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"value": "Notes to the Consolidated Financial Statements for the year ended 31 December 2022 1. General information As at 31 December 2022 TP ICAP Group plc (the \u2018Company\u2019) was a public company limited by shares incorporated in Jersey under the Companies (Jersey) Law 1991. During 2021 following a Scheme of Arrangement, described in Note 2(c), TP ICAP Group plc acquired the entire share capital of TP ICAP plc, resulting in TP ICAP Group plc becoming the Group\u2019s ultimate parent undertaking. The address of the registered offices of the Company is given on page 221. The nature of the Group\u2019s operations and its principal activities are set out in the Directors\u2019 report on pages 136 to 138 and in the Strategic Report on pages 6 to 81. The Company has taken advantage of the exemption provided in Article 105 (11) of the Companies (Jersey) Law 1991 and therefore does not present its individual financial statements and related notes. 2. Basis of preparation (a) Basis of accounting The Group\u2019s Consolidated Financial Statements have been prepared in accordance with UK adopted International Accounting Standards in conformity with the requirements of the Companies (Jersey) Law 1991. The Financial Statements are presented in Pounds Sterling because that is the currency of the primary economic environment in which the Group operates and are rounded to the nearest million pounds (expressed as \u00a3m), except where otherwise indicated. The significant accounting policies are set out in Note 3. The Financial Statements have been prepared on the historical cost basis, except for the revaluation of certain financial instruments held at fair values at the end of each reporting period, as explained in the accounting policies. Historical cost is generally based on the fair value of the consideration given in exchange for goods and services. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Group takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Fair value for measurement and/or disclosure purposes in these Consolidated Financial Statements is determined on such a basis, except for share-based payment transactions that are within the scope of IFRS 2, leasing transactions that are within the scope of IFRS 16, and measurements that have some similarities to fair value but are not fair value, such as value in use in IAS 36. For financial reporting purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the degree to which inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows: > Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities; > Level 2 inputs are inputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and > Level 3 inputs are unobservable inputs for the asset or liability. (b) Basis of consolidation The Group\u2019s Consolidated Financial Statements incorporate the Financial Statements of the Company and entities controlled by the Company made up to 31 December each year. Under IFRS 10 \u2018Consolidated Financial Statements\u2019, control is achieved where the Company exercises power over an entity, is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to use its power to affect the returns from the entity. The results of subsidiaries acquired or disposed of during the year are included in the Consolidated Income Statement from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by the Group. All inter-company transactions, balances, income and expenses are eliminated on consolidation. Non-controlling interests in subsidiaries are identified separately from the Group\u2019s equity therein. Those interests of non-controlling shareholders that are present ownership interests entitling their holders to a proportionate share of net assets upon liquidation may initially be measured at fair value or at the non-controlling interests\u2019 proportionate share of the fair value of the acquiree\u2019s identifiable net assets. Other non-controlling interests are initially measured at fair value. The choice of measurement is made on an acquisition by acquisition basis. Subsequent to acquisition, the carrying amount of non-controlling interests is the amount of those interests at initial recognition plus the non-controlling interests\u2019 share of subsequent changes in equity. Total comprehensive income is attributed to non-controlling interests even if this results in the non-controlling interest having a deficit balance. Changes in the Group\u2019s interests in subsidiaries that do not result in a loss of control are accounted for as equity transactions. The carrying amount of the Group\u2019s interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any differences between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity and attributed to the owners of the Company. When the Group loses control of a subsidiary, the profit or loss on disposal is calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii) the previous carrying amount of the assets, including goodwill, less liabilities of the subsidiary and any non-controlling interests. Amounts previously recognised in other comprehensive income in relation to the subsidiary are accounted for in the same manner as would be required if the relevant assets or liabilities were disposed of. The fair value of any investment retained in the former subsidiary at the date when control was lost is regarded as the fair value on initial recognition for subsequent accounting under IFRS 9 Financial Instruments or, when applicable, the cost on initial recognition of an investment in an associate or jointly controlled entity. 2. Basis of preparation continued
(c) Corporate reorganisation
In February 2021 the Group adjusted its corporate structure.
TP ICAP Group plc was incorporated in Jersey on 23 December
2019 and became the new listed holding company of the Group
on 26 February 2021 via a court-approved scheme of arrangement
under Part 26 of the UK Companies Act 2006, with the former
holding company, TP ICAP plc subsequently being renamed
TP ICAP Limited, and now renamed TP ICAP Finance plc. Under
the scheme of arrangement, shares in the former holding company
of the Group were cancelled and the same number of new ordinary
shares were issued to the new holding company in consideration for
the allotment to shareholders of one ordinary share of 25 pence in
the new holding company for each ordinary share of 25 pence they
held in the former holding company. On 26 February 2021, TP ICAP
Group plc effected a reduction of its share capital by cancelling its
share premium and recognising an equivalent increase in the profit
and loss account in reserves.
The share for share exchange between TP ICAP plc and TP ICAP
Group plc was a common control transaction and has been
accounted for using merger accounting principles. Under these
principles the results and cash flows of all the combining entities
are brought into the consolidated financial statements from the
beginning of the financial year in which the combination occurs
and comparative figures also reflect the combination of the
entities. The Group\u2019s equity is adjusted to reflect that of the new
holding company, but in all other aspects the Group results and
financial position are unaffected by the change and reflect the
continuation of the Group.
(d) Going concern
The Directors of the Company have, at the time of approving
the Financial Statements, a reasonable expectation that the Group
has adequate resources to continue in operational existence for the
foreseeable future. Thus they continue to adopt the going concern
basis of accounting in preparing the Group\u2019s Consolidated
Financial Statements. Further detail is contained in the going
concern section and viability statement included in the Strategic
Report on page 71.
(e) Adoption of new and revised Standards
The following new and revised Standards and Interpretations have
been endorsed by the UK Endorsement Board and are effective
from 1 January 2022 but they do not have a material effect on
the Group\u2019s Consolidated Financial Statements:
> Amendment to IFRS 3 \u2018Business Combinations\u2019;
> Amendments to IAS 16 \u2018Property, Plant and Equipment\u2019;
> Amendments to IAS 37 \u2018Provisions, Contingent Liabilities and
Contingent Assets\u2019; and
> Annual Improvements 2018-2020.
At the date of authorisation of these Consolidated Financial
Statements, the following new and revised Standards and
Interpretations were in issue but not yet effective. The Group has
not applied these Standards or Interpretations in the preparation
of these Consolidated Financial Statements:
> IFRS 17 \u2018Insurance Contracts\u2019 including Amendments to IFRS 17;
> Amendments to IAS 12 \u2018Income Taxes\u2019, Liabilities arising from
a Single Transaction;
> Amendments to IAS 8 \u2018Accounting policies\u2019, Changes in
Accounting Estimates and Errors \u2013 Definition of Accounting
Estimates; and
> Amendments to IAS 1 \u2018Presentation of Financial Statements\u2019 and
IFRS Practice Statement 2 \u2013 \u2018Disclosure of Accounting policies\u2019.
The following Standards and Interpretations have not been
endorsed by the UK and have not been applied in the preparation
of these Consolidated Financial Statements:
> Classification of Liabilities as Current or Non-current (including
the amendment deferring the effective date) and non-current
Liabilities with Covenants; and
> Amendments to IFRS 16 Leases: Lease Liability in a Sale
and Leaseback.
The Directors do not expect the adoption of the above Standards
and Interpretations will have a material impact on the Consolidated
Financial Statements of the Group in future periods.
3. Summary of significant accounting policies
(a) Income recognition
Revenue, which excludes sales taxes, includes brokerage including
commissions, fees earned and subscriptions for information sales.
Fee income is recognised when the related services are completed
and the income is considered receivable.
Each segment comprises the following types of revenue:
(i) Name Passing brokerage, where counterparties to a transaction
settle directly with each other. Revenue for the service of
matching buyers and sellers of financial instruments is stated
net of sales taxes, rebates and discounts and is recognised in full
on trade date (point in time recognition);
(ii) Matched Principal brokerage revenue, being the net proceeds
from a commitment to simultaneously buy and sell financial
instruments with counterparties, is recognised on settlement date;
(iii) Executing Broker brokerage, where the Group executes
transactions on certain regulated exchanges and then \u2018gives-up\u2019
the trade to the relevant client, or its clearing member. Revenue
for the service of matching buyers and sellers of financial
instruments is stated net of sales taxes, rebates and discounts and
is recognised in full on trade date (point in time recognition);
(iv) Introducing Broker brokerage, where the Group arranges
matched transactions where the counterparties transact
through a third-party clearing entity acting as principal.
Revenue for the service of matching buyers and sellers
of financial instruments is stated net of sales taxes, rebates
and discounts and is recognised in full on trade date (point
in time recognition);
(v) Fees earned from the sales of price information from financial
and commodity markets to third parties are recognised on an
accruals basis to match the provision of the service (recognised
over time). In relation to these contracts the Group has a right
to consideration in an amount that corresponds directly with
the value to the customer of the Group\u2019s performance
completed to date. In respect of contracts for the sale of price
information from financial and commodity markets, the Group
has applied the practical expedient in IFRS 15, allowing for
the non-disclosure of both the amount of the transaction price
allocated to the remaining performance obligations, and an
explanation of when it expects to recognise that amount; and
(vi) Fees from the sales of price information from financial and
commodity markets that are provided over time, but which
are contingent on the validation of price information usage,
are recognised once usage has been verified (point in time ).
Interest income is accrued on a time basis, by reference to the
principal outstanding and at the effective interest rate applicable.
Dividend income from investments is recognised when the Group\u2019s
right to receive the payment is established.
(b) Business combinations
Acquisitions of subsidiaries and businesses are accounted for using
the acquisition method. The consideration for each acquisition is
measured at the aggregate of the fair values (at the date of
exchange) of assets given, liabilities incurred or assumed, and equity
instruments issued by the Group in exchange for control of the
acquiree. Acquisition costs are recognised in profit or loss as incurred.
Where applicable, deferred consideration for the acquisition
includes any asset or liability resulting from a non-contingent or
contingent consideration arrangement, measured at its acquisition
date fair value. Subsequent changes in such fair values of contingent
consideration are adjusted against the cost of the acquisition where
they qualify as measurement period adjustments. The measurement
period is the period from the date of acquisition to the date the
Group obtains complete information about the facts and
circumstances that existed as of the acquisition date, and is subject
to a maximum of one year. All subsequent changes in the fair value
of contingent consideration classified as an asset or a liability are
accounted for in accordance with relevant IFRSs. The cash
settlement of deferred consideration is reported as part of investing
activities in the cash flow. Deferred consideration classified as
equity is not remeasured (outside of the measurement period) with
subsequent settlement accounted for within equity.
Where a business combination is achieved in stages, the Group\u2019s
previously held interests in the acquired entity are remeasured
to fair value at the acquisition date and any resulting gain or loss
is recognised in profit or loss. Amounts arising from interests in
the acquiree prior to the acquisition that have previously been
recognised in other comprehensive income are reclassified to profit
or loss, where such treatment would be appropriate if that interest
was disposed of.
The acquiree\u2019s identifiable assets, liabilities and contingent
liabilities that meet the conditions for recognition under IFRS 3
(2008) are recognised at their fair value at the acquisition date,
except that:
> Deferred tax assets or liabilities are recognised and measured
in accordance with IAS 12 \u2018Income Taxes\u2019;
> Liabilities or assets related to employee benefit arrangements
are recognised and measured in accordance with IAS 19
\u2018Employee Benefits\u2019;
> Acquiree share-based payment awards replaced by Group
awards are measured in accordance with IFRS 2 \u2018Share-based
Payments\u2019;
> Assets or disposal groups that are classified for sale are measured
in accordance with IFRS 5 \u2018Non-current Assets Held for Sale and
Discontinued Operations\u2019; and
> Lease liabilities are valued based on the present value of the
remaining lease payments. Right-of-use-assets are measured at
the same amount of the lease liability, adjusted to reflect
favourable or unfavourable terms of the lease when compared
with market terms.
If the initial accounting for a business combination is incomplete by
the end of the reporting period in which the business combination
occurs, provisional amounts are reported. Those provisional amounts
are adjusted during the measurement period, or additional assets
or liabilities recognised, to reflect the facts and circumstances that
existed as at the acquisition date.
Non-controlling interests in the acquired entity are initially
measured at the non-controlling interest\u2019s proportion of the net fair
value of the assets, liabilities and contingent liabilities recognised.
(c) Investment in associates
An associate is an entity over which the Group is in a position to
exercise significant influence. Significant influence is the power to
participate in the financial and operating decisions of the investee
but is not control or joint control over these policies.
The results and assets and liabilities of associates are incorporated
in these Financial Statements based on financial information
made up to 31 December each year using the equity method of
accounting, except when classified as held for sale. Investments
in associates are carried in the balance sheet at cost as adjusted
by post-acquisition changes in the Group\u2019s share of the net assets
of the associate, less any impairment in the value of individual
investments. Losses of the associates in excess of the Group\u2019s
interest in those associates are recognised only to the extent that
the Group has incurred legal or constructive obligations or made
payments on behalf of the associate.
Any excess of the cost of acquisition over the Group\u2019s share of the
fair values of the identifiable net assets of the associate at the date
of acquisition is recognised as goodwill, which is included within
the carrying amount of the investment. Any discount in the cost
of acquisition below the Group\u2019s share of the fair value of the
identifiable net assets of the associate at the date of acquisition
(discount on acquisition) is credited to profit and loss in the year
of acquisition.
Where a Group company transacts with an associate of the Group,
profits and losses are eliminated to the extent of the Group\u2019s
interest in the relevant associate. Losses may provide evidence
of impairment of the asset transferred in which case appropriate
provision is made for impairment.
(d) Interests in joint arrangements
A joint arrangement is a contractual arrangement whereby the
Group and other parties undertake an economic activity that
is subject to joint control.
Joint ventures are joint arrangements which involve the
establishment of a separate entity in which each party has rights
to the net assets of the arrangement. The Group reports its interests
in joint ventures using the equity method of accounting, based on
financial information made up to 31 December each year. Investments
in joint ventures are carried in the balance sheet at cost as adjusted
by post-acquisition changes in the Group\u2019s share of the net assets of
the joint venture, less any impairment in the value of individual
investments. Losses of the joint venture in excess of the Group\u2019s
interest in those joint ventures are recognised only to the extent that
the Group has incurred legal or constructive obligations or made
payments under the terms of the joint venture.
(e) Goodwill
Goodwill arising on consolidation represents the excess of the
cost of acquisition over the Group\u2019s interest in the fair value of
the identifiable assets, liabilities and contingent liabilities of a
subsidiary or associate at the date of acquisition. Goodwill is
initially recognised at cost and is subsequently measured at cost
less any accumulated impairment losses. Goodwill arising on
acquisitions before the date of transition to IFRS has been
retained at the previous UK GAAP amounts at that date.
Financial statements
TP ICAP GROUP PLC Annual Report and Accounts 2022155
3. Summary of significant accounting policies continued (e) Goodwill continued Goodwill recognised as an asset is reviewed for impairment at least annually. Any impairment loss is recognised as an expense immediately and is not subsequently reversed. For the purpose of impairment testing goodwill is allocated to groups of individual cash-generating units (\u2018CGUs\u2019) expected to benefit from the synergies of the combination. CGUs to which goodwill has been allocated are tested for impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the CGU is less than the carrying amount of any goodwill allocated to the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit. Goodwill arising on the acquisition of an associate or joint venture is included within the carrying value of the associate or the joint venture. Goodwill arising on the acquisition of subsidiaries is presented separately in the balance sheet. On disposal of a subsidiary, associate or joint venture, the attributable amount of goodwill is included in the determination of the profit or loss on disposal. (f) Intangible assets Software and software development costs An internally generated intangible asset arising from the Group\u2019s software development is recognised at cost only if all of the following conditions are met: > An asset is created that can be identified; > It is probable that the asset created will generate future economic benefits; and > The development costs of the asset can be measured reliably. Where the above conditions are not met, costs are expensed as incurred. Acquired separately or from a business combination Intangible assets acquired separately are capitalised at cost and intangible assets acquired in a business acquisition are capitalised at fair value at the date of acquisition. The useful lives of these intangible assets are assessed to be either finite or indefinite. Amortisation charged on assets with a finite useful life is taken to the income statement through administrative expenses. Other than software development costs, intangible assets created within the business are not capitalised and expenditure is charged to the income statement in the year in which the expenditure is incurred. Intangible assets are amortised over their finite useful lives generally on a straight-line basis, as follows: Software: Purchased or developed \u2013 up to 5 years Software licences \u2013 over the period of the licence Acquisition intangibles: Brand/Trademarks \u2013 up to 5 years Customer relationships \u2013 2 to 20 years Other intangibles \u2013 over the period of the contract Intangible assets are subject to impairment review if there are events or changes in circumstances that indicate that the carrying amount may not be recoverable. Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognised in the income statement when the asset is derecognised. (g) Property, plant and equipment Freehold land is stated at cost. Buildings, furniture, fixtures, equipment and motor vehicles are stated at cost less accumulated depreciation and any recognised impairment loss. Depreciation is provided on all tangible fixed assets at rates calculated to write off the cost, less estimated residual value based on prices prevailing at the date of acquisition, of each asset on a straight-line basis over its expected useful life as follows: Furniture, fixtures, equipment and motor vehicles \u2013 3 to 10 years Short and long leasehold land and buildings \u2013 period of the lease Freehold land \u2013 infinite Freehold buildings \u2013 50 years Assets held under finance leases are depreciated over their expected useful lives on the same basis as owned assets or, where shorter, the term of the relevant lease. The gain or loss arising on the disposal or retirement of an asset is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognised in income. (h) Impairment of tangible and intangible assets excluding goodwill At each balance sheet date, the Group reviews the carrying amounts of its tangible and intangible assets with finite lives to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. Where the asset does not generate cash flows that are independent from other assets, the Group estimates the recoverable amount of the CGU to which the asset belongs. Intangible assets with indefinite useful lives are tested for impairment annually and whenever there is an indication that the asset may be impaired. Recoverable amount is the higher of fair value less any cost to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present values using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. If the recoverable amount of an asset (or CGU) is estimated to be less than its carrying amount, the carrying amount of the asset (or CGU) is reduced to its recoverable amount. Impairment losses are recognised as an expense immediately. Where an impairment loss subsequently reverses, the carrying amount of the asset (or CGU) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or CGU) in prior years. A reversal of an impairment loss is recognised as income immediately, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase. Notes to the Co (i) Broker contract payments
Payments made to brokers under employment contracts which are
in advance of the expected economic benefit due to the Group are
accounted for as prepayments and included within trade and other
receivables. Payments made in advance are subject to repayment
conditions during the contract period and the prepayment is
amortised over the shorter of the contract term and the period
the payment remains recoverable. Amounts that are irrecoverable,
or become irrecoverable, are written off immediately.
Payments made in arrears are accrued and are included within
trade and other payables.
(j) Financial instruments
Financial assets and financial liabilities are recognised on
the Group\u2019s balance sheet when the Group has become a party
to the contractual provisions of the instrument.
Financial assets and financial liabilities are initially measured
at fair value. Transaction costs that are directly attributable to
the acquisition or issue of financial assets and financial liabilities
(other than financial assets and financial liabilities subsequently
measured at fair value through profit or loss) are added to or
deducted from the fair value of the financial assets or financial
liabilities, as appropriate, on initial recognition. Transaction costs
directly attributable to the acquisition of financial assets or
financial liabilities that are subsequently measured at fair value
through profit or loss are recognised immediately in profit or loss.
All regular way purchases or sales of financial assets are recognised
and derecognised on a settlement date basis. Regular way
purchases or sales are purchases or sales of financial assets that
require delivery of assets within the time frame established by
regulation or convention in the marketplace.
All recognised financial assets are measured subsequently in their
entirety at either amortised cost or fair value, depending on the
classification of the financial assets.
Classification of financial assets
The classification of financial assets is based both on the business
model within which the asset is held and the contractual cash flow
characteristics of the asset.
Debt instruments that meet the following conditions are measured
subsequently at amortised cost:
> The financial asset is held within a business model whose
objective is to hold financial assets in order to collect contractual
cash flows; and
> The contractual terms of the financial asset give rise on specified
dates to cash flows that are solely payments of principal and
interest on the principal amount outstanding.
Debt instruments that meet the following conditions are
measured subsequently at fair value through other comprehensive
income (\u2018FVTOCI\u2019):
> The financial asset is held within a business model whose
objective is achieved by both collecting contractual cash flows
and selling the financial assets; and
> The contractual terms of the financial asset give rise on specified
dates to cash flows that are solely payments of principal and
interest on the principal amount outstanding.
By default, all other financial assets are measured subsequently
at fair value through profit or loss (\u2018FVTPL\u2019).
The Group may make the following irrevocable elections
or designations at initial recognition of a financial asset:
> To irrevocably elect to present subsequent changes in fair value
of an equity investment in other comprehensive income if certain
criteria are met; and
> To irrevocably designate a debt investment that meets the
amortised cost or FVTOCI criteria as measured at FVTPL if doing
so eliminates or significantly reduces an accounting mismatch.
Debt instruments at FVTOCI
Debt instruments at FVTOCI are initially measured at fair value plus
transaction costs. Subsequently, changes in the carrying amount as
a result of foreign exchange gains and losses, impairment gains or
losses, and interest income calculated using the effective interest
method are recognised in profit or loss.
All other changes in the carrying amount of these corporate bonds
are recognised in other comprehensive income and accumulated
in the revaluation reserve. When such assets are derecognised,
the cumulative gains or losses previously recognised in other
comprehensive income are reclassified to profit or loss.
Equity instruments at FVTOCI
On initial recognition, the Group may make an irrevocable
election, on an instrument-by-instrument basis, to designate
investments in equity instruments as at FVTOCI. Designation at
FVTOCI is not permitted if the equity investment is held for trading
or if it is contingent consideration recognised by an acquirer in
a business combination.
A financial asset is held for trading if:
> It has been acquired principally for the purpose of selling it in the
near term; or
> On initial recognition it is part of a portfolio of identified
financial instruments that the Group manages together and has
evidence of a recent actual pattern of short-term profit-taking; or
> It is a derivative, except for a derivative that is a financial guarantee
contract or a designated and effective hedging instrument.
Investments in equity instruments at FVTOCI are initially measured
at fair value plus transaction costs. Subsequently, they are measured
at fair value with gains and losses arising from changes in fair value
recognised in other comprehensive income and accumulated in the
revaluation reserve. The cumulative gain or loss is not reclassified
to profit or loss on disposal of the equity investments, instead,
it is transferred to retained earnings.
Dividends on these investments in equity instruments are
recognised in profit or loss unless the dividends clearly represent
a recovery of part of the cost of the investment. Dividends are
included as finance income in profit or loss.
The Group has designated all investments in equity instruments
that are not held for trading as at FVTOCI on initial application
of IFRS 9.
3. Summary of significant accounting policies continued
(j) Financial instruments continued
Financial assets at FVTPL
Financial assets that do not meet the criteria for being measured
at amortised cost or FVTOCI are measured at FVTPL. Specifically:
> Financial assets held for trading, having been acquired for
the purpose of fulfilling a sell commitment either immediately
meeting or in the very near term. Regular way purchases are
recognised at fair value on settlement date, however fair value
movements between trade date and settlement date are
recognised in profit or loss with the associated asset or liability
recorded in financial assets or financial liabilities at fair value
through profit or loss until the asset is recognised;
> Investments in equity instruments are classified as at FVTPL,
unless the Group designates an equity investment that is neither
held for trading nor a contingent consideration arising from a
business combination as at FVTOCI on initial recognition; and
> Debt instruments that do not meet the amortised cost criteria or
the FVTOCI criteria are classified as at FVTPL. Debt instruments
that meet either the amortised cost criteria or the FVTOCI criteria
may be designated as at FVTPL upon initial recognition if such
designation eliminates or significantly reduces a measurement
or recognition inconsistency that would arise from measuring
assets or liabilities or recognising the gains and losses on them
on different bases. The Group has not designated any debt
instruments as at FVTPL.
Financial assets at FVTPL are measured at fair value at the end
of each reporting period, with any fair value gains or losses
recognised in profit or loss to the extent they are not part of a
designated hedging relationship. The net gain or loss recognised
in profit or loss includes any dividend or interest earned on the
financial asset and is included in finance income.
Derecognition of financial assets
The Group derecognises a financial asset only when the contractual
rights to the cash flows from the asset expire, or when it transfers
the financial asset and substantially all the risks and rewards of
ownership of the asset. If the Group neither transfers nor retains
substantially all the risks and rewards of ownership and continues
to control the transferred asset, the Group recognises its retained
interest in the asset and an associated liability for amounts it may
have to pay. If the Group retains substantially all the risks and
rewards of ownership of a transferred financial asset, the Group
continues to recognise the financial asset and also recognises
a collateralised borrowing for the proceeds received.
On derecognition of a financial asset measured at amortised cost,
the difference between the asset\u2019s carrying amount and the sum
of the consideration received and receivable is recognised in profit
or loss. On derecognition of an investment in a debt instrument
classified as at FVTOCI, the cumulative gain or loss previously
accumulated in the investments revaluation reserve is reclassified
to profit or loss. On derecognition of an investment in equity
instrument which the Group has elected on initial recognition
to measure at FVTOCI, the cumulative gain or loss previously
accumulated in the revaluation reserve is not reclassified to profit
or loss, but is transferred to retained earnings.
Impairment of financial assets
The Group recognises a loss allowance for expected credit losses
(\u2018ECL\u2019) on investments in debt instruments that are measured at
amortised cost or at FVTOCI, lease receivables, trade receivables
and contract assets. The amount of expected credit losses is
updated at each reporting date to reflect changes in credit risk
since initial recognition of the respective financial instrument.
The Group always recognises lifetime ECL for trade receivables.
The expected credit losses on these financial assets are estimated
using a provision matrix based on the Group\u2019s historical credit loss
experience, adjusted for factors that are specific to the debtors,
general economic conditions and an assessment of both the current
as well as the forecast direction of conditions at the reporting date,
including time value of money where appropriate.
For all other financial instruments, the Group recognises lifetime
ECL when there has been a significant increase in credit risk since
initial recognition. If the credit risk on the financial instrument has
not increased significantly since initial recognition, the Group
measures the loss allowance for that financial instrument at an
amount equal to 12-month ECL. Lifetime ECL represents the
expected credit losses that will result from all possible default
events over the expected life of a financial instrument. 12-month
ECL represents the portion of lifetime ECL that is expected to result
from default events on a financial instrument that are possible
within 12 months after the reporting date.
Significant increase in credit risk
In assessing whether the credit risk on a financial instrument has
increased significantly since initial recognition, the Group compares
the risk of a default occurring on the financial instrument at the
reporting date with the risk of a default occurring on the financial
instrument at the date of initial recognition. In making this
assessment, the Group considers both quantitative and qualitative
information that is reasonable and supportable, including historical
experience and forward-looking information that is available
without undue cost or effort.
The following information is taken into account when assessing
whether credit risk has increased significantly since initial recognition:
> An actual or expected significant deterioration in the financial
instrument\u2019s external or internal credit rating;
> Significant deterioration in external market indicators of credit
risk for a particular financial instrument;
> Existing or forecast adverse changes in business, financial or
economic conditions that are expected to cause a significant
decrease in the debtor\u2019s ability to meet its debt obligations;
> An actual or expected significant deterioration in the operating
results of the debtor; and
> Significant increases in credit risk on other financial instruments
of the same debtor; an actual or expected significant adverse
change in the regulatory, economic, or technological
environment of the debtor that results in a significant decrease
in the debtor\u2019s ability to meet its debt obligations.
The Group presumes that the credit risk on a financial asset
has increased significantly since initial recognition when
contractual payments are more than 30 days past due, unless
the Group has reasonable and supportable information that
demonstrates otherwise.
The Group assumes that the credit risk on a financial instrument has
not increased significantly since initial recognition if the financial
instrument is determined to have low credit risk at the reporting
date. A financial instrument is determined to have low credit risk if:
> The financial instrument has a low risk of default;
> The debtor has a strong capacity to meet its contractual
cash flow obligations in the near term; and
> Adverse changes in economic and business conditions in
the longer term may, but will not necessarily, reduce the ability
of the borrower to fulfil its contractual cash flow obligation s.
Baa3 or higher per Moody\u2019s or BBB- or higher per both Standard &
Poor\u2019s and Fitch.
The Group monitors the effectiveness of the criteria used to
identify whether there has been a significant increase in credit risk
and revises them as appropriate to ensure that the criteria are
capable of identifying significant increase in credit risk before the
amount becomes past due.
Credit-impaired financial assets
A financial asset is \u2018credit-impaired\u2019 when one or more events that
have a detrimental impact on the estimated future cash flows of
the financial asset have occurred.
Definition of default
The Group considers a financial asset to be in default when:
> The borrower is unlikely to pay its credit obligations to the Group
in full, without recourse by the Group to actions such as realising
security (if any is held); or
> The financial asset is more than 90 days past due.
The maximum period considered when estimating ECLs is the
maximum contractual period over which the Group is exposed
to credit risk.
Write-off policy
The Group writes off a financial asset when there is information
indicating that the debtor is in severe financial difficulty and there
is no realistic prospect of recovery. Financial assets written off may
still be subject to enforcement activities under the Group\u2019s recovery
procedures, taking into account legal advice where appropriate.
Any recoveries made are recognised in profit or loss.
Presentation of impairment
Loss allowances for financial assets measured at amortised
cost are deducted from the gross carrying amount of the assets.
For debt securities at FVTOCI, the loss allowance is recognised
in OCI, instead of reducing the carrying amount of the asset.
Impairment losses related to trade and other receivables, including
settlement balances and deposits paid for securities borrowed,
are presented in general and administrative expenses due to
materiality consideration. Impairment losses on other financial
assets are presented under \u2018finance costs\u2019, and not presented
separately in the statement of profit or loss and OCI owing to
materiality considerations.
Financial liabilities and equity
Debt and equity instruments are classified as either financial
liabilities or as equity in accordance with the substance of the
contractual arrangements and the definitions of a financial liability
and an equity instrument.
Equity instruments
An equity instrument is any contract that evidences a residual
interest in the assets of an entity after deducting all of its liabilities.
Equity instruments issued by the Group are recognised at the
proceeds received, net of direct issue costs.
Repurchase of the Company\u2019s own equity instruments is recognised
and deducted directly in equity. No gain or loss is recognised in
profit or loss on the purchase, sale, issue or cancellation of the
Company\u2019s own equity instruments.
Financial liabilities
All financial liabilities are measured subsequently at amortised
cost using the effective interest method or at FVTPL.
Financial liabilities that arise when a transfer of a financial
asset does not qualify for derecognition or when the continuing
involvement approach applies, and financial guarantee contracts
issued by the Group, are measured in accordance with the specific
accounting policies set out below.
Financial liabilities at FVTPL
Financial liabilities are classified as at FVTPL when the financial
liability is (i) contingent consideration of an acquirer in a business
combination, (ii) held for trading or (iii) it is designated as at FVTPL.
A financial liability is classified as held for trading if:
> It has been acquired principally for the purpose of repurchasing
it in the near term; or
> On initial recognition it is part of a portfolio of identified
financial instruments that the Group manages together and
has a recent actual pattern of short-term profit-taking; or
> It is a derivative, except for a derivative that is a financial guarantee
contract or a designated and effective hedging instrument.
A financial liability other than a financial liability held for
trading or contingent consideration of an acquirer in a business
combination may be designated as at FVTPL upon initial
recognition if:
> Such designation eliminates or significantly reduces a
measurement or recognition inconsistency that would otherwise
arise; or
> The financial liability forms part of a group of financial assets
or financial liabilities or both, which is managed and its
performance is evaluated on a fair value basis, in accordance
with the Group\u2019s documented risk management or investment
strategy, and information about the grouping is provided
internally on that basis; or
> It forms part of a contract containing one or more embedded
derivatives, and IFRS 9 permits the entire combined contract
to be designated as at FVTPL.
Financial liabilities at FVTPL are measured at fair value, with any
gains or losses arising on changes in fair value recognised in profit
or loss to the extent that they are not part of a designated hedging
relationship. The net gain or loss recognised in profit or loss
incorporates any interest paid on the financial liability and is
included in \u2018other gains and losses\u2019 in profit or loss.
In respect of financial liabilities that are designated as at FVTPL,
the amount of change in the fair value of the financial liability
that is attributable to changes in the credit risk of that liability is
recognised in other comprehensive income, unless the recognition
of the effects of changes in the liability\u2019s credit risk in other
comprehensive income would create or enlarge an accounting
mismatch in profit or loss. The remaining amount of change in the
fair value of the liability is recognised in profit or loss. Changes in
fair value attributable to a financial liability\u2019s credit risk that are
recognised in other comprehensive income are not subsequently
reclassified to profit or loss; instead, they are transferred to retained
earnings upon derecognition of the finan cial liability.
3. Summary of significant accounting policies continued
(j) Financial instruments continued
Financial liabilities measured subsequently at amortised cost
Financial liabilities that are not (i) contingent consideration
of an acquirer in a business combination, (ii) held-for-trading,
or (iii) designated as at FVTPL, are measured subsequently
at amortised cost using the effective interest method.
Derecognition of financial liabilities
The Group derecognises financial liabilities when, and only when,
the Group\u2019s obligations are discharged, cancelled or have expired.
The difference between the carrying amount of the financial
liability derecognised and the consideration paid and payable
is recognised in profit or loss.
When the Group exchanges with the existing lender one debt
instrument into another one with substantially different terms, such
exchange is accounted for as an extinguishment of the original
financial liability and the recognition of a new financial liability.
Similarly, the Group accounts for substantial modification of terms
of an existing liability or part of it as an extinguishment of the
original financial liability and the recognition of a new liability. It is
assumed that the terms are substantially different if the discounted
present value of the cash flows under the new terms, including any
fees paid net of any fees received and discounted using the original
effective rate, is at least 10% different from the discounted present
value of the remaining cash flows of the original financial liability.
If the modification is not substantial, the difference between:
(i) the carrying amount of the liability before the modification; and
(ii) the present value of the cash flows after modification should be
recognised in profit or loss as the modification gain or loss within
other gains and losses.
(k) Derivative financial instruments
Derivative financial instruments, such as foreign currency contracts
and interest rate swaps, are entered into by the Group in order
to manage its exposure to interest rate and foreign currency
fluctuations or as simultaneous back-to-back transactions with
counterparties. The Group does not use derivative financial
instruments for speculative purposes.
Derivatives are initially recognised at fair value at the date a
derivative contract is entered into and are subsequently remeasured
to their fair value at each balance sheet date. The resulting gain or
loss is recognised immediately unless the derivative is designated
and effective as a hedging instrument, in which event the timing
of the recognition in profit or loss depends on the nature of the
hedge relationship.
A derivative with a positive fair value is recognised as a financial
asset whereas a derivative with a negative fair value is recognised
as a financial liability. Derivatives are not offset in the financial
statements unless the Group has both the legal right and intention
to offset. A derivative is presented as a non-current asset or a
non-current liability if the remaining maturity of the instrument is
more than 12 months and it is not expected to be realised or settled
within 12 months. Other derivatives are presented as current assets
or current liabilities.
An embedded derivative is a component of a hybrid contract that
also includes a non-derivative host \u2013 with the effect that some of
the cash flows of the combined instrument vary in a way similar
to a stand-alone derivative.
Derivatives embedded in hybrid contracts with a financial asset
host within the scope of IFRS 9 are not separated. The entire hybrid
contract is classified and subsequently measured as either amortised
cost or fair value as appropriate.
Derivatives embedded in hybrid contracts with hosts that are not
financial assets within the scope of IFRS 9 are treated as separate
derivatives when they meet the definition of a derivative, their risks
and characteristics are not closely related to those of the host
contracts and the host contracts are not measured at FVTPL.
If the hybrid contract is a quoted financial liability, instead
of separating the embedded derivative, the Group generally
designates the whole hybrid contract at FVTPL.
An embedded derivative is presented as a non-current asset
or non-current liability if the remaining maturity of the hybrid
instrument to which the embedded derivative relates is more
than 12 months and is not expected to be realised or settled
within 12 months.
(l) Hedge accounting
Derivatives designated as hedges are either \u2018fair value hedges\u2019
or \u2018hedges of net investments in foreign operations\u2019.
Fair value hedges
Changes in the fair value of derivatives that are designated and
qualify as fair value hedges are recorded in profit or loss except
when the hedging instrument hedges an equity instrument
designated at FVTOCI in which case it is recognised in other
comprehensive income.
The carrying amount of a hedged item not already measured at
fair value is adjusted for the fair value change attributable to the
hedged risk with a corresponding entry in profit or loss. For debt
instruments measured at FVTOCI, the carrying amount is not
adjusted as it is already at fair value, but the hedging gain or
loss is recognised in profit or loss instead of other comprehensive
income. When the hedged item is an equity instrument designated
at FVTOCI, the hedging gain or loss remains in other comprehensive
income to match that of the hedging instrument.
Where hedging gains or losses are recognised in profit or loss,
they are recognised in the same line as the hedged item.
Hedge accounting is discontinued when the hedging relationship
no longer meets the risk management objective or where the
hedging relationship no longer complies with the qualifying criteria
or if the hedging instrument has been sold or terminated.
Net investment hedges
The effective portion of changes in the fair value of derivatives that
are designated and qualify as net investment hedges is recognised
in other comprehensive income and accumulated in the hedging
and translation reserve. The gain or loss relating to the ineffective
portion is recognised immediately in profit or loss, and is included
in financial income or financial expense respectively.
Where the Group designates the intrinsic value of purchased
options as the hedging instrument in a net investment hedge,
changes in the time value of the option are required to be recorded
initially in other comprehensive income. Under the \u2018cost of hedging\u2019
approach, the initial option premium cost is recycled from other
comprehensive income and recognised in the income statement
on a straight-line basis over the period of the hedge.
Gains and losses deferred in the hedging and translation
reserve are recognised in profit or loss on disposal of the
foreign operation.
(m) Matched Principal and stock lending transactions
Certain Group companies engage in Matched Principal
transactions whereby securities are bought from one counterparty
and simultaneously sold to another counterparty. Settlement of
such transactions is primarily on a delivery vs. payment basis
(\u2018DVP\u2019) and typically takes place within a few business days of the
trade date according to the relevant market rules and conventions.
Matched Principal transactions in regular way financial assets
are recognised on settlement date, classified as FVTPL, and are
derecognised on settlement of the related sale. Fair value
movements on unsettled Matched Principal regular way
transactions between trade date and settlement are recognised
in profit or loss with the associated asset or liability recorded in
financial assets or liabilities held at fair value through profit or loss.
Matched Principal broking involving simultaneous back-to-back
derivative transactions with counterparties are classified as
financial instruments at fair value through profit or loss (\u2018FVTPL\u2019)
and are shown gross, except where a netting agreement, which is
legally enforceable at all times, exists and the asset and liability
are either settled net or simultaneously.
