax 3.7 3.1 6.5 Irish corporation tax - 0.1 0.6 3.7 3.2 7.1 Deferred Tax UK deferred tax 0.1 0.2 (0.2) Irish deferred tax - - (0.4) 3.8 3.4 6.5 All taxation relates to continuing operations. The tax relief on the reorganisation costs incurred in the first half of 2001 reduced UK corporation tax by £0.7 million. 6. Dividends 26 weeks 26 weeks 52 weeks June 2002 June 2001 December 2001 £m £m £m Dividend on Ordinary shares 2.3 2.2 9.9 Dividend on 10p Preference shares - 0.1 0.1 2.3 2.3 10.0 The interim dividend, of 4p, on the Ordinary shares will be paid on 11th October 2002 to those Shareholders registered in the books of the Company at 20th September 2002. 7. Earnings Per Share 26 weeks 26 weeks 52 weeks June 2002 June 2001 December 2001 £m £m £m (Restated) (Restated) Profit for the period 5.4 4.1 12.8 Less dividend on Preference shares - (0.1) (0.1) Profit attributable to Ordinary Shareholders 5.4 4.0 12.7 Add loss on exceptional items (net of taxation) 1.3 (0.2) - Add reorganisation costs (net of taxation) - 3.6 3.6 Add goodwill amortisation 2.3 2.2 4.4 Adjusted profit attributable to Ordinary Shareholders 9.0 9.6 20.7 Weighted average number of Ordinary shares 56,767,508 55,529,215 56,420,946 Fully diluted number of Ordinary shares 57,362,106 56,864,252 56,929,376 Adjusted earnings per share figures exclude the effects of reorganisation costs, goodwill amortisation and exceptional items, net of taxation, and are considered to show the underlying results of the Group. 8. Land and Buildings Land and buildings are included within tangible fixed assets at the valuation adopted in the financial statements for the year to 25th December 1999 or, where acquired since that date, at cost at the date of acquisition. 9. Pension Schemes The two largest defined benefit pension schemes, the Johnson Group Staff Pension Scheme and the Semara Pension Plan, were merged with effect from 1st January 2002. The pension contribution provision and the pension scheme debtor for the two schemes have been combined in the balance sheet at June 2002 and the net pension scheme debtor disclosed as a debtor falling due after more than one year. 10. Reserves Other Capital Reserves Profit & Share Revaluation redemption Merger loss premium account reserve reserve reserve account £m £m £m £m £m At 29 December 2001 6.8 11.0 0.6 1.5 82.1 Prior year adjustment (note 1) - - - - (0.4) At 29 December 2001 (as restated) 6.8 11.0 0.6 1.5 81.7 Premium on issue of shares 0.4 - - - - Retained profit - - - - 3.1 Transfer of realised profits - (0.8) - - 0.8 Exchange movement - - - - 0.5 At 29 June 2002 7.2 10.2 0.6 1.5 86.1 11. Reconciliation of Movements in Shareholders' Funds 26 weeks 26 weeks 52 weeks June 2002 June 2001 December 2001 £m £m £m (Restated) (Restated) Profit for the period 5.4 4.1 12.8 Dividends (2.3) (2.3) (10.0) 3.1 1.8 2.8 Other recognised gains and losses relating to the period 0.5 (0.3) (0.2) Movement in share capital - (0.2) (0.2) Share premium 0.4 0.9 1.0 Capital redemption - 0.2 0.3 Net addition to Shareholders' funds 4.0 2.4 3.7 Opening Shareholders' funds (as restated) 107.3 103.6 103.6 Closing Shareholders' funds 111.3 106.0 107.3 12. Reconciliation of Net Cash Flow to Movement in Net Debt 26 weeks 26 weeks 52 weeks June 2002 June 2001 December 2001 £m £m £m Decrease in cash in the period (4.1) (0.5) 3.1 Cash outflow on change in debt and lease financing 10.8 8.9 14.4 Change in net debt resulting from cash flows 6.7 8.4 17.5 Amortisation of issue costs of bank loans (0.1) (0.1) (0.2) Loans and leases acquired with subsidiary - - (0.2) Exchange difference (1.0) 0.8 0.5 Movement in net debt in period 5.6 9.1 17.6 Opening net debt (77.0) (94.6) (94.6) Closing net debt (71.4) (85.5) (77.0) 13. Analysis of Net Debt At 29 Cash Other non-cash Exchange At 29 June December flow changes movement 2002 2001 £m £m £m £m £m Cash in hand and at bank 1.3 (1.4) - 0.1 - Overdraft - (2.7) - (0.1) (2.8) (4.1) Debt due after one year (76.7) 10.0 (0.1) (1.0) (67.8) Finance leases (1.6) 0.8 - - (0.8) 10.8 (77.0) 6.7 (0.1) (1.0) (71.4) Non cash changes represent the effects of amortising issue costs of bank loans. 14. The interim results have been prepared on the basis of accounting policies set out in the Group's 2001 statutory accounts other than for the change arising on the implementation of FRS19 'Deferred Taxation'. Prior years have been restated. The profit and loss accounts, balance sheets and cash flow statements as at June 2002 and June 2001, as restated, are unaudited and have not been reviewed by the auditors. The financial information does not amount to full accounts within the meaning of Section 240 of the Companies Act 1985 (as amended). The profit and loss account, balance sheet and cash flow statement for December 2001, as restated, are abridged from the Group's full accounts for that year. Those accounts received an unqualified audit report and have been filed with the Registrar of Companies. The auditors' report did not contain a statement under Section 237(2) or (3) of the Companies Act 1985 (as amended). 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