The Group acts as an intermediary between its customers for
collateralised stock lending transactions. Such trades are complete
only when both the collateral and stock for each side of the
transaction are returned. The gross amounts of collateral due to
and receivable are disclosed in the balance sheet as deposits paid
for securities borrowed and deposits received for securities loaned.
(n) Restricted Funds, Cash and cash equivalents
Cash comprises cash in hand and demand deposits which may
be accessed without penalty. Cash equivalents comprise short-term
highly liquid investments with a maturity of less than three months
from the date of acquisition. For the purposes of the Consolidated
Cash Flow Statement, cash and cash equivalents consist of cash
and cash equivalents as defined above, net of outstanding bank
overdrafts which are repayable on demand and form an integral
part of the group\u2019s cash management.
The Group holds money, and occasionally financial instruments,
on behalf of customers (client monies) in accordance with local
regulatory rules. Since the Group is not beneficially entitled to these
amounts, they are excluded from the Consolidated Balance Sheet
along with the corresponding liabilities to customers.
Restricted funds comprise amounts held with a central counterparty
clearing house (\u2018CCP\u2019), or a financial institution providing the
Group with access to a CCP, and funds set aside for regulatory
purposes, but excluding client money. The funds represent amounts
for which the Group does not have immediate and direct access
or for which regulatory requirements restrict its use.
(o) Interest bearing loans and borrowings
All loans and borrowings are initially recognised at fair value,
being the consideration received net of issue costs associated
with the borrowing.
After initial recognition, interest bearing loans and borrowings
are measured at amortised cost using the effective interest rate
method. Amortised cost is calculated taking into account any issue
costs and any discounts or premium on settlement. Gains and losses
are recognised in the income statement when the liabilities are
derecognised, as well as through the amortisation process.
(p) Provisions
Provisions are recognised when the Group has a present obligation,
legal or constructive, as a result of a past event where it is probable
that this will result in an outflow of economic benefits that can be
reliably estimated.
Provisions for restructuring costs are recognised when the Group
has a detailed formal plan for the restructuring, which has been
notified to affected parties.
(q) Foreign currencies
The individual financial statements of each Group company
are prepared in the currency of the primary economic environment
in which it operates, its functional currency. For the purpose of the
Consolidated Financial Statements, the results and financial
position of each Group company are expressed in Pounds Sterling,
which is the functional currency of the Company and the
presentation currency for the Consolidated Financial Statements.
In preparing the financial statements of the individual companies,
transactions in currencies other than the functional currency are
recorded at the rates of exchange prevailing on the dates of the
transactions. Gains and losses arising from the settlement of these
transactions, and from the retranslation of monetary assets and
liabilities denominated in currencies other than the functional
currency at rates prevailing at the balance sheet date, are
recognised in the income statement. Non-monetary assets and
liabilities denominated in currencies other than the functional
currency that are measured at historical cost or fair value are
translated at the exchange rate at the date of the transaction
or at the date the fair value was determined.
For the purpose of presenting Consolidated Financial Statements,
the assets and liabilities of the Group\u2019s foreign operations are
translated at exchange rates prevailing on the balance sheet date.
Exchange differences arising are classified as other comprehensive
income and transferred to the Group\u2019s translation reserve. Such
translation differences are recognised as income or as expense in
the year in which the operation is disposed of. Income and expense
items are translated at average exchange rates for the year, unless
exchange rates fluctuate significantly during that year, in which
case the exchange rates at the date of transactions are used.
(r) Taxation
The tax expense represents the sum of current tax payable arising in
the year, movements in deferred tax and movements in tax provisions.
The tax expense includes any interest and penalties payable.
The current tax payable arising in the year is based on taxable
profit for the year using tax rates that have been enacted or
substantively enacted by the balance sheet date, and any
adjustment to tax payable in respect of prior years.
3. Summary of significant accounting policies continued
(r) Taxation continued
Deferred tax is accounted for using the balance sheet liability
method in respect of temporary differences arising between the
carrying amount of assets and liabilities in the Financial Statements
and the corresponding tax basis used in the computation of taxable
profit. Deferred tax liabilities are generally recognised for all
temporary differences and deferred tax assets are recognised to
the extent that it is probable that taxable profits will be available
against which deductible temporary differences may be utilised.
Temporary differences are not recognised if they arise from
goodwill or from initial recognition of other assets and liabilities
in a transaction which affects neither the tax profit nor the
accounting profit.
Deferred tax liabilities are recognised for taxable temporary
differences arising on investments in subsidiaries and associates,
except where the Group is able to control the reversal of the
temporary difference and it is probable that the temporary
difference will not reverse in the foreseeable future.
Deferred tax is calculated at the rates that are expected to apply
when the asset or liability is settled or when the asset is realised.
Deferred tax is charged or credited in the income statement,
except when it relates to items credited or charged directly to other
comprehensive income or equity, in which case the deferred tax
is also dealt with in other comprehensive income or equity.
(s) Leases
Definition of a lease
On transition to IFRS 16 the Group elected to apply the practical
expedient not to reassess whether a contract was or contained a
lease. The Group therefore applied IFRS 16 only to contracts that
had been previously identified as leases, in accordance with IAS 17
and IFRIC 4, before 1 January 2019. Thereafter the Group has
applied the definition of a lease and related guidance to all lease
contracts entered into or modified on or after 1 January 2019.
The Group assesses whether a contract is, or contains, a lease if the
contract conveys a right to control the use of an identified asset for
a period of time in exchange for consideration.
At inception or on reassessment of a contract that contains a lease
component, the Group allocates the consideration in the contract
to each lease and non-lease component on the basis of the relative
stand-alone prices. However, for leases of properties the Group has
elected not to separate non-lease components and will instead
account for the lease and non-lease components as a single
lease component.
As a lessee
The Group has elected not to recognise right-of-use assets and lease
liabilities for short-term leases (up to 12 months) and leases of low
value assets (less than \u00a33,500). The Group recognises the lease
payments associated with these leases as an expense on a
straight-line basis over the lease term.
The Group recognises a right-of-use asset and a lease liability at the
lease commencement date, the date at which power to control the
asset is obtained. The right-of-use asset is initially measured at cost,
and subsequently at cost less any accumulated depreciation and
impairment losses, and adjusted for certain remeasurements of
the lease liability.
The lease liability is initially measured at the present value of
the lease payments that are not paid at the commencement date,
discounted using the interest rate implicit in the lease or, if that rate
cannot be readily determined, the Group\u2019s incremental borrowing
rate reflecting the lease term and the country in which it resides.
Generally, the Group uses its incremental borrowing rate as the
discount rate.
The lease liability is subsequently increased by the interest cost
on the lease liability and decreased by lease payments made. It is
remeasured when there is a change in the future lease payments
arising from a change in an index or a rate, a change in the estimate
of the amount expected to be payable under a residual value
guarantee, or as appropriate, changes in the assessment of whether
a purchase or extension option is reasonably certain to be exercised
or a termination option is reasonably certain not to be exercised.
Where a lease contract is modified and the lease modification is
not accounted for as a separate lease, the lease liability is
remeasured based on the lease term of the modified lease by
discounting the revised lease payments using a revised discount
rate at the effective date of the modification.
Lease cash flows are split into payments of principal and
interest and are presented as financing and operating cash
flows respectively.
The Group has applied judgement to determine the lease term for
some lease contracts in which it is a lessee that includes termination
and/or renewal options and for leases which the Group has
enforceable rights that extend the lease agreement. The assessment
of whether the Group is reasonably certain to exercise such options
or whether the Group is able to enforce its additional rights impacts
the lease term, which affects the amount of lease liabilities and
right-of-use assets recognised.
As a lessor
The Group sub-leases some of its leased properties. Where the
Group is an intermediate lessor, it accounts for the head lease and
the sub-lease as two separate contracts and classifies the sub-lease
as either a finance or operating lease by reference to the right-of-
use asset arising from the head lease.
Where sub-lease agreements are assessed as finance leases, the
Group derecognises the right-of-use asset and records its interest in
finance lease receivables. Lease receipts are apportioned between
finance income and a reduction in the finance lease receivable.
As required by IFRS 9, an allowance for expected credit losses
is recognised on the finance lease receivables.
Where sub-leases are classified as operating leases, operating lease
receipts are recognised in the income statement on a straight-line
basis over the lease term.
(t) Retirement benefit costs
Defined contributions made to employees\u2019 personal pension plans
are charged to the income statement as and when incurred.
For defined benefit retirement plans, the cost of providing the
benefits is determined using the projected unit credit method.
Actuarial gains and losses are recognised in full in the year in which
they occur. They are recognised outside the income statement and
are presented in other comprehensive income.
Past service cost is recognised in profit or loss when the plan
amendment or curtailment occurs, or when the Group recognises
related restructuring costs or termination benefits, if earlier. Gains
or losses on settlement of a defined benefit plan are recognised
when the settlement occurs.
The amount recognised in the balance sheet represents the net
of the present value of the defined benefit obligation as adjusted
for actuarial gains and losses and past service cost, and the fair
value of plan assets. The Trust Deed provides the Group with an
unconditional right to a refund of surplus assets assuming the full
settlement of plan liabilities. In the ordinary course of business the
Trustee has no rights to unilaterally wind up, or otherwise augment
the benefits due to members of, the plan. Based on these rights, any
net surplus in the plan would be recognised in full. Where such rights
do not exist, or are no longer enforceable, the Group applies the
requirements of IFRIC 14 and restricts recognition of the net surplus
by applying an asset recognition ceiling. Changes in the asset
ceiling are recorded in other comprehensive income.
(u) Share-based awards
Equity-settled share-based awards issued employees are measured
at fair value at the date of grant. The fair value determined at the
grant date of the equity-settled share-based awards is expensed on
a straight-line basis over the vesting period, based on the Group\u2019s
estimate of shares that will eventually vest.\u2009
The estimated grant date fair value of awards is based on the
share price at grant date, reduced where shares do not qualify for
dividends during the vesting period. Market-based performance
conditions for equity-settled awards are reflected in the initial fair
value of the award.
The fair value of share options issued is determined using
appropriate valuation models. The expected life used in the
models has been adjusted, based on management\u2019s best estimate
for the effects of non-transferability, exercise restrictions and
behavioural considerations.
Cash-settled share-based awards are initially measured at fair
value at the date of grant. Subsequently the awards are fair valued
at each reporting date and a proportionate expense for the
duration of the vesting period elapsed is recognised in the Income
Statement together with a liability on the Group\u2019s balance sheet.\u2009
(v) Treasury and own shares
Where share capital recognised as equity is repurchased, the
amount of the consideration paid, including directly attributable
costs, net of any tax effects, is recognised as a deduction from
equity. When treasury shares are sold or re-issued subsequently,
the amount received is recognised as an increase in equity, and
the resulting surplus or deficit on the transaction is transferred
to or from retained earnings.
Shares repurchased from the open market are recorded in \u2018own
shares\u2019 within reserves. Own shares issued to beneficiaries under
share award plans are recorded as a transfer to retained earnings.
(w) Contingent liabilities
Contingent liabilities, which include certain guarantees and letters
of credit pledged as collateral security, and contingent liabilities
related to legal proceedings or regulatory matters where a possible
outflow of economic benefit might occur, or where that outflow
cannot be reliably estimated, are not recognised in the financial
statements but are disclosed.
(x) Accounting estimates and judgements
In the application of the Group\u2019s accounting policies, the Directors
are required to make judgements, estimates and assumptions
about the carrying amounts of assets and liabilities that are not
readily apparent from other sources. The estimates and associated
assumptions are based on historical experience and other factors
that are considered to be relevant. Actual results may differ from
these estimates.
Estimates and assumptions are reviewed on an ongoing basis and
revisions to accounting estimates are recognised in the period an
estimate is revised.
The following are the critical judgements and estimates that
the Directors have made in the process of preparing the
Financial Statements.
Provisions and contingent liabilities
Provisions are established by the Group based on management\u2019s
assessment of relevant information and advice available at the
time of preparing the Financial Statements.
Judgements
Judgement is required when determining whether a present
obligation exists. Professional advice is taken on the assessment
of litigation and similar obligations.
Provisions for legal proceedings and regulatory matters typically
require a higher degree of judgement than other types of provisions.
When matters are at an early stage, accounting judgements can be
difficult because of the high degree of uncertainty associated with
determining whether a present obligation exists, and estimating
the probability and amount of any outflows that may arise. As
matters progress, management and legal advisers evaluate on an
ongoing basis whether provisions should be recognised, revising
previous estimates as appropriate. At more advanced stages, it is
typically easier to make estimates around a better defined set of
possible outcomes.
3. Summary of significant accounting policies continued
(x) Accounting estimates and judgements continued
Estimates
Provisions for legal proceedings and regulatory matters remain
very sensitive to the assumptions used in the estimate. There could
be a wider range of possible outcomes for any pending legal
proceedings, investigations or inquiries. As a result it is often not
practicable to quantify a range of possible outcomes for individual
matters. It is also not practicable to meaningfully quantify ranges
of potential outcomes in aggregate for these types of provisions
because of the diverse nature and circumstances of such matters
and the wide range of uncertainties involved.
Notes 27 and 36 provide details of the Group\u2019s provisions and
contingent liabilities and the key sources of estimation uncertainty.
Impairment of goodwill and intangible assets
Judgements
Forecast cash flows are subject to a high degree of uncertainty in
volatile market conditions. Under such circumstances, management
tests goodwill for impairment more frequently than once a year
when indicators of impairment exist. This ensures that the
assumptions on which the cash flow forecasts are based continue to
reflect current market conditions and management\u2019s best estimate
of future performance.
Estimates
The future cash flows of the CGUs are sensitive to the cash flows
projected for the periods for which detailed forecasts are available
and to assumptions regarding the long-term pattern of sustainable
cash flows thereafter.
The rates used to discount future expected cash flows can have a
significant effect on a CGU\u2019s valuation. The discount rate incorporates
inputs reflecting a number of financial and economic variables,
including the risk-free interest rate in the region concerned and
a premium for the risk of the business being evaluated. These
variables are subject to fluctuations in external market rates and
economic conditions beyond management\u2019s control.
Note 13 sets out the key sources of estimation uncertainty, the key
assumptions made and the resultant sensitivity to reasonable
possible changes in those assumptions.
4. Segmental analysis
Products and services from which reportable segments derive
their revenues
The Group has a matrix management structure. The Group\u2019s Chief
Operating Decision Maker (\u2018CODM\u2019) is the Executive Committee
(\u2018ExCo\u2019) which operates as a general executive management
committee under the direct authority of the Board. The ExCo
members regularly review operating activity on a number of bases,
including by business division and by legal ownership which is
structured geographically based on the region of incorporation
for TP ICAP legacy entities plus Liquidnet.
Following the redomiciliation of the Group\u2019s parent in February
2021, the operational responsibility of entities was aligned with
their legal ownership and as a result the Group at that time
considered that the Primary Operating Segments continued to be
the geographical regions of incorporation being Americas, EMEA,
APAC and Corporate/Treasury. Liquidnet, acquired in March 2021
with its own separate international legal structure, was managed
separately by the CODM, representing its own separate primary
operating segment, even though it itself had operations across
Americas, EMEA and APAC and represented a significant component
of the Agency Execution business division, subsequently renamed
to Liquidnet Division.
In 2022, as a consequence of the inclusion of Liquidnet into Agency
Execution, the balance of the CODM review of operating activity
and allocation of the Group\u2019s resources had become more focused
on business division. This structure is now considered to represent
the more appropriate view for the purposes of Group resource
allocation and assessment of the nature and financial effects of
the business activities in which the Group engages.
Whilst the Group\u2019s Primary Operating Segments are now by business
division, individual entities and the legal ownership of such entities
continue to operate with discrete management teams and decision
making and governance structures. Each regional sub-group has its
own independent governance structure including CEOs, board
members and Sub-Group regional Conduct and Governance
Committees with separate autonomy of decision making and the
ability to challenge the implementation of Group level strategy and
initiatives within its region. In the EMEA regional sub-group, in
particular, there are also independent non-executive directors on
the regional Board of directors, which further strengthens the
independence and judgement of the governance framework.
Notes to the Consolidated Financial Statements continued
Information regarding the Group\u2019s revised primary operating segments is reported below:
Analysis by primary operating segment
2022
Global Broking
\u00a3m
Energy &
Commodities
\u00a3m
Liquidnet
(formerly Agency
Execution)
\u00a3m
Parameta
Solutions
\u00a3m
Corporate
\u00a3m
Total
\u00a3m
Revenue
> External 1,229 384 325 177 \u2013 2,115
> Inter-division 22 3 \u2013 \u2013 (25) \u2013
1,251 387 325 177 (25) 2,115
Total front office costs:
> External (780) (263) (246) (63) \u2013 (1,352)
> Inter-division \u2013 \u2013 \u2013 (25) 25 \u2013
(780) (263) (246) (88) 25 (1,352)
Contribution 471 124 79 89 \u2013 763
Net management and support costs (224) (65) (78) (8) (43) (418)
Other operating income 2 \u2013 \u2013 \u2013 10 12
Adjusted EBITDA 249 59 1 81 (33) 357
Depreciation and impairment of property,
plant and equipment and right-of-use assets (20) (6) (12) (2) (9) (49)
Amortisation and impairment of intangibles (16) (4) (13) \u2013 \u2013 (33)
Adjusted EBIT 213 49 (24) 79 (42) 275
Corporate represents the cost of Group and central functions that are not allocated to the Group\u2019s divisions.
2021
Global Broking
(restated)
\u00a3m
Energy &
Commodities
(restated)
\u00a3m
Liquidnet
(formerly Agency
Execution)
(restated)
\u00a3m
Parameta
Solutions
(restated)
\u00a3m
Corporate
(restated)
\u00a3m
Total
\u00a3m
Revenue
> External\u00b9 1,088 367 261 149 \u2013 1.865
> Inter-division 19 3 \u2013 \u2013 (22) \u2013
1,107 370 261 149 (22) 1,865
Total front-office costs
> External\u00b2 (694) (248) (170) (51) \u2013 (1,163)
> Inter-division \u2013 \u2013 \u2013 (22) 22 \u2013
(694) (248) (170) (73) 22 (1,163)
Contribution\u00b3 413 122 91 76 \u2013 702
Net management and support costs\u2074 (200) (63) (63) (8) (63) (397)
Other operating income 2 \u2013 \u2013 \u2013 8 10
Adjusted EBITDA\u2075
215 59 28 68 (55) 315
Depreciation and impairment of property,
plant and equipment and right-of-use assets
(16) (5) (14) (2) (15) (52)
Amortisation and impairment of intangibles (13) (4) (11) \u2013 (2) (30)
Adjusted EBIT\u2075 186 50 3 66 (72) 233
1 Divisional Revenue for 2021 has been restated to be comparable with 2022\u2019s divisional groupings. Revenue for Global Broking increased by \u00a32m, Liquidnet
(formerly Agency Execution) increased by \u00a315m and Parameta Solutions reduced by \u00a317m. There is no restatement of Group revenues.
2 Divisional Total front end costs for 2021 have been restated to be comparable with 2022\u2019s divisional groupings. Total front end costs for Liquidnet (formerly Agency
Execution) have reduced by \u00a39m and Parameta Solutions increased by \u00a39m. There is no restatement of Group Total front end costs.
3 As a result of the restatements in footnotes 1 and 2 above, Divisional contribution for Global Broking increased by \u00a32m, Liquidnet (formerly Agency Execution) increased
by \u00a36m and Parameta Solutions reduced by \u00a38m. There is no restatement of Group contribution.
4 As a result of the restatements in footnotes 1 and 2 above, Divisional net management and support costs for Global Broking decreased by \u00a33m, Parameta Solutions
decreased by \u00a34m and Corporate increased by \u00a37m. Additionally, Divisional Net management and support costs have been restated to remove the IFRS 16 interest charge.
This restatement aligns with IFRS statutory reporting where the IFRS 16 interest cost is disclosed within Group finance costs. As a result Net management and support costs
for Global Broking reduced by \u00a38m, Energy & Commodities reduced by \u00a33m, Liquidnet (formerly Agency Execution) reduced by \u00a33m, Parameta Solutions reduced by \u00a31m
and Corporate increased by \u00a315m. There is no restatement of Group Net management and support costs.
5 As a result of the above restatements Adjusted EBITDA and EBIT for Global broking increased by \u00a313m, Energy & Commodities increased by \u00a33m, Liquidnet (formerly
Agency Execution) increased by \u00a39m, Parameta Solutions reduced by \u00a33m and Corporate reduced by \u00a322m. There is no restatement to the consolidated Group Adjusted
EBITDA or EBIT.
4. Segmental analysis continued
Significant items are centrally managed and controlled by the Group and are not allocated to regional or divisional segments.
Analysis of significant items
2022
Restructuring
and other related
costs
\u00a3m
Disposals,
acquisitions and
investment in
new businesses
\u00a3m
Legal and
regulatory
matters
\u00a3m
Total
\u00a3m
Employment, compensation and benefits costs 24 \u2013 \u2013 24
Premises and related costs 1 \u2013 \u2013 1
Deferred consideration \u2013 8 \u2013 8
Charge relating to significant legal and regulatory settlements \u2013 \u2013 6 6
Pension scheme past service and settlement costs \u2013 \u2013 1 1
Remeasurement of employee long-term benefits (7) \u2013 \u2013 (7)
Gain on disposal of property, plant and equipment (3) \u2013 \u2013 (3)
Gain on derecognition of right-of-use assets/lease liabilities (3) \u2013 \u2013 (3)
Net foreign exchange losses \u2013 4 \u2013 4
Other general and administration costs 20 5 \u2013 25
Total included within general and administration costs 8 17 7 32
Depreciation and impairment of property, plant and equipment and
right-of-use assets 9 \u2013 \u2013 9
Amortisation and impairment of intangible assets \u2013 65 \u2013 65
Total included within operating costs 41 82 7 130
Other operating income \u2013 (16) (2) (18)
Included in finance income \u2013 1 \u2013 1
Total significant items before tax
41 67 5
113
Taxation of significant items (22)
Total significant items after tax 91
2021
Restructuring and
other related
costs
\u00a3m
Disposals,
acquisitions and
investment in new
businesses
\u00a3m
Legal and
regulatory
matters
\u00a3m
Total
\u00a3m
Employment, compensation and benefits costs 12 \u2013 \u2013 12
Premises and related costs 9 \u2013 \u2013 9
Deferred consideration \u2013 2 \u2013 2
Charge relating to significant legal and regulatory settlements \u2013 \u2013 6 6
Pension scheme past service and settlement costs 1 \u2013 \u2013 1
Acquisition costs \u2013 8 \u2013 8
Net loss on derivative instruments \u2013 8 \u2013 8
Net foreign exchange gains \u2013 (4) \u2013 (4)
Other general and administration costs 4 13 9 26
Total included within general and administration costs 14 27 15 56
Depreciation and impairment of property, plant and equipment and
right-of-use assets 16 \u2013 \u2013 16
Amortisation and impairment of intangible assets \u2013 52 \u2013 52
Impairment of other assets
Total included within operating costs 42 79 15 136
Included in other operating income 16 1 \u2013 17
Total significant items before tax
58 80 15
153
Taxation on significant items (21)
Total significant items after tax 132
Impairment of investment in associates \u2013 reflected together with Share of
results of associates and joint venture 11
Total significant items 143
The Group\u2019s reported performance includes significant items. A reconciliation from adjusted operating profit, as considered by CODM,
to Group reported performance is included:
Adjusted profit reconciliation
Adjusted
\u00a3m
Significant
items
\u00a3m
Reported
\u00a3m
2022
EBIT/operating profit 275 (112) 163
Net finance costs (49) (1) (50)
Profit before tax 226 (113) 113
Taxation (58) 22 (36)
Profit after tax 168 (91) 77
Share of profit from associates and joint ventures 29 \u2013 29
Profit for the year 197 (91) 106
Adjusted
\u00a3m
Significant
items
\u00a3m
Reported
\u00a3m
2021
EBIT/operating profit 233 (136) 97
Net finance costs (56) (17) (73)
Profit before tax 177 (153) 24
Taxation (44) 21 (23)
Profit after tax 133 (132) 1
Share of profit from associated and joint ventures 18 (11) 7
Profit for the year 151 (143) 8
Revenue by type
2022
Global Broking
\u00a3m
Energy &
Commodities
\u00a3m
Liquidnet
\u00a3m
Parameta
Solutions
\u00a3m
Eliminations
\u00a3m
Total
\u00a3m
Revenue
Name Passing brokerage 949 337 16 \u2013 \u2013 1,302
Executing Broker brokerage 40 42 64 \u2013 \u2013 146
Matched Principal brokerage 240 5 155 \u2013 \u2013 400
Introducing Broker brokerage \u2013 \u2013 90 \u2013 \u2013 90
Data & Analytics price information fees 22 3 \u2013 177 (25) 177
1,251 387 325 177 (25) 2,115
2021
Global Broking
\u00a3m
Energy &
Commodities
\u00a3m
Liquidnet
\u00a3m
Parameta
Solutions
\u00a3m
Eliminations
\u00a3m
Total
\u00a3m
Revenue
Name Passing brokerage 864 326 19 \u2013 (2) 1,207
Executing Broker brokerage 25 37 43 \u2013 \u2013 105
Matched Principal brokerage 201 5 112 \u2013 \u2013 318
Introducing Broker brokerage \u2013 \u2013 86 \u2013 \u2013 86
Data & Analytics price information fees 17 2 1 149 (20) 149
1,107 370 261 149 (22) 1,865
Revenue by country
2022
\u00a3m
2021
\u00a3m
United Kingdom 74 3 750
United States of America 779 654
Rest of the world 593 461
2,115 1,865
5. Operating costs
Notes
2022
\u00a3m
2021
(restated)
\u00a3m
Broker compensation costs\u00b9 1,032 917
Other staff costs\u00b9 268 223
Share-based payment charge 32 20 12
Employee compensation and benefits 7 1,320 1,152
Technology and related costs 216 191
Premises and related costs 28 37
Gains on disposal of property, plant and equipment (3) \u2013
Gain on derecognition of right-of-use assets/lease liabilities (3) \u2013
Adjustments to deferred consideration 33 8 2
Charge relating to significant legal and regulatory settlements 27 7 6
Pension scheme past service and settlement costs 37 1 1
Remeasurement of long-term employee benefits (7) \u2013
Acquisition costs 6 20
Impairment losses on trade receivables 5 \u2013
Net foreign exchange (gains)/losses (21) 3
Net loss on FX derivative instruments 11 12
Other administrative costs 258 204
General and administrative expenses 506 476
Depreciation of property, plant and equipment 15 23 23
Impairment of property, plant and equipment 15 5 10
Depreciation of right-of-use assets 16 26 29
Impairment of right-of-use assets 16 4 6
Depreciation and impairment of property, plant and equipment and right-of-use assets 58 68
Amortisation of other intangible assets 14 33 30
Impairment of other intangible assets 14 \u2013 6
Amortisation of intangible assets arising on consolidation 13 45 46
Impairment of intangible assets arising on consolidation 13 20 \u2013
Amortisation and impairment of intangibles assets 98 82
1,982 1,778
1 Broker compensation cost and Other staff costs for 2021 have been increased and decreased by \u00a335m respectively, reflecting a reclassification of certain staff as broking.
The analysis of auditor\u2019s remuneration is as follows:
2022
\u00a3000
2021
\u00a3000
Audit of the Group\u2019s annual accounts 1,517 1,291
Audit of the Company\u2019s subsidiaries and associates pursuant to legislation 6,985 6,087
Total audit fees 8,502 7,378
Audit related assurance services\u00b9 1,390 1,225
Other assurance services\u00b2 45 45
Corporate finance services3 760 1,684
Total non-audit fees 2,195 2,954
Audit fees payable to the Company\u2019s auditor and its associates in respect of associated pension schemes 34 31
1 Audit related assurance services relate to services required by law or regulation, assurance on regulatory returns and review of interim financial information.
2 Other assurance services relate to non-statutory audits and other permitted assurance services.
3 In 2022 Corporate finance fees relate to work undertaken in connection with strategic projects and in 2021 related to the Group\u2019s redomiciliation to Jersey and the
acquisition of Liquidnet.
6. Other operating income
Other operating income includes:
2022
\u00a3m
2021
\u00a3m
Acquisition related income 16 \u2013
Business relocation grants 2 3
Employee related insurance receipts 4 2
Management fees from associates 1 2
Legal settlement receipts 4 1
Other receipts 3 2
30 10
Other receipts include royalties, rebates, non-employee related insurance proceeds, tax credits and refunds. Costs associated with such
items are included in administrative expenses. Acquisition related income relates to funds received following arbitration in connection
with the purchase of Liquidnet. The arbitration was completed after the one year measurement period applicable to the acquisition.
7. Staff costs
The aggregate employment costs of staff and Directors of the Group were:
2022
\u00a3m
2021
\u00a3m
Wages, salaries, bonuses and incentive payments 1,182 1,034
Social security costs 102 90
Defined contribution pension costs (Note 37(c)) 16 16
Share-based compensation expense (Note 32) 20 12
1,320 1,152
The average monthly number of full-time equivalent employees and Directors directly attributable to Business Divisions and to
Management & Support were:
2022
No.
2021
No.
Global Broking 1,856 1,971
Energy & Commodities 632 652
Liquidnet 467 484
Parameta Solutions 189 187
Management & Support 2,053 2,071
5,197 5,365
The average monthly number of full-time equivalent employees and Directors by geographical region were:
2022
No.
2021
(restated)\u00b9
No.
EMEA 2,394 2,434
Americas 1,614 1,700
Asia Pacific 1,106 1,151
Corporate 83 80
5,197 5,365
1 The average number of full-time equivalent employees and Directors for 2021 have been restated to reallocate 456 Liquidnet employees into their relevant geographical
location. The 456 employees have been reallocated to EMEA 47, Americas 240 and Asia Pacific 170.
8. Finance income
2022
\u00a3m
2021
\u00a3m
Interest and similar income 6 2
Interest on finance leases (Note 22) 2 1
8 3
9. Finance costs
2022
\u00a3m
2021
\u00a3m
Fees payable on bank and other loan facilities 2 2
Interest on bank and other loans 2 2
Interest on Sterling Notes January 2024 13 22
Interest on Sterling Notes May 2026 13 13
Interest on Sterling Notes November 2028 7 1
Interest on Liquidnet Vendor Loan Notes 1 1
Other interest 1 1
Amortisation of debt issue and bank facility costs 2 2
Borrowing costs 41 44
Interest on lease liabilities (Note 16) 17 14
Amortisation of options premium \u2013 2
Premium on repurchase of Sterling Notes January 2024 \u2013 16
58 76
10. Taxation
2022
\u00a3m
2021
\u00a3m
Current tax
UK corporation tax 22 18
Overseas tax 41 13
Prior year UK corporation tax (4) \u2013
Prior year overseas tax \u2013 2
59 33
Deferred tax (Note 21)
Current year (26) (9)
Prior year 3 (1)
(23) (10)
Tax charge for the year 36 23
The charge for the year can be reconciled to the profit in the income statement as follows:
2022
\u00a3m
2021
\u00a3m
Profit before tax 113 24
Tax based on the UK corporation tax rate of 19% (2021: 19%) 21 5
Tax effect of items that are not deductible:
> expenses 7 (1)
Prior year adjustments (1) 1
Impact of tax rate change \u2013 12
Impact of overseas tax rates 6 5
Net movement in unrecognised deferred tax 3 1
Tax charge for the year 36 23
In 2021 the tax effect of items that are not deductible includes a \u00a312m credit due to the remeasurement of a tax provision recognised
during the ICAP acquisition. This offsets a corresponding debit to Other general and administration costs due to the release of the related
indemnification asset that was also recognised during the ICAP acquisition. Therefore no net impact on profit after tax arose in respect
of this remeasurement.
In addition to the income statement charge, the following current and deferred tax items have been included in other comprehensive
income and equity:
Recognised
in other
comprehensive
income
\u00a3m
Recognised
in equity
\u00a3m
Total
\u00a3m
2022
Current tax 5 \u2013 5
Deferred tax charge relating to:
> Other temporary differences \u2013 \u2013 \u2013
Tax charge on items taken directly to other comprehensive income and equity 5 \u2013 5
Recognised
in other
comprehensive
income
\u00a3m
Recognised
in equity
\u00a3m
Total
\u00a3m
2021
Deferred tax charge relating to:
> Other temporary differences 1 \u2013 1
Tax charge on items taken directly to other comprehensive income and equity 1 \u2013 1
11. Earnings per share
2022 2021
Basic 13.2p 0.7p
Diluted 13.0p 0.7p
The calculation of basic and diluted earnings per share is based on the following number of shares:
2022
No.(m)
2021
No.(m)
Basic weighted average shares 779.1 759.3
Contingently issuable shares 11.5 8.9
Diluted weighted average shares 790.6 768.2
The earnings used in the calculation of basic and diluted earnings per share are set out below:
2022
\u00a3m
2021
\u00a3m
Earnings for the year 106 8
Non-controlling interests (3) (3)
Earnings attributable to equity holders of the parent 103 5
12. Dividends
2022
\u00a3m
2021
\u00a3m
Amounts recognised as distributions to equity holders in the year:
Final dividend for the year ended 31 December 2021 of 5.5p per share 43 \u2013
Interim dividend for the year ended 31 December 2022 of 4.5p per share 35 \u2013
Final dividend for the year ended 31 December 2020 of 2.0p per share \u2013 16
Interim dividend for the year ended 31 December 2021 of 4.0p per share \u2013 31
78 47
A final dividend of 7.9 pence per share will be paid on 23 May 2023 to all shareholders on the Register of Members on 14 April 2023.
During the year, the Trustees of the TP ICAP plc EBT waived their rights to dividends.
13. Intangible assets arising on consolidation
Goodwill
\u00a3m
Other
\u00a3m
Total
\u00a3m
At 1 January 2022 1,180 582 1,762
Amortisation of acquisition related intangibles \u2013 (45) (45)
Impairment \u2013 (20) (20)
Effect of movements in exchange rates 52 31 83
At 31 December 2022 1,232 548 1,780
Goodwill
\u00a3m
Other
\u00a3m
Total
\u00a3m
At 1 January 2021 989 474 1,463
Recognised on acquisitions 187 154 341
Amortisation of acquisition related intangibles \u2013 (46) (46)
Effect of movements in exchange rates 4 \u2013 4
At 31 December 2021 1,180 582 1,762
As at 31 December 2022 the gross cost of goodwill and other intangible assets arising on consolidation amounted to \u00a31,482m and \u00a3833m
respectively (2021: \u00a31,428m and \u00a3797m). Cumulative amortisation and impairment charges amounted to \u00a3250m for goodwill and \u00a3285m
for other intangible assets arising on consolidation (2021: \u00a3248m and \u00a3215m).
13. Intangible assets arising on consolidation continued
Goodwill
Goodwill arising through business combinations is allocated to groups of individual cash-generating units (\u2018CGUs\u2019), reflecting the lowest
level at which the Group monitors and tests goodwill for impairment purposes. The Group\u2019s CGUs are as follows:
2022
\u00a3m
2021
(reallocated)
\u00a3m
CGU
Global Broking 489 466
Energy & Commodities 156 150
Parameta Solutions 342 336
Liquidnet \u2013 Agency Execution 40 39
Liquidnet \u2013 acquired business 205 189
Goodwill allocated to CGUs 1,232 1,180
As a result of the change in the Primary Operating Segments as at 1 January 2022, from the geographic grouping of CGUs to a Business
Division grouping of CGUs the goodwill allocated to the regional CGU groupings has been reallocated to each Business Division based on
the relative value of those Business Divisions. The goodwill arising on the Liquidnet acquisition has not been reallocated and is reviewed
and tested as its own group of CGUs. Immediately prior to the reallocation, the Regional CGUs were tested for impairment. No
impairments were identified.
The Group\u2019s annual impairment testing of its CGUs is undertaken each September. Between annual tests the Group reviews each CGU for
impairment triggers that could adversely impact the valuation of the CGU and, if necessary, undertakes additional impairment testing.
As at 30 June 2022 impairment triggers were identified for the Global Broking and Liquidnet CGUs which were subject to full impairment
review as at that date.
Determining whether goodwill is impaired requires an estimation of the recoverable amount of each CGU. The recoverable amount is
the higher of its value in use (\u2018VIU\u2019) or its fair value less cost of disposal (\u2018FVLCD\u2019). VIU is a pre-tax valuation, using pre-tax cash flows and
pre-tax discount rates which is compared with the pre-tax carrying value of the CGU, whereas FVLCD is a post-tax valuation, using post-tax
cash flows, post-tax discount rates and other post-tax observable valuation inputs, which is compared with a post-tax carrying value of the
CGU. The CGU\u2019s recoverable amount is compared with its carrying value to determine if an impairment is required.
The key assumptions for the VIU calculations are those regarding expected divisional cash flows arising in future years, divisional growth
rates and divisional discount rates as considered by management. Future projections are based on the most recent financial projections
considered by the Board which are used to project pre-tax cash flows for the next five years. After this period a steady state cash flow is
used to derive a terminal value for the CGU.
Impairment assessment and testing as at 30 June 2022
\u2013 Global Broking
In June 2022 the Group\u2019s Global Broking CGU was subject to impairment testing, triggered as a result of the impact of inflation on
expected cash flows, coupled with a change in the discount rate. For the 30 June 2022 impairment test the recoverable amount of the
Global Broking CGU was based on its VIU. Future projections were based on the most recent financial forecasts considered by the Board
which were used to project cash flows for the next five years. After this period a steady state cash flow was used to derive a terminal value
for the CGU. Annual growth rates of 0.5% to 2027 and nil thereafter were used with pre-tax discount rate of 12.5%. The calculations were
subject to stress tests reflecting reasonably possible changes in key assumptions. No impairment was identified as at 30 June 2022
although the CGU remained sensitive to reasonable possible changes in the assumptions.
As at June 2022, changes in discount rates and/or revenue assumptions, reflecting inherent uncertainties in any long-term forecasting,
including potential effects of Brexit in EMEA and other structural changes, would impact the respective carrying value of the CGU.
The CGU\u2019s value would equate to its carrying value should the discount rate, revenue growth over the forecast period, or revenues used
in the terminal value fall by the following:
CGU
Valuation
discount rate
%
Breakeven
discount rate
%
Valuation
revenue growth
rate
%
Breakeven
revenue
growth rate
%
Changes in
terminal
value
revenues
%
Global Broking 12.5% 17.8% 0.5% (1.8%) (15.0%)
\u2013 Liquidnet acquired business
As the Liquidnet acquired business was measured on a FVLCD basis at 31 December 2021, a decline in equity market conditions triggered
an impairment review as at 30 June 2022. The full impairment test did not identify an impairment although the outcome is highly sensitive
to changes in valuation assumptions. As at 30 June 2022 the recoverable amount for the Liquidnet acquired business was based on its
FVLCD. The Income Approach was used for the FVLCD valuation under which the CGU had a FVLCD in excess of its carrying value.
The key assumptions for the Income Approach are those regarding expected cash flows, CGU growth rates and the discount rate. Future
projections are based on the most recent financial forecasts considered by the Board which are used to project cash flows for the next five
years. After this period a steady state cash flow is used to derive a terminal value for the CGU. Annual growth rates on the existing equities
business of 2.8% to 2027 and 1% thereafter have been used with post-tax discount rate of 11.1%. Projected cash flows for new credit business
lines have been projected to 2027 at an annual growth rate of 62%, based on the development and roll-out of the Credit platform, with
growth thereafter at 2%, and have been discounted at a post-tax discount rate of 15%, reflecting the greater uncertainty associated with
these projections. The calculations have been subject to stress tests reflecting reasonably possible changes in key assumptions.
Under this approach the recoverable amount for Liquidnet exceeded its carrying value, but was sensitive to changes in the cash flow
projections for new business lines to 2027. An annualised reduction in the projected revenues for new business lines of c.50% per annum
over the period to 2027, would eliminate the headroom. The impact on future cash flows resulting from lower new business inflows or falling
growth rates does not reflect any management actions that would be taken under such circumstances.
Impairment testing as at 30 September 2022
\u2013 Business divisions (excluding Liquidnet \u2013 acquired business)
For the 30 September 2022 annual impairment testing, the recoverable amounts for Global Broking, Energy & Commodities, Parameta
Solutions and Liquidnet \u2013 Agency Execution were based on their VIU. Growth rates on five year projected revenues, growth rates on
terminal value cash flows and discount rates used in the VIU calculations together with their respective breakeven rates were as follows:
September 2022
Valuation
discount rate
%
Breakeven
discount rate
%
Valuation
revenue
growth rates
%
Breakeven
revenue
growth rates
%
Valuation
terminal value
growth rate
%
Breakeven
terminal value
growth rate
%
CGU
Global Broking 13.4% 17.4% 1.0% (1.4%) 1.0% (7.0%)
Energy & Commodities 13.2% 16.4% 2.1% 0.2% 2.1% (3.6%)
Parameta Solutions 13.8% 31.1% 6.0% (18.1%) 3.0% (85.0%)
Liquidnet \u2013 Agency Execution 13.6% 14.5% 3.0% 2.6% 2.0% 0.7%
December 2021 (at date of reallocation of goodwill)
Valuation
discount rate
%
Breakeven
discount rate
%
Valuation revenue
growth rates
%
Breakeven
revenue
growth rates
%
Valuation
terminal value
growth rate
%
Breakeven
terminal value
growth rate
%
CGU
Global Broking 11.5% 11.7% 0.5% 0.4% 0.0% (0.3%)
Energy & Commodities 11.0% 14.7% 2.0% 0.2% 0.0% (6.4%)
Parameta Solutions 11.3% 20.9% 4.8% (6.0%) 0.0% (24.6%)
Liquidnet \u2013 Agency Execution 13.0% 15.0% 5.0% 4.1% 0.0% (2.0%)
No impairments were identified as a result of the 2022 annual testing.
As shown in the table above, the VIU of the Liquidnet \u2013 Agency Execution CGU is sensitive to reasonably possible changes in the growth
and discount rates. The impact on future cash flows resulting from falling growth rates does not reflect any management actions that
would be taken under such circumstances.
The Group does not expect climate change to have a material impact on the financial statements. However, the assessment of the
financial risks and opportunities related to climate change is ongoing and the Group recognises the increased uncertainty in forecasting
medium and long-term revenues, particular in the Energy & Commodities (\u2018E&C\u2019) division. A 5% decline in E&C terminal growth rates from
2027 in Oil, Power and Gas, would eliminate any headroom in the CGU.
13. Intangible assets arising on consolidation continued
Impairment testing as at 30 September 2022 continued
\u2013 Liquidnet acquired business
For the 30 September 2022 annual impairment testing the recoverable amounts for the Liquidnet acquired business was based on its
FVLCD. The Income Approach was used for the FVLCD valuation under which the CGU had a FVLCD in excess of its carrying value.
The key assumptions for the Income Approach are those regarding expected cash flows, growth rates and the discount rate. Future
projections are based on the most recent financial budgets considered by the Board which are used to project cash flows for the next five
years. After this period a steady state cash flow is used to derive a terminal value for the CGU. Growth rates on the five year projected
revenues, growth rates on terminal value cash flows and discount rates used in the FVLCD calculations together with their respective
breakeven rates were as follows:
Liquidnet acquired business
Valuation
discount rate
%
Breakeven
discount rate
%
Valuation
revenue
growth rates
%
Breakeven
revenue
growth rates
%
Valuation
terminal value
growth rate
%
Breakeven
terminal value
growth rate
%
September 2022 10.9% 12.3% 14.7% 13.1% 2.4% 0.5%
December 2021 10.8% 11.4% 3.0% 1.7% 1.0% 0.3%
The valuation revenue growth rate percentage have increased from 3% in December 2021 to 14.7% as at September 2022. This reflects
management\u2019s expectation that the Equities business will return to a similar revenue projection in 2027, but from a lower starting position
in the September 2022 valuation, resulting in an annual growth rate of 6.7%. The September 2022 valuation now includes revenue growth
on the roll-out of the Credit platform, resulting in an annual growth rate of 61% to 2027. As at December 2021, the valuation did not reflect
the projected development of the new Credit business. The calculations have been subject to stress tests reflecting reasonably possible
changes in key assumptions.
Under this approach the recoverable amount for the Liquidnet acquired business exceeded its carrying value, but is sensitive to reasonably
possible changes in the growth rates and the discount rate as indicated in the table above. The most sensitive valuation assumption relates
to the growth in cash flows arising on new Credit business lines. The impact on future cash flows resulting from falling growth rates does not
reflect any management actions that would be taken under such circumstances. The Income Approach valuation is based on management
forecasts which are unobservable and is therefore a Level 3 fair value.
Impairment assessment as at 31 December 2022
As at 31 December 2022, the review of the indicators of impairment did not require any further testing.
Other intangible assets
Other intangible assets at 31 December 2022 represent customer relationships, \u00a3546m (2021: \u00a3580m) and business brands and trademarks,
\u00a32m (2021: \u00a32m) that arise through business combinations. Customer relationships are being amortised between 10 and 20 years.
Other intangible assets, along with other finite life assets, are subject to impairment trigger assessment at least annually. As at
30 September 2022, as a result of difficult equity market conditions and subdued larger block trading, the Liquidnet customer relationships
were subject to a full impairment review. As a result of this testing, the value of customer relationships has been reduced by \u00a320m.
The valuation of customer lists is based on the \u2018Multi-period Excess Earnings Methodology\u2019 or \u2018MEEM\u2019. MEEM is a version of the Income
Approach which seeks to estimate the value by determining the net present value of the forecast, post-tax profits generated by the asset
as of the valuation date, and reflects assumptions regarding customer churn, operating profits and margins, contributory asset charges,
tax rates and discount rates. As these inputs are unobservable, this is a Level 3 valuation. Following the adjustment to the customer
relationship\u2019s carrying value, the asset will continue to be amortised over its remaining useful life, but remains sensitive to reasonable
possible changes in the assumptions. A reduction in annual operating profits of \u00a33m from 2023 would impair the asset by \u00a319m,
and a 1% increase in the discount rate would impair the asset by \u00a38m.
14. Other intangible assets Purchased software \u00a3m Developed software \u00a3m Total \u00a3m Cost At 1 January 2022 52 190 242 Additions 8 27 35 Amounts derecognised (1) (5) (6) Effect of movements in exchange rates 4 5 9 At 31 December 2022 63 217 280 Accumulated amortisation At 1 January 2022 (41) (110) (151) Charge for the year (12) (21) (33) Amounts derecognised 1 5 6 Effect of movements in exchange rates (2) (3) (5) At 31 December 2022 (54) (129) (183) Carrying amount At 31 December 2022 9 88 97 Purchased software \u00a3m Developed software \u00a3m Total \u00a3m Cost At 1 January 2021 23 149 172 Additions\u00b9 17 20 37 Recognised with acquisitions 11 22 33 Amounts derecognised (1) (2) (3) Effect of movements in exchange rates 2 1 3 At 31 December 2021 52 190 242 Accumulated amortisation At 1 January 2021 (20) (94) (114) Charge for the year (13) (17) (30) Impairment (6) \u2013 (6) Amounts derecognised 1 2 3 Effect of movements in exchange rates (3) (1) (4) At 31 December 2020 (41) (110) (151) Carrying amount At 31 December 2021 11 80 91 1 includes \u00a32m non-cash additions. Financial statements TP ICAP GROU 15. Property, plant and equipment
Land, buildings
and leasehold
improvements
\u00a3m
Furniture,
fixtures,
equipment and
motor vehicles\u00b9
\u00a3m
Total
\u00a3m
Cost
At 1 January 2022 127 100 227
Reclassification of work-in-progress brought into use 1 (1) \u2013
Additions 2 16 18
Disposals (3) (15) (18)
Effect of movements in exchange rates 3 17 20
At 31 December 2022 130 117 247
Accumulated depreciation
At 1 January 2022 (41) (63) (104)
Charge for the year (20) (3) (23)
Impairment \u2013 (5) (5)
Disposals 1 8 9
Effect of movements in exchange rates \u2013 (14) (14)
At 31 December 2022 (60) (77) (137)
Carrying amount
At 31 December 2022 70 40 110
Land, buildings
and leasehold
improvements
\u00a3m
Furniture,
fixtures,
equipment and
motor vehicles\u00b9
\u00a3m
Total
\u00a3m
Cost
At 1 January 2021 74 101 175
Reclassification of work-in-progress brought into use 27 (27) \u2013
Additions 2 21 23
Interest capitalised as leasehold improvements\u00b2 1 \u2013 1
Depreciation capitalised as leasehold improvements\u00b2 2 \u2013 2
Recognised with acquisitions 22 6 28
Disposals (2) (2) (4)
Effect of movements in exchange rates 1 1 2
At 31 December 2021 127 100 227
Accumulated depreciation
At 1 January 2021 (22) (52) ( 74)
Charge for the year (13) (10) (23)
Impairment (8) (2) (10)
Disposals 1 2 3
Effect of movements in exchange rates 1 (1) \u2013
At 31 December 2021 (41) (63) (104)
Carrying amount
At 31 December 2021 86 37 123
1 Includes work-in-progress until brought into use.
2 In 2021 the development of the leased space for the Group\u2019s London-based headquarters and broking operations was completed. During the development phase
depreciation and lease interest expense was capitalised as a direct cost of the leasehold improvements being undertaken. During the period to 31 December 2021 \u00a33m has
been capitalised, of which \u00a32m relates to depreciation and \u00a31m to interest in lease liabilities.
16. Right-of-use assets
Land, buildings
and leasehold
improvements
\u00a3m
Furniture,
fixtures,
equipment and
motor vehicles
\u00a3m
Total
\u00a3m
At 1 January 2022 187 \u2013 187
Additions 22 \u2013 22
Amounts derecognised (9) \u2013 (9)
Depreciation (26) \u2013 (26)
Impairment (4) \u2013 (4)
Transfer to finance lease receivables (15) \u2013 (15)
Effect of movements in exchange rates 10 \u2013 10
At 31 December 2022 165 \u2013 165
Land, buildings
and leasehold
improvements
\u00a3m
Furniture,
fixtures,
equipment and
motor vehicles
\u00a3m
Total
\u00a3m
At 1 January 2021 162 1 163
Additions 11 \u2013 11
Acquired with acquisitions\u00b9 70 \u2013 70
Modifications 4 \u2013 4
Depreciation (29) \u2013 (29)
Depreciation capitalised as leasehold improvements (Note 15) (2) \u2013 (2)
Impairment (6) \u2013 (6)
Transfer to finance lease receivables (23) \u2013 (23)
Effect of movements in exchange rates \u2013 (1) (1)
At 31 December 2021 187 \u2013 187
1 The acquired right-of-use asset was measured at the value of the lease liability, reduced by \u00a321m to reflect market values as at the date of acquisition.
The Group leases several buildings which have an average lease term of 10 years (2021: 11 years).
Where the Group sub-lets a property, and that sub-let qualifies as a finance lease, the right-of-use asset is written down to the net investment
value of the sub-lease, and that value transferred to finance lease receivables.
The maturity analysis of lease liabilities is presented in Note 26.
Amounts recognised in profit and loss
2022
\u00a3m
2021
\u00a3m
Depreciation expense on right-of-use assets 26 29
Impairment of right-of-use assets 4 6
Interest on lease liabilities 17 14
Expense relating to short-term leases 1 1
Interest income from sub-leasing right-of-use assets (2) (1)
The total cash outflow for leases amounts to \u00a346m (2021: \u00a343m) (representing principal repayment of \u00a329m (2021: \u00a328m) and interest of
\u00a317m (2021: \u00a314m). In 2021 \u00a31m of interest was capitalised.
17. Investment in associates
2022
\u00a3m
2021
\u00a3m
At 1 January 51 61
Additions \u2013 1
Disposals \u2013 (2)
Impairments \u2013 (11)
Share of profit for the year 23 14
Dividends received (13) (10)
Effect of movements in exchange rates 2 (2)
At 31 December 63 51
Summary financial information for associates
Aggregated amounts (for associates at the year end):
Total assets 404 431
Total liabilities (182) (243)
Net assets 222 188
Proportion of Group\u2019s ownership interest 63 51
Goodwill \u2013 \u2013
Carrying amount of Group\u2019s ownership interest 63 51
Aggregated amounts (for associates during the year):
Revenue 268 220
Profit for the year 67 42
Group\u2019s share of profit for the year 23 14
Impairment \u2013 (11)
Dividends received from associates during the year (13) (10)
Interests in associates are measured using the equity method. All associates are involved in broking activities and have either a
31 December or 31 March year end. The results and assets and liabilities of associates are incorporated in these Financial Statements
based on financial information made up to 31 December each year.
Country of incorporation
and operation Associated undertakings
Percentage
held
Bahrain ICAP (Middle East) W.L.L. 49%
China Tullett Prebon SITICO (China) Limited 33%
Enmore Commodity Brokers (Shanghai) Limited 49%
India ICAP IL India Private Limited\u00b9 40%
Japan Totan ICAP Co., Ltd\u00b9 40%
Central Totan Securities Co. Ltd\u00b9 20%
Spain Corretaje e Informacion Monetaria y de Divisas SA 21.5%
United States First Brokers Securities LLC\u00b9 40%
1 31 March year end.
18. Investment in joint ventures 2022 \u00a3m 2021 \u00a3m At 1 January 28 29 Disposals (1) \u2013 Share of result for the year 6 4 Dividends received (2) (5) Effect of movements in exchange rates 3 \u2013 At 31 December 34 28 Summary financial information for joint ventures Aggregated amounts (for joint ventures at the year end): Total assets 30 22 Total liabilities (4) (3) Net assets 26 19 Proportion of Group\u2019s ownership interest 13 9 Goodwill 21 19 Carrying amount of Group\u2019s ownership interest 34 28 Aggregated amounts (for joint ventures during the year): Revenue 16 14 Result for the year 12 8 Group\u2019s share of result for the year 6 4 Dividends received from joint ventures during the year (2) (5) Interests in joint ventures are measured using the equity method. All joint ventures are involved in broking activities and have a 31 December year end. No individual joint venture is material to the Group. Country of incorporation and operation Joint ventures Percentage held Colombia SET-ICAP FX SA 47.9% SET-ICAP Securities S.A. 47.4% Indonesia PT Electronic IDR Exchange 49% Mexico SIF ICAP, S.A. de C.V. 50% 19. Other investments 2022 \u00a3m 2021 \u00a3m At 1 January 21 18 Acquired with acquisitions \u2013 3 Revaluation of equity instruments at FVTOCI \u2013 1 Effect of movements in exchange rates 2 (1) At 31 December 23 21 Categorisation of other investments: Debt instruments at FVTOCI \u2013 corporate debt securities 2 2 Equity instruments at FVTOCI 21 19 23 21 The fair values are based on valuations as disclosed in Note 29(h). Equity instruments comprise of securities that do not qualify as associates or joint ventures. Financial statements TP ICAP GROUP PLC Annual Report and Account 20. Financial investments
2022
\u00a3m
2021
\u00a3m
Debt instruments at FVTOCI \u2013 Government debt securities 81 81
Investments at amortised cost \u2013 Term deposits and restricted funds 93 34
1 74 115
Debt instruments, term deposits and restricted funds are liquid instruments held with financial institutions and central counterparty
clearing houses providing the Group with access to clearing services.
21. Deferred tax
2022
\u00a3m
2021
\u00a3m
Deferred tax assets 15 17
Deferred tax liabilities (85) (107)
(70) (90)
The movement for the year in the Group\u2019s net deferred tax position was as follows:
2022
\u00a3m
2021
\u00a3m
At 1 January (90) (75)
Credit to income for the year 23 10
Charge to other comprehensive income for the year \u2013 (1)
Recognised with acquisitions \u2013 (27)
Effect of movements in exchange rates (3) 3
At 31 December (70) (90)
Deferred tax balances and movements thereon are analysed as:
At
1 January
\u00a3m
Recognised
in equity
\u00a3m
Recognised
in profit
or loss
\u00a3m
Recognised
in other
comprehensive
income
\u00a3m
Recognised
with
acquisitions
\u00a3m
Effect of
movements
in exchange
rates
\u00a3m
At
31 December
\u00a3m
2022
Share-based payment awards 4 \u2013 \u2013 \u2013 \u2013 \u2013 4
Tax losses 12 \u2013 10 \u2013 \u2013 1 23
Bonuses 9 \u2013 \u2013 \u2013 \u2013 2 11
Intangible assets arising on
consolidation (145) \u2013 15 \u2013 \u2013 (8) (138)
Other timing differences 30 \u2013 (2) \u2013 \u2013 2 30
(90) \u2013 23 \u2013 \u2013 (3) (70)
2021
Share-based payment awards 3 \u2013 \u2013 \u2013 \u2013 1 4
Tax losses 5 \u2013 (3) \u2013 9 1 12
Bonuses 9 \u2013 (1) \u2013 \u2013 1 9
Intangible assets arising on
consolidation (101) \u2013 (5) \u2013 (38) (1) (145)
Other timing differences 9 \u2013 19 (1) 2 1 30
(75) \u2013 10 (1) (27) 3 (90)
At the balance sheet date, the Group has gross unrecognised temporary differences of \u00a3153m with the unrecognised net tax amount being
\u00a333m (2021: gross \u00a3146m and net tax \u00a330m respectively). This includes gross tax losses of \u00a3141m with the net tax amount being \u00a330m (2021:
gross \u00a3140m and net tax \u00a329m respectively), which are potentially available for offset against future profits. Of the unrecognised gross losses
\u00a338m (2021: \u00a333m) are expected to expire within 20 years and \u00a3103m (2021: \u00a3107m) have no expiry date. Deferred tax assets have not been
recognised in respect of these items since it is not probable that future taxable profits will arise against which the temporary differences may
be utilised.
A deferred tax asset of \u00a323m (2021: \u00a39m) in respect of losses has been recognised at 31 December 2022 as it was considered probable that
future taxable profits will arise.
No deferred tax has been recognised on temporary differences associated with unremitted earnings of subsidiaries as the Group is able
to control the timing of distributions and overseas dividends are largely exempt from UK tax. As at the balance sheet date, the Group had
unrecognised deferred tax liabilities of \u00a33m (2021: \u00a34m) in respect of unremitted earnings of subsidiaries of \u00a322m (2021: \u00a329m).
22. Trade and other receivables
2022
\u00a3m
2021
(restated)
\u00a3m
Non-current receivables
Finance lease receivables 38 30
Other receivables 13 14
51 44
Current receivables
Trade receivables\u00b9 382 336
Amounts due from clearing organisations 77 73
Deposits paid for securities borrowed 1,575 1,516
Finance lease receivables 2 1
Other debtors\u00b9 30 34
Accrued income 15 14
Owed by associates and joint ventures 4 5
Prepayments 109 86
Corporation tax 4 3
2,198 2,068
1 Trade receivables have been reduced by \u00a315m and other debtors increased by \u00a315m from that reported in 2021 as a result of a reclassification of certain non-trading
balances due from brokers.
The Directors consider the carrying amount of trade and other receivables which are not held at fair value through profit or loss
approximate to their fair values as they are short term in nature. No interest is charged on outstanding trade receivables.
The Group measures the loss allowance for trade receivables at an amount equal to the lifetime expected credit loss. The expected credit
losses on trade receivables are estimated using a provision matrix by reference to past default experience of the debtor and an analysis of
the debtor\u2019s current financial position, adjusted for factors that are specific to the debtors, general economic conditions and an assessment
of both the current as well as the forecast direction of conditions at the reporting date.
The following table details the risk profile of trade receivables based on the Group\u2019s provision matrix by region. As the Group\u2019s historical
credit loss experience does not show significantly different loss patterns for different regional customer segments, the provision for loss
allowance based on past due status is not further distinguished between the Group\u2019s different customer base.
Trade receivables
Total
\u00a3m
Not past due
\u00a3m
Less than
30 days
past due
\u00a3m
31\u201360
days
past due
\u00a3m
61\u201390
days
past due
\u00a3m
Greater than
91 days
past due
\u00a3m
2022
EMEA 221 56 36 25 15 89
Americas 125 48 26 15 8 28
Asia Pacific 42 16 11 4 3 8
Gross balances outstanding
388
120 73 44 26 125
Effective expected credit loss rate % % % % %
Lifetime ECL (6)
0.15% 0.25% 0.42% 0.65% 4.56%
382
Trade receivables
Total
\u00a3m
Not past due
\u00a3m
Less than
30 days
past due
\u00a3m
31\u201360
days
past due
\u00a3m
61\u201390
days
past due
\u00a3m
Greater than
91 days
past due
\u00a3m
2021 (restated)
EMEA 207 62 48 28 18 51
Americas 99 42 21 10 9 17
Asia Pacific 35 20 7 4 1 3
Gross balances outstanding\u00b9
341
124 76 42 28 71
Effective expected credit loss rate\u00b9 % % % % %
Lifetime ECL (5)
0.14% 0.22% 0.38% 0.65% 4.06%
336
1 Gross balance outstanding have been reduced by \u00a315m from that reported in 2021 as a result of certain balances due from brokers being reclassified to other debtors.
Effective expected credit loss rates have been recalculated following this adjustment.
22. Trade and other receivables continued
Amounts due from clearing organisations represents balances owed to the Group as a result of client transactions undertaken through
the clearer. The Group measures loss allowances for these balances under the general approach reflecting the probability of default based
on the credit rating of the counterparty together with an assessment of the loss, after the sale of collateral, that could arise as a result of
default. As at 31 December 2022, the provision for expected credit losses amounted to less than \u00a31m (2021: less than \u00a31m).
Deposits paid for securities borrowed arise on collateralised stock lending transactions. Such trades are complete only when both the
collateral and stock for each side of the transaction are returned. The above analysis reflects the receivable side of such transactions.
Corresponding deposits received for securities loaned are shown in Note 23 \u2018Trade and other payables\u2019. The Group measures loss allowances
for these balances under the general approach reflecting the probability of default based on the credit rating of the counterparty together
with an assessment of the loss, after the sale of collateral, that could arise as a result of default. As at 31 December 2022, the provision for
expected credit losses amounted to less than \u00a31m (2021: less than \u00a31m).
Amounts (payable)/receivable under finance leases:
2022
\u00a3m
2021
\u00a3m
Year 1 4 (1)
Year 2 3 3
Year 3 5 4
Year 4 6 5
Year 5 4 4
Onwards 29 23
Undiscounted lease payments 51 38
Less: unearned finance income (11) (9)
Present value of lease payments receivable 40 29
Net investment in the lease 40 29
Undiscounted lease payments analysed as:
2022
\u00a3m
2021
\u00a3m
Recoverable after 12 months 47 39
Recoverable/(payable) within 12 months 4 (1)
Net investment in the lease analysed as:
2022
\u00a3m
2021
\u00a3m
Recoverable after 12 months 38 30
Recoverable/(payable) within 12 months 2 (1)
The Group is not exposed to foreign currency risk as a result of the lease arrangements, as all leases are denominated in the respective
functional currencies of the recording entities.
The following table presents the amounts included in profit or loss.
2022
\u00a3m
2021
\u00a3m
Impairment of finance lease receivables \u2013 \u2013
Interest on the net investment in finance leases 2 1
The Group\u2019s finance lease arrangements do not include variable payments.
The average effective interest rate contracted approximates to 6.44% (2021: 7.78%) per annum.
The Directors estimated the loss allowance on finance lease receivables at the end of the reporting year at an amount equal to lifetime ECL.
None of the finance lease receivables at the end of the reporting year is past due, and taking into account the historical default experience
and the future prospects of the industries in which the lessees operate, the Directors consider that no finance lease receivable is impaired.
23. Trade and other payables 2022 \u00a3m 2021 (restated) \u00a3m Trade payables\u00b9 24 17 Amounts due to clearing organisations 46 47 Finance lease payable \u2013 2 Deposits received for securities loaned 1,573 1,504 Deferred consideration (Note 33) 1 7 Other creditors\u00b9 108 91 Accruals 369 283 Owed to associates and joint ventures 3 2 Tax and social security 22 22 Deferred income 3 2 2,149 1,977 1 Trade payables have been reduced by \u00a372m and other creditors increased by \u00a372m from that reported in 2021 as a result of certain non-trading balances due to customers being reclassified. The Directors consider that the carrying amount of trade and other payables which are not held at fair value through profit or loss approximate to their fair values. 24. Financial assets and financial liabilities at fair value through profit or loss 2022 \u00a3m 2021 \u00a3m Financial assets at fair value through profit or loss Matched Principal financial assets 9 37 Fair value gains on unsettled Matched Principal transactions 255 121 264 158 Financial liabilities at fair value through profit or loss Matched Principal financial liabilities \u2013 (1) Fair value losses on unsettled Matched Principal transactions (255) (119) (255) (120) Notional contract amounts of unsettled Matched Principal transactions Unsettled Matched Principal transactions 209,762 65,968 Fair value gains and losses on unsettled Matched Principal transactions represent the price movement between trade date and the reporting date on regular way transactions prior to settlement. Matched Principal transactions arise where securities are bought from one counterparty and simultaneously sold to another counterparty. Settlement of such transactions is primarily on a delivery vs. payment basis and typically take place within a few business days of the transaction date according to the relevant market rules and conventions. The notional contract amounts of unsettled Matched Principal transactions indicate the aggregate value of buy and sell transactions outstanding at the balance sheet date. They do not represent amounts at risk. 25. Loans and borrowings Less than one year \u00a3m Greater than one year \u00a3m Total \u00a3m 2022 Sterling Notes January 2024 6 247 253 Sterling Notes May 2026 1 249 250 Sterling Notes November 2028 1 247 248 Liquidnet Vendor Loan Notes March 2024 1 42 43 9 785 794 2021 Overdrafts 17 \u2013 17 Loans from related party 51 \u2013 51 Sterling Notes January 2024 6 246 252 Sterling Notes May 2026 1 249 250 Sterling Notes November 2028 1 247 248 Liquidnet Vendor Loan Notes March 2024 1 37 38 77 779 856 All amounts are stated after unamortised transaction costs. An analysis of borrowings by maturity has been disclosed in Note 29(e). Financial stat 25. Loans and borrowings continued Settlement facilities and overdrafts Where the Group purchases securities under Matched Principal trades but is unable to complete the sale immediately, the Group\u2019s settlement agent finances the purchase through the provision of an overdraft secured against the securities and any collateral placed at the settlement agent. As at 31 December 2022, overdrafts for the provision of settlement finance amounted to \u00a3nil (December 2021: \u00a317m). Bank credit facilities and bank loans The Group has a \u00a3350m committed revolving facility that matures in May 2025. Facility commitment fees of 0.7% on the undrawn balance are payable on the facility. Arrangement fees of \u00a33m were paid in 2022 and are being amortised over the maturity of the facility. As at 31 December 2022, the revolving credit facility was undrawn. Amounts drawn down are reported as bank loans in the above table. Bank loans are denominated in Sterling. During the year, the maximum amount drawn was \u00a3140m (2021: \u00a3130m), and the average amount drawn was \u00a330m (2021: \u00a360m). The Group utilises the credit facility throughout the year, entering into numerous short-term bank loans where maturities are less than three months. The turnover is quick and the volume is large and resultant flows are presented net in the Group\u2019s cash flow statement in accordance with IAS 7 \u2018Cash Flow\u2019. Interest and facility fees of \u00a33m were incurred in 2022 (2021: \u00a33m). Loans from related parties In August 2020, the Group entered into a Yen 10bn committed facility with The Tokyo Tanshi Co., Ltd, a related party, that matures in February 2025. As at 31 December, the Yen 10bn committed facility equated to \u00a363m. Facility commitment fees of 0.64% on the undrawn balance are payable on the facility. Arrangement fees of less than \u00a31m are being amortised over the maturity of the facility. As at 31 December 2022, the facility was undrawn (2021: Yen 8bn (\u00a351m)). The Directors consider that the carrying amount of the loan which is not held at fair value through profit or loss approximates to its fair value. During the year, the maximum amount drawn was Yen 10bn, \u00a363m at year end rates (2021: Yen 10bn, \u00a364m at 2021 year end rates), and the average amount drawn was Yen 9bn, \u00a357m at year end rates (2021: Yen 8bn, \u00a351m at 2021 year end rates). The Group utilises the credit facility throughout the year, entering into numerous short-term bank loans where maturities are less than three months. The turnover is quick and the volume is large and resultant flows are presented net in the Group\u2019s cash flow statement in accordance with IAS 7 \u2018Cash Flow\u2019. Interest and facility fees of \u00a31m were incurred in 2022 (2021: \u00a31m). Amounts drawn down are reported as loans from related parties in the above table. Sterling Notes: Due January 2024 In January 2017 the Group issued \u00a3500m unsecured Sterling Notes due January 2024. The Notes have a fixed coupon of 5.25% payable semi-annually, subject to compliance with the terms of the Notes. In May 2019, the Group repurchased \u00a369m of the Notes and a further \u00a3184m were repurchased in November 2021. Repurchases have been accounted for as extinguishment of the Notes. The repurchase in 2021 was at a \u00a316m premium to the Note\u2019s carrying value, which has been reported as part of finance costs in the Income Statement. At 31 December 2022, the fair value of the Notes (Level 1) was \u00a3241m (2021: \u00a3264m). Accrued interest at 31 December 2022 amounted to \u00a36m (2021: \u00a36m). Unamortised issue costs were less than \u00a31m as at 31 December 2022 (2021: \u00a31m). Interest of \u00a313m was incurred in 2022 (2021: \u00a322m). The amortisation expense of issue costs in 2022 and 2021 was less than \u00a31m. Sterling Notes: Due May 2026 In May 2019 the Group issued \u00a3250m unsecured Sterling Notes due May 2026. The Notes have a fixed coupon of 5.25% paid semi-annually, subject to compliance with the terms of the Notes. At 31 December 2022 the fair value of the Notes (Level 1) was \u00a3232m (2021: \u00a3278m). Accrued interest at 31 December 2022 amounted to \u00a31m (2021: \u00a31m). Unamortised issue costs were \u00a31m as at 31 December 2022 (2021: \u00a31m). Interest of \u00a313m was incurred in 2022 (2021: \u00a313m). The amortisation expense of issue costs in 2022 and 2021 was less than \u00a31m. Sterling Notes: Due November 2028 In November 2021 the Group issued \u00a3250m unsecured Sterling Notes due November 2028. The Notes were issued at a discount of \u00a31m, raising \u00a3249m before issue costs. The Notes have a fixed coupon of 2.625% paid semi-annually, subject to compliance with the terms of the Notes. At 31 December 2022 the fair value of the Notes (Level 1) was \u00a3184m (2021: \u00a3249m). Accrued interest at 31 December 2022 amounted to \u00a31m (2021:\u00a31m). Unamortised discount and issue costs were \u00a33m (2021: \u00a33m). Interest of \u00a37m was incurred in 2022 (2021: \u00a31m). The amortisation expense of discount and issue costs in 2022 and 2021 was less than \u00a31m. Liquidnet Vendor Loan Notes Due March 2024 In March 2021, as part of the purchase consideration of Liquidnet, the Group issued $50m (\u00a342m at year end exchange rates (2021:\u00a337m)) unsecured Loan Notes due March 2024. The Notes have a fixed coupon of 3.2% paid annually. At 31 December 2022 the fair value of the Notes (Level 2) was $44m (\u00a337m) (2021: $49m (\u00a336m)). Accrued interest at 31 December 2022 was \u00a31m (2021: \u00a31m). Notes to the Consol 26. Lease liabilities Maturity analysis 2022 \u00a3m 2021 \u00a3m Year 1 46 41 Year 2 40 40 Year 3 37 34 Year 4 35 39 Year 5 30 31 Onwards 172 189 360 374 Less: future interest expense (81) (88) 279 286 Analysed as: 2022 \u00a3m 2021 \u00a3m Included in current liabilities 29 34 Included in non-current liabilities 250 252 279 286 At 31 December 2022, the Group is committed to \u00a31m (2021: \u00a31m) for short-term leases. 27. Provisions Property \u00a3m Restructuring \u00a3m Legal and other \u00a3m Total \u00a3m 2022 At 1 January 2022 16 5 22 43 Charge to income statement \u2013 3 2 5 Utilisation of provision (3) (1) (5) (9) Effect of movements in exchange rates \u2013 \u2013 1 1 At 31 December 2022 13 7 20 40 Property \u00a3m Restructuring \u00a3m Legal and other \u00a3m Total \u00a3m 2021 At 1 January 2021 7 9 24 40 Charge to income statement 6 6 6 18 Acquired with acquisitions 4 \u2013 \u2013 4 Utilisation of provision (1) (10) (6) (17) Effect of movements in exchange rates \u2013 \u2013 (2) (2) At 31 December 2021 16 5 22 43 2022 \u00a3m 2021 \u00a3m Included in current liabilities 9 5 Included in non-current liabilities 31 38 40 43 Property provisions outstanding as at 31 December 2022 relate to provisions in respect of building dilapidations, representing the estimated cost of making good dilapidations and disrepair on various leasehold buildings. Restructuring provisions outstanding as at 31 December 2022 relate to termination and other employee related costs. The movement during the year reflects the actions taken under the Group\u2019s cost improvement and restructuring initiatives. It is expected that the remaining obligations will be discharged during 2023. Legal and other provisions include provisions for legal claims brought against subsidiaries of the Group together with provisions against obligations for certain long-term employee benefits and non-property related onerous contracts. At present the timing and amount of any payments are uncertain and provisions are subject to regular review. It is expected that the obligations will be discharged over the next 24 years. 27. Provisions continued Yen LIBOR Class Actions The Group has entered into settlement agreements with the plaintiffs in Laydon v. Mizuho Bank, Ltd. et al. and Sonterra Capital Master Fund, Ltd. et al. in order to settle these class actions relating to the alleged manipulation of Yen LIBOR and Euroyen TIBOR benchmark interest rates. The United States District Court for the Southern District of New York granted preliminary approval of the settlements on 4 October 2022. Pending final approval from the class, which the Group believes to be probable, the Group has paid US$2.4 million (c.\u00a32.0 million) into escrow having provided for this amount. Separately, pursuant to these settlements and consistent with its indemnity obligations, NEX International Limited (formerly known as ICAP plc) has paid US$2.4 million (c.\u00a32.0 million) into escrow pending final class approval in order to resolve claims against ICAP plc and ICAP Europe Limited. This has been recorded as a provision and settlement, together with the receipt of an indemnification asset from NEX. 28. Other long-term payables 2022 \u00a3m 2021 \u00a3m Accruals and deferred income 5 2 Deferred consideration (Note 33) 55 51 60 53 29. Financial instruments (a) Financial and liquidity risk The Group does not take trading risk and does not seek to hold proprietary trading positions. Consequently, the Group is exposed to trading book market risk only in relation to incidental positions in financial instruments arising as a result of the Group\u2019s failure to match clients\u2019 orders precisely. The Group has limited exposure to non-trading book market risk, specifically to interest rate risk and currency risk. Thus the overall approach to the planning and management of the Group\u2019s capital and liquidity is to ensure the Group\u2019s solvency, i.e. its continued ability to conduct business, deliver returns to shareholders, and support growth and strategic initiatives. The Group is not subject to consolidated capital adequacy requirements following its redomiciliation to Jersey in 2021. The Group seeks to ensure that it has access to an appropriate level of cash, other forms of marketable securities and liquidity facilities to enable it to finance its ongoing operations on cost effective terms. Cash and cash equivalent balances are held with the primary objective of capital security and availability, with a secondary objective of generating returns. Funding requirements are monitored by the Group\u2019s Finance and Treasury functions. As a normal part of its operations, the Group faces liquidity risk through the risk of being required to fund transactions that do not settle on the due date. From a risk perspective, the most problematic scenario concerns \u2018fail to deliver\u2019 transactions, where the business has received, and recognised, a security from the selling counterparty (and has paid cash in settlement of the same) but is unable to effect onward delivery of the security to the buying counterparty. Such settlement delays give rise to a funding requirement, reflecting the value of the security which the Group has been unable to deliver until such time as the delivery leg is finally settled, or the security sold, and the business has received the associated cash. The Group has addressed this funding risk by arranging overdraft facilities to cover \u2018failed to deliver\u2019 trades, either with the relevant settlement agent/depository or with a clearing bank. Under such arrangements, the facility provider will fund the value of any \u2018failed to deliver\u2019 trades until delivery of the security is effected. Certain facility providers require collateral (such as a cash deposit or parent company guarantee) to protect them from any adverse mark-to-market movement and some also charge a funding fee for providing the facility. The Group is also exposed to potential margin calls. Margin calls can be made by central counterparties under the Matched Principal broking model when not all legs of a matched principal trade are settled at the central counterparty or when there is a residual balance or confirmation error. Margin calls can be made by the Group\u2019s clearers or correspondent clearers under the Executing Broker broking model or the Introducing Broker broking model when there is a trade error or a counterparty is slow to confirm their trade. These margin calls occur mainly in the United States and the United Kingdom. In the event of a short-term liquidity requirement, the firm has recourse to existing global cash resources, after which it could draw down on its \u00a3350m committed revolving credit facility and Yen 10bn (\u00a363m at year end rates) committed facility with The Tokyo Tanshi Co., Ltd as additional contingency funding, less any amounts earmarked to fund acquisitions. Derivative financial instruments, such as foreign currency contracts and interest rate swaps, are entered into by the Group in order to manage its exposure to interest rate and foreign currency fluctuations or as simultaneous back-to-back transactions with counterparties. The Group does not use derivative financial instruments for speculative purposes. As at 31 December 2022, the fair value of outstanding derivatives was less than \u00a31m (2021: liability of \u00a31m). Note (b) Capital management
The Group\u2019s policy is to maintain a capital base and funding structure that maintains creditor, regulator and market confidence and
provides flexibility for business development while also optimising returns to shareholders. The capital structure of the Group consists of
debt, as set out in Note 25, cash and cash equivalents, other current financial assets and equity attributable to equity holders of the parent,
comprising issued capital, reserves and retained earnings as disclosed in Notes 30 and 31. Dividends paid during the year are disclosed in
Note 12 and the dividend policy is discussed in the Strategic Report.
A number of the Company\u2019s subsidiaries and sub-groups are individually or collectively regulated and are required to maintain capital
that is appropriate to the risks entailed in their businesses according to definitions that vary according to each jurisdiction. In addition
to subsidiaries and sub-groups fulfilling their regulatory obligations, the Group undertakes periodic reviews of the current and projected
regulatory requirements of each of these entities and sub-groups.
(c) Categorisation of financial assets and liabilities
Financial assets
FVTPL
trading
instruments
\u00a3m
FVTOCI
debt
instruments
\u00a3m
FVTOCI
equity
instruments
\u00a3m
Amortised
cost
\u00a3m
Total
carrying
amount
\u00a3m
2022
Non-current financial assets measured at fair value
Equity securities \u2013 \u2013 21 \u2013 21
Corporate debt securities \u2013 2 \u2013 \u2013 2
Non-current financial assets not measured at fair value
Other receivables \u2013 \u2013 \u2013 13 13
Finance lease receivables \u2013 \u2013 \u2013 38 38
\u2013 2 21 51 74
Current financial assets measured at fair value
Matched Principal financial assets 9 \u2013 \u2013 \u2013 9
Fair value gains on unsettled Matched Principal transactions 255 \u2013 \u2013 \u2013 255
Government debt securities \u2013 81 \u2013 \u2013 81
Current financial assets not measured at fair value\u00b9
Term deposits \u2013 \u2013 \u2013 93 93
Other debtors \u2013 \u2013 \u2013 30 30
Accrued income \u2013 \u2013 \u2013 15 15
Owed by associates and joint ventures \u2013 \u2013 \u2013 4 4
Trade receivables \u2013 \u2013 \u2013 382 382
Amounts due from clearing organisations \u2013 \u2013 \u2013 77 77
Deposits paid for securities borrowed \u2013 \u2013 \u2013 1,575 1,575
Finance lease receivables \u2013 \u2013 \u2013 2 2
Cash and cash equivalents \u2013 \u2013 \u2013 888 888
264 81 \u2013 3,066 3,411
Total financial assets 264 83 21 3,117 3,485
29. Financial instruments continued
(c) Categorisation of financial assets and liabilities continued
Financial assets
FVTPL
trading
instruments
\u00a3m
FVTOCI
debt
instruments
\u00a3m
FVTOCI
equity
instruments
\u00a3m
Amortised
cost
\u00a3m
Total
carrying
amount
\u00a3m
2021
Non-current financial assets measured at fair value
Equity securities \u2013 \u2013 19 \u2013 19
Corporate debt securities \u2013 2 \u2013 \u2013 2
Non-current financial assets not measured at fair value
Other receivables \u2013 \u2013 \u2013 14 14
Finance lease receivables \u2013 \u2013 \u2013 30 30
\u2013 2 19 44 65
Current financial assets measured at fair value
Matched Principal financial assets 37 \u2013 \u2013 \u2013 37
Fair value gains on unsettled Matched Principal transactions 121 \u2013 \u2013 \u2013 121
Government debt securities \u2013 81 \u2013 \u2013 81
Current financial assets not measured at fair value\u00b9
Term deposits \u2013 \u2013 \u2013 34 34
Other debtors\u00b2 \u2013 \u2013 \u2013 34 34
Accrued income \u2013 \u2013 \u2013 14 14
Owed by associates and joint ventures \u2013 \u2013 \u2013 5 5
Trade receivables\u00b2 \u2013 \u2013 \u2013 336 336
Amounts due from clearing organisations \u2013 \u2013 \u2013 73 73
Deposits paid for securities borrowed \u2013 \u2013 \u2013 1,516 1,516
Finance lease receivables \u2013 \u2013 \u2013 1 1
Cash and cash equivalents \u2013 \u2013 \u2013 784 784
158 81 \u2013 2,797 3,036
Total financial assets 158 83 19 2,841 3,101
1 Financial assets are initially measured at fair value.
2 Trade receivables have been reduced by \u00a315m and other debtors increased by \u00a315m from that reported in 2021 as a result of a reclassification of certain non-trading
balances due from brokers.
Mandatorily at FVTPL Other financial liabilities
Total
carrying
amount
\u00a3m
Financial liabilities
Non-current
\u00a3m
Current
\u00a3m
Non-current
\u00a3m
Current
\u00a3m
2022
Financial liabilities measured at fair value
Fair value losses on unsettled Matched Principal transactions \u2013 255 \u2013 \u2013 255
Deferred consideration 55 1 \u2013 \u2013 56
55 256 \u2013 \u2013 311
Financial liabilities not measured at fair value\u00b9
Sterling Notes January 2024 \u2013 \u2013 247 6 253
Sterling Notes May 2026 \u2013 \u2013 249 1 250
Sterling Notes November 2028 \u2013 \u2013 247 1 248
Liquidnet Vendor Loan Notes March 2024 \u2013 \u2013 42 1 43
Other creditors \u2013 \u2013 \u2013 108 108
Accruals\u00b2 \u2013 \u2013 \u2013 113 113
Owed to associates and joint ventures \u2013 \u2013 \u2013 3 3
Trade payables \u2013 \u2013 \u2013 24 24
Amounts due to clearing organisations \u2013 \u2013 \u2013 46 46
Deposits received for securities loaned \u2013 \u2013 \u2013 1,573 1,573
Lease liabilities \u2013 \u2013 250 29 279
\u2013 \u2013 1,035 1,905 2,940
Total financial liabilities 55 256 1,035 1,905 3,251
Mandatorily at FVTPL Other financial liabilities
Total
carrying
amount
\u00a3m
Financial liabilities
Non-current
\u00a3m
Current
\u00a3m
Non-current
\u00a3m
Current
\u00a3m
2021
Financial liabilities measured at fair value
Matched Principal financial liabilities \u2013 1 \u2013 \u2013 1
Fair value losses on unsettled Matched Principal transactions \u2013 119 \u2013 \u2013 119
Derivatives \u2013 1 \u2013 \u2013 1
Deferred consideration 51 7 \u2013 \u2013 58
51 128 \u2013 \u2013 179
Financial liabilities not measured at fair value\u00b9
Overdraft \u2013 \u2013 \u2013 17 17
Loans with related parties \u2013 \u2013 \u2013 51 51
Sterling Notes January 2024 \u2013 \u2013 246 6 252
Sterling Notes May 2026 \u2013 \u2013 249 1 250
Sterling Notes November 2028 \u2013 \u2013 247 1 248
Liquidnet Vendor Loan Notes March 2024 \u2013 \u2013 37 1 38
Other creditors\u00b3 \u2013 \u2013 \u2013 91 91
Accruals\u00b2 \u2013 \u2013 \u2013 83 83
Owed to associates and joint ventures \u2013 \u2013 \u2013 2 2
Finance lease payable \u2013 \u2013 \u2013 2 2
Trade payables\u00b3 \u2013 \u2013 \u2013 17 17
Amounts due to clearing organisations \u2013 \u2013 \u2013 47 47
Deposits received for securities loaned \u2013 \u2013 \u2013 1,504 1,504
Lease liabilities \u2013 \u2013 252 34 286
\u2013 \u2013 1,031 1,857 2,888
Total financial liabilities 51 128 1,031 1,857 3,067
1 Financial liabilities are measured at fair value on initial recognition.
2 Accruals of \u00a3256m (2021: \u00a3200m) are not recorded as financial liabilities.
3 Trade payables have been reduced by \u00a372m and other creditors increased by \u00a372m from that reported in 2021 as a result of certain non-trading balances due to customers
being reclassified.
29. Financial instruments continued
(d) Credit and market risk
The Group is exposed to credit risk in the event of default by counterparties in respect of its Name Passing, Executing Broker, Introducing
Broker and corporate treasury operations. The Group does not bear any significant concentration risk to either counterparties or markets.
The credit risk in respect of the Name Passing business, Introducing Broker and the information sales and risk management services is
limited to the collection of outstanding commission and transaction fees and this is managed proactively by the Group\u2019s accounts receivable
function. As at the year end, 56% of the Group\u2019s trade receivables is to investment grade counterparts (rated BBB-/Baa3 or above).
Deposits paid for securities borrowed arise on collateralised stock lending transactions. Such trades are complete only when both the
collateral and stock for each side of the transaction are returned. As at the year end, 84% of the Group\u2019s counterparty exposure is to
investment grade counterparts.
The credit risk on cash, cash equivalents, and financial assets at amortised cost, FVTOCI or FVTPL, is subject to frequent monitoring.
All financial institutions that are transacted with are approved and internal limits are assigned to each one based on a combination of
factors including external credit ratings. As at the year end, 97% of cash and cash equivalents is deposited with investment grade rated
financial institutions.
The \u2018maximum exposure to credit risk\u2019 is the maximum exposure before taking account of any securities or collateral held, or other credit
enhancements, unless such enhancements meet accounting offsetting requirements. For financial assets recognised on the balance sheet,
excluding equity instruments as they are not subject to credit risk, the maximum exposure to credit risk equals their carrying amount
The Matched Principal business involves the Group acting as a counterparty on trades which are undertaken on a delivery versus payment
basis. The Group manages its market risk in these transactions through appropriate policies and procedures in order to mitigate this risk
including stringent on-boarding requirements, and setting appropriate limits for all counterparties which are closely monitored by the
regional risk teams to restrict any potential loss through counterparty default. Settlement of these transactions takes place according to
the relevant market rules and conventions and the credit risk is considered to be minimal.
(e) Maturity profile of financial liabilities, lease liabilities and off-balance sheet items
The table below reflects the contractual maturities, including future interest obligations, of the Group\u2019s financial and lease liabilities
as at 31 December. Matched Principal financial liabilities are included in the \u2018Due within 3 months\u2019 time bucket, and not by contractual
maturity because such balances are typically held for short periods of time. The settlement amount of open Matched Principal purchases
as at the reporting date are included in the \u2018Due within 3 months\u2019 time bucket reflecting their expected settlement amount and date.
Due within
3 months
\u00a3m
Due
between
3 months
and
12 months
\u00a3m
Due
between
1 year and
5 years
\u00a3m
Due
after
5 years
\u00a3m
Total
\u00a3m
2022
Settlement of open Matched Principal purchases\u00b9 104,876 \u2013 \u2013 \u2013 104,876
Deposits received for securities loaned 1,573 \u2013 \u2013 \u2013 1,573
Trade payables 24 \u2013 \u2013 \u2013 24
Amounts due to clearing organisations 46 \u2013 \u2013 \u2013 46
Other creditors 108 \u2013 \u2013 \u2013 108
Accruals 113 \u2013 \u2013 \u2013 113
Owed to associate and joint ventures 3 \u2013 \u2013 \u2013 3
Lease liabilities 11 35 142 172 360
Sterling Notes January 2024 6 6 253 \u2013 265
Sterling Notes May 2026 \u2013 13 283 \u2013 296
Sterling Notes November 2028 \u2013 7 26 257 290
Liquidnet Vendor Loan Notes March 2024 1 \u2013 43 \u2013 44
Deferred consideration 1 \u2013 55 \u2013 56
106,762 61 802 429 108,054
Due within
3 months
\u00a3m
Due
between
3 months
and
12 months
\u00a3m
Due
between
1 year and
5 years
\u00a3m
Due
after
5 years
\u00a3m
Total
\u00a3m
2021
Matched Principal financial liabilities 1 \u2013 \u2013 \u2013 1
Settlement of open Matched Principal purchases\u00b9 32,984 \u2013 \u2013 \u2013 32,984
Deposits received for securities loaned 1,504 \u2013 \u2013 \u2013 1,504
Trade payables\u00b2 17 \u2013 \u2013 \u2013 17
Amounts due to clearing organisations 47 \u2013 \u2013 \u2013 47
Other creditors\u00b2 91 \u2013 \u2013 \u2013 91
Finance lease payable 2 \u2013 \u2013 \u2013 2
Accruals 83 \u2013 \u2013 \u2013 83
Owed to associate and joint ventures 2 \u2013 \u2013 \u2013 2
Lease liabilities 10 31 144 189 374
Derivatives 1 \u2013 \u2013 \u2013 1
Overdraft 17 \u2013 \u2013 \u2013 17
Related party loan 51 \u2013 \u2013 \u2013 51
Sterling Notes January 2024 6 6 267 \u2013 279
Sterling Notes May 2026 \u2013 13 296 \u2013 309
Sterling Notes November 2028 \u2013 7 26 263 296
Liquidnet Vendor Loan Notes March 2024 1 \u2013 39 \u2013 40
Deferred consideration 5 3 50 \u2013 58
34,822 60 822 452 36,156
1 Settlement of open Matched Principal purchases represents the payment in exchange for Matched Principal financial assets pending their onward sale. The onward sale
results in inflows from the settlement of related open Matched principal sales.
2 Trade payables have been reduced by \u00a372m and other creditors increased by \u00a372m from that reported in 2021 as a result of certain non-trading balances due to customers
being reclassified.
29. Financial instruments continued
(f) Foreign currency sensitivity analysis
The table below illustrates the sensitivity of the profit for the year with regard to currency movements on financial assets and liabilities
denominated in foreign currencies as at the year end. The sensitivity of the Group\u2019s equity with regard to its net foreign currency
investments at the year end is also shown below.
Based on a 10% weakening in the following exchange rates against Sterling, the effects would be as follows:
Change in foreign currency financial
assets and liabilities \u2013 profit or loss
Change in translation of foreign
operations \u2013 equity
2022
\u00a3m
2021
\u00a3m
2022
\u00a3m
2021
\u00a3m
Currency:
> USD (7) (3) (112) (95)
> EUR (7) (5) (10) (10)
> SGD \u2013 \u2013 (10) (9)
> HKD \u2013 \u2013 (10) (8)
> JPY \u2013 \u2013 (8) (8)
> AUD \u2013 \u2013 (4) (5)
Unless specifically hedged, the Group would experience equal and opposite foreign exchange movements should the currencies strengthen
against Sterling.
As at 31 December 2022 and 2021 the Group had no outstanding net investment hedges.
(g) Interest rate sensitivity analysis
Interest on floating rate financial instruments is reset at intervals of less than one year. The Group\u2019s exposure to interest rates arises on cash
and cash equivalents and money market instruments, including drawdowns on the revolving credit and Tokyo Tanshi committed facilities.
The Sterling Notes are fixed rate financial instruments.
A 100 basis point change in interest rates, applied to average floating rate financial instrument assets and liabilities during the year,
would result in the following impact on profit or loss:
2022 2021 (restated)\u00b9
+100bps
\u00a3m
-100bps
\u00a3m
+100bps
\u00a3m
-100bps
\u00a3m
Income/(expense) arising on:
> floating rate assets 4 (4) 1 (1)
> floating rate liabilities (1) \u2013 (1) \u2013
Net income/(expense) for the year 3 (4) \u2013 (1)
1 2021 comparative has been restated to reflect the calculation methodology used in 2022.
(h) Fair value measurements recognised in the statement of financial position
The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped
into Levels 1 to 3 based on the degree to which the fair value is observable:
> Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities;
> Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable
for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
> Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not
based on observable market data (unobservable inputs).
Level 1
\u00a3m
Level 2
\u00a3m
Level 3
\u00a3m
Total
\u00a3m
2022
Financial assets measured at fair value
Matched Principal financial assets 9 \u2013 \u2013 9
Fair value gain on unsettled Matched Principal transactions 255 \u2013 \u2013 255
Equity instruments \u2013 11 10 21
Corporate debt securities \u2013 \u2013 2 2
Government debt securities 81 \u2013 \u2013 81
Financial liabilities measured at fair value
Fair value losses on unsettled Matched Principal transactions (255) \u2013 \u2013 (255)
Deferred consideration \u2013 \u2013 (56) (56)
90 11 (44) 57
Level 1
\u00a3m
Level 2
\u00a3m
Level 3
\u00a3m
Total
\u00a3m
2021
Financial assets measured at fair value
Matched Principal financial assets 37 \u2013 \u2013 37
Fair value gain on unsettled Matched Principal transactions 121 \u2013 \u2013 121
Equity instruments \u2013 10 9 19
Corporate debt securities \u2013 \u2013 2 2
Government debt securities 81 \u2013 \u2013 81
Financial liabilities measured at fair value
Matched Principal financial liabilities (1) \u2013 \u2013 (1)
Fair value losses on unsettled Matched Principal transactions (119) \u2013 \u2013 (119)
Derivatives (1) \u2013 \u2013 (1)
Deferred consideration \u2013 (5) (53) (58)
118 5 (42) 81
In deriving the fair value of equity and derivative instruments valuation models were used which incorporated observable market data.
There were no significant inputs used in these models that were unobservable. There is no material sensitivity to unobservable inputs used
in these models.
The fair value of deferred consideration is based on valuation models incorporating unobservable inputs reflecting the estimated
performance conditions specific to each acquisition. Inputs are based on management\u2019s financial forecasts for the relevant performance
condition and relevant duration. As inputs are acquisition specific outcomes can vary from that used to estimate fair values at a reporting
date. Where deferred consideration is non-contingent, or where conditions have been met but unsettled at the year end, such amounts are
included as Level 2.
There were no transfers between Level 1 and 2 during the year.
Reconciliation of Level 3 fair value measurements of financial assets:
Equity
instruments
(at FVTOCI)
\u00a3m
Debt securities
(at FVTOCI)
\u00a3m
Deferred
consideration
(at FVTPL)
\u00a3m
2022
Total
\u00a3m
2021
Total
\u00a3m
Balance as at 1 January 9 2 (53) (42) (15)
Net change in fair value \u2013 included in \u2018administrative expenses\u2019 \u2013 \u2013 (8) (8) (2)
Acquisitions during the year \u2013 \u2013 \u2013 \u2013 (39)
Amounts settled during the year \u2013 \u2013 5 5 11
Transfer of liabilities to Level 2 \u2013 \u2013 \u2013 \u2013 3
Effect of movements in exchange rates 1 \u2013 \u2013 1 \u2013
Balance as at 31 December 10 2 (56) (44) (42)
30. Share capital
2022
No.
2021
No.
Allotted, issued and fully paid
Ordinary shares of 25p
As at 1 January (2021: TP ICAP plc) 788,670,932 563,336,380
Issue of ordinary shares \u2013 Rights Issue \u2013 225,334,552
Scheme of Arrangement: Cancellation of TP ICAP plc shares \u2013 (788,670,932)
Scheme of Arrangement: Issue of TP ICAP Group plc ordinary shares \u2013 788,670,932
As at 31 December (2022 and 2021: TP ICAP Group plc) 788,670,932 788,670,932
31. Reconciliation of shareholders\u2019 funds
(a) Share capital, Share premium account, Merger reserve
Share
capital
\u00a3m
Share
premium
account
\u00a3m
Merger
reserve
\u00a3m
Total
\u00a3m
2022
As at 1 January 2022 and 31 December 2022 197 \u2013 \u2013 197
2021
As at 1 January 2021 141 17 1,384 1,542
Rights issue\u00b9 56 259 \u2013 315
Rights issue costs\u00b9 \u2013 (6) \u2013 (6)
Scheme of Arrangement: Cancellation of existing shares and reserves\u00b2 (197) (270) (1,384) (1,851)
Scheme of Arrangement: Issue of ordinary shares\u00b2 197 1,418 \u2013 1,615
Capital reduction\u00b3 \u2013 (1,418) \u2013 (1,418)
As at 31 December 2021 197 \u2013 \u2013 197
1 On 16 February 2021, TP ICAP plc raised \u00a3315m in cash, with issue costs of \u00a36m, from a two for five share rights issue. The funds raised were to part fund the acquisition
of Liquidnet.
2 See Note 31 (b) Other reserves: Reorganisation reserve.
3 On 26 February 2021, TP ICAP Group plc effected a reduction of its share capital by cancelling its share premium and recognising an equivalent increase in the profit and
loss account in reserves.
Merger reserve
The merger reserve related to prior share-based acquisitions and represented the difference between the value of those acquisitions and
the amount required to be recorded in share capital. As part of the Scheme of Arrangement in 2021, the merger reserve was transferred
to the reorganisation reserve.
(b) Other reserves
Reverse
acquisition
reserve
\u00a3m
Reorgan-
isation
reserve
\u00a3m
Revaluation
reserve
\u00a3m
Hedging
and
translation
\u00a3m
Own
shares
\u00a3m
Other
reserves
\u00a3m
2022
As at 1 January 2022 \u2013 (946) 5 (38) (26) (1,005)
Exchange differences on translation of foreign operations \u2013 \u2013 \u2013 152 \u2013 152
Taxation on components of other comprehensive income \u2013 \u2013 \u2013 (5) \u2013 (5)
Total comprehensive income \u2013 \u2013 \u2013 147 \u2013 147
Share settlement of share-based payment awards \u2013 \u2013 \u2013 \u2013 7 7
Own shares acquired for employee trusts \u2013 \u2013 \u2013 \u2013 (3) (3)
As at 31 December 2022 \u2013 (946) 5 109 (22) (854)
2021
As at 1 January 2021 (1,182) \u2013 4 (41) (27) (1,246)
Fair value movement on net investment hedge \u2013 \u2013 \u2013 3 \u2013 3
Exchange differences on translation of foreign operations \u2013 \u2013 1 1 \u2013 2
Taxation on components of other comprehensive income \u2013 \u2013 \u2013 (1) \u2013 (1)
Total comprehensive income \u2013 \u2013 1 3 \u2013 4
Scheme of Arrangement: Cancellation of existing shares and reserves\u00b9 1,182 669 \u2013 \u2013 \u2013 1,851
Scheme of Arrangement: Issue of ordinary shares\u00b9 \u2013 (1,615) \u2013 \u2013 \u2013 (1,615)
Share settlement of share-based payment awards \u2013 \u2013 \u2013 \u2013 3 3
Own shares acquired for employee trusts \u2013 \u2013 \u2013 \u2013 (2) (2)
As at 31 December 2021 \u2013 (946) 5 (38) (26) (1,005)
1 See Note 31 (b) Other reserves: Reorganisation reserve.
Reverse acquisition reserve
The acquisition of Collins Stewart Tullett plc by Tullett Prebon plc in 2006 was accounted for as a reverse acquisition. Under IFRS, the
consolidated accounts of Tullett Prebon plc are prepared as if they were a continuation of the consolidated accounts of Collins Stewart
Tullett plc. The reverse acquisition reserve represents the difference between the initial equity share capital of Tullett Prebon plc and the
share capital and share premium of Collins Stewart Tullett plc at the time of the acquisition. This resulted in the consolidated net assets
before and after the acquisition remaining unchanged. As part of the Scheme of Arrangement in 2021 the reverse acquisition reserve
was transferred to the reorganisation reserve.
Reorganisation reserve
On 26 February 2021 the Group adjusted its corporate structure. TP ICAP Group plc was incorporated in Jersey on 23 December 2019
and became the new listed holding company of the Group on 26 February 2021 via a court-approved scheme of arrangement under
Part 26 of the UK Companies Act 2006, with the former holding company, TP ICAP plc subsequently being renamed TP ICAP Limited.
Under the scheme of arrangement, shares in the former holding company of the Group were cancelled and the same number of new
ordinary shares were issued to the new holding company in consideration for the allotment to shareholders of one ordinary share of
25 pence in the new holding company for each ordinary share of 25 pence they held in the former holding company. The share for
share exchange between TP ICAP plc and TP ICAP Group plc was a common control transaction has been accounted for using merger
accounting principles. Under these principles the results and cash flows of all the combining entities are brought into the consolidated
financial statements from the beginning of the financial year in which the combination occurs and comparative figures also reflect the
combination of the entities. The Group\u2019s equity is adjusted to reflect that of the new holding company, but in all other aspects the Group
results and financial position are unaffected by the change and reflect the continuation of the Group. In adjusting the Group\u2019s equity to
reflect that of the new holding company, the sum of share capital, share premium, merger reserve and reverse acquisition reserves under
the former holding company are replaced by the share capital and share premium of the new holding company together with a
reorganisation reserve.
Revaluation reserve
The revaluation reserve represents the remeasurement of assets in accordance with IFRS that have been recorded in other
comprehensive income.
Hedging and translation
The hedging and translation reserve records revaluation gains and losses arising on net investment hedges and the effect of changes
in exchange rates on translation of foreign operations recorded in other comprehensive income. As at 31 December 2022, \u00a311m relates
to amounts arising on previous net investment hedges (2021: \u00a311m).
Own shares
As at 31 December 2022, the TP ICAP plc EBT held 8,803,320 ordinary shares (2021: 9,100,625 ordinary shares) with a fair value of \u00a315m
(2021: \u00a314m). During the year the Trust delivered 2,454,633 shares in satisfaction of vesting share-based awards and purchased 2,157,328
ordinary shares under the rights issue and in the open market at a cost of \u00a33m. In 2021 the Trust delivered 1,525,505 shares in satisfaction
of vesting share-based awards and purchased 1,995,379 ordinary shares in the open market at a cost of \u00a32m.
31. Reconciliation of shareholders\u2019 funds continued
(c) Total equity
Equity attributable to equity holders of the parent
Total
equity
\u00a3m
Total from
Note 31(a)
\u00a3m
Total from
Note 31(b)
\u00a3m
Retained
earnings
\u00a3m
Total
\u00a3m
Non-controlling
interests
\u00a3m
2022
As at 1 January 2022 197 (1,005) 2,769 1,961 17 1,978
Profit for the year \u2013 \u2013 103 103 3 106
Exchange differences on translation
of foreign operations \u2013 152 \u2013 152 1 153
Taxation on components of other
comprehensive income \u2013 (5) \u2013 (5) \u2013 (5)
Total comprehensive income \u2013 147 103 250 4 254
Dividends paid \u2013 \u2013 (78) (78) (3) (81)
Share settlement of share-based
payment awards \u2013 7 (7) \u2013 \u2013 \u2013
Own shares acquired for employee trusts \u2013 (3) \u2013 (3) \u2013 (3)
Credit arising on share-based payment
awards (Note 32) \u2013 \u2013 13 13 \u2013 13
As at 31 December 2022 197 (854) 2,800 2,143 18 2,161
Equity attributable to equity holders of the parent
Total
equity
\u00a3m
Total from
Note 31(a)
\u00a3m
Total from
Note 31(b)
\u00a3m
Retained
earnings
\u00a3m
Total
\u00a3m
Non-controlling
interests
\u00a3m
2021
As at 1 January 2021 1,542 (1,246) 1,383 1,679 19 1,698
Profit for the year \u2013 \u2013 5 5 3 8
Fair value movement on net investment hedge \u2013 3 \u2013 3 \u2013 3
Exchange differences on translation
of foreign operations \u2013 2 \u2013 2 \u2013 2
Remeasurement of defined benefit
pension schemes \u2013 \u2013 3 3 \u2013 3
Taxation on components of other
comprehensive income \u2013 (1) \u2013 (1) \u2013 (1)
Total comprehensive income \u2013 4 8 12 3 15
Rights issue 315 \u2013 \u2013 315 \u2013 315
Rights issue costs (6) \u2013 \u2013 (6) \u2013 (6)
Scheme of Arrangement: Cancellation of
existing shares and reserves (1,851) 1,851 \u2013 \u2013 \u2013 \u2013
Scheme of Arrangement: Issue of ordinary
shares 1,615 (1,615) \u2013 \u2013 \u2013 \u2013
Capital reduction (1,418) \u2013 1,418 \u2013 \u2013 \u2013
Dividends paid \u2013 \u2013 (47) (47) (2) (49)
Share settlement of share-based
payment awards \u2013 3 (3) \u2013 \u2013 \u2013
Own shares acquired for employee trusts \u2013 (2) \u2013 (2) \u2013 (2)
Decrease in non-controlling interests \u2013 \u2013 \u2013 \u2013 (3) (3)
Credit arising on share-based payment
awards (Note 32) \u2013 \u2013 10 10 \u2013 10
As at 31 December 2021 197 (1,005) 2,769 1,961 17 1,978
32. Share-based awards
Deferred Bonus Plan
Annual awards are made to Executive Directors and the Group\u2019s Senior Managers under the Group\u2019s Deferred Bonus Plan.
Under this Plan, the Group\u2019s Executive Directors have 50% of their annual discretionary bonus awarded in deferred shares, and employees
identified as senior managers have up to 50% (2021: 35%) of their annual discretionary bonus awarded in deferred shares. These awards
will be settled with TP ICAP Group plc shares and are subject to the completion of service conditions and the fulfilment of other conduct
requirements. The number of shares in respect of a bonus year is determined after the close period for that year at the then market price,
and the awards vest over three years from the grant. The fair value of the shares equates to the monetary value of the awards at grant date
and includes the value of expected dividends that will accrue to the beneficiaries.
Awards will be settled by the TP ICAP plc EBT from shares purchased by it in the open market.
2022
Executive Directors
No.
Senior Managers
No.
Total
No.
Outstanding at the beginning of the year 1,180,363 5,056,460 6,236,823
Granted during the year 630,005 1,913,555 2,543,560
Forfeited during the year \u2013 (408,051) (408,051)
Settled during the year (155,408) (1,879,522) (2,034,930)
Outstanding at the end of the year 1,654,960 4,682,442 6,337,402
2021
Executive Directors
No.
Senior Managers
No.
Total
No.
Outstanding at the beginning of the year 666,772 4,419,705 5,086,477
Impact of bonus element of the 2021 Rights Issue 81,346 539,142 620,488
Granted during the year 524,249 1,580,764 2,105,013
Forfeited during the year \u2013 (46,494) (46,494)
Settled during the year (92,004) (1,436,657) (1,528,661)
Outstanding at the end of the year 1,180,363 5,056,460 6,236,823
At the year end closing share price of 174.50p the estimated total number of deferred shares for the 2022 bonus year was 5,430,847.
Long Term Incentive Plan
The Long Term Incentive Plan (\u2018LTIP\u2019) is for Executive Directors and other senior employees. Awards made to Executive Directors are up to a
maximum of 2.5x base salary. Awards made to senior employees, based on the recommendation of the Chief Executive Officer and subject
to approval by the Remuneration Committee, are up to a maximum of 2x base salary. All awards are subject to agreed performance
conditions applicable to each grant.
2022
No.
2021
No.
Outstanding at the beginning of the year 7,929,908 4,031,329
Impact of bonus element of the 2021 Rights Issue \u2013 491,823
Granted during the year \u2013 3,612,668
Forfeited during the year (1,804,936) (205,912)
Outstanding at the end of the year 6,124,972 7,929,908
In 2021, shares to a maximum of 1,665,842 were awarded to the Executive Directors. This award is subject to performance conditions
measured over the three-year period 2021 to 2023 with 65% subject to relative total shareholder return targets and 35% subject to new
business growth targets. A separate award of 1,946,826 shares was made to senior employees which is subject to the completion of service
conditions and the fulfilment of other conduct requirements, vesting three years from the date of grant. Of this award, 205,912 shares were
forfeited during the year.
At the end of each performance period, the number of shares vesting will be determined based on the application of the relevant
performance conditions and will be subject to a two-year holding period. During the holding period, the shares cannot be sold (other than
to cover the cost of any applicable taxes) and will be eligible for dividend equivalence.
Under the Scheme Rules awards may be settled through the issue of new shares, release of treasury shares or using shares purchased
in the market.
32. Share-based awards continued
Restricted Share Plan
The Restricted Share Plan (\u2018RSP\u2019), introduced in 2022, is for Executive Directors and other senior employees. Awards made to Executive
Directors are up to a maximum of 1.25x base salary. Awards made to senior employees are based on the recommendation of the Chief
Executive Officer and subject to approval by the Remuneration Committee. All awards are subject to agreed performance conditions
applicable to each grant.
2022
No.
2021
No.
Granted during the year 3,400,957 \u2013
Forfeited during the year \u2013 \u2013
Outstanding at the end of the year 3,400,957 \u2013
In 2022, shares to a maximum of 1,688,467 were awarded to the Executive Directors. This award is subject to performance conditions
measured over the three-year period 2021 to 2023. Details of the financial targets applicable to this award are set out in the Report of the
Remuneration Committee on page 135. Separate awards amounting to 1,712,490 shares were made to senior employees which are subject to
the completion of performance conditions and the fulfilment of other conduct requirements, vesting three years from the date of grant.
Under the Scheme Rules awards may be settled through the issue of new shares, release of treasury shares or using shares purchased
in the market.
Special Equity Award Plan
The Special Equity Award Plan (\u2018SEAP\u2019) is for eligible employees. The Executive Directors are not eligible for awards under this plan.
Awards are made to eligible employees based on the recommendation of the Chief Executive Officer and subject to approval by the
Remuneration Committee. Awards are subject to the completion of service conditions and the fulfilment of other conduct requirements
and vest three years from the date of grant. The fair value of the shares equates to the monetary value of the awards at grant date and
includes the value of expected dividends that will accrue to the beneficiaries.
2022
No.
2021
No.
Outstanding at the beginning of the year 2,251,932 665,671
Impact of bonus element of the 2021 Rights Issue \u2013 81,212
Granted during the year 6,268,163 1,573,193
Forfeited during the year (649,134) (68,144)
Settled during the year (424,758) \u2013
Outstanding at the end of the year 7,446,203 2,251,932
Awards will be settled by the TP ICAP plc EBT from shares purchased by it in the open market.
Save As You Earn share option plan
The Group has two Save As You Earn (\u2018SAYE\u2019) share option plans in operation as at 31 December 2022. Eligible employees can save up
to \u00a3500 per month with the option to use the savings to acquire shares. Options are exercisable within six months following the third
anniversary of the commencement of a three-year savings contract, or in the case of redundancy, injury, disability or retirement, a reduced
number of options are exercisable within six months of ceasing employment.
The exercise price of the award granted in 2022 was 119.97p and was set at a 20% discount to the market value immediately preceding the
date of invitation. The exercise price of the award granted in 2021 was 192.94p and was set at a 20% discount to the market value
immediately preceding the date of invitation.
The fair values of share options are calculated using a Black-Scholes model. The 2022 grant has a 28.1p fair value, based on the share price
at the date of the grant of 131.8p, estimated volatility of 36%, estimated dividend yield of 4.65% and a risk free rate of 1.62%. The 2021
grant has a 68.5p fair value, based on the share price at the date of the grant of 241.1p, estimated volatility of 39%, estimated dividend
yield of 3.20% and a risk free rate of 0.11%.
2022 No. of options
WAEP\u00b9
\u00a3
Outstanding at the beginning of the year 5,425,567 1.9294
Granted during the year 7,673,726 1.1997
Lapsed during the year (5,295,643) 1.8360
Outstanding at the end of the year 7,803,650 1.2752
2021
No. of options
WAEP\u00b9
\u00a3
Granted during the year 7,059,105 1.9294
Lapsed during the year (1,633,538) 1.9294
Outstanding at the end of the year 5,425,567 1.9294
1 Weighted average exercise price.
Under the Scheme Rules awards may be settled through the issue of new shares, release of treasury shares or using shares purchased
in the market.
Global Equity Linked Plan
The Global Equity Linked Plan is for eligible brokers. Under this Plan, eligible brokers with performance bonuses and initial contract
payments over agreed financial values receive a proportion of their payment in deferred shares. The deferred shares will be settled in cash
by reference to the TP ICAP Group plc share price at vesting and are subject to the completion of service conditions of between three to
five years, and the fulfilment of other conduct requirements. The fair value of the shares equates to the monetary value of the awards at
grant date and includes the value of dividends that will accrue to the beneficiaries.
2022
No.
2021
No.
Outstanding at the beginning of the year 2,595,853 419,004
Impact of bonus element of the 2021 Rights Issue \u2013 51,11 9
Granted during the year 6,905,424 2,168,730
Forfeited during the year
(2,617) \u2013
Settled during the year (931,019) (43,000)
Outstanding at the end of the year 8,567,641 2,595,853
Under the Scheme Rules awards are cash settled on vesting.
2022
\u00a3m
2021
\u00a3m
Charge arising from the Deferred Bonus Plan 5 6
Charge arising from the Long Term Incentive Plan 1 1
Charge arising from the Special Equity Award Plan 3 1
Charge arising from the SAYE Plan 3 2
Charge arising from the Restricted Share Plan 1 \u2013
Charge arising from the Global Equity Linked Plan 7 2
20 12
33. Acquisitions
Analysis of deferred consideration in respect of acquisitions
Certain acquisitions made by the Group are satisfied in part by deferred consideration, comprising contingent and non-contingent
amounts, depending on the terms of each acquisition. The amount of contingent consideration payable is dependent upon the
performance of each acquisition relative to the performance conditions applicable to that acquisition. The Group has re-estimated the
amounts due where necessary, with any corresponding adjustments being made to profit or loss. The actual outcome may differ from
these estimates.
2022
\u00a3m
2021
\u00a3m
At 1 January 58 31
Acquisitions during the year \u2013 39
Adjustments to deferred consideration charged to the Income Statement 8 2
Cash-settled (10) (14)
Effect of movements in exchange rates \u2013 \u2013
At 31 December 56 58
Amounts falling due within one year 1 7
Amounts falling due after one year 55 51
At 31 December 56 58
34. Reconciliation of operating result to net cash flow from operating activities
2022
\u00a3m
2021
\u00a3m
Operating profit 163 97
Adjustments for:
> Share-based payment charge 13 10
> Pension scheme administration costs\u00b9 1 1
> Pension scheme past service and settlement costs 1 1
> Depreciation of property, plant and equipment 23 23
> (Gain)/loss on disposal of property, plant and equipment (3) 1
> Impairment of property, plant and equipment 5 10
> Gain on derecognition of right-of-use asset/lease liability (3) \u2013
> Depreciation of right-of-use assets 26 29
> Impairment of right-of-use assets 4 6
> Amortisation of intangible assets 33 30
> Impairment of intangible assets \u2013 6
> Amortisation of intangible assets arising on consolidation 45 46
> Impairment of intangible assets arising on consolidation 20 \u2013
> Remeasurement of deferred consideration 8 2
> Unrealised foreign exchange loss on Vendor Loan Notes 5 \u2013
Net operating cash flow before movement in working capital 341 262
Increase in trade and other receivables (24) (16)
Decrease/(increase) in net Matched Principal related balances\u00b9 27 (36)
(Increase)/decrease in net balances with Clearing Organisations (1) 12
Decrease in net stock lending balances 12 6
Increase/(decrease) in trade and other payables 76 (14)
Decrease in provisions (4) (2)
Increase/(decrease) in non-current liabilities 3 (3)
Net cash generated from operations 430 209
Income taxes paid (51) (39)
Fees paid on bank and other loan facilities (2) (2)
Interest paid (36) (42)
Interest paid \u2013 finance leases (17) (15)
Net cash flow from operating activities 324 111
1 Included within Other administrative costs (Note 5).
35. Analysis of net debt including lease liabilities
At
1 January
\u00a3m
Cash flow
\u00a3m
Non-cash
items
\u00a3m
Acquired with
acquisitions
\u00a3m
Exchange
rate
movements
\u00a3m
At
31 December
\u00a3m
2022
Cash and cash equivalents 784 66 \u2013 \u2013 38 888
Overdrafts (17) 17 \u2013 \u2013 \u2013 \u2013
767 83 \u2013 \u2013 38 888
Financial investments 115 50 \u2013 \u2013 9 1 74
Bank loan due within one year \u2013 \u2013 \u2013 \u2013 \u2013 \u2013
Loans from related parties (51) 47\u00b9 \u2013 \u2013 4 \u2013
Sterling Notes January 2024 (252) 13\u00b2 (14) \u2013 \u2013 (253)
Sterling Notes May 2026 (250) 13\u00b2 (13) \u2013 \u2013 (250)
Sterling Notes November 2028 (248) 7\u00b2 (7) \u2013 \u2013 (248)
Liquidnet Vendor Loan Notes (38) 1\u00b2 (1) \u2013 (5) (43)
Total debt excluding lease liabilities (839) 81 (35) \u2013 (1) (794)
Lease liabilities (286) 46\u2075 (18) \u2013 (21) (279)
Total financing liabilities (1,125) 127 (53) \u2013 (22) (1,073)
\u2013
Net debt (243) 260 (53) \u2013 25 (11)
At
1 January
\u00a3m
Cash flow
\u00a3m
Non-cash
items
\u00a3m
Acquired with
acquisitions
\u00a3m
Exchange
rate
movements
\u00a3m
At
31 December
\u00a3m
2021
Cash and cash equivalents 656 129 \u2013 \u2013 (1) 784
Overdrafts (7) (11) \u2013 \u2013 1 (17)
649 118 \u2013 \u2013 \u2013 767
Financial investments 127 (11) \u2013 \u2013 (1) 115
Bank loan due within one year \u2013 5\u2076 \u2013 \u2013 (5) \u2013
Loans from related parties (28) (27) \u2013 \u2013 4 (51)
Sterling Notes January 2024 (440) 210\u00b3 (22) \u2013 \u2013 (252)
Sterling Notes May 2026 (250) 13\u00b2 (13) \u2013 \u2013 (250)
Sterling Notes November 2028 \u2013 (247)\u2074 (1) \u2013 \u2013 (248)
Liquidnet Vendor Loan Notes \u2013 \u2013 (37) \u2013 (1) (38)
Total debt excluding lease liabilities (718) (46) (73) \u2013 (2) (839)
Lease liabilities (212) 43\u2075 (26) (91) \u2013 (286)
Total financing liabilities (930) (3) (99) (91) (2) (1,125)
Net debt (154) 104 (99) (91) (3) (243)
1 Relates to Totan loan repayment.
2 Relates to interest paid reported as a cash outflow from operating activities.
3 Relates to principal repurchased of \u00a3184m reported as a cash outflow from financing activities plus \u00a326m of interest paid reported as a cash outflow from
operating activities.
4 Relates to principal received of \u00a3250m less \u00a33m of discount and debt issue costs reported as a cash outflow from financing activities.
5 Relates to interest paid of \u00a317m (2021: \u00a315m) reported as a cash outflow from operating activities and principal paid of \u00a329m (2021: \u00a328m) reported as a cash outflow
from financing activities.
6 Relates to currency differences arising on foreign currency drawdowns and repayments.
Cash and cash equivalents comprise cash at bank and other short-term highly liquid investments with an original maturity of three months
or less. As at 31 December 2022 cash and cash equivalents, net of overdrafts, amounted to \u00a3888m (2021: \u00a3767m) of which \u00a3104m (2021:
\u00a377m) represent amounts subject to regulatory restrictions and are not readily available to be used for other purposes within the Group.
Cash at bank earns interest at floating rates based on daily bank deposit rates. Short-term deposits are made for varying periods
of between one day and three months depending on the immediate cash requirements of the Group, and earn interest at the respective
short-term deposit rates.
Financial investments comprise short-term government securities, term deposits and restricted funds held with banks and
clearing organisations.
Non-cash items represent interest expense, the amortisation of debt issue costs and recognition/derecognition of lease liabilities.
36. Contingent liabilities
Bank Bill Swap Reference Rate case
On 16 August 2016, a complaint was filed in the United States District Court for the Southern District of New York naming Tullett Prebon
plc, ICAP plc, ICAP Australia Pty Ltd and Tullett Prebon (Australia) Pty. Limited as defendants together with various Bank Bill Swap
Reference Rate (\u2018BBSW\u2019) setting banks. The complaint alleges collusion by the defendants to fix BBSW-based derivatives prices through
manipulative trading during the fixing window and false BBSW rate submissions. On 26 November 2018, the Court dismissed all of the
claims against the TP ICAP defendants and certain other defendants. On 28 January 2019, the Court ordered that a stipulation signed by
the plaintiffs and the TP ICAP defendants meant that the TP ICAP defendants were not required to respond to any Proposed Second
Amended Class Action Complaint (\u2018PSAC\u2019) that the plaintiffs were seeking to file. On 3 April 2019 the plaintiffs filed a PSAC, however the
TP ICAP defendants have no obligation to respond. The plaintiffs have reserved the right to appeal the dismissal of the TP ICAP defendants
but have not as yet done so. It is not possible to predict the ultimate outcome of the litigation or to provide an estimate of any potential
financial impact.
Labour claims \u2013 ICAP Brazil
ICAP do Brasil Corretora De T\u00edtulos e Valores Mobili\u00e1rios Ltda (\u2018ICAP Brazil\u2019) is a defendant in 7 (31 December 2021: 8) pending lawsuits
filed in the Brazilian Labour Court by persons formerly associated with ICAP Brazil seeking damages under various statutory labour
rights accorded to employees and in relation to various other claims including wrongful termination, breach of contract and harassment
(together the \u2018Labour Claims\u2019). The Group estimates the maximum potential aggregate exposure in relation to the Labour Claims,
including any potential social security tax liability, to be BRL 32m (\u00a35m) (31 December 2021: BRL 47m (\u00a36m)). The Group is the beneficiary
of an indemnity from NEX in relation to any liabilities in respect of four of the 7 Labour Claims insofar as they relate to periods prior to
completion of the Group\u2019s acquisition of ICAP. This includes a claim that is indemnified by a predecessor to ICAP Brazil by way of escrowed
funds in the amount of BRL 28m (\u00a34m). Apart from an estimated loss of \u00a30.1m which has been provided for, the Labour Claims are at
various stages of their respective proceedings and are pending an initial witness hearing, the court\u2019s decision on appeal or a ruling on a
motion for clarification. The Group intends to contest liability in each of these matters and to vigorously defend itself. Unless otherwise
noted, it is not possible to predict the ultimate outcome of these actions.
Flow case \u2013 Tullett Prebon Brazil
In December 2012, Flow Participa\u00e7\u00f5es Ltda and Brasil Plural Corretora de C\u00e2mbio, T\u00edtulos e Valores (\u2018Flow\u2019) initiated a lawsuit against
Tullett Prebon Brasil S.A. Corretora de Valores e C\u00e2mbio and Tullett Prebon Holdings do Brasil Ltda alleging that the defendants have
committed a series of unfair competition misconducts, such as the recruitment of Flow\u2019s former employees, the illegal obtaining and use
of systems and software developed by the plaintiffs, as well as the transfer of technology and confidential information from Flow and the
collusion to do so in order to increase profits from economic activities. The amount currently claimed is BRL 354m (\u00a355m) (31 December
2021: BRL 295m (\u00a339m)). The Group intends to vigorously defend itself but there is no certainty as to the outcome of these claims. Currently,
the case is in an early evidentiary phase and awaiting the commencement of expert testimony.
LIBOR Class actions
The Group is currently defending the following LIBOR related actions:
(i) Stichting LIBOR Class Action
On 15 December 2017, the Stichting Elco Foundation, a Netherlands-based claim foundation, filed a writ initiating litigation in the Dutch
court in Amsterdam on behalf of institutional investors against ICAP Europe Limited (\u2018IEL\u2019), ICAP plc, Cooperative Rabobank U.A., UBS AG,
UBS Securities Japan Co. Ltd, Lloyds Banking Group plc, and Lloyds Bank plc. The litigation alleges manipulation by the defendants of the
JPY LIBOR, GBP LIBOR, CHF LIBOR, USD LIBOR, EURIBOR, TIBOR, SOR, BBSW and HIBOR benchmark rates, and seeks a declaratory
judgment that the defendants acted unlawfully and conspired to engage in improper manipulation of benchmarks. If the plaintiffs succeed
in the action, the defendants would be responsible for paying costs of the litigation, but each allegedly impacted investor would need to
prove its own actual damages. It is not possible at this time to determine the final outcome of this litigation, but IEL has factual and legal
defences to the claims and intends to defend the lawsuit vigorously. A hearing took place on 18 June 2019 on the Defendants\u2019 motions to
dismiss the proceedings. On 14 August 2019 the Dutch Court issued a ruling dismissing ICAP plc from the case entirely but keeping certain
claims against IEL relating solely to JPY LIBOR. On 9 December 2020, the Dutch Court issued a final judgement dismissing the Foundation\u2019s
claims in their entirety. In March 2021, the Foundation filed a writ to appeal this final judgement which remains pending. The Group is
covered by an indemnity from NEX in relation to any outflow in respect of the ICAP entities with regard to these matters.
(ii) Swiss LIBOR Class Action
On 4 December 2017, a class of plaintiffs filed a Second Amended Class Action Complaint in the matter of Sonterra Capital Master Fund
Ltd. et al. v. Credit Suisse Group AG et al. naming as defendants, among others, TP ICAP plc, Tullett Prebon Americas Corp., Tullett Prebon
(USA) Inc., Tullett Prebon Financial Services LLC, Tullett Prebon (Europe) Limited, Cosmorex AG, ICAP Europe Limited, and ICAP Securities
USA LLC (together, the \u2018Companies\u2019). The Second Amended Complaint generally alleges that the Companies conspired with certain bank
customers to manipulate Swiss Franc LIBOR and prices of Swiss Franc LIBOR based derivatives by disseminating false pricing information
in false run-throughs and false prices published on screens viewed by customers in violation of the Sherman Act (anti-trust) and RICO.
On 16 September 2019, the Court granted the Companies\u2019 motions to dismiss in their entirety. The plaintiffs appealed the dismissal to the
United States Court of Appeals for the Second Circuit. Based upon a Second Circuit ruling in an unrelated case, the parties have jointly
moved to remand the case to the United States District Court for the Southern District of New York for further proceedings. The case is now
remanded to the S.D.N.Y. where the plaintiffs on 23 November 2022, filed a third amended complaint. In October 2022, the four \u2018ICAP\u2019
broker defendants (ICAP Europe Limited, ICAP Securities USA LLC, NEX Group plc and Intercapital Capital Markets LLC) reached a
settlement in principle with the plaintiffs which has been approved on a preliminary basis by the Court. On 27 January 2023, the
remaining \u2018Tullett\u2019 defendants (TP ICAP plc, Tullett Prebon Americas Corp, Tullett Prebon (USA) Inc., Tullett Prebon Financial Services LLC,
Tullett Prebon (Europe) Limited and Cosmorex AG) filed a motion to dismiss the third amended complaint on various grounds including
statute of limitations and failure to state a claim upon which relief can be granted. The Companies intend to contest liability in the matter
and to vigorously defend themselves. It is not possible to predict the ultimate outcome of this action or to provide an estimate of any
potential financial impact.
(iii) Euribor Class Action
On 13 August 2015, the ICAP Europe Limited, along with ICAP plc, was named as a defendant in a Fourth Amended Class Action Complaint
filed in the United States District Court by lead plaintiff Stephen Sullivan asserting claims of Euribor manipulation. Defendants briefed
motions to dismiss for failure to state a claim and lack of jurisdiction, which were fully submitted as of 23 December 2015. On 21 February
2017, the Court issued a decision dismissing a number of foreign defendants, including ICAP Europe Limited and ICAP plc, out of the
lawsuit on the grounds of lack of personal jurisdiction. Because the action continued as to other defendants, the dismissal decision for lack
of personal jurisdiction has not yet been appealed. However, the plaintiffs announced on 21 November 2017 that they had reached a
settlement with the two remaining defendants in the case. As a part of their settlement, the two bank defendants have agreed to turn over
materials to the plaintiffs that may be probative of personal jurisdiction over the previously dismissed foreign defendants. The remaining
claims in the litigation were resolved by a settlement which the Court gave final approval to on 17 May 2019. Plaintiffs filed a notice of
appeal on 14 June 2019, appealing the prior decisions on the motion to dismiss and the denial of leave to amend. Defendants filed a
cross-notice of appeal on 28 June 2019 appealing aspects of the Court\u2019s prior rulings on the motion to dismiss that were decided in the
Plaintiffs\u2019 favour. These appeals have been stayed since August 2019 pending a ruling in an unrelated appellate matter involving similar
issues. In December 2021, the unrelated appeal was decided and the stay of the appeal and cross appeal was lifted and commencing in
May 2022 a briefing schedule was implemented. The motions have been fully briefed but the appeal and cross appeal are not anticipated
to be ruled upon until some time in 2023. It is not possible to predict the ultimate outcome of this action or to provide an estimate of any
potential financial impact. The Group is covered by an indemnity from NEX in relation to any outflow in respect of the ICAP entities with
regard to these matters.
ICAP Securities Limited, Frankfurt branch \u2013 Frankfurt Attorney General administrative proceedings
On 19 December 2018, ICAP Securities Limited, Frankfurt branch (\u2018ISL\u2019) (now TP ICAP Markets Limited) was notified by the Attorney
General\u2019s office in Frankfurt that it had commenced administrative proceedings against ISL and criminal proceedings against former
employees and a former director of ISL, in respect of aiding and abetting tax evasion by Rafael Roth Financial Enterprises GmbH (\u2018RRFE\u2019).
It is possible that a corporate administrative fine may be imposed on ISL and earnings derived from the criminal offence confiscated. ISL
has appointed external counsel and is in the process of investigating the activities of the relevant desk from 2006-2009. This investigation
is complicated as the majority of relevant records are held by NEX and NEX failed to disclose its engagement with the relevant authorities
prior to the sale of ICAP to Tullett Prebon in 2016. The Group has issued proceedings against NEX in respect of (i) breach of warranties
under the sale and purchase agreement, and (ii) an indemnity claim under the tax deed entered into in connection with the IGBB acquisition
in relation to these matters. Since the proceedings are at an early stage, details of the alleged wrongdoing or case against ISL are not yet
available, and it is not possible at present to provide a reliable estimate of any potential financial impact on the Group.
ICAP Securities Limited and The Link Asset and Securities Company Limited \u2013 Proceedings by the Cologne Public Prosecutor
On 11 May 2020, TP ICAP learned that proceedings have been commenced by the Cologne Public prosecutor against ICAP Securities
Limited (\u2018ISL\u2019) (now TP ICAP Markets Limited) and The Link Asset and Securities Company Ltd (\u2018Link\u2019) in connection with criminal
investigations into individuals suspected of aiding and abetting tax evasion between 2004 and 2012. It is possible that the Cologne Public
Prosecutor may seek to impose an administrative fine against ISL or Link and confiscate the earnings that ISL or Link allegedly derived
from the underlying alleged criminal conduct by the relevant individuals. ISL and Link have appointed external lawyers to advise them.
The Group has issued proceedings against NEX in respect of (i) breach of warranties under the sale and purchase agreement, and (ii) an
indemnity claim under the tax deed entered into in connection with the IGBB acquisition in relation to these matters. Since the proceedings
are at an early stage, details of the alleged wrongdoing or case against ISL and Link are not yet available, and it is not possible at present
to provide a reliable estimate of any potential financial impact on the Grou p.
36. Contingent liabilities continued
Portigon AG and others v. TP ICAP Markets Limited and others
TP ICAP plc (now TP iCAP Finance plc) is a defendant in an action filed by Portigon AG in July 2021 in the Supreme Court of the State of
New York County of Nassau alleging losses relating to certain so called \u2018cum ex\u2019 transactions allegedly arranged by the Group between
2005 and 2007. In June 2022, the Court dismissed the action for lack of personal jurisdiction. In July 2022, the plaintiffs filed a motion with
the Court for reconsideration as well as a notice of appeal. Argument on the motion for reconsideration was held in January 2023 and the
motion remains pending with the Court. The Group intends to contest liability in the matter and to vigorously defend itself. It is not possible
to predict the ultimate outcome of this action or to provide an estimate of any potential financial impact.
MM Warburg & CO (AG & Co.) KGaA and others v. TP ICAP Markets Limited, The Link Asset and Securities Company Limited and others
TP ICAP Markets Limited (\u2018TPIM\u2019) and Link are defendants in a claim filed in Hamburg by Warburg on 31 December 2020, but which only
reached TPIM and Link on 26 October 2021. The claim relates to certain German \u2018cum-ex\u2019 transactions that took place between 2007 and
2011. In relation to those transactions Warburg has refunded EUR 185 million to the German tax authorities and is subject to a criminal
confiscation order of EUR 176.5 million. It has also been ordered to repay a further EUR 60.8 million to the German tax authorities and is
subject to a related civil claim for EUR 48.8 million. Warburg\u2019s claims are based primarily on joint and several liability and are for
compensation for the amount it has been ordered to pay to the tax authorities, the amount of the criminal confiscation order, the amount
claimed against it in the civil claim and further indemnification and interest. TPIM and Link are contesting liability in the matter and the
Group considers it is able to vigorously defend itself. Whilst it is not possible to predict the ultimate outcome of this action, the Group does
not expect a material adverse financial impact on the Group\u2019s results or net assets as a result of this case.
Commodities and Futures Trading Commission\u2013Bond issuances investigation
ICAP Global Derivatives Limited (\u2018IGDL\u2019), ICAP Energy LLC (\u2018Energy\u2019), ICAP Europe Limited (\u2018IEL\u2019), Tullett Prebon Americas Corp. (\u2018TPAC\u2019),
tpSEF Inc. (\u2018tpSEF\u2019), Tullett Prebon Europe Limited (\u2018TPEL\u2019) Tullett Prebon (Japan) Limited (\u2018TPJL\u2019) and Tullett Prebon (Australia) Limited
(\u2018TPAL\u2019) are currently responding to an investigation by the CFTC in relation to the pricing of issuances utilising certain of TP ICAP\u2019s
indicative broker pricing screens and certain recordkeeping matters including in relation to employee use of personal devices for business
communications and other books and records matters. The investigation is still in the fact-finding phase and the Group is co-operating
with the CFTC in its enquiries. It is not possible to predict the ultimate outcome of the investigation or to provide an estimate of any
potential financial impact at this time. As the relevant matters that occurred prior to the Group\u2019s acquisition of the ICAP Global Broking
Business (\u2018IGBB\u2019) from ICAP were not disclosed to the Group prior to completion of the acquisition, the Group has initiated a court action
against ICAP\u2019s successor company, NEX, for breach of warranty in respect of the ICAP entities.
Securities Exchange Commission Information Request
In October 2022, Liquidnet Inc. (\u2018Liquidnet\u2019) received an inquiry from the Securities and Exchange Commission relating to, among other
things, compliance with SEC Rule 15c3-5 and audit trail and access permissions to its ATS platforms. Liquidnet is still in the fact-finding
phase and the Group is co-operating with the SEC in its enquiries. It is not possible to predict the ultimate outcome of the enquiry or to
provide an estimate of any potential financial impact at this time.
General note
The Group operates in a wide variety of jurisdictions around the world and uncertainties therefore exist with respect to the interpretation
of the complex regulatory, corporate and tax laws and practices of those territories. Accordingly, and as part of its normal course of
business, the Group is required to provide information to various authorities as part of informal and formal enquiries, investigations or
market reviews. From time to time the Group\u2019s subsidiaries are engaged in litigation in relation to a variety of matters. The Group\u2019s
reputation may also be damaged by any involvement or the involvement of any of its employees or former employees in any regulatory
investigation and by any allegations or findings, even where the associated fine or penalty is not material.
Save as outlined above in respect of legal matters or disputes for which a provision has not been made, notwithstanding the uncertainties
that are inherent in the outcome of such matters, currently there are no individual matters which are considered to pose a significant risk
of material adverse financial impact on the Group\u2019s results or net assets.
The Group establishes provisions for taxes other than current and deferred income taxes, based upon various factors which are continually
evaluated, if there is a present obligation as a result of past events, it is probable that an outflow of resources embodying economic
benefits will be required to settle the obligation and a reliable estimate of the amount of the obligation can be made.
In the normal course of business, certain of the Group\u2019s subsidiaries enter into guarantees and indemnities to cover trading arrangements
and/or the use of third-party services or software.
Supplier contractual disputes
The Group is party to numerous contractual arrangements with its suppliers some of which, in the normal course of business, may become
subject to dispute over a party\u2019s compliance with the terms of the arrangement. Such disputes tend to be resolved through commercial
negotiations but may ultimately result in legal action by either or both parties. The Group is currently in commercially sensitive discussions with
a major supplier and until these discussions have been concluded it is not possible to provide an estimate of any potential financial impact.
schemes are not significant in the context of the Group.
Balance sheet
2022
\u00a3m
2021
\u00a3m
UK Scheme \u2013 \u2013
Overseas schemes \u2013 retirement benefit assets 1 1
Overseas schemes \u2013 retirement benefit obligations (3) (1)
Other comprehensive income
2022
\u00a3m
2021
\u00a3m
UK Scheme 1 2
Overseas schemes (1) 1
(b) UK defined benefit scheme
The Group\u2019s UK defined benefit pension scheme is the defined benefit section of the Tullett Prebon Pension Scheme (the \u2018Scheme\u2019).
The Scheme is a final salary, funded pension scheme that is closed to new members and future accrual. For members still in service there
was a continuing link between benefits and pensionable pay, up to the date the Scheme commenced wind-up. The Principal Employer
is TP ICAP Group Services Limited.
During the year the Trustee completed the \u2018buy-out\u2019 of the Scheme\u2019s liabilities. During 2017, the Trustees of the Scheme purchased a bulk
annuity policy with Rothesay Life, an insurance company, that covered all of the Scheme\u2019s liabilities (\u2018buy-in\u2019). The policy was in the name
of the Scheme and was a Scheme asset. Under IAS 19 \u2018Employee Benefits\u2019 the accounting value of the purchased policy is set to be equal
to the value of the liabilities covered, calculated using the IAS 19 actuarial assumptions for the defined benefit obligation. During 2022,
the Trustee completed the arrangements to transfer the Scheme\u2019s liabilities to Rothesay Life, with the insurer taking on direct responsibility
for the provision of benefits. The contract-based policies of insurance held by the Scheme were cancelled and individual insurance policies
issued to each beneficiary by Rothesay Life. The remaining assets of the Scheme are held separately from those of the Group in separate
Trustee administered funds.
As the Scheme is in the process of being wound up, the latest funding actuarial valuation of the Scheme was carried out as at 30 April 2016
by independent qualified actuaries. The actuarial funding surplus of the Scheme at that date was \u00a361m and under the agreed schedule of
contributions the Group will continue not to make any payments into the Scheme.
The amounts included in the balance sheet arising from the Group\u2019s obligations in respect of the Scheme are as follows:
2022
\u00a3m
2021
\u00a3m
Fair value of Scheme assets 45 257
Present value of Scheme liabilities \u2013 (211)
Defined benefit scheme surplus \u2013 UK 45 46
Impact of asset ceiling on UK scheme surplus:
At 1 January (46) (49)
Offset against deemed interest income in the Income Statement (1) (1)
Credit to Other Comprehensive Income (application of asset ceiling \u2013 see below) 2 4
At 31 December (45) (46)
Recognised in the Consolidated Balance Sheet after application of the asset ceiling \u2013 \u2013
Application of asset ceiling of defined benefit pension schemes 1 4
Remeasurement of the defined benefit pension scheme \u2013 (2)
Recognised in Other Comprehensive Income 1 2
Deferred tax liability (Note 21) \u2013 \u2013
Under UK legislation, once a Scheme commences wind-up, the assets of the Scheme pass unconditionally to the Trustee to enable it to
settle the Scheme\u2019s liabilities. As a result, the Group has applied the requirements of IFRIC 14, restricting the Group\u2019s recognition of the net
surplus by applying an asset recognition ceiling. The asset ceiling is recorded in other comprehensive income.
During the wind-up period, the Group will continue to restrict the recognition of the net surplus. Costs associated with the settlement of
the Scheme\u2019s liabilities are recorded as significant items in the Income Statement. Settlement costs amounted to \u00a31m in 2022 (2021: \u00a31m).
Following the full settlement of the Scheme\u2019s liabilities the Scheme will be wound up and the Sponsor expects to receive the remaining
assets. Any repayment received will also be subject to applicable taxes at that time, currently 35%.
As at 31 December 2022, as a result of the buy-out, the Scheme did not have any pension obligations to value. In 2021, the main financial
assumptions used by the independent qualified actuaries of the Scheme to calculate the liabilities under IAS 19 were:
2021
%
Key assumptions
Discount rate 1.8%
Expected rate of salary increases n/a
Rate of increase in LPI pensions in payment\u00b9 3.3%
Inflation assumption 2.7%
1 This applies to pensions accrued from 6 April 1997. The majority of current and future pensions receive fixed increases in payment of either 0% or 2.5%.
The mortality assumptions used in 2021 were based on standard mortality tables and allow for future mortality improvements and are the
same as those adopted for the 2016 funding valuation. Assumptions for the Scheme are that a member who retires in 15 years\u2019 time at age
60 will live on average for a further 31.8 years after retirement if they are male and for a further 33.1 years after retirement if they are
female. Current pensioners are assumed to have a generally shorter life expectancy based on their current age.
The amounts recognised in the income statement in respect of the Scheme were as follows:
2022
\u00a3m
2021
\u00a3m
Deemed interest arising on the defined benefit pension scheme surplus 1 1
Impact of asset ceiling on UK scheme surplus (1) (1)
Recognised in the Consolidated Income Statement \u2013 \u2013
Past service and settlement costs (1) (1)
Scheme\u2019s administrative costs (1) (1)
(2) (2)
The amounts recognised in other comprehensive income in respect of the Scheme were as follows:
2022
\u00a3m
2021
\u00a3m
Return on Scheme assets (excluding deemed interest income) \u2013 Trustee administered funds 1 (1)
Return on Scheme assets (excluding deemed interest income) \u2013 revaluation of insurance policies (1) (11)
Actuarial gains arising from changes in financial assumptions \u2013 11
Actuarial losses arising from experience adjustments \u2013 (1)
Remeasurement of the defined benefit pension scheme \u2013 (2)
Movements in the present value of the Scheme liabilities were as follows:
2022
\u00a3m
2021
\u00a3m
At 1 January (211) (226)
Deemed interest cost (3) (4)
Liabilities derecognised on buy-out 209 \u2013
Actuarial gains arising from changes in financial assumptions \u2013 11
Actuarial losses arising from experience adjustments \u2013 (1)
Benefits paid/transfers 5 9
At 31 December \u2013 (211)
Movements in the fair value of the Scheme assets were as follows:
2022
\u00a3m
2021
\u00a3m
At 1 January 257 275
Deemed interest income 4 5
Assets derecognised on buy-out (209) \u2013
Return on Scheme assets (excluding deemed interest income) \u2013 Trustee administered funds 1 (1)
Return on Scheme assets (excluding deemed interest income) \u2013 revaluation of insurance policies (1) (11)
Benefits paid/transfers (5) (9)
Past service and settlements costs (1) (1)
Scheme\u2019s administrative costs (1) (1)
At 31 December 45 257
The major categories and fair values of the Scheme assets as at 31 December were as follows:
2022
\u00a3m
2021
\u00a3m
Cash and cash equivalents 45 7
Government bonds \u2013 44
Insurance policies \u2013 206
Other receivables \u2013 \u2013
At 31 December 45 257
The Scheme does not hedge against foreign currency exposures or interest rate risk.
The estimated amounts of contributions expected to be paid into the Scheme during 2022 is \u00a3nil (2021: \u00a3nil) .
(c) Defined contribution pensions
The Group operates a number of defined contribution schemes for qualifying employees. The assets of these schemes are held separately
from those of the Group.
The defined contribution pension cost for the Group charged to administrative expenses was \u00a316m (2021: \u00a316m), of which \u00a39m
(2021: \u00a310m) related to overseas schemes.
As at 31 December 2022, there was \u00a31m outstanding in respect of the current reporting year that had not been paid over to the schemes
(2021: \u00a31m).
38. Related party transactions
Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not
disclosed in this Note.
The total amounts owed to and from associates and joint ventures at 31 December 2022 also represent the value of transactions during the
year. The total amounts owed to and from related parties at 31 December 2022 are set out below:
Amounts owed by
related parties
Amounts owed to
related parties
2022
\u00a3m
2021
\u00a3m
2022
\u00a3m
2021
\u00a3m
Associates 4 5 \u2013 \u2013
Joint ventures 1 \u2013 (3) (2)
Loans from related parties \u2013 \u2013 \u2013 (51)
In August 2020, the Group entered into a Yen 10bn committed facility with the Tokyo Tanshi Co., Ltd, a related party, that matures in
February 2025. The loan for related parties is conducted on an arm\u2019s length basis. At 31 December 2022, the facility was undrawn.
The amounts outstanding are unsecured and will be settled in cash. No guarantees have been given or received. No provisions have been
made for doubtful debts in respect of the amounts owed by related parties.
During the year, \u00a31m (2021: \u00a31m) of interest and fees was paid on loans from related parties.
Directors
Costs in respect of the Directors who were the key management personnel of the Group during the year are set out below in aggregate for
each of the categories specified in IAS 24 \u2018Related Party Disclosures\u2019. Further information about the individual Directors is provided in the
audited part of the Report on Directors\u2019 Remuneration on pages 116 to 135.
2022
\u00a3m
2021
\u00a3m
Short-term benefits 5 4
Social security costs 1 1
6 5
39. Principal subsidiaries At 31 December 2022, the following companies were the Group\u2019s principal subsidiary undertakings. A full list of the Group\u2019s undertakings, the country of incorporation and the Group\u2019s effective percentage of equity owned is set out in the listing on pages 212 to 217. All subsidiaries are involved in broking or information sales activities and have a 31 December year end. Country of incorporation and operation Principal subsidiary undertakings Issued ordinary shares, all voting Australia Tullett Prebon (Australia) Pty Ltd 100% Bermuda (operating in England) PVM Oil Associates Limited 100% Brazil ICAP do Brasil Corretora de T\u00edtulos e Valores Mobili\u00e1rios Ltda 100% Tullett Prebon Brasil Corretora de Valores e Cambio Ltda 100% England ICAP Energy Limited 100% ICAP Global Derivatives Limited 100% ICAP Information Services Limited 100% TP ICAP Markets Limited 100% Tullett Prebon (Europe) Limited 100% TP ICAP Group Services Limited 100% Liquidnet Europe Limited 100% France TP ICAP (Europe) S.A. 100% Guernsey (operating in England) Tullett Prebon Information Limited 100% Hong Kong Tullett Prebon (Hong Kong) Limited 100% Liquidnet Asia Limited 100% Ireland Liquidnet EU Limited 100% Japan Tullett Prebon (Japan) Limited 80% Singapore ICAP (Singapore) Pte Limited 100% TP ICAP Management Services (Singapore) Pte. Ltd. 100% Tullett Prebon (Singapore) Limited 100% PVM (Singapore) Pte. Ltd. (formerly PVM Oil Associates Pte. Ltd.) 100% United States TP ICAP Global Markets Americas LLC (formerly ICAP Corporates LLC) 100% ICAP Energy LLC 100% ICAP Information Services Inc. 100% ICAP Securities USA LLC 100% Tullett Prebon Americas Corp. 100% Tullett Prebon Financial Services LLC 100% Tullett Prebon Information Inc 100% Liquidnet Holdings Inc. 100% Liquidnet Inc. 100% As at 31 December 2022, \u00a318m (2021: \u00a317m) is due to non-controlling interests relating to those subsidiaries that are not wholly owned. Movements in non-controlling interests are set out in Note 31(c). No individual non-controlling interest is material to the Group. There are no significant restrictions on the ability of the Group to access or use assets and settle liabilities relating to these subsidiaries. Financial statements TP ICAP GROUP PLC Annual Report and Accounts 20",
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"fact-516": {
"value": "1. General information As at 31 December 2022 TP ICAP Group plc (the \u2018Company\u2019) was a public company limited by shares incorporated in Jersey under the Companies (Jersey) Law 1991. During 2021 following a Scheme of Arrangement, described in Note 2(c), TP ICAP Group plc acquired the entire share capital of TP ICAP plc, resulting in TP ICAP Group plc becoming the Group\u2019s ultimate parent undertaking. The address of the registered offices of the Company is given on page 221. The nature of the Group\u2019s operations and its principal activities are set out in the Directors\u2019 report on pages 136 to 138 and in the Strategic Report on pages 6 to 81. The Company has taken advantage of the exemption provided in Article 105 (11) of the Companies (Jersey) Law 1991 and therefore does not present its individual financial statements and related notes. ",
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"value": "a public company limited by shares incorporated in Jersey under ",
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"value": "public company limited by shares",
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"value": "Jersey",
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"value": "TP ICAP Group plc",
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"fact-517": {
"value": "2. Basis of preparation (a) Basis of accounting The Group\u2019s Consolidated Financial Statements have been prepared in accordance with UK adopted International Accounting Standards in conformity with the requirements of the Companies (Jersey) Law 1991. The Financial Statements are presented in Pounds Sterling because that is the currency of the primary economic environment in which the Group operates and are rounded to the nearest million pounds (expressed as \u00a3m), except where otherwise indicated. The significant accounting policies are set out in Note 3. The Financial Statements have been prepared on the historical cost basis, except for the revaluation of certain financial instruments held at fair values at the end of each reporting period, as explained in the accounting policies. Historical cost is generally based on the fair value of the consideration given in exchange for goods and services. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Group takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Fair value for measurement and/or disclosure purposes in these Consolidated Financial Statements is determined on such a basis, except for share-based payment transactions that are within the scope of IFRS 2, leasing transactions that are within the scope of IFRS 16, and measurements that have some similarities to fair value but are not fair value, such as value in use in IAS 36. For financial reporting purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the degree to which inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows: > Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities; > Level 2 inputs are inputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and > Level 3 inputs are unobservable inputs for the asset or liability. (b) Basis of consolidation The Group\u2019s Consolidated Financial Statements incorporate the Financial Statements of the Company and entities controlled by the Company made up to 31 December each year. Under IFRS 10 \u2018Consolidated Financial Statements\u2019, control is achieved where the Company exercises power over an entity, is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to use its power to affect the returns from the entity. The results of subsidiaries acquired or disposed of during the year are included in the Consolidated Income Statement from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by the Group. All inter-company transactions, balances, income and expenses are eliminated on consolidation. Non-controlling interests in subsidiaries are identified separately from the Group\u2019s equity therein. Those interests of non-controlling shareholders that are present ownership interests entitling their holders to a proportionate share of net assets upon liquidation may initially be measured at fair value or at the non-controlling interests\u2019 proportionate share of the fair value of the acquiree\u2019s identifiable net assets. Other non-controlling interests are initially measured at fair value. The choice of measurement is made on an acquisition by acquisition basis. Subsequent to acquisition, the carrying amount of non-controlling interests is the amount of those interests at initial recognition plus the non-controlling interests\u2019 share of subsequent changes in equity. Total comprehensive income is attributed to non-controlling interests even if this results in the non-controlling interest having a deficit balance. Changes in the Group\u2019s interests in subsidiaries that do not result in a loss of control are accounted for as equity transactions. The carrying amount of the Group\u2019s interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any differences between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity and attributed to the owners of the Company. When the Group loses control of a subsidiary, the profit or loss on disposal is calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii) the previous carrying amount of the assets, including goodwill, less liabilities of the subsidiary and any non-controlling interests. Amounts previously recognised in other comprehensive income in relation to the subsidiary are accounted for in the same manner as would be required if the relevant assets or liabilities were disposed of. The fair value of any investment retained in the former subsidiary at the date when control was lost is regarded as the fair value on initial recognition for subsequent accounting under IFRS 9 Financial Instruments or, when applicable, the cost on initial recognition of an investment in an associate or jointly controlled entity. 2. Basis of preparation continued (c) Corporate reorganisation In February 2021 the Group adjusted its corporate structure. TP ICAP Group plc was incorporated in Jersey on 23 December 2019 and became the new listed holding company of the Group on 26 February 2021 via a court-approved scheme of arrangement under Part 26 of the UK Companies Act 2006, with the former holding company, TP ICAP plc subsequently being renamed TP ICAP Limited, and now renamed TP ICAP Finance plc. Under the scheme of arrangement, shares in the former holding company of the Group were cancelled and the same number of new ordinary shares were issued to the new holding company in consideration for the allotment to shareholders of one ordinary share of 25 pence in the new holding company for each ordinary share of 25 pence they held in the former holding company. On 26 February 2021, TP ICAP Group plc effected a reduction of its share capital by cancelling its share premium and recognising an equivalent increase in the profit and loss account in reserves. The share for share exchange between TP ICAP plc and TP ICAP Group plc was a common control transaction and has been accounted for using merger accounting principles. Under these principles the results and cash flows of all the combining entities are brought into the consolidated financial statements from the beginning of the financial year in which the combination occurs and comparative figures also reflect the combination of the entities. The Group\u2019s equity is adjusted to reflect that of the new holding company, but in all other aspects the Group results and financial position are unaffected by the change and reflect the continuation of the Group. (d) Going concern The Directors of the Company have, at the time of approving the Financial Statements, a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing the Group\u2019s Consolidated Financial Statements. Further detail is contained in the going concern section and viability statement included in the Strategic Report on page 71. (e) Adoption of new and revised Standards The following new and revised Standards and Interpretations have been endorsed by the UK Endorsement Board and are effective from 1 January 2022 but they do not have a material effect on the Group\u2019s Consolidated Financial Statements: > Amendment to IFRS 3 \u2018Business Combinations\u2019; > Amendments to IAS 16 \u2018Property, Plant and Equipment\u2019; > Amendments to IAS 37 \u2018Provisions, Contingent Liabilities and Contingent Assets\u2019; and > Annual Improvements 2018-2020. At the date of authorisation of these Consolidated Financial Statements, the following new and revised Standards and Interpretations were in issue but not yet effective. The Group has not applied these Standards or Interpretations in the preparation of these Consolidated Financial Statements: > IFRS 17 \u2018Insurance Contracts\u2019 including Amendments to IFRS 17; > Amendments to IAS 12 \u2018Income Taxes\u2019, Liabilities arising from a Single Transaction; > Amendments to IAS 8 \u2018Accounting policies\u2019, Changes in Accounting Estimates and Errors \u2013 Definition of Accounting Estimates; and > Amendments to IAS 1 \u2018Presentation of Financial Statements\u2019 and IFRS Practice Statement 2 \u2013 \u2018Disclosure of Accounting policies\u2019. The following Standards and Interpretations have not been endorsed by the UK and have not been applied in the preparation of these Consolidated Financial Statements: > Classification of Liabilities as Current or Non-current (including the amendment deferring the effective date) and non-current Liabilities with Covenants; and > Amendments to IFRS 16 Leases: Lease Liability in a Sale and Leaseback. The Directors do not expect the adoption of the above Standards and Interpretations will have a material impact on the Consolidated Financial Statements of the Group in future periods. ",
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"fact-572": {
"value": "The Group\u2019s Consolidated Financial Statements have been prepared in accordance with UK adopted International Accounting Standards in conformity with the requirements of the Companies (Jersey) Law 1991. ",
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"fact-573": {
"value": "The Financial Statements are presented in Pounds Sterling because that is the currency of the primary economic environment in which the Group operates and are rounded to the nearest million pounds (expressed as \u00a3m), except where otherwise indicated. The significant accounting policies are set out in Note 3. ",
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"fact-574": {
"value": "The Financial Statements have been prepared on the historical cost basis, except for the revaluation of certain financial instruments held at fair values at the end of each reporting period, as explained in the accounting policies. Historical cost is generally based on the fair value of the consideration given in exchange for goods and services. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Group takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Fair value for measurement and/or disclosure purposes in these Consolidated Financial Statements is determined on such a basis, except for share-based payment transactions that are within the scope of IFRS 2, leasing transactions that are within the scope of IFRS 16, and measurements that have some similarities to fair value but are not fair value, such as value in use in IAS 36. For financial reporting purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the degree to which inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows: > Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities; > Level 2 inputs are inputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and > Level 3 inputs are unobservable inputs for the asset or liability. ",
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"fact-575": {
"value": "(b) Basis of consolidation The Group\u2019s Consolidated Financial Statements incorporate the Financial Statements of the Company and entities controlled by the Company made up to 31 December each year. Under IFRS 10 \u2018Consolidated Financial Statements\u2019, control is achieved where the Company exercises power over an entity, is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to use its power to affect the returns from the entity. The results of subsidiaries acquired or disposed of during the year are included in the Consolidated Income Statement from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by the Group. All inter-company transactions, balances, income and expenses are eliminated on consolidation. Non-controlling interests in subsidiaries are identified separately from the Group\u2019s equity therein. Those interests of non-controlling shareholders that are present ownership interests entitling their holders to a proportionate share of net assets upon liquidation may initially be measured at fair value or at the non-controlling interests\u2019 proportionate share of the fair value of the acquiree\u2019s identifiable net assets. Other non-controlling interests are initially measured at fair value. The choice of measurement is made on an acquisition by acquisition basis. Subsequent to acquisition, the carrying amount of non-controlling interests is the amount of those interests at initial recognition plus the non-controlling interests\u2019 share of subsequent changes in equity. Total comprehensive income is attributed to non-controlling interests even if this results in the non-controlling interest having a deficit balance. Changes in the Group\u2019s interests in subsidiaries that do not result in a loss of control are accounted for as equity transactions. The carrying amount of the Group\u2019s interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any differences between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity and attributed to the owners of the Company. When the Group loses control of a subsidiary, the profit or loss on disposal is calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii) the previous carrying amount of the assets, including goodwill, less liabilities of the subsidiary and any non-controlling interests. Amounts previously recognised in other comprehensive income in relation to the subsidiary are accounted for in the same manner as would be required if the relevant assets or liabilities were disposed of. The fair value of any investment retained in the former subsidiary at the date when control was lost is regarded as the fair value on initial recognition for subsequent accounting under IFRS 9 Financial Instruments or, when applicable, the cost on initial recognition of an investment in an associate or jointly controlled entity. ",
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"value": "(d) Going concern The Directors of the Company have, at the time of approving the Financial Statements, a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing the Group\u2019s Consolidated Financial Statements. Further detail is contained in the going concern section and viability statement included in the Strategic Report on page 71. ",
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"fact-577": {
"value": "(e) Adoption of new and revised Standards The following new and revised Standards and Interpretations have been endorsed by the UK Endorsement Board and are effective from 1 January 2022 but they do not have a material effect on the Group\u2019s Consolidated Financial Statements: > Amendment to IFRS 3 \u2018Business Combinations\u2019; > Amendments to IAS 16 \u2018Property, Plant and Equipment\u2019; > Amendments to IAS 37 \u2018Provisions, Contingent Liabilities and Contingent Assets\u2019; and > Annual Improvements 2018-2020. ",
"dimensions": {
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"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
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"fact-578": {
"value": "At the date of authorisation of these Consolidated Financial Statements, the following new and revised Standards and Interpretations were in issue but not yet effective. The Group has not applied these Standards or Interpretations in the preparation of these Consolidated Financial Statements: > IFRS 17 \u2018Insurance Contracts\u2019 including Amendments to IFRS 17; > Amendments to IAS 12 \u2018Income Taxes\u2019, Liabilities arising from a Single Transaction; > Amendments to IAS 8 \u2018Accounting policies\u2019, Changes in Accounting Estimates and Errors \u2013 Definition of Accounting Estimates; and > Amendments to IAS 1 \u2018Presentation of Financial Statements\u2019 and IFRS Practice Statement 2 \u2013 \u2018Disclosure of Accounting policies\u2019. The following Standards and Interpretations have not been endorsed by the UK and have not been applied in the preparation of these Consolidated Financial Statements: > Classification of Liabilities as Current or Non-current (including the amendment deferring the effective date) and non-current Liabilities with Covenants; and > Amendments to IFRS 16 Leases: Lease Liability in a Sale and Leaseback. The Directors do not expect the adoption of the above Standards and Interpretations will have a material impact on the Consolidated Financial Statements of the Group in future periods. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfExpectedImpactOfInitialApplicationOfNewStandardsOrInterpretations",
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"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-515": {
"value": "3. Summary of significant accounting policies (a) Income recognition Revenue, which excludes sales taxes, includes brokerage including commissions, fees earned and subscriptions for information sales. Fee income is recognised when the related services are completed and the income is considered receivable. Each segment comprises the following types of revenue: (i) Name Passing brokerage, where counterparties to a transaction settle directly with each other. Revenue for the service of matching buyers and sellers of financial instruments is stated net of sales taxes, rebates and discounts and is recognised in full on trade date (point in time recognition); (ii) Matched Principal brokerage revenue, being the net proceeds from a commitment to simultaneously buy and sell financial instruments with counterparties, is recognised on settlement date; (iii) Executing Broker brokerage, where the Group executes transactions on certain regulated exchanges and then \u2018gives-up\u2019 the trade to the relevant client, or its clearing member. Revenue for the service of matching buyers and sellers of financial instruments is stated net of sales taxes, rebates and discounts and is recognised in full on trade date (point in time recognition); (iv) Introducing Broker brokerage, where the Group arranges matched transactions where the counterparties transact through a third-party clearing entity acting as principal. Revenue for the service of matching buyers and sellers of financial instruments is stated net of sales taxes, rebates and discounts and is recognised in full on trade date (point in time recognition); (v) Fees earned from the sales of price information from financial and commodity markets to third parties are recognised on an accruals basis to match the provision of the service (recognised over time). In relation to these contracts the Group has a right to consideration in an amount that corresponds directly with the value to the customer of the Group\u2019s performance completed to date. In respect of contracts for the sale of price information from financial and commodity markets, the Group has applied the practical expedient in IFRS 15, allowing for the non-disclosure of both the amount of the transaction price allocated to the remaining performance obligations, and an explanation of when it expects to recognise that amount; and (vi) Fees from the sales of price information from financial and commodity markets that are provided over time, but which are contingent on the validation of price information usage, are recognised once usage has been verified (point in time Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable. Dividend income from investments is recognised when the Group\u2019s right to receive the payment is established. (b) Business combinations Acquisitions of subsidiaries and businesses are accounted for using the acquisition method. The consideration for each acquisition is measured at the aggregate of the fair values (at the date of exchange) of assets given, liabilities incurred or assumed, and equity instruments issued by the Group in exchange for control of the acquiree. Acquisition costs are recognised in profit or loss as incurred. Where applicable, deferred consideration for the acquisition includes any asset or liability resulting from a non-contingent or contingent consideration arrangement, measured at its acquisition date fair value. Subsequent changes in such fair values of contingent consideration are adjusted against the cost of the acquisition where they qualify as measurement period adjustments. The measurement period is the period from the date of acquisition to the date the Group obtains complete information about the facts and circumstances that existed as of the acquisition date, and is subject to a maximum of one year. All subsequent changes in the fair value of contingent consideration classified as an asset or a liability are accounted for in accordance with relevant IFRSs. The cash settlement of deferred consideration is reported as part of investing activities in the cash flow. Deferred consideration classified as equity is not remeasured (outside of the measurement period) with subsequent settlement accounted for within equity. Where a business combination is achieved in stages, the Group\u2019s previously held interests in the acquired entity are remeasured to fair value at the acquisition date and any resulting gain or loss is recognised in profit or loss. Amounts arising from interests in the acquiree prior to the acquisition that have previously been recognised in other comprehensive income are reclassified to profit or loss, where such treatment would be appropriate if that interest was disposed of. The acquiree\u2019s identifiable assets, liabilities and contingent liabilities that meet the conditions for recognition under IFRS 3 (2008) are recognised at their fair value at the acquisition date, except that: > Deferred tax assets or liabilities are recognised and measured in accordance with IAS 12 \u2018Income Taxes\u2019; > Liabilities or assets related to employee benefit arrangements are recognised and measured in accordance with IAS 19 \u2018Employee Benefits\u2019; > Acquiree share-based payment awards replaced by Group awards are measured in accordance with IFRS 2 \u2018Share-based Payments\u2019; > Assets or disposal groups that are classified for sale are measured in accordance with IFRS 5 \u2018Non-current Assets Held for Sale and Discontinued Operations\u2019; and > Lease liabilities are valued based on the present value of the remaining lease payments. Right-of-use-assets are measured at the same amount of the lease liability, adjusted to reflect favourable or unfavourable terms of the lease when compared with market terms. If the initial accounting for a business combination is incomplete by the end of the reporting period in which the business combination occurs, provisional amounts are reported. Those provisional amounts are adjusted during the measurement period, or additional assets or liabilities recognised, to reflect the facts and circumstances that existed as at the acquisition date. Non-controlling interests in the acquired entity are initially measured at the non-controlling interest\u2019s proportion of the net fair value of the assets, liabilities and contingent liabilities recognised. (c) Investment in associates An associate is an entity over which the Group is in a position to exercise significant influence. Significant influence is the power to participate in the financial and operating decisions of the investee but is not control or joint control over these policies. The results and assets and liabilities of associates are incorporated in these Financial Statements based on financial information made up to 31 December each year using the equity method of accounting, except when classified as held for sale. Investments in associates are carried in the balance sheet at cost as adjusted by post-acquisition changes in the Group\u2019s share of the net assets of the associate, less any impairment in the value of individual investments. Losses of the associates in excess of the Group\u2019s interest in those associates are recognised only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate. Any excess of the cost of acquisition over the Group\u2019s share of the fair values of the identifiable net assets of the associate at the date of acquisition is recognised as goodwill, which is included within the carrying amount of the investment. Any discount in the cost of acquisition below the Group\u2019s share of the fair value of the identifiable net assets of the associate at the date of acquisition (discount on acquisition) is credited to profit and loss in the year of acquisition. Where a Group company transacts with an associate of the Group, profits and losses are eliminated to the extent of the Group\u2019s interest in the relevant associate. Losses may provide evidence of impairment of the asset transferred in which case appropriate provision is made for impairment. (d) Interests in joint arrangements A joint arrangement is a contractual arrangement whereby the Group and other parties undertake an economic activity that is subject to joint control. Joint ventures are joint arrangements which involve the establishment of a separate entity in which each party has rights to the net assets of the arrangement. The Group reports its interests in joint ventures using the equity method of accounting, based on financial information made up to 31 December each year. Investments in joint ventures are carried in the balance sheet at cost as adjusted by post-acquisition changes in the Group\u2019s share of the net assets of the joint venture, less any impairment in the value of individual investments. Losses of the joint venture in excess of the Group\u2019s interest in those joint ventures are recognised only to the extent that the Group has incurred legal or constructive obligations or made payments under the terms of the joint venture. (e) Goodwill Goodwill arising on consolidation represents the excess of the cost of acquisition over the Group\u2019s interest in the fair value of the identifiable assets, liabilities and contingent liabilities of a subsidiary or associate at the date of acquisition. Goodwill is initially recognised at cost and is subsequently measured at cost less any accumulated impairment losses. Goodwill arising on acquisitions before the date of transition to IFRS has been retained at the previous UK GAAP amounts at that date. Financial statements TP ICAP 3. Summary of significant accounting policies continued
(e) Goodwill continued
Goodwill recognised as an asset is reviewed for impairment at
least annually. Any impairment loss is recognised as an expense
immediately and is not subsequently reversed. For the purpose of
impairment testing goodwill is allocated to groups of individual
cash-generating units (\u2018CGUs\u2019) expected to benefit from the
synergies of the combination. CGUs to which goodwill has been
allocated are tested for impairment annually, or more frequently
when there is an indication that the unit may be impaired. If the
recoverable amount of the CGU is less than the carrying amount of
any goodwill allocated to the unit, the impairment loss is allocated
first to reduce the carrying amount of any goodwill allocated to the
unit and then to the other assets of the unit pro-rata on the basis of
the carrying amount of each asset in the unit.
Goodwill arising on the acquisition of an associate or joint venture
is included within the carrying value of the associate or the joint
venture. Goodwill arising on the acquisition of subsidiaries is
presented separately in the balance sheet.
On disposal of a subsidiary, associate or joint venture, the
attributable amount of goodwill is included in the determination
of the profit or loss on disposal.
(f) Intangible assets
Software and software development costs
An internally generated intangible asset arising from the Group\u2019s
software development is recognised at cost only if all of the
following conditions are met:
> An asset is created that can be identified;
> It is probable that the asset created will generate future
economic benefits; and
> The development costs of the asset can be measured reliably.
Where the above conditions are not met, costs are expensed
as incurred.
Acquired separately or from a business combination
Intangible assets acquired separately are capitalised at cost and
intangible assets acquired in a business acquisition are capitalised
at fair value at the date of acquisition. The useful lives of these
intangible assets are assessed to be either finite or indefinite.
Amortisation charged on assets with a finite useful life is taken
to the income statement through administrative expenses.
Other than software development costs, intangible assets created
within the business are not capitalised and expenditure is charged
to the income statement in the year in which the expenditure
is incurred.
Intangible assets are amortised over their finite useful lives
generally on a straight-line basis, as follows:
Software:
Purchased or developed \u2013 up to 5 years
Software licences \u2013 over the period of the licence
Acquisition intangibles:
Brand/Trademarks \u2013 up to 5 years
Customer relationships \u2013 2 to 20 years
Other intangibles \u2013 over the period of the contract
Intangible assets are subject to impairment review if there are
events or changes in circumstances that indicate that the carrying
amount may not be recoverable.
Gains or losses arising from derecognition of an intangible asset are
measured as the difference between the net disposal proceeds and
the carrying amount of the asset and are recognised in the income
statement when the asset is derecognised.
(g) Property, plant and equipment
Freehold land is stated at cost. Buildings, furniture, fixtures,
equipment and motor vehicles are stated at cost less accumulated
depreciation and any recognised impairment loss. Depreciation is
provided on all tangible fixed assets at rates calculated to write off
the cost, less estimated residual value based on prices prevailing
at the date of acquisition, of each asset on a straight-line basis
over its expected useful life as follows:
Furniture, fixtures, equipment
and motor vehicles \u2013 3 to 10 years
Short and long leasehold
land and buildings \u2013 period of the lease
Freehold land \u2013 infinite
Freehold buildings \u2013 50 years
Assets held under finance leases are depreciated over their expected
useful lives on the same basis as owned assets or, where shorter,
the term of the relevant lease.
The gain or loss arising on the disposal or retirement of an asset
is determined as the difference between the sales proceeds and
the carrying amount of the asset and is recognised in income.
(h) Impairment of tangible and intangible assets
excluding goodwill
At each balance sheet date, the Group reviews the carrying
amounts of its tangible and intangible assets with finite lives to
determine whether there is any indication that those assets have
suffered an impairment loss. If any such indication exists, the
recoverable amount of the asset is estimated in order to determine
the extent of the impairment loss. Where the asset does not
generate cash flows that are independent from other assets, the
Group estimates the recoverable amount of the CGU to which the
asset belongs. Intangible assets with indefinite useful lives are
tested for impairment annually and whenever there is an indication
that the asset may be impaired.
Recoverable amount is the higher of fair value less any cost to sell
and value in use. In assessing value in use, the estimated future cash
flows are discounted to their present values using a pre-tax discount
rate that reflects current market assessments of the time value of
money and the risks specific to the asset.
If the recoverable amount of an asset (or CGU) is estimated to
be less than its carrying amount, the carrying amount of the asset
(or CGU) is reduced to its recoverable amount. Impairment losses
are recognised as an expense immediately. Where an impairment
loss subsequently reverses, the carrying amount of the asset (or CGU)
is increased to the revised estimate of its recoverable amount, but
so that the increased carrying amount does not exceed the carrying
amount that would have been determined had no impairment loss
been recognised for the asset (or CGU) in prior years. A reversal of
an impairment loss is recognised as income immediately, unless the
relevant asset is carried at a revalued amount, in which case the
reversal of the impairment loss is treated as a revaluation increase.
(i) Broker contract payments Payments made to brokers under employment contracts which are in advance of the expected economic benefit due to the Group are accounted for as prepayments and included within trade and other receivables. Payments made in advance are subject to repayment conditions during the contract period and the prepayment is amortised over the shorter of the contract term and the period the payment remains recoverable. Amounts that are irrecoverable, or become irrecoverable, are written off immediately. Payments made in arrears are accrued and are included within trade and other payables. (j) Financial instruments Financial assets and financial liabilities are recognised on the Group\u2019s balance sheet when the Group has become a party to the contractual provisions of the instrument. Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities subsequently measured at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities that are subsequently measured at fair value through profit or loss are recognised immediately in profit or loss. All regular way purchases or sales of financial assets are recognised and derecognised on a settlement date basis. Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within the time frame established by regulation or convention in the marketplace. All recognised financial assets are measured subsequently in their entirety at either amortised cost or fair value, depending on the classification of the financial assets. Classification of financial assets The classification of financial assets is based both on the business model within which the asset is held and the contractual cash flow characteristics of the asset. Debt instruments that meet the following conditions are measured subsequently at amortised cost: > The financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and > The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. Debt instruments that meet the following conditions are measured subsequently at fair value through other comprehensive income (\u2018FVTOCI\u2019): > The financial asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling the financial assets; and > The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. By default, all other financial assets are measured subsequently at fair value through profit or loss (\u2018FVTPL\u2019). The Group may make the following irrevocable elections or designations at initial recognition of a financial asset: > To irrevocably elect to present subsequent changes in fair value of an equity investment in other comprehensive income if certain criteria are met; and > To irrevocably designate a debt investment that meets the amortised cost or FVTOCI criteria as measured at FVTPL if doing so eliminates or significantly reduces an accounting mismatch. Debt instruments at FVTOCI Debt instruments at FVTOCI are initially measured at fair value plus transaction costs. Subsequently, changes in the carrying amount as a result of foreign exchange gains and losses, impairment gains or losses, and interest income calculated using the effective interest method are recognised in profit or loss. All other changes in the carrying amount of these corporate bonds are recognised in other comprehensive income and accumulated in the revaluation reserve. When such assets are derecognised, the cumulative gains or losses previously recognised in other comprehensive income are reclassified to profit or loss. Equity instruments at FVTOCI On initial recognition, the Group may make an irrevocable election, on an instrument-by-instrument basis, to designate investments in equity instruments as at FVTOCI. Designation at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognised by an acquirer in a business combination. A financial asset is held for trading if: > It has been acquired principally for the purpose of selling it in the near term; or > On initial recognition it is part of a portfolio of identified financial instruments that the Group manages together and has evidence of a recent actual pattern of short-term profit-taking; or > It is a derivative, except for a derivative that is a financial guarantee contract or a designated and effective hedging instrument. Investments in equity instruments at FVTOCI are initially measured at fair value plus transaction costs. Subsequently, they are measured at fair value with gains and losses arising from changes in fair value recognised in other comprehensive income and accumulated in the revaluation reserve. The cumulative gain or loss is not reclassified to profit or loss on disposal of the equity investments, instead, it is transferred to retained earnings. Dividends on these investments in equity instruments are recognised in profit or loss unless the dividends clearly represent a recovery of part of the cost of the investment. Dividends are included as finance income in profit or loss. The Group has designated all investments in equity instruments that are not held for trading as at FVTOCI on initial application of IFRS 9. 3. Summary of significant accounting policies continued (j) Financial instruments continued Financial assets at FVTPL Financial assets that do not meet the criteria for being measured at amortised cost or FVTOCI are measured at FVTPL. Specifically: > Financial assets held for trading, having been acquired for the purpose of fulfilling a sell commitment either immediately meeting or in the very near term. Regular way purchases are recognised at fair value on settlement date, however fair value movements between trade date and settlement date are recognised in profit or loss with the associated asset or liability recorded in financial assets or financial liabilities at fair value through profit or loss until the asset is recognised; > Investments in equity instruments are classified as at FVTPL, unless the Group designates an equity investment that is neither held for trading nor a contingent consideration arising from a business combination as at FVTOCI on initial recognition; and > Debt instruments that do not meet the amortised cost criteria or the FVTOCI criteria are classified as at FVTPL. Debt instruments that meet either the amortised cost criteria or the FVTOCI criteria may be designated as at FVTPL upon initial recognition if such designation eliminates or significantly reduces a measurement or recognition inconsistency that would arise from measuring assets or liabilities or recognising the gains and losses on them on different bases. The Group has not designated any debt instruments as at FVTPL. Financial assets at FVTPL are measured at fair value at the end of each reporting period, with any fair value gains or losses recognised in profit or loss to the extent they are not part of a designated hedging relationship. The net gain or loss recognised in profit or loss includes any dividend or interest earned on the financial asset and is included in finance income. Derecognition of financial assets The Group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset. If the Group neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Group recognises its retained interest in the asset and an associated liability for amounts it may have to pay. If the Group retains substantially all the risks and rewards of ownership of a transferred financial asset, the Group continues to recognise the financial asset and also recognises a collateralised borrowing for the proceeds received. On derecognition of a financial asset measured at amortised cost, the difference between the asset\u2019s carrying amount and the sum of the consideration received and receivable is recognised in profit or loss. On derecognition of an investment in a debt instrument classified as at FVTOCI, the cumulative gain or loss previously accumulated in the investments revaluation reserve is reclassified to profit or loss. On derecognition of an investment in equity instrument which the Group has elected on initial recognition to measure at FVTOCI, the cumulative gain or loss previously accumulated in the revaluation reserve is not reclassified to profit or loss, but is transferred to retained earnings. Impairment of financial assets The Group recognises a loss allowance for expected credit losses (\u2018ECL\u2019) on investments in debt instruments that are measured at amortised cost or at FVTOCI, lease receivables, trade receivables and contract assets. The amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial recognition of the respective financial instrument. The Group always recognises lifetime ECL for trade receivables. The expected credit losses on these financial assets are estimated using a provision matrix based on the Group\u2019s historical credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the current as well as the forecast direction of conditions at the reporting date, including time value of money where appropriate. For all other financial instruments, the Group recognises lifetime ECL when there has been a significant increase in credit risk since initial recognition. If the credit risk on the financial instrument has not increased significantly since initial recognition, the Group measures the loss allowance for that financial instrument at an amount equal to 12-month ECL. Lifetime ECL represents the expected credit losses that will result from all possible default events over the expected life of a financial instrument. 12-month ECL represents the portion of lifetime ECL that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date. Significant increase in credit risk In assessing whether the credit risk on a financial instrument has increased significantly since initial recognition, the Group compares the risk of a default occurring on the financial instrument at the reporting date with the risk of a default occurring on the financial instrument at the date of initial recognition. In making this assessment, the Group considers both quantitative and qualitative information that is reasonable and supportable, including historical experience and forward-looking information that is available without undue cost or effort. The following information is taken into account when assessing whether credit risk has increased significantly since initial recognition: > An actual or expected significant deterioration in the financial instrument\u2019s external or internal credit rating; > Significant deterioration in external market indicators of credit risk for a particular financial instrument; > Existing or forecast adverse changes in business, financial or economic conditions that are expected to cause a significant decrease in the debtor\u2019s ability to meet its debt obligations; > An actual or expected significant deterioration in the operating results of the debtor; and > Significant increases in credit risk on other financial instruments of the same debtor; an actual or expected significant adverse change in the regulatory, economic, or technological environment of the debtor that results in a significant decrease in the debtor\u2019s ability to meet its debt obligations. The Group presumes that the credit risk on a financial asset has increased significantly since initial recognition when contractual payments are more than 30 days past due, unless the Group has reasonable and supportable information that demonstrates otherwise. The Group assumes that the credit risk on a financial instrument has not increased significantly since initial recognition if the financial instrument is determined to have low credit risk at the reporting date. A financial instrument is determined to have low credit risk if: > The financial instrument has a low risk of default; > The debtor has a strong capacity to meet its contractual cash flow obligations in the near term; and > Adverse changes in economic and business conditions in the longer term may, but will not necessarily, reduce the ability of the borrower to fulfil its contractual cash flow obligation Baa3 or higher per Moody\u2019s or BBB- or higher per both Standard & Poor\u2019s and Fitch. The Group monitors the effectiveness of the criteria used to identify whether there has been a significant increase in credit risk and revises them as appropriate to ensure that the criteria are capable of identifying significant increase in credit risk before the amount becomes past due. Credit-impaired financial assets A financial asset is \u2018credit-impaired\u2019 when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred. Definition of default The Group considers a financial asset to be in default when: > The borrower is unlikely to pay its credit obligations to the Group in full, without recourse by the Group to actions such as realising security (if any is held); or > The financial asset is more than 90 days past due. The maximum period considered when estimating ECLs is the maximum contractual period over which the Group is exposed to credit risk. Write-off policy The Group writes off a financial asset when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery. Financial assets written off may still be subject to enforcement activities under the Group\u2019s recovery procedures, taking into account legal advice where appropriate. Any recoveries made are recognised in profit or loss. Presentation of impairment Loss allowances for financial assets measured at amortised cost are deducted from the gross carrying amount of the assets. For debt securities at FVTOCI, the loss allowance is recognised in OCI, instead of reducing the carrying amount of the asset. Impairment losses related to trade and other receivables, including settlement balances and deposits paid for securities borrowed, are presented in general and administrative expenses due to materiality consideration. Impairment losses on other financial assets are presented under \u2018finance costs\u2019, and not presented separately in the statement of profit or loss and OCI owing to materiality considerations. Financial liabilities and equity Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument. Equity instruments An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Group are recognised at the proceeds received, net of direct issue costs. Repurchase of the Company\u2019s own equity instruments is recognised and deducted directly in equity. No gain or loss is recognised in profit or loss on the purchase, sale, issue or cancellation of the Company\u2019s own equity instruments. Financial liabilities All financial liabilities are measured subsequently at amortised cost using the effective interest method or at FVTPL. Financial liabilities that arise when a transfer of a financial asset does not qualify for derecognition or when the continuing involvement approach applies, and financial guarantee contracts issued by the Group, are measured in accordance with the specific accounting policies set out below. Financial liabilities at FVTPL Financial liabilities are classified as at FVTPL when the financial liability is (i) contingent consideration of an acquirer in a business combination, (ii) held for trading or (iii) it is designated as at FVTPL. A financial liability is classified as held for trading if: > It has been acquired principally for the purpose of repurchasing it in the near term; or > On initial recognition it is part of a portfolio of identified financial instruments that the Group manages together and has a recent actual pattern of short-term profit-taking; or > It is a derivative, except for a derivative that is a financial guarantee contract or a designated and effective hedging instrument. A financial liability other than a financial liability held for trading or contingent consideration of an acquirer in a business combination may be designated as at FVTPL upon initial recognition if: > Such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise; or > The financial liability forms part of a group of financial assets or financial liabilities or both, which is managed and its performance is evaluated on a fair value basis, in accordance with the Group\u2019s documented risk management or investment strategy, and information about the grouping is provided internally on that basis; or > It forms part of a contract containing one or more embedded derivatives, and IFRS 9 permits the entire combined contract to be designated as at FVTPL. Financial liabilities at FVTPL are measured at fair value, with any gains or losses arising on changes in fair value recognised in profit or loss to the extent that they are not part of a designated hedging relationship. The net gain or loss recognised in profit or loss incorporates any interest paid on the financial liability and is included in \u2018other gains and losses\u2019 in profit or loss. In respect of financial liabilities that are designated as at FVTPL, the amount of change in the fair value of the financial liability that is attributable to changes in the credit risk of that liability is recognised in other comprehensive income, unless the recognition of the effects of changes in the liability\u2019s credit risk in other comprehensive income would create or enlarge an accounting mismatch in profit or loss. The remaining amount of change in the fair value of the liability is recognised in profit or loss. Changes in fair value attributable to a financial liability\u2019s credit risk that are recognised in other comprehensive income are not subsequently reclassified to profit or loss; instead, they are transferred to retained earnings upon derecognition of the finan 3. Summary of significant accounting policies continued (j) Financial instruments continued Financial liabilities measured subsequently at amortised cost Financial liabilities that are not (i) contingent consideration of an acquirer in a business combination, (ii) held-for-trading, or (iii) designated as at FVTPL, are measured subsequently at amortised cost using the effective interest method. Derecognition of financial liabilities The Group derecognises financial liabilities when, and only when, the Group\u2019s obligations are discharged, cancelled or have expired. The difference between the carrying amount of the financial liability derecognised and the consideration paid and payable is recognised in profit or loss. When the Group exchanges with the existing lender one debt instrument into another one with substantially different terms, such exchange is accounted for as an extinguishment of the original financial liability and the recognition of a new financial liability. Similarly, the Group accounts for substantial modification of terms of an existing liability or part of it as an extinguishment of the original financial liability and the recognition of a new liability. It is assumed that the terms are substantially different if the discounted present value of the cash flows under the new terms, including any fees paid net of any fees received and discounted using the original effective rate, is at least 10% different from the discounted present value of the remaining cash flows of the original financial liability. If the modification is not substantial, the difference between: (i) the carrying amount of the liability before the modification; and (ii) the present value of the cash flows after modification should be recognised in profit or loss as the modification gain or loss within other gains and losses. (k) Derivative financial instruments Derivative financial instruments, such as foreign currency contracts and interest rate swaps, are entered into by the Group in order to manage its exposure to interest rate and foreign currency fluctuations or as simultaneous back-to-back transactions with counterparties. The Group does not use derivative financial instruments for speculative purposes. Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to their fair value at each balance sheet date. The resulting gain or loss is recognised immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship. A derivative with a positive fair value is recognised as a financial asset whereas a derivative with a negative fair value is recognised as a financial liability. Derivatives are not offset in the financial statements unless the Group has both the legal right and intention to offset. A derivative is presented as a non-current asset or a non-current liability if the remaining maturity of the instrument is more than 12 months and it is not expected to be realised or settled within 12 months. Other derivatives are presented as current assets or current liabilities. An embedded derivative is a component of a hybrid contract that also includes a non-derivative host \u2013 with the effect that some of the cash flows of the combined instrument vary in a way similar to a stand-alone derivative. Derivatives embedded in hybrid contracts with a financial asset host within the scope of IFRS 9 are not separated. The entire hybrid contract is classified and subsequently measured as either amortised cost or fair value as appropriate. Derivatives embedded in hybrid contracts with hosts that are not financial assets within the scope of IFRS 9 are treated as separate derivatives when they meet the definition of a derivative, their risks and characteristics are not closely related to those of the host contracts and the host contracts are not measured at FVTPL. If the hybrid contract is a quoted financial liability, instead of separating the embedded derivative, the Group generally designates the whole hybrid contract at FVTPL. An embedded derivative is presented as a non-current asset or non-current liability if the remaining maturity of the hybrid instrument to which the embedded derivative relates is more than 12 months and is not expected to be realised or settled within 12 months. (l) Hedge accounting Derivatives designated as hedges are either \u2018fair value hedges\u2019 or \u2018hedges of net investments in foreign operations\u2019. Fair value hedges Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recorded in profit or loss except when the hedging instrument hedges an equity instrument designated at FVTOCI in which case it is recognised in other comprehensive income. The carrying amount of a hedged item not already measured at fair value is adjusted for the fair value change attributable to the hedged risk with a corresponding entry in profit or loss. For debt instruments measured at FVTOCI, the carrying amount is not adjusted as it is already at fair value, but the hedging gain or loss is recognised in profit or loss instead of other comprehensive income. When the hedged item is an equity instrument designated at FVTOCI, the hedging gain or loss remains in other comprehensive income to match that of the hedging instrument. Where hedging gains or losses are recognised in profit or loss, they are recognised in the same line as the hedged item. Hedge accounting is discontinued when the hedging relationship no longer meets the risk management objective or where the hedging relationship no longer complies with the qualifying criteria or if the hedging instrument has been sold or terminated. Net investment hedges The effective portion of changes in the fair value of derivatives that are designated and qualify as net investment hedges is recognised in other comprehensive income and accumulated in the hedging and translation reserve. The gain or loss relating to the ineffective portion is recognised immediately in profit or loss, and is included in financial income or financial expense respectively. Where the Group designates the intrinsic value of purchased options as the hedging instrument in a net investment hedge, changes in the time value of the option are required to be recorded initially in other comprehensive income. Under the \u2018cost of hedging\u2019 approach, the initial option premium cost is recycled from other comprehensive income and recognised in the income statement on a straight-line basis over the period of the hedge. Notes to the Consolidated Financial Sta Gains and losses deferred in the hedging and translation reserve are recognised in profit or loss on disposal of the foreign operation. (m) Matched Principal and stock lending transactions Certain Group companies engage in Matched Principal transactions whereby securities are bought from one counterparty and simultaneously sold to another counterparty. Settlement of such transactions is primarily on a delivery vs. payment basis (\u2018DVP\u2019) and typically takes place within a few business days of the trade date according to the relevant market rules and conventions. Matched Principal transactions in regular way financial assets are recognised on settlement date, classified as FVTPL, and are derecognised on settlement of the related sale. Fair value movements on unsettled Matched Principal regular way transactions between trade date and settlement are recognised in profit or loss with the associated asset or liability recorded in financial assets or liabilities held at fair value through profit or loss. Matched Principal broking involving simultaneous back-to-back derivative transactions with counterparties are classified as financial instruments at fair value through profit or loss (\u2018FVTPL\u2019) and are shown gross, except where a netting agreement, which is legally enforceable at all times, exists and the asset and liability are either settled net or simultaneously. The Group acts as an intermediary between its customers for collateralised stock lending transactions. Such trades are complete only when both the collateral and stock for each side of the transaction are returned. The gross amounts of collateral due to and receivable are disclosed in the balance sheet as deposits paid for securities borrowed and deposits received for securities loaned. (n) Restricted Funds, Cash and cash equivalents Cash comprises cash in hand and demand deposits which may be accessed without penalty. Cash equivalents comprise short-term highly liquid investments with a maturity of less than three months from the date of acquisition. For the purposes of the Consolidated Cash Flow Statement, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts which are repayable on demand and form an integral part of the group\u2019s cash management. The Group holds money, and occasionally financial instruments, on behalf of customers (client monies) in accordance with local regulatory rules. Since the Group is not beneficially entitled to these amounts, they are excluded from the Consolidated Balance Sheet along with the corresponding liabilities to customers. Restricted funds comprise amounts held with a central counterparty clearing house (\u2018CCP\u2019), or a financial institution providing the Group with access to a CCP, and funds set aside for regulatory purposes, but excluding client money. The funds represent amounts for which the Group does not have immediate and direct access or for which regulatory requirements restrict its use. (o) Interest bearing loans and borrowings All loans and borrowings are initially recognised at fair value, being the consideration received net of issue costs associated with the borrowing. After initial recognition, interest bearing loans and borrowings are measured at amortised cost using the effective interest rate method. Amortised cost is calculated taking into account any issue costs and any discounts or premium on settlement. Gains and losses are recognised in the income statement when the liabilities are derecognised, as well as through the amortisation process. (p) Provisions Provisions are recognised when the Group has a present obligation, legal or constructive, as a result of a past event where it is probable that this will result in an outflow of economic benefits that can be reliably estimated. Provisions for restructuring costs are recognised when the Group has a detailed formal plan for the restructuring, which has been notified to affected parties. (q) Foreign currencies The individual financial statements of each Group company are prepared in the currency of the primary economic environment in which it operates, its functional currency. For the purpose of the Consolidated Financial Statements, the results and financial position of each Group company are expressed in Pounds Sterling, which is the functional currency of the Company and the presentation currency for the Consolidated Financial Statements. In preparing the financial statements of the individual companies, transactions in currencies other than the functional currency are recorded at the rates of exchange prevailing on the dates of the transactions. Gains and losses arising from the settlement of these transactions, and from the retranslation of monetary assets and liabilities denominated in currencies other than the functional currency at rates prevailing at the balance sheet date, are recognised in the income statement. Non-monetary assets and liabilities denominated in currencies other than the functional currency that are measured at historical cost or fair value are translated at the exchange rate at the date of the transaction or at the date the fair value was determined. For the purpose of presenting Consolidated Financial Statements, the assets and liabilities of the Group\u2019s foreign operations are translated at exchange rates prevailing on the balance sheet date. Exchange differences arising are classified as other comprehensive income and transferred to the Group\u2019s translation reserve. Such translation differences are recognised as income or as expense in the year in which the operation is disposed of. Income and expense items are translated at average exchange rates for the year, unless exchange rates fluctuate significantly during that year, in which case the exchange rates at the date of transactions are used. (r) Taxation The tax expense represents the sum of current tax payable arising in the year, movements in deferred tax and movements in tax provisions. The tax expense includes any interest and penalties payable. The current tax payable arising in the year is based on taxable profit for the year using tax rates that have been enacted or substantively enacted by the balance sheet date, and any adjustment to tax payable in respect of prior years. 3. Summary of significant accounting policies continued (r) Taxation continued Deferred tax is accounted for using the balance sheet liability method in respect of temporary differences arising between the carrying amount of assets and liabilities in the Financial Statements and the corresponding tax basis used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences may be utilised. Temporary differences are not recognised if they arise from goodwill or from initial recognition of other assets and liabilities in a transaction which affects neither the tax profit nor the accounting profit. Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries and associates, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax is calculated at the rates that are expected to apply when the asset or liability is settled or when the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items credited or charged directly to other comprehensive income or equity, in which case the deferred tax is also dealt with in other comprehensive income or equity. (s) Leases Definition of a lease On transition to IFRS 16 the Group elected to apply the practical expedient not to reassess whether a contract was or contained a lease. The Group therefore applied IFRS 16 only to contracts that had been previously identified as leases, in accordance with IAS 17 and IFRIC 4, before 1 January 2019. Thereafter the Group has applied the definition of a lease and related guidance to all lease contracts entered into or modified on or after 1 January 2019. The Group assesses whether a contract is, or contains, a lease if the contract conveys a right to control the use of an identified asset for a period of time in exchange for consideration. At inception or on reassessment of a contract that contains a lease component, the Group allocates the consideration in the contract to each lease and non-lease component on the basis of the relative stand-alone prices. However, for leases of properties the Group has elected not to separate non-lease components and will instead account for the lease and non-lease components as a single lease component. As a lessee The Group has elected not to recognise right-of-use assets and lease liabilities for short-term leases (up to 12 months) and leases of low value assets (less than \u00a33,500). The Group recognises the lease payments associated with these leases as an expense on a straight-line basis over the lease term. The Group recognises a right-of-use asset and a lease liability at the lease commencement date, the date at which power to control the asset is obtained. The right-of-use asset is initially measured at cost, and subsequently at cost less any accumulated depreciation and impairment losses, and adjusted for certain remeasurements of the lease liability. The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group\u2019s incremental borrowing rate reflecting the lease term and the country in which it resides. Generally, the Group uses its incremental borrowing rate as the discount rate. The lease liability is subsequently increased by the interest cost on the lease liability and decreased by lease payments made. It is remeasured when there is a change in the future lease payments arising from a change in an index or a rate, a change in the estimate of the amount expected to be payable under a residual value guarantee, or as appropriate, changes in the assessment of whether a purchase or extension option is reasonably certain to be exercised or a termination option is reasonably certain not to be exercised. Where a lease contract is modified and the lease modification is not accounted for as a separate lease, the lease liability is remeasured based on the lease term of the modified lease by discounting the revised lease payments using a revised discount rate at the effective date of the modification. Lease cash flows are split into payments of principal and interest and are presented as financing and operating cash flows respectively. The Group has applied judgement to determine the lease term for some lease contracts in which it is a lessee that includes termination and/or renewal options and for leases which the Group has enforceable rights that extend the lease agreement. The assessment of whether the Group is reasonably certain to exercise such options or whether the Group is able to enforce its additional rights impacts the lease term, which affects the amount of lease liabilities and right-of-use assets recognised. As a lessor The Group sub-leases some of its leased properties. Where the Group is an intermediate lessor, it accounts for the head lease and the sub-lease as two separate contracts and classifies the sub-lease as either a finance or operating lease by reference to the right-of- use asset arising from the head lease. Where sub-lease agreements are assessed as finance leases, the Group derecognises the right-of-use asset and records its interest in finance lease receivables. Lease receipts are apportioned between finance income and a reduction in the finance lease receivable. As required by IFRS 9, an allowance for expected credit losses is recognised on the finance lease receivables. Where sub-leases are classified as operating leases, operating lease receipts are recognised in the income statement on a straight-line basis over the lease term. (t) Retirement benefit costs Defined contributions made to employees\u2019 personal pension plans are charged to the income statement as and when incurred. For defined benefit retirement plans, the cost of providing the benefits is determined using the projected unit credit method. Actuarial gains and losses are recognised in full in the year in which they occur. They are recognised outside the income statement and are presented in other comprehensive income. Past service cost is recognised in profit or loss when the plan amendment or curtailment occurs, or when the Group recognises related restructuring costs or termination benefits, if earlier. Gains or losses on settlement of a defined benefit plan are recognised when the settlement occurs. The amount recognised in the balance sheet represents the net of the present value of the defined benefit obligation as adjusted for actuarial gains and losses and past service cost, and the fair value of plan assets. The Trust Deed provides the Group with an unconditional right to a refund of surplus assets assuming the full settlement of plan liabilities. In the ordinary course of business the Trustee has no rights to unilaterally wind up, or otherwise augment the benefits due to members of, the plan. Based on these rights, any net surplus in the plan would be recognised in full. Where such rights do not exist, or are no longer enforceable, the Group applies the requirements of IFRIC 14 and restricts recognition of the net surplus by applying an asset recognition ceiling. Changes in the asset ceiling are recorded in other comprehensive income. (u) Share-based awards Equity-settled share-based awards issued employees are measured at fair value at the date of grant. The fair value determined at the grant date of the equity-settled share-based awards is expensed on a straight-line basis over the vesting period, based on the Group\u2019s estimate of shares that will eventually vest.\u2009The estimated grant date fair value of awards is based on the share price at grant date, reduced where shares do not qualify for dividends during the vesting period. Market-based performance conditions for equity-settled awards are reflected in the initial fair value of the award. The fair value of share options issued is determined using appropriate valuation models. The expected life used in the models has been adjusted, based on management\u2019s best estimate for the effects of non-transferability, exercise restrictions and behavioural considerations. Cash-settled share-based awards are initially measured at fair value at the date of grant. Subsequently the awards are fair valued at each reporting date and a proportionate expense for the duration of the vesting period elapsed is recognised in the Income Statement together with a liability on the Group\u2019s balance sheet.\u2009(v) Treasury and own shares Where share capital recognised as equity is repurchased, the amount of the consideration paid, including directly attributable costs, net of any tax effects, is recognised as a deduction from equity. When treasury shares are sold or re-issued subsequently, the amount received is recognised as an increase in equity, and the resulting surplus or deficit on the transaction is transferred to or from retained earnings. Shares repurchased from the open market are recorded in \u2018own shares\u2019 within reserves. Own shares issued to beneficiaries under share award plans are recorded as a transfer to retained earnings. (w) Contingent liabilities Contingent liabilities, which include certain guarantees and letters of credit pledged as collateral security, and contingent liabilities related to legal proceedings or regulatory matters where a possible outflow of economic benefit might occur, or where that outflow cannot be reliably estimated, are not recognised in the financial statements but are disclosed. (x) Accounting estimates and judgements In the application of the Group\u2019s accounting policies, the Directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. Estimates and assumptions are reviewed on an ongoing basis and revisions to accounting estimates are recognised in the period an estimate is revised. The following are the critical judgements and estimates that the Directors have made in the process of preparing the Financial Statements. Provisions and contingent liabilities Provisions are established by the Group based on management\u2019s assessment of relevant information and advice available at the time of preparing the Financial Statements. Judgements Judgement is required when determining whether a present obligation exists. Professional advice is taken on the assessment of litigation and similar obligations. Provisions for legal proceedings and regulatory matters typically require a higher degree of judgement than other types of provisions. When matters are at an early stage, accounting judgements can be difficult because of the high degree of uncertainty associated with determining whether a present obligation exists, and estimating the probability and amount of any outflows that may arise. As matters progress, management and legal advisers evaluate on an ongoing basis whether provisions should be recognised, revising previous estimates as appropriate. At more advanced stages, it is typically easier to make estimates around a better defined set of possible outcomes. 3. Summary of significant accounting policies continued (x) Accounting estimates and judgements continued Estimates Provisions for legal proceedings and regulatory matters remain very sensitive to the assumptions used in the estimate. There could be a wider range of possible outcomes for any pending legal proceedings, investigations or inquiries. As a result it is often not practicable to quantify a range of possible outcomes for individual matters. It is also not practicable to meaningfully quantify ranges of potential outcomes in aggregate for these types of provisions because of the diverse nature and circumstances of such matters and the wide range of uncertainties involved. Notes 27 and 36 provide details of the Group\u2019s provisions and contingent liabilities and the key sources of estimation uncertainty. Impairment of goodwill and intangible assets Judgements Forecast cash flows are subject to a high degree of uncertainty in volatile market conditions. Under such circumstances, management tests goodwill for impairment more frequently than once a year when indicators of impairment exist. This ensures that the assumptions on which the cash flow forecasts are based continue to reflect current market conditions and management\u2019s best estimate of future performance. Estimates The future cash flows of the CGUs are sensitive to the cash flows projected for the periods for which detailed forecasts are available and to assumptions regarding the long-term pattern of sustainable cash flows thereafter. The rates used to discount future expected cash flows can have a significant effect on a CGU\u2019s valuation. The discount rate incorporates inputs reflecting a number of financial and economic variables, including the risk-free interest rate in the region concerned and a premium for the risk of the business being evaluated. These variables are subject to fluctuations in external market rates and economic conditions beyond management\u2019s control. Note 13 sets out the key sources of estimation uncertainty, the key assumptions made and the resultant sensitivity to reasonable possible changes in those assumptions. ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfSummaryOfSignificantAccountingPoliciesExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
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"fact-518": {
"value": "(a) Income recognition Revenue, which excludes sales taxes, includes brokerage including commissions, fees earned and subscriptions for information sales. Fee income is recognised when the related services are completed and the income is considered receivable. Each segment comprises the following types of revenue: (i) Name Passing brokerage, where counterparties to a transaction settle directly with each other. Revenue for the service of matching buyers and sellers of financial instruments is stated net of sales taxes, rebates and discounts and is recognised in full on trade date (point in time recognition); (ii) Matched Principal brokerage revenue, being the net proceeds from a commitment to simultaneously buy and sell financial instruments with counterparties, is recognised on settlement date; (iii) Executing Broker brokerage, where the Group executes transactions on certain regulated exchanges and then \u2018gives-up\u2019 the trade to the relevant client, or its clearing member. Revenue for the service of matching buyers and sellers of financial instruments is stated net of sales taxes, rebates and discounts and is recognised in full on trade date (point in time recognition); (iv) Introducing Broker brokerage, where the Group arranges matched transactions where the counterparties transact through a third-party clearing entity acting as principal. Revenue for the service of matching buyers and sellers of financial instruments is stated net of sales taxes, rebates and discounts and is recognised in full on trade date (point in time recognition); (v) Fees earned from the sales of price information from financial and commodity markets to third parties are recognised on an accruals basis to match the provision of the service (recognised over time). In relation to these contracts the Group has a right to consideration in an amount that corresponds directly with the value to the customer of the Group\u2019s performance completed to date. In respect of contracts for the sale of price information from financial and commodity markets, the Group has applied the practical expedient in IFRS 15, allowing for the non-disclosure of both the amount of the transaction price allocated to the remaining performance obligations, and an explanation of when it expects to recognise that amount; and (vi) Fees from the sales of price information from financial and commodity markets that are provided over time, but which are contingent on the validation of price information usage, are recognised once usage has been verified (point in time Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable. Dividend income from investments is recognised when the Group\u2019s right to receive the payment is established. ",
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"concept": "ifrs-full:DescriptionOfAccountingPolicyForRecognitionOfRevenue",
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"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-519": {
"value": "(b) Business combinations Acquisitions of subsidiaries and businesses are accounted for using the acquisition method. The consideration for each acquisition is measured at the aggregate of the fair values (at the date of exchange) of assets given, liabilities incurred or assumed, and equity instruments issued by the Group in exchange for control of the acquiree. Acquisition costs are recognised in profit or loss as incurred. Where applicable, deferred consideration for the acquisition includes any asset or liability resulting from a non-contingent or contingent consideration arrangement, measured at its acquisition date fair value. Subsequent changes in such fair values of contingent consideration are adjusted against the cost of the acquisition where they qualify as measurement period adjustments. The measurement period is the period from the date of acquisition to the date the Group obtains complete information about the facts and circumstances that existed as of the acquisition date, and is subject to a maximum of one year. All subsequent changes in the fair value of contingent consideration classified as an asset or a liability are accounted for in accordance with relevant IFRSs. The cash settlement of deferred consideration is reported as part of investing activities in the cash flow. Deferred consideration classified as equity is not remeasured (outside of the measurement period) with subsequent settlement accounted for within equity. Where a business combination is achieved in stages, the Group\u2019s previously held interests in the acquired entity are remeasured to fair value at the acquisition date and any resulting gain or loss is recognised in profit or loss. Amounts arising from interests in the acquiree prior to the acquisition that have previously been recognised in other comprehensive income are reclassified to profit or loss, where such treatment would be appropriate if that interest was disposed of. The acquiree\u2019s identifiable assets, liabilities and contingent liabilities that meet the conditions for recognition under IFRS 3 (2008) are recognised at their fair value at the acquisition date, except that: > Deferred tax assets or liabilities are recognised and measured in accordance with IAS 12 \u2018Income Taxes\u2019; > Liabilities or assets related to employee benefit arrangements are recognised and measured in accordance with IAS 19 \u2018Employee Benefits\u2019; > Acquiree share-based payment awards replaced by Group awards are measured in accordance with IFRS 2 \u2018Share-based Payments\u2019; > Assets or disposal groups that are classified for sale are measured in accordance with IFRS 5 \u2018Non-current Assets Held for Sale and Discontinued Operations\u2019; and > Lease liabilities are valued based on the present value of the remaining lease payments. Right-of-use-assets are measured at the same amount of the lease liability, adjusted to reflect favourable or unfavourable terms of the lease when compared with market terms. If the initial accounting for a business combination is incomplete by the end of the reporting period in which the business combination occurs, provisional amounts are reported. Those provisional amounts are adjusted during the measurement period, or additional assets or liabilities recognised, to reflect the facts and circumstances that existed as at the acquisition date. Non-controlling interests in the acquired entity are initially measured at the non-controlling interest\u2019s proportion of the net fair value of the assets, liabilities and contingent liabilities recognised. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForBusinessCombinationsExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-579": {
"value": "(c) Investment in associates An associate is an entity over which the Group is in a position to exercise significant influence. Significant influence is the power to participate in the financial and operating decisions of the investee but is not control or joint control over these policies. The results and assets and liabilities of associates are incorporated in these Financial Statements based on financial information made up to 31 December each year using the equity method of accounting, except when classified as held for sale. Investments in associates are carried in the balance sheet at cost as adjusted by post-acquisition changes in the Group\u2019s share of the net assets of the associate, less any impairment in the value of individual investments. Losses of the associates in excess of the Group\u2019s interest in those associates are recognised only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate. Any excess of the cost of acquisition over the Group\u2019s share of the fair values of the identifiable net assets of the associate at the date of acquisition is recognised as goodwill, which is included within the carrying amount of the investment. Any discount in the cost of acquisition below the Group\u2019s share of the fair value of the identifiable net assets of the associate at the date of acquisition (discount on acquisition) is credited to profit and loss in the year of acquisition. Where a Group company transacts with an associate of the Group, profits and losses are eliminated to the extent of the Group\u2019s interest in the relevant associate. Losses may provide evidence of impairment of the asset transferred in which case appropriate provision is made for impairment. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForInvestmentInAssociates",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-520": {
"value": "(c) Investment in associates An associate is an entity over which the Group is in a position to exercise significant influence. Significant influence is the power to participate in the financial and operating decisions of the investee but is not control or joint control over these policies. The results and assets and liabilities of associates are incorporated in these Financial Statements based on financial information made up to 31 December each year using the equity method of accounting, except when classified as held for sale. Investments in associates are carried in the balance sheet at cost as adjusted by post-acquisition changes in the Group\u2019s share of the net assets of the associate, less any impairment in the value of individual investments. Losses of the associates in excess of the Group\u2019s interest in those associates are recognised only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate. Any excess of the cost of acquisition over the Group\u2019s share of the fair values of the identifiable net assets of the associate at the date of acquisition is recognised as goodwill, which is included within the carrying amount of the investment. Any discount in the cost of acquisition below the Group\u2019s share of the fair value of the identifiable net assets of the associate at the date of acquisition (discount on acquisition) is credited to profit and loss in the year of acquisition. Where a Group company transacts with an associate of the Group, profits and losses are eliminated to the extent of the Group\u2019s interest in the relevant associate. Losses may provide evidence of impairment of the asset transferred in which case appropriate provision is made for impairment. (d) Interests in joint arrangements A joint arrangement is a contractual arrangement whereby the Group and other parties undertake an economic activity that is subject to joint control. Joint ventures are joint arrangements which involve the establishment of a separate entity in which each party has rights to the net assets of the arrangement. The Group reports its interests in joint ventures using the equity method of accounting, based on financial information made up to 31 December each year. Investments in joint ventures are carried in the balance sheet at cost as adjusted by post-acquisition changes in the Group\u2019s share of the net assets of the joint venture, less any impairment in the value of individual investments. Losses of the joint venture in excess of the Group\u2019s interest in those joint ventures are recognised only to the extent that the Group has incurred legal or constructive obligations or made payments under the terms of the joint venture. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForInvestmentInAssociatesAndJointVenturesExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-580": {
"value": "(d) Interests in joint arrangements A joint arrangement is a contractual arrangement whereby the Group and other parties undertake an economic activity that is subject to joint control. Joint ventures are joint arrangements which involve the establishment of a separate entity in which each party has rights to the net assets of the arrangement. The Group reports its interests in joint ventures using the equity method of accounting, based on financial information made up to 31 December each year. Investments in joint ventures are carried in the balance sheet at cost as adjusted by post-acquisition changes in the Group\u2019s share of the net assets of the joint venture, less any impairment in the value of individual investments. Losses of the joint venture in excess of the Group\u2019s interest in those joint ventures are recognised only to the extent that the Group has incurred legal or constructive obligations or made payments under the terms of the joint venture. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForInvestmentsInJointVentures",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-581": {
"value": "(e) Goodwill Goodwill arising on consolidation represents the excess of the cost of acquisition over the Group\u2019s interest in the fair value of the identifiable assets, liabilities and contingent liabilities of a subsidiary or associate at the date of acquisition. Goodwill is initially recognised at cost and is subsequently measured at cost less any accumulated impairment losses. Goodwill arising on acquisitions before the date of transition to IFRS has been retained at the previous UK GAAP amounts at that date. (e) Goodwill continued Goodwill recognised as an asset is reviewed for impairment at least annually. Any impairment loss is recognised as an expense immediately and is not subsequently reversed. For the purpose of impairment testing goodwill is allocated to groups of individual cash-generating units (\u2018CGUs\u2019) expected to benefit from the synergies of the combination. CGUs to which goodwill has been allocated are tested for impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the CGU is less than the carrying amount of any goodwill allocated to the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit. Goodwill arising on the acquisition of an associate or joint venture is included within the carrying value of the associate or the joint venture. Goodwill arising on the acquisition of subsidiaries is presented separately in the balance sheet. On disposal of a subsidiary, associate or joint venture, the attributable amount of goodwill is included in the determination of the profit or loss on disposal. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForGoodwillExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-521": {
"value": "(e) Goodwill Goodwill arising on consolidation represents the excess of the cost of acquisition over the Group\u2019s interest in the fair value of the identifiable assets, liabilities and contingent liabilities of a subsidiary or associate at the date of acquisition. Goodwill is initially recognised at cost and is subsequently measured at cost less any accumulated impairment losses. Goodwill arising on acquisitions before the date of transition to IFRS has been retained at the previous UK GAAP amounts at that date. (e) Goodwill continued Goodwill recognised as an asset is reviewed for impairment at least annually. Any impairment loss is recognised as an expense immediately and is not subsequently reversed. For the purpose of impairment testing goodwill is allocated to groups of individual cash-generating units (\u2018CGUs\u2019) expected to benefit from the synergies of the combination. CGUs to which goodwill has been allocated are tested for impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the CGU is less than the carrying amount of any goodwill allocated to the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit. Goodwill arising on the acquisition of an associate or joint venture is included within the carrying value of the associate or the joint venture. Goodwill arising on the acquisition of subsidiaries is presented separately in the balance sheet. On disposal of a subsidiary, associate or joint venture, the attributable amount of goodwill is included in the determination of the profit or loss on disposal. (f) Intangible assets Software and software development costs An internally generated intangible asset arising from the Group\u2019s software development is recognised at cost only if all of the following conditions are met: > An asset is created that can be identified; > It is probable that the asset created will generate future economic benefits; and > The development costs of the asset can be measured reliably. Where the above conditions are not met, costs are expensed as incurred. Acquired separately or from a business combination Intangible assets acquired separately are capitalised at cost and intangible assets acquired in a business acquisition are capitalised at fair value at the date of acquisition. The useful lives of these intangible assets are assessed to be either finite or indefinite. Amortisation charged on assets with a finite useful life is taken to the income statement through administrative expenses. Other than software development costs, intangible assets created within the business are not capitalised and expenditure is charged to the income statement in the year in which the expenditure is incurred. Intangible assets are amortised over their finite useful lives generally on a straight-line basis, as follows: Software: Purchased or developed \u2013 up to 5 years Software licences \u2013 over the period of the licence Acquisition intangibles: Brand/Trademarks \u2013 up to 5 years Customer relationships \u2013 2 to 20 years Other intangibles \u2013 over the period of the contract Intangible assets are subject to impairment review if there are events or changes in circumstances that indicate that the carrying amount may not be recoverable. Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognised in the income statement when the asset is derecognised. ",
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"concept": "ifrs-full:DescriptionOfAccountingPolicyForIntangibleAssetsAndGoodwillExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-582": {
"value": "(f) Intangible assets Software and software development costs An internally generated intangible asset arising from the Group\u2019s software development is recognised at cost only if all of the following conditions are met: > An asset is created that can be identified; > It is probable that the asset created will generate future economic benefits; and > The development costs of the asset can be measured reliably. Where the above conditions are not met, costs are expensed as incurred. Acquired separately or from a business combination Intangible assets acquired separately are capitalised at cost and intangible assets acquired in a business acquisition are capitalised at fair value at the date of acquisition. The useful lives of these intangible assets are assessed to be either finite or indefinite. Amortisation charged on assets with a finite useful life is taken to the income statement through administrative expenses. Other than software development costs, intangible assets created within the business are not capitalised and expenditure is charged to the income statement in the year in which the expenditure is incurred. Intangible assets are amortised over their finite useful lives generally on a straight-line basis, as follows: Software: Purchased or developed \u2013 up to 5 years Software licences \u2013 over the period of the licence Acquisition intangibles: Brand/Trademarks \u2013 up to 5 years Customer relationships \u2013 2 to 20 years Other intangibles \u2013 over the period of the contract Intangible assets are subject to impairment review if there are events or changes in circumstances that indicate that the carrying amount may not be recoverable. Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognised in the income statement when the asset is derecognised. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForIntangibleAssetsOtherThanGoodwillExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-522": {
"value": "(g) Property, plant and equipment Freehold land is stated at cost. Buildings, furniture, fixtures, equipment and motor vehicles are stated at cost less accumulated depreciation and any recognised impairment loss. Depreciation is provided on all tangible fixed assets at rates calculated to write off the cost, less estimated residual value based on prices prevailing at the date of acquisition, of each asset on a straight-line basis over its expected useful life as follows: Furniture, fixtures, equipment and motor vehicles \u2013 3 to 10 years Short and long leasehold land and buildings \u2013 period of the lease Freehold land \u2013 infinite Freehold buildings \u2013 50 years Assets held under finance leases are depreciated over their expected useful lives on the same basis as owned assets or, where shorter, the term of the relevant lease. The gain or loss arising on the disposal or retirement of an asset is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognised in income. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForPropertyPlantAndEquipmentExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-523": {
"value": "(h) Impairment of tangible and intangible assets excluding goodwill At each balance sheet date, the Group reviews the carrying amounts of its tangible and intangible assets with finite lives to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. Where the asset does not generate cash flows that are independent from other assets, the Group estimates the recoverable amount of the CGU to which the asset belongs. Intangible assets with indefinite useful lives are tested for impairment annually and whenever there is an indication that the asset may be impaired. Recoverable amount is the higher of fair value less any cost to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present values using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. If the recoverable amount of an asset (or CGU) is estimated to be less than its carrying amount, the carrying amount of the asset (or CGU) is reduced to its recoverable amount. Impairment losses are recognised as an expense immediately. Where an impairment loss subsequently reverses, the carrying amount of the asset (or CGU) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or CGU) in prior years. A reversal of an impairment loss is recognised as income immediately, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForImpairmentOfNonfinancialAssetsExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-524": {
"value": "(i) Broker contract payments Payments made to brokers under employment contracts which are in advance of the expected economic benefit due to the Group are accounted for as prepayments and included within trade and other receivables. Payments made in advance are subject to repayment conditions during the contract period and the prepayment is amortised over the shorter of the contract term and the period the payment remains recoverable. Amounts that are irrecoverable, or become irrecoverable, are written off immediately. Payments made in arrears are accrued and are included within trade and other payables. ",
"dimensions": {
"concept": "tpicap:DescriptionOfAccountingPolicyForBrokerContractPayments",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-525": {
"value": "(j) Financial instruments Financial assets and financial liabilities are recognised on the Group\u2019s balance sheet when the Group has become a party to the contractual provisions of the instrument. Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities subsequently measured at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities that are subsequently measured at fair value through profit or loss are recognised immediately in profit or loss. All regular way purchases or sales of financial assets are recognised and derecognised on a settlement date basis. Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within the time frame established by regulation or convention in the marketplace. All recognised financial assets are measured subsequently in their entirety at either amortised cost or fair value, depending on the classification of the financial assets. Classification of financial assets The classification of financial assets is based both on the business model within which the asset is held and the contractual cash flow characteristics of the asset. Debt instruments that meet the following conditions are measured subsequently at amortised cost: > The financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and > The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. Debt instruments that meet the following conditions are measured subsequently at fair value through other comprehensive income (\u2018FVTOCI\u2019): > The financial asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling the financial assets; and > The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. By default, all other financial assets are measured subsequently at fair value through profit or loss (\u2018FVTPL\u2019). The Group may make the following irrevocable elections or designations at initial recognition of a financial asset: > To irrevocably elect to present subsequent changes in fair value of an equity investment in other comprehensive income if certain criteria are met; and > To irrevocably designate a debt investment that meets the amortised cost or FVTOCI criteria as measured at FVTPL if doing so eliminates or significantly reduces an accounting mismatch. Debt instruments at FVTOCI Debt instruments at FVTOCI are initially measured at fair value plus transaction costs. Subsequently, changes in the carrying amount as a result of foreign exchange gains and losses, impairment gains or losses, and interest income calculated using the effective interest method are recognised in profit or loss. All other changes in the carrying amount of these corporate bonds are recognised in other comprehensive income and accumulated in the revaluation reserve. When such assets are derecognised, the cumulative gains or losses previously recognised in other comprehensive income are reclassified to profit or loss. Equity instruments at FVTOCI On initial recognition, the Group may make an irrevocable election, on an instrument-by-instrument basis, to designate investments in equity instruments as at FVTOCI. Designation at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognised by an acquirer in a business combination. A financial asset is held for trading if: > It has been acquired principally for the purpose of selling it in the near term; or > On initial recognition it is part of a portfolio of identified financial instruments that the Group manages together and has evidence of a recent actual pattern of short-term profit-taking; or > It is a derivative, except for a derivative that is a financial guarantee contract or a designated and effective hedging instrument. Investments in equity instruments at FVTOCI are initially measured at fair value plus transaction costs. Subsequently, they are measured at fair value with gains and losses arising from changes in fair value recognised in other comprehensive income and accumulated in the revaluation reserve. The cumulative gain or loss is not reclassified to profit or loss on disposal of the equity investments, instead, it is transferred to retained earnings. Dividends on these investments in equity instruments are recognised in profit or loss unless the dividends clearly represent a recovery of part of the cost of the investment. Dividends are included as finance income in profit or loss. The Group has designated all investments in equity instruments that are not held for trading as at FVTOCI on initial application of IFRS 9. (j) Financial instruments continued Financial assets at FVTPL Financial assets that do not meet the criteria for being measured at amortised cost or FVTOCI are measured at FVTPL. Specifically: > Financial assets held for trading, having been acquired for the purpose of fulfilling a sell commitment either immediately meeting or in the very near term. Regular way purchases are recognised at fair value on settlement date, however fair value movements between trade date and settlement date are recognised in profit or loss with the associated asset or liability recorded in financial assets or financial liabilities at fair value through profit or loss until the asset is recognised; > Investments in equity instruments are classified as at FVTPL, unless the Group designates an equity investment that is neither held for trading nor a contingent consideration arising from a business combination as at FVTOCI on initial recognition; and > Debt instruments that do not meet the amortised cost criteria or the FVTOCI criteria are classified as at FVTPL. Debt instruments that meet either the amortised cost criteria or the FVTOCI criteria may be designated as at FVTPL upon initial recognition if such designation eliminates or significantly reduces a measurement or recognition inconsistency that would arise from measuring assets or liabilities or recognising the gains and losses on them on different bases. The Group has not designated any debt instruments as at FVTPL. Financial assets at FVTPL are measured at fair value at the end of each reporting period, with any fair value gains or losses recognised in profit or loss to the extent they are not part of a designated hedging relationship. The net gain or loss recognised in profit or loss includes any dividend or interest earned on the financial asset and is included in finance income. Derecognition of financial assets The Group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset. If the Group neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Group recognises its retained interest in the asset and an associated liability for amounts it may have to pay. If the Group retains substantially all the risks and rewards of ownership of a transferred financial asset, the Group continues to recognise the financial asset and also recognises a collateralised borrowing for the proceeds received. On derecognition of a financial asset measured at amortised cost, the difference between the asset\u2019s carrying amount and the sum of the consideration received and receivable is recognised in profit or loss. On derecognition of an investment in a debt instrument classified as at FVTOCI, the cumulative gain or loss previously accumulated in the investments revaluation reserve is reclassified to profit or loss. On derecognition of an investment in equity instrument which the Group has elected on initial recognition to measure at FVTOCI, the cumulative gain or loss previously accumulated in the revaluation reserve is not reclassified to profit or loss, but is transferred to retained earnings. Impairment of financial assets The Group recognises a loss allowance for expected credit losses (\u2018ECL\u2019) on investments in debt instruments that are measured at amortised cost or at FVTOCI, lease receivables, trade receivables and contract assets. The amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial recognition of the respective financial instrument. The Group always recognises lifetime ECL for trade receivables. The expected credit losses on these financial assets are estimated using a provision matrix based on the Group\u2019s historical credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the current as well as the forecast direction of conditions at the reporting date, including time value of money where appropriate. For all other financial instruments, the Group recognises lifetime ECL when there has been a significant increase in credit risk since initial recognition. If the credit risk on the financial instrument has not increased significantly since initial recognition, the Group measures the loss allowance for that financial instrument at an amount equal to 12-month ECL. Lifetime ECL represents the expected credit losses that will result from all possible default events over the expected life of a financial instrument. 12-month ECL represents the portion of lifetime ECL that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date. Significant increase in credit risk In assessing whether the credit risk on a financial instrument has increased significantly since initial recognition, the Group compares the risk of a default occurring on the financial instrument at the reporting date with the risk of a default occurring on the financial instrument at the date of initial recognition. In making this assessment, the Group considers both quantitative and qualitative information that is reasonable and supportable, including historical experience and forward-looking information that is available without undue cost or effort. The following information is taken into account when assessing whether credit risk has increased significantly since initial recognition: > An actual or expected significant deterioration in the financial instrument\u2019s external or internal credit rating; > Significant deterioration in external market indicators of credit risk for a particular financial instrument; > Existing or forecast adverse changes in business, financial or economic conditions that are expected to cause a significant decrease in the debtor\u2019s ability to meet its debt obligations; > An actual or expected significant deterioration in the operating results of the debtor; and > Significant increases in credit risk on other financial instruments of the same debtor; an actual or expected significant adverse change in the regulatory, economic, or technological environment of the debtor that results in a significant decrease in the debtor\u2019s ability to meet its debt obligations. The Group presumes that the credit risk on a financial asset has increased significantly since initial recognition when contractual payments are more than 30 days past due, unless the Group has reasonable and supportable information that demonstrates otherwise. The Group assumes that the credit risk on a financial instrument has not increased significantly since initial recognition if the financial instrument is determined to have low credit risk at the reporting date. A financial instrument is determined to have low credit risk if: > The financial instrument has a low risk of default; > The debtor has a strong capacity to meet its contractual cash flow obligations in the near term; and > Adverse changes in economic and business conditions in the longer term may, but will not necessarily, reduce the ability of the borrower to fulfil its contractual cash flow obligation s. The Group considers a financial asset to have low credit risk when its credit risk rating is equivalent to the globally understood definition of \u2018investment grade\u2019. The Group considers this to be Baa3 or higher per Moody\u2019s or BBB- or higher per both Standard & Poor\u2019s and Fitch. The Group monitors the effectiveness of the criteria used to identify whether there has been a significant increase in credit risk and revises them as appropriate to ensure that the criteria are capable of identifying significant increase in credit risk before the amount becomes past due. Credit-impaired financial assets A financial asset is \u2018credit-impaired\u2019 when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred. Definition of default The Group considers a financial asset to be in default when: > The borrower is unlikely to pay its credit obligations to the Group in full, without recourse by the Group to actions such as realising security (if any is held); or > The financial asset is more than 90 days past due. The maximum period considered when estimating ECLs is the maximum contractual period over which the Group is exposed to credit risk. Write-off policy The Group writes off a financial asset when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery. Financial assets written off may still be subject to enforcement activities under the Group\u2019s recovery procedures, taking into account legal advice where appropriate. Any recoveries made are recognised in profit or loss. Presentation of impairment Loss allowances for financial assets measured at amortised cost are deducted from the gross carrying amount of the assets. For debt securities at FVTOCI, the loss allowance is recognised in OCI, instead of reducing the carrying amount of the asset. Impairment losses related to trade and other receivables, including settlement balances and deposits paid for securities borrowed, are presented in general and administrative expenses due to materiality consideration. Impairment losses on other financial assets are presented under \u2018finance costs\u2019, and not presented separately in the statement of profit or loss and OCI owing to materiality considerations. Financial liabilities and equity Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument. Equity instruments An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Group are recognised at the proceeds received, net of direct issue costs. Repurchase of the Company\u2019s own equity instruments is recognised and deducted directly in equity. No gain or loss is recognised in profit or loss on the purchase, sale, issue or cancellation of the Company\u2019s own equity instruments. Financial liabilities All financial liabilities are measured subsequently at amortised cost using the effective interest method or at FVTPL. Financial liabilities that arise when a transfer of a financial asset does not qualify for derecognition or when the continuing involvement approach applies, and financial guarantee contracts issued by the Group, are measured in accordance with the specific accounting policies set out below. Financial liabilities at FVTPL Financial liabilities are classified as at FVTPL when the financial liability is (i) contingent consideration of an acquirer in a business combination, (ii) held for trading or (iii) it is designated as at FVTPL. A financial liability is classified as held for trading if: > It has been acquired principally for the purpose of repurchasing it in the near term; or > On initial recognition it is part of a portfolio of identified financial instruments that the Group manages together and has a recent actual pattern of short-term profit-taking; or > It is a derivative, except for a derivative that is a financial guarantee contract or a designated and effective hedging instrument. A financial liability other than a financial liability held for trading or contingent consideration of an acquirer in a business combination may be designated as at FVTPL upon initial recognition if: > Such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise; or > The financial liability forms part of a group of financial assets or financial liabilities or both, which is managed and its performance is evaluated on a fair value basis, in accordance with the Group\u2019s documented risk management or investment strategy, and information about the grouping is provided internally on that basis; or > It forms part of a contract containing one or more embedded derivatives, and IFRS 9 permits the entire combined contract to be designated as at FVTPL. Financial liabilities at FVTPL are measured at fair value, with any gains or losses arising on changes in fair value recognised in profit or loss to the extent that they are not part of a designated hedging relationship. The net gain or loss recognised in profit or loss incorporates any interest paid on the financial liability and is included in \u2018other gains and losses\u2019 in profit or loss. In respect of financial liabilities that are designated as at FVTPL, the amount of change in the fair value of the financial liability that is attributable to changes in the credit risk of that liability is recognised in other comprehensive income, unless the recognition of the effects of changes in the liability\u2019s credit risk in other comprehensive income would create or enlarge an accounting mismatch in profit or loss. The remaining amount of change in the fair value of the liability is recognised in profit or loss. Changes in fair value attributable to a financial liability\u2019s credit risk that are recognised in other comprehensive income are not subsequently reclassified to profit or loss; instead, they are transferred to retained earnings upon derecognition of the finan cial liability. (j) Financial instruments continued Financial liabilities measured subsequently at amortised cost Financial liabilities that are not (i) contingent consideration of an acquirer in a business combination, (ii) held-for-trading, or (iii) designated as at FVTPL, are measured subsequently at amortised cost using the effective interest method. Derecognition of financial liabilities The Group derecognises financial liabilities when, and only when, the Group\u2019s obligations are discharged, cancelled or have expired. The difference between the carrying amount of the financial liability derecognised and the consideration paid and payable is recognised in profit or loss. When the Group exchanges with the existing lender one debt instrument into another one with substantially different terms, such exchange is accounted for as an extinguishment of the original financial liability and the recognition of a new financial liability. Similarly, the Group accounts for substantial modification of terms of an existing liability or part of it as an extinguishment of the original financial liability and the recognition of a new liability. It is assumed that the terms are substantially different if the discounted present value of the cash flows under the new terms, including any fees paid net of any fees received and discounted using the original effective rate, is at least 10% different from the discounted present value of the remaining cash flows of the original financial liability. If the modification is not substantial, the difference between: (i) the carrying amount of the liability before the modification; and (ii) the present value of the cash flows after modification should be recognised in profit or loss as the modification gain or loss within other gains and losses. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialInstrumentsExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-584": {
"value": "Financial assets at FVTPL Financial assets that do not meet the criteria for being measured at amortised cost or FVTOCI are measured at FVTPL. Specifically: > Financial assets held for trading, having been acquired for the purpose of fulfilling a sell commitment either immediately meeting or in the very near term. Regular way purchases are recognised at fair value on settlement date, however fair value movements between trade date and settlement date are recognised in profit or loss with the associated asset or liability recorded in financial assets or financial liabilities at fair value through profit or loss until the asset is recognised; > Investments in equity instruments are classified as at FVTPL, unless the Group designates an equity investment that is neither held for trading nor a contingent consideration arising from a business combination as at FVTOCI on initial recognition; and > Debt instruments that do not meet the amortised cost criteria or the FVTOCI criteria are classified as at FVTPL. Debt instruments that meet either the amortised cost criteria or the FVTOCI criteria may be designated as at FVTPL upon initial recognition if such designation eliminates or significantly reduces a measurement or recognition inconsistency that would arise from measuring assets or liabilities or recognising the gains and losses on them on different bases. The Group has not designated any debt instruments as at FVTPL. Financial assets at FVTPL are measured at fair value at the end of each reporting period, with any fair value gains or losses recognised in profit or loss to the extent they are not part of a designated hedging relationship. The net gain or loss recognised in profit or loss includes any dividend or interest earned on the financial asset and is included in finance income. Financial liabilities at FVTPL Financial liabilities are classified as at FVTPL when the financial liability is (i) contingent consideration of an acquirer in a business combination, (ii) held for trading or (iii) it is designated as at FVTPL. A financial liability is classified as held for trading if: > It has been acquired principally for the purpose of repurchasing it in the near term; or > On initial recognition it is part of a portfolio of identified financial instruments that the Group manages together and has a recent actual pattern of short-term profit-taking; or > It is a derivative, except for a derivative that is a financial guarantee contract or a designated and effective hedging instrument. A financial liability other than a financial liability held for trading or contingent consideration of an acquirer in a business combination may be designated as at FVTPL upon initial recognition if: > Such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise; or > The financial liability forms part of a group of financial assets or financial liabilities or both, which is managed and its performance is evaluated on a fair value basis, in accordance with the Group\u2019s documented risk management or investment strategy, and information about the grouping is provided internally on that basis; or > It forms part of a contract containing one or more embedded derivatives, and IFRS 9 permits the entire combined contract to be designated as at FVTPL. Financial liabilities at FVTPL are measured at fair value, with any gains or losses arising on changes in fair value recognised in profit or loss to the extent that they are not part of a designated hedging relationship. The net gain or loss recognised in profit or loss incorporates any interest paid on the financial liability and is included in \u2018other gains and losses\u2019 in profit or loss. In respect of financial liabilities that are designated as at FVTPL, the amount of change in the fair value of the financial liability that is attributable to changes in the credit risk of that liability is recognised in other comprehensive income, unless the recognition of the effects of changes in the liability\u2019s credit risk in other comprehensive income would create or enlarge an accounting mismatch in profit or loss. The remaining amount of change in the fair value of the liability is recognised in profit or loss. Changes in fair value attributable to a financial liability\u2019s credit risk that are recognised in other comprehensive income are not subsequently reclassified to profit or loss; instead, they are transferred to retained earnings upon derecognition of the finan cial liability. Financial liabilities measured subsequently at amortised cost Financial liabilities that are not (i) contingent consideration of an acquirer in a business combination, (ii) held-for-trading, or (iii) designated as at FVTPL, are measured subsequently at amortised cost using the effective interest method. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialInstrumentsAtFairValueThroughProfitOrLossExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-583": {
"value": "Derecognition of financial assets The Group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset. If the Group neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Group recognises its retained interest in the asset and an associated liability for amounts it may have to pay. If the Group retains substantially all the risks and rewards of ownership of a transferred financial asset, the Group continues to recognise the financial asset and also recognises a collateralised borrowing for the proceeds received. On derecognition of a financial asset measured at amortised cost, the difference between the asset\u2019s carrying amount and the sum of the consideration received and receivable is recognised in profit or loss. On derecognition of an investment in a debt instrument classified as at FVTOCI, the cumulative gain or loss previously accumulated in the investments revaluation reserve is reclassified to profit or loss. On derecognition of an investment in equity instrument which the Group has elected on initial recognition to measure at FVTOCI, the cumulative gain or loss previously accumulated in the revaluation reserve is not reclassified to profit or loss, but is transferred to retained earnings. Derecognition of financial liabilities The Group derecognises financial liabilities when, and only when, the Group\u2019s obligations are discharged, cancelled or have expired. The difference between the carrying amount of the financial liability derecognised and the consideration paid and payable is recognised in profit or loss. When the Group exchanges with the existing lender one debt instrument into another one with substantially different terms, such exchange is accounted for as an extinguishment of the original financial liability and the recognition of a new financial liability. Similarly, the Group accounts for substantial modification of terms of an existing liability or part of it as an extinguishment of the original financial liability and the recognition of a new liability. It is assumed that the terms are substantially different if the discounted present value of the cash flows under the new terms, including any fees paid net of any fees received and discounted using the original effective rate, is at least 10% different from the discounted present value of the remaining cash flows of the original financial liability. If the modification is not substantial, the difference between: (i) the carrying amount of the liability before the modification; and (ii) the present value of the cash flows after modification should be recognised in profit or loss as the modification gain or loss within other gains and losses. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForDerecognitionOfFinancialInstrumentsExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-585": {
"value": "Impairment of financial assets The Group recognises a loss allowance for expected credit losses (\u2018ECL\u2019) on investments in debt instruments that are measured at amortised cost or at FVTOCI, lease receivables, trade receivables and contract assets. The amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial recognition of the respective financial instrument. The Group always recognises lifetime ECL for trade receivables. The expected credit losses on these financial assets are estimated using a provision matrix based on the Group\u2019s historical credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the current as well as the forecast direction of conditions at the reporting date, including time value of money where appropriate. For all other financial instruments, the Group recognises lifetime ECL when there has been a significant increase in credit risk since initial recognition. If the credit risk on the financial instrument has not increased significantly since initial recognition, the Group measures the loss allowance for that financial instrument at an amount equal to 12-month ECL. Lifetime ECL represents the expected credit losses that will result from all possible default events over the expected life of a financial instrument. 12-month ECL represents the portion of lifetime ECL that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date. Significant increase in credit risk In assessing whether the credit risk on a financial instrument has increased significantly since initial recognition, the Group compares the risk of a default occurring on the financial instrument at the reporting date with the risk of a default occurring on the financial instrument at the date of initial recognition. In making this assessment, the Group considers both quantitative and qualitative information that is reasonable and supportable, including historical experience and forward-looking information that is available without undue cost or effort. The following information is taken into account when assessing whether credit risk has increased significantly since initial recognition: > An actual or expected significant deterioration in the financial instrument\u2019s external or internal credit rating; > Significant deterioration in external market indicators of credit risk for a particular financial instrument; > Existing or forecast adverse changes in business, financial or economic conditions that are expected to cause a significant decrease in the debtor\u2019s ability to meet its debt obligations; > An actual or expected significant deterioration in the operating results of the debtor; and > Significant increases in credit risk on other financial instruments of the same debtor; an actual or expected significant adverse change in the regulatory, economic, or technological environment of the debtor that results in a significant decrease in the debtor\u2019s ability to meet its debt obligations. The Group presumes that the credit risk on a financial asset has increased significantly since initial recognition when contractual payments are more than 30 days past due, unless the Group has reasonable and supportable information that demonstrates otherwise. The Group assumes that the credit risk on a financial instrument has not increased significantly since initial recognition if the financial instrument is determined to have low credit risk at the reporting date. A financial instrument is determined to have low credit risk if: > The financial instrument has a low risk of default; > The debtor has a strong capacity to meet its contractual cash flow obligations in the near term; and > Adverse changes in economic and business conditions in the longer term may, but will not necessarily, reduce the ability of the borrower to fulfil its contractual cash flow obligation s. The Group considers a financial asset to have low credit risk when its credit risk rating is equivalent to the globally understood definition of \u2018investment grade\u2019. The Group considers this to be Baa3 or higher per Moody\u2019s or BBB- or higher per both Standard & Poor\u2019s and Fitch. The Group monitors the effectiveness of the criteria used to identify whether there has been a significant increase in credit risk and revises them as appropriate to ensure that the criteria are capable of identifying significant increase in credit risk before the amount becomes past due. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForImpairmentOfFinancialAssetsExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-586": {
"value": "Financial liabilities All financial liabilities are measured subsequently at amortised cost using the effective interest method or at FVTPL. Financial liabilities that arise when a transfer of a financial asset does not qualify for derecognition or when the continuing involvement approach applies, and financial guarantee contracts issued by the Group, are measured in accordance with the specific accounting policies set out below. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialLiabilitiesExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-526": {
"value": "(k) Derivative financial instruments Derivative financial instruments, such as foreign currency contracts and interest rate swaps, are entered into by the Group in order to manage its exposure to interest rate and foreign currency fluctuations or as simultaneous back-to-back transactions with counterparties. The Group does not use derivative financial instruments for speculative purposes. Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to their fair value at each balance sheet date. The resulting gain or loss is recognised immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship. A derivative with a positive fair value is recognised as a financial asset whereas a derivative with a negative fair value is recognised as a financial liability. Derivatives are not offset in the financial statements unless the Group has both the legal right and intention to offset. A derivative is presented as a non-current asset or a non-current liability if the remaining maturity of the instrument is more than 12 months and it is not expected to be realised or settled within 12 months. Other derivatives are presented as current assets or current liabilities. An embedded derivative is a component of a hybrid contract that also includes a non-derivative host \u2013 with the effect that some of the cash flows of the combined instrument vary in a way similar to a stand-alone derivative. Derivatives embedded in hybrid contracts with a financial asset host within the scope of IFRS 9 are not separated. The entire hybrid contract is classified and subsequently measured as either amortised cost or fair value as appropriate. Derivatives embedded in hybrid contracts with hosts that are not financial assets within the scope of IFRS 9 are treated as separate derivatives when they meet the definition of a derivative, their risks and characteristics are not closely related to those of the host contracts and the host contracts are not measured at FVTPL. If the hybrid contract is a quoted financial liability, instead of separating the embedded derivative, the Group generally designates the whole hybrid contract at FVTPL. An embedded derivative is presented as a non-current asset or non-current liability if the remaining maturity of the hybrid instrument to which the embedded derivative relates is more than 12 months and is not expected to be realised or settled within 12 months. (l) Hedge accounting Derivatives designated as hedges are either \u2018fair value hedges\u2019 or \u2018hedges of net investments in foreign operations\u2019. Fair value hedges Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recorded in profit or loss except when the hedging instrument hedges an equity instrument designated at FVTOCI in which case it is recognised in other comprehensive income. The carrying amount of a hedged item not already measured at fair value is adjusted for the fair value change attributable to the hedged risk with a corresponding entry in profit or loss. For debt instruments measured at FVTOCI, the carrying amount is not adjusted as it is already at fair value, but the hedging gain or loss is recognised in profit or loss instead of other comprehensive income. When the hedged item is an equity instrument designated at FVTOCI, the hedging gain or loss remains in other comprehensive income to match that of the hedging instrument. Where hedging gains or losses are recognised in profit or loss, they are recognised in the same line as the hedged item. Hedge accounting is discontinued when the hedging relationship no longer meets the risk management objective or where the hedging relationship no longer complies with the qualifying criteria or if the hedging instrument has been sold or terminated. Net investment hedges The effective portion of changes in the fair value of derivatives that are designated and qualify as net investment hedges is recognised in other comprehensive income and accumulated in the hedging and translation reserve. The gain or loss relating to the ineffective portion is recognised immediately in profit or loss, and is included in financial income or financial expense respectively. Where the Group designates the intrinsic value of purchased options as the hedging instrument in a net investment hedge, changes in the time value of the option are required to be recorded initially in other comprehensive income. Under the \u2018cost of hedging\u2019 approach, the initial option premium cost is recycled from other comprehensive income and recognised in the income statement on a straight-line basis over the period of the hedge. Gains and losses deferred in the hedging and translation reserve are recognised in profit or loss on disposal of the foreign operation. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForDerivativeFinancialInstrumentsAndHedgingExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-587": {
"value": "(k) Derivative financial instruments Derivative financial instruments, such as foreign currency contracts and interest rate swaps, are entered into by the Group in order to manage its exposure to interest rate and foreign currency fluctuations or as simultaneous back-to-back transactions with counterparties. The Group does not use derivative financial instruments for speculative purposes. Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to their fair value at each balance sheet date. The resulting gain or loss is recognised immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship. A derivative with a positive fair value is recognised as a financial asset whereas a derivative with a negative fair value is recognised as a financial liability. Derivatives are not offset in the financial statements unless the Group has both the legal right and intention to offset. A derivative is presented as a non-current asset or a non-current liability if the remaining maturity of the instrument is more than 12 months and it is not expected to be realised or settled within 12 months. Other derivatives are presented as current assets or current liabilities. An embedded derivative is a component of a hybrid contract that also includes a non-derivative host \u2013 with the effect that some of the cash flows of the combined instrument vary in a way similar to a stand-alone derivative. Derivatives embedded in hybrid contracts with a financial asset host within the scope of IFRS 9 are not separated. The entire hybrid contract is classified and subsequently measured as either amortised cost or fair value as appropriate. Derivatives embedded in hybrid contracts with hosts that are not financial assets within the scope of IFRS 9 are treated as separate derivatives when they meet the definition of a derivative, their risks and characteristics are not closely related to those of the host contracts and the host contracts are not measured at FVTPL. If the hybrid contract is a quoted financial liability, instead of separating the embedded derivative, the Group generally designates the whole hybrid contract at FVTPL. An embedded derivative is presented as a non-current asset or non-current liability if the remaining maturity of the hybrid instrument to which the embedded derivative relates is more than 12 months and is not expected to be realised or settled within 12 months. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForDerivativeFinancialInstrumentsExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-588": {
"value": "(l) Hedge accounting Derivatives designated as hedges are either \u2018fair value hedges\u2019 or \u2018hedges of net investments in foreign operations\u2019. Fair value hedges Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recorded in profit or loss except when the hedging instrument hedges an equity instrument designated at FVTOCI in which case it is recognised in other comprehensive income. The carrying amount of a hedged item not already measured at fair value is adjusted for the fair value change attributable to the hedged risk with a corresponding entry in profit or loss. For debt instruments measured at FVTOCI, the carrying amount is not adjusted as it is already at fair value, but the hedging gain or loss is recognised in profit or loss instead of other comprehensive income. When the hedged item is an equity instrument designated at FVTOCI, the hedging gain or loss remains in other comprehensive income to match that of the hedging instrument. Where hedging gains or losses are recognised in profit or loss, they are recognised in the same line as the hedged item. Hedge accounting is discontinued when the hedging relationship no longer meets the risk management objective or where the hedging relationship no longer complies with the qualifying criteria or if the hedging instrument has been sold or terminated. Net investment hedges The effective portion of changes in the fair value of derivatives that are designated and qualify as net investment hedges is recognised in other comprehensive income and accumulated in the hedging and translation reserve. The gain or loss relating to the ineffective portion is recognised immediately in profit or loss, and is included in financial income or financial expense respectively. Where the Group designates the intrinsic value of purchased options as the hedging instrument in a net investment hedge, changes in the time value of the option are required to be recorded initially in other comprehensive income. Under the \u2018cost of hedging\u2019 approach, the initial option premium cost is recycled from other comprehensive income and recognised in the income statement on a straight-line basis over the period of the hedge. Gains and losses deferred in the hedging and translation reserve are recognised in profit or loss on disposal of the foreign operation. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForHedgingExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-528": {
"value": "(m) Matched Principal and stock lending transactions Certain Group companies engage in Matched Principal transactions whereby securities are bought from one counterparty and simultaneously sold to another counterparty. Settlement of such transactions is primarily on a delivery vs. payment basis (\u2018DVP\u2019) and typically takes place within a few business days of the trade date according to the relevant market rules and conventions. Matched Principal transactions in regular way financial assets are recognised on settlement date, classified as FVTPL, and are derecognised on settlement of the related sale. Fair value movements on unsettled Matched Principal regular way transactions between trade date and settlement are recognised in profit or loss with the associated asset or liability recorded in financial assets or liabilities held at fair value through profit or loss. Matched Principal broking involving simultaneous back-to-back derivative transactions with counterparties are classified as financial instruments at fair value through profit or loss (\u2018FVTPL\u2019) and are shown gross, except where a netting agreement, which is legally enforceable at all times, exists and the asset and liability are either settled net or simultaneously. The Group acts as an intermediary between its customers for collateralised stock lending transactions. Such trades are complete only when both the collateral and stock for each side of the transaction are returned. The gross amounts of collateral due to and receivable are disclosed in the balance sheet as deposits paid for securities borrowed and deposits received for securities loaned. ",
"dimensions": {
"concept": "tpicap:DescriptionOfAccountingPolicyForMatchedPrincipalAndStockLendingTransactions",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-589": {
"value": "(n) Restricted Funds, Cash and cash equivalents Cash comprises cash in hand and demand deposits which may be accessed without penalty. Cash equivalents comprise short-term highly liquid investments with a maturity of less than three months from the date of acquisition. For the purposes of the Consolidated Cash Flow Statement, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts which are repayable on demand and form an integral part of the group\u2019s cash management. The Group holds money, and occasionally financial instruments, on behalf of customers (client monies) in accordance with local regulatory rules. Since the Group is not beneficially entitled to these amounts, they are excluded from the Consolidated Balance Sheet along with the corresponding liabilities to customers. Restricted funds comprise amounts held with a central counterparty clearing house (\u2018CCP\u2019), or a financial institution providing the Group with access to a CCP, and funds set aside for regulatory purposes, but excluding client money. The funds represent amounts for which the Group does not have immediate and direct access or for which regulatory requirements restrict its use. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyToDetermineComponentsOfCashAndCashEquivalents",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-527": {
"value": "(n) Restricted Funds, Cash and cash equivalents Cash comprises cash in hand and demand deposits which may be accessed without penalty. Cash equivalents comprise short-term highly liquid investments with a maturity of less than three months from the date of acquisition. For the purposes of the Consolidated Cash Flow Statement, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts which are repayable on demand and form an integral part of the group\u2019s cash management. The Group holds money, and occasionally financial instruments, on behalf of customers (client monies) in accordance with local regulatory rules. Since the Group is not beneficially entitled to these amounts, they are excluded from the Consolidated Balance Sheet along with the corresponding liabilities to customers. Restricted funds comprise amounts held with a central counterparty clearing house (\u2018CCP\u2019), or a financial institution providing the Group with access to a CCP, and funds set aside for regulatory purposes, but excluding client money. The funds represent amounts for which the Group does not have immediate and direct access or for which regulatory requirements restrict its use. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForRestrictedCashAndCashEquivalentsExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-529": {
"value": "(o) Interest bearing loans and borrowings All loans and borrowings are initially recognised at fair value, being the consideration received net of issue costs associated with the borrowing. After initial recognition, interest bearing loans and borrowings are measured at amortised cost using the effective interest rate method. Amortised cost is calculated taking into account any issue costs and any discounts or premium on settlement. Gains and losses are recognised in the income statement when the liabilities are derecognised, as well as through the amortisation process. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForBorrowingsExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-530": {
"value": "(p) Provisions Provisions are recognised when the Group has a present obligation, legal or constructive, as a result of a past event where it is probable that this will result in an outflow of economic benefits that can be reliably estimated. Provisions for restructuring costs are recognised when the Group has a detailed formal plan for the restructuring, which has been notified to affected parties. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForProvisionsExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-531": {
"value": "(q) Foreign currencies The individual financial statements of each Group company are prepared in the currency of the primary economic environment in which it operates, its functional currency. For the purpose of the Consolidated Financial Statements, the results and financial position of each Group company are expressed in Pounds Sterling, which is the functional currency of the Company and the presentation currency for the Consolidated Financial Statements. In preparing the financial statements of the individual companies, transactions in currencies other than the functional currency are recorded at the rates of exchange prevailing on the dates of the transactions. Gains and losses arising from the settlement of these transactions, and from the retranslation of monetary assets and liabilities denominated in currencies other than the functional currency at rates prevailing at the balance sheet date, are recognised in the income statement. Non-monetary assets and liabilities denominated in currencies other than the functional currency that are measured at historical cost or fair value are translated at the exchange rate at the date of the transaction or at the date the fair value was determined. For the purpose of presenting Consolidated Financial Statements, the assets and liabilities of the Group\u2019s foreign operations are translated at exchange rates prevailing on the balance sheet date. Exchange differences arising are classified as other comprehensive income and transferred to the Group\u2019s translation reserve. Such translation differences are recognised as income or as expense in the year in which the operation is disposed of. Income and expense items are translated at average exchange rates for the year, unless exchange rates fluctuate significantly during that year, in which case the exchange rates at the date of transactions are used. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForForeignCurrencyTranslationExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-532": {
"value": "(r) Taxation The tax expense represents the sum of current tax payable arising in the year, movements in deferred tax and movements in tax provisions. The tax expense includes any interest and penalties payable. The current tax payable arising in the year is based on taxable profit for the year using tax rates that have been enacted or substantively enacted by the balance sheet date, and any adjustment to tax payable in respect of prior years. (r) Taxation continued Deferred tax is accounted for using the balance sheet liability method in respect of temporary differences arising between the carrying amount of assets and liabilities in the Financial Statements and the corresponding tax basis used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences may be utilised. Temporary differences are not recognised if they arise from goodwill or from initial recognition of other assets and liabilities in a transaction which affects neither the tax profit nor the accounting profit. Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries and associates, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax is calculated at the rates that are expected to apply when the asset or liability is settled or when the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items credited or charged directly to other comprehensive income or equity, in which case the deferred tax is also dealt with in other comprehensive income or equity. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForIncomeTaxExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-590": {
"value": "Deferred tax is accounted for using the balance sheet liability method in respect of temporary differences arising between the carrying amount of assets and liabilities in the Financial Statements and the corresponding tax basis used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences may be utilised. Temporary differences are not recognised if they arise from goodwill or from initial recognition of other assets and liabilities in a transaction which affects neither the tax profit nor the accounting profit. Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries and associates, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax is calculated at the rates that are expected to apply when the asset or liability is settled or when the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items credited or charged directly to other comprehensive income or equity, in which case the deferred tax is also dealt with in other comprehensive income or equity. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForDeferredIncomeTaxExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-533": {
"value": "(s) Leases Definition of a lease On transition to IFRS 16 the Group elected to apply the practical expedient not to reassess whether a contract was or contained a lease. The Group therefore applied IFRS 16 only to contracts that had been previously identified as leases, in accordance with IAS 17 and IFRIC 4, before 1 January 2019. Thereafter the Group has applied the definition of a lease and related guidance to all lease contracts entered into or modified on or after 1 January 2019. The Group assesses whether a contract is, or contains, a lease if the contract conveys a right to control the use of an identified asset for a period of time in exchange for consideration. At inception or on reassessment of a contract that contains a lease component, the Group allocates the consideration in the contract to each lease and non-lease component on the basis of the relative stand-alone prices. However, for leases of properties the Group has elected not to separate non-lease components and will instead account for the lease and non-lease components as a single lease component. As a lessee The Group has elected not to recognise right-of-use assets and lease liabilities for short-term leases (up to 12 months) and leases of low value assets (less than \u00a33,500). The Group recognises the lease payments associated with these leases as an expense on a straight-line basis over the lease term. The Group recognises a right-of-use asset and a lease liability at the lease commencement date, the date at which power to control the asset is obtained. The right-of-use asset is initially measured at cost, and subsequently at cost less any accumulated depreciation and impairment losses, and adjusted for certain remeasurements of the lease liability. The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group\u2019s incremental borrowing rate reflecting the lease term and the country in which it resides. Generally, the Group uses its incremental borrowing rate as the discount rate. The lease liability is subsequently increased by the interest cost on the lease liability and decreased by lease payments made. It is remeasured when there is a change in the future lease payments arising from a change in an index or a rate, a change in the estimate of the amount expected to be payable under a residual value guarantee, or as appropriate, changes in the assessment of whether a purchase or extension option is reasonably certain to be exercised or a termination option is reasonably certain not to be exercised. Where a lease contract is modified and the lease modification is not accounted for as a separate lease, the lease liability is remeasured based on the lease term of the modified lease by discounting the revised lease payments using a revised discount rate at the effective date of the modification. Lease cash flows are split into payments of principal and interest and are presented as financing and operating cash flows respectively. The Group has applied judgement to determine the lease term for some lease contracts in which it is a lessee that includes termination and/or renewal options and for leases which the Group has enforceable rights that extend the lease agreement. The assessment of whether the Group is reasonably certain to exercise such options or whether the Group is able to enforce its additional rights impacts the lease term, which affects the amount of lease liabilities and right-of-use assets recognised. As a lessor The Group sub-leases some of its leased properties. Where the Group is an intermediate lessor, it accounts for the head lease and the sub-lease as two separate contracts and classifies the sub-lease as either a finance or operating lease by reference to the right-of- use asset arising from the head lease. Where sub-lease agreements are assessed as finance leases, the Group derecognises the right-of-use asset and records its interest in finance lease receivables. Lease receipts are apportioned between finance income and a reduction in the finance lease receivable. As required by IFRS 9, an allowance for expected credit losses is recognised on the finance lease receivables. Where sub-leases are classified as operating leases, operating lease receipts are recognised in the income statement on a straight-line basis over the lease term. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForLeasesExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-534": {
"value": "(t) Retirement benefit costs Defined contributions made to employees\u2019 personal pension plans are charged to the income statement as and when incurred. For defined benefit retirement plans, the cost of providing the benefits is determined using the projected unit credit method. Actuarial gains and losses are recognised in full in the year in which they occur. They are recognised outside the income statement and are presented in other comprehensive income. Past service cost is recognised in profit or loss when the plan amendment or curtailment occurs, or when the Group recognises related restructuring costs or termination benefits, if earlier. Gains or losses on settlement of a defined benefit plan are recognised when the settlement occurs. The amount recognised in the balance sheet represents the net of the present value of the defined benefit obligation as adjusted for actuarial gains and losses and past service cost, and the fair value of plan assets. The Trust Deed provides the Group with an unconditional right to a refund of surplus assets assuming the full settlement of plan liabilities. In the ordinary course of business the Trustee has no rights to unilaterally wind up, or otherwise augment the benefits due to members of, the plan. Based on these rights, any net surplus in the plan would be recognised in full. Where such rights do not exist, or are no longer enforceable, the Group applies the requirements of IFRIC 14 and restricts recognition of the net surplus by applying an asset recognition ceiling. Changes in the asset ceiling are recorded in other comprehensive income. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForEmployeeBenefitsExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-537": {
"value": "(u) Share-based awards Equity-settled share-based awards issued employees are measured at fair value at the date of grant. The fair value determined at the grant date of the equity-settled share-based awards is expensed on a straight-line basis over the vesting period, based on the Group\u2019s estimate of shares that will eventually vest.\u2009The estimated grant date fair value of awards is based on the share price at grant date, reduced where shares do not qualify for dividends during the vesting period. Market-based performance conditions for equity-settled awards are reflected in the initial fair value of the award. The fair value of share options issued is determined using appropriate valuation models. The expected life used in the models has been adjusted, based on management\u2019s best estimate for the effects of non-transferability, exercise restrictions and behavioural considerations. Cash-settled share-based awards are initially measured at fair value at the date of grant. Subsequently the awards are fair valued at each reporting date and a proportionate expense for the duration of the vesting period elapsed is recognised in the Income Statement together with a liability on the Group\u2019s balance sheet.\u2009",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForSharebasedPaymentTransactionsExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-538": {
"value": "(v) Treasury and own shares Where share capital recognised as equity is repurchased, the amount of the consideration paid, including directly attributable costs, net of any tax effects, is recognised as a deduction from equity. When treasury shares are sold or re-issued subsequently, the amount received is recognised as an increase in equity, and the resulting surplus or deficit on the transaction is transferred to or from retained earnings. Shares repurchased from the open market are recorded in \u2018own shares\u2019 within reserves. Own shares issued to beneficiaries under share award plans are recorded as a transfer to retained earnings. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForTreasurySharesExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-535": {
"value": "(w) Contingent liabilities Contingent liabilities, which include certain guarantees and letters of credit pledged as collateral security, and contingent liabilities related to legal proceedings or regulatory matters where a possible outflow of economic benefit might occur, or where that outflow cannot be reliably estimated, are not recognised in the financial statements but are disclosed. ",
"dimensions": {
"concept": "ifrs-full:DescriptionOfAccountingPolicyForContingentLiabilitiesAndContingentAssetsExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-536": {
"value": "(x) Accounting estimates and judgements In the application of the Group\u2019s accounting policies, the Directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. Estimates and assumptions are reviewed on an ongoing basis and revisions to accounting estimates are recognised in the period an estimate is revised. The following are the critical judgements and estimates that the Directors have made in the process of preparing the Financial Statements. Provisions and contingent liabilities Provisions are established by the Group based on management\u2019s assessment of relevant information and advice available at the time of preparing the Financial Statements. Judgements Judgement is required when determining whether a present obligation exists. Professional advice is taken on the assessment of litigation and similar obligations. Provisions for legal proceedings and regulatory matters typically require a higher degree of judgement than other types of provisions. When matters are at an early stage, accounting judgements can be difficult because of the high degree of uncertainty associated with determining whether a present obligation exists, and estimating the probability and amount of any outflows that may arise. As matters progress, management and legal advisers evaluate on an ongoing basis whether provisions should be recognised, revising previous estimates as appropriate. At more advanced stages, it is typically easier to make estimates around a better defined set of possible outcomes. (x) Accounting estimates and judgements continued Estimates Provisions for legal proceedings and regulatory matters remain very sensitive to the assumptions used in the estimate. There could be a wider range of possible outcomes for any pending legal proceedings, investigations or inquiries. As a result it is often not practicable to quantify a range of possible outcomes for individual matters. It is also not practicable to meaningfully quantify ranges of potential outcomes in aggregate for these types of provisions because of the diverse nature and circumstances of such matters and the wide range of uncertainties involved. Notes 27 and 36 provide details of the Group\u2019s provisions and contingent liabilities and the key sources of estimation uncertainty. Impairment of goodwill and intangible assets Judgements Forecast cash flows are subject to a high degree of uncertainty in volatile market conditions. Under such circumstances, management tests goodwill for impairment more frequently than once a year when indicators of impairment exist. This ensures that the assumptions on which the cash flow forecasts are based continue to reflect current market conditions and management\u2019s best estimate of future performance. Estimates The future cash flows of the CGUs are sensitive to the cash flows projected for the periods for which detailed forecasts are available and to assumptions regarding the long-term pattern of sustainable cash flows thereafter. The rates used to discount future expected cash flows can have a significant effect on a CGU\u2019s valuation. The discount rate incorporates inputs reflecting a number of financial and economic variables, including the risk-free interest rate in the region concerned and a premium for the risk of the business being evaluated. These variables are subject to fluctuations in external market rates and economic conditions beyond management\u2019s control. Note 13 sets out the key sources of estimation uncertainty, the key assumptions made and the resultant sensitivity to reasonable possible changes in those assumptions. ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfAccountingJudgementsAndEstimatesExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-539": {
"value": "4. Segmental analysis Products and services from which reportable segments derive their revenues The Group has a matrix management structure. The Group\u2019s Chief Operating Decision Maker (\u2018CODM\u2019) is the Executive Committee (\u2018ExCo\u2019) which operates as a general executive management committee under the direct authority of the Board. The ExCo members regularly review operating activity on a number of bases, including by business division and by legal ownership which is structured geographically based on the region of incorporation for TP ICAP legacy entities plus Liquidnet. Following the redomiciliation of the Group\u2019s parent in February 2021, the operational responsibility of entities was aligned with their legal ownership and as a result the Group at that time considered that the Primary Operating Segments continued to be the geographical regions of incorporation being Americas, EMEA, APAC and Corporate/Treasury. Liquidnet, acquired in March 2021 with its own separate international legal structure, was managed separately by the CODM, representing its own separate primary operating segment, even though it itself had operations across Americas, EMEA and APAC and represented a significant component of the Agency Execution business division, subsequently renamed to Liquidnet Division. In 2022, as a consequence of the inclusion of Liquidnet into Agency Execution, the balance of the CODM review of operating activity and allocation of the Group\u2019s resources had become more focused on business division. This structure is now considered to represent the more appropriate view for the purposes of Group resource allocation and assessment of the nature and financial effects of the business activities in which the Group engages. Whilst the Group\u2019s Primary Operating Segments are now by business division, individual entities and the legal ownership of such entities continue to operate with discrete management teams and decision making and governance structures. Each regional sub-group has its own independent governance structure including CEOs, board members and Sub-Group regional Conduct and Governance Committees with separate autonomy of decision making and the ability to challenge the implementation of Group level strategy and initiatives within its region. In the EMEA regional sub-group, in particular, there are also independent non-executive directors on the regional Board of directors, which further strengthens the independence and judgement of the governance framework. Notes to the Information regarding the Group\u2019s revised primary operating segments is reported below: Analysis by primary operating segment 2022 Global Broking \u00a3m Energy & Commodities \u00a3m Liquidnet (formerly Agency Execution) \u00a3m Parameta Solutions \u00a3m Corporate \u00a3m Total \u00a3m Revenue > External 1,229 384 325 177 \u2013 2,115 > Inter-division 22 3 \u2013 \u2013 (25) \u2013 1,251 387 325 177 (25) 2,115 Total front office costs: > External (780) (263) (246) (63) \u2013 (1,352) > Inter-division \u2013 \u2013 \u2013 (25) 25 \u2013 (780) (263) (246) (88) 25 (1,352) Contribution 471 124 79 89 \u2013 763 Net management and support costs (224) (65) (78) (8) (43) (418) Other operating income 2 \u2013 \u2013 \u2013 10 12 Adjusted EBITDA 249 59 1 81 (33) 357 Depreciation and impairment of property, plant and equipment and right-of-use assets (20) (6) (12) (2) (9) (49) Amortisation and impairment of intangibles (16) (4) (13) \u2013 \u2013 (33) Adjusted EBIT 213 49 (24) 79 (42) 275 Corporate represents the cost of Group and central functions that are not allocated to the Group\u2019s divisions. 2021 Global Broking (restated) \u00a3m Energy & Commodities (restated) \u00a3m Liquidnet (formerly Agency Execution) (restated) \u00a3m Parameta Solutions (restated) \u00a3m Corporate (restated) \u00a3m Total \u00a3m Revenue > External\u00b9 1,088 367 261 149 \u2013 1.865 > Inter-division 19 3 \u2013 \u2013 (22) \u2013 1,107 370 261 149 (22) 1,865 Total front-office costs > External\u00b2 (694) (248) (170) (51) \u2013 (1,163) > Inter-division \u2013 \u2013 \u2013 (22) 22 \u2013 (694) (248) (170) (73) 22 (1,163) Contribution\u00b3 413 122 91 76 \u2013 702 Net management and support costs\u2074 (200) (63) (63) (8) (63) (397) Other operating income 2 \u2013 \u2013 \u2013 8 10 Adjusted EBITDA\u2075 215 59 28 68 (55) 315 Depreciation and impairment of property, plant and equipment and right-of-use assets (16) (5) (14) (2) (15) (52) Amortisation and impairment of intangibles (13) (4) (11) \u2013 (2) (30) Adjusted EBIT\u2075 186 50 3 66 (72) 233 1 Divisional Revenue for 2021 has been restated to be comparable with 2022\u2019s divisional groupings. Revenue for Global Broking increased by \u00a32m, Liquidnet (formerly Agency Execution) increased by \u00a315m and Parameta Solutions reduced by \u00a317m. There is no restatement of Group revenues. 2 Divisional Total front end costs for 2021 have been restated to be comparable with 2022\u2019s divisional groupings. Total front end costs for Liquidnet (formerly Agency Execution) have reduced by \u00a39m and Parameta Solutions increased by \u00a39m. There is no restatement of Group Total front end costs. 3 As a result of the restatements in footnotes 1 and 2 above, Divisional contribution for Global Broking increased by \u00a32m, Liquidnet (formerly Agency Execution) increased by \u00a36m and Parameta Solutions reduced by \u00a38m. There is no restatement of Group contribution. 4 As a result of the restatements in footnotes 1 and 2 above, Divisional net management and support costs for Global Broking decreased by \u00a33m, Parameta Solutions decreased by \u00a34m and Corporate increased by \u00a37m. Additionally, Divisional Net management and support costs have been restated to remove the IFRS 16 interest charge. This restatement aligns with IFRS statutory reporting where the IFRS 16 interest cost is disclosed within Group finance costs. As a result Net management and support costs for Global Broking reduced by \u00a38m, Energy & Commodities reduced by \u00a33m, Liquidnet (formerly Agency Execution) reduced by \u00a33m, Parameta Solutions reduced by \u00a31m and Corporate increased by \u00a315m. There is no restatement of Group Net management and support costs. 5 As a result of the above restatements Adjusted EBITDA and EBIT for Global broking increased by \u00a313m, Energy & Commodities increased by \u00a33m, Liquidnet (formerly Agency Execution) increased by \u00a39m, Parameta Solutions reduced by \u00a33m and Corporate reduced by \u00a322m. There is no restatement to the consolidated Group Adjusted EBITDA or EBIT. 4. Segmental analysis continued Significant items are centrally managed and controlled by the Group and are not allocated to regional or divisional segments. Analysis of significant items 2022 Restructuring and other related costs \u00a3m Disposals, acquisitions and investment in new businesses \u00a3m Legal and regulatory matters \u00a3m Total \u00a3m Employment, compensation and benefits costs 24 \u2013 \u2013 24 Premises and related costs 1 \u2013 \u2013 1 Deferred consideration \u2013 8 \u2013 8 Charge relating to significant legal and regulatory settlements \u2013 \u2013 6 6 Pension scheme past service and settlement costs \u2013 \u2013 1 1 Remeasurement of employee long-term benefits (7) \u2013 \u2013 (7) Gain on disposal of property, plant and equipment (3) \u2013 \u2013 (3) Gain on derecognition of right-of-use assets/lease liabilities (3) \u2013 \u2013 (3) Net foreign exchange losses \u2013 4 \u2013 4 Other general and administration costs 20 5 \u2013 25 Total included within general and administration costs 8 17 7 32 Depreciation and impairment of property, plant and equipment and right-of-use assets 9 \u2013 \u2013 9 Amortisation and impairment of intangible assets \u2013 65 \u2013 65 Total included within operating costs 41 82 7 130 Other operating income \u2013 (16) (2) (18) Included in finance income \u2013 1 \u2013 1 Total significant items before tax 41 67 5 113 Taxation of significant items (22) Total significant items after tax 91 2021 Restructuring and other related costs \u00a3m Disposals, acquisitions and investment in new businesses \u00a3m Legal and regulatory matters \u00a3m Total \u00a3m Employment, compensation and benefits costs 12 \u2013 \u2013 12 Premises and related costs 9 \u2013 \u2013 9 Deferred consideration \u2013 2 \u2013 2 Charge relating to significant legal and regulatory settlements \u2013 \u2013 6 6 Pension scheme past service and settlement costs 1 \u2013 \u2013 1 Acquisition costs \u2013 8 \u2013 8 Net loss on derivative instruments \u2013 8 \u2013 8 Net foreign exchange gains \u2013 (4) \u2013 (4) Other general and administration costs 4 13 9 26 Total included within general and administration costs 14 27 15 56 Depreciation and impairment of property, plant and equipment and right-of-use assets 16 \u2013 \u2013 16 Amortisation and impairment of intangible assets \u2013 52 \u2013 52 Impairment of other assets Total included within operating costs 42 79 15 136 Included in other operating income 16 1 \u2013 17 Total significant items before tax 58 80 15 153 Taxation on significant items (21) Total significant items after tax 132 Impairment of investment in associates \u2013 reflected together with Share of results of associates and joint venture 11 Total significant items 143 The Group\u2019s reported performance includes significant items. A reconciliation from adjusted operating profit, as considered by CODM, to Group reported performance is included: Adjusted profit reconciliation Adjusted \u00a3m Significant items \u00a3m Reported \u00a3m 2022 EBIT/operating profit 275 (112) 163 Net finance costs (49) (1) (50) Profit before tax 226 (113) 113 Taxation (58) 22 (36) Profit after tax 168 (91) 77 Share of profit from associates and joint ventures 29 \u2013 29 Profit for the year 197 (91) 106 Adjusted \u00a3m Significant items \u00a3m Reported \u00a3m 2021 EBIT/operating profit 233 (136) 97 Net finance costs (56) (17) (73) Profit before tax 177 (153) 24 Taxation (44) 21 (23) Profit after tax 133 (132) 1 Share of profit from associated and joint ventures 18 (11) 7 Profit for the year 151 (143) 8 Revenue by type 2022 Global Broking \u00a3m Energy & Commodities \u00a3m Liquidnet \u00a3m Parameta Solutions \u00a3m Eliminations \u00a3m Total \u00a3m Revenue Name Passing brokerage 949 337 16 \u2013 \u2013 1,302 Executing Broker brokerage 40 42 64 \u2013 \u2013 146 Matched Principal brokerage 240 5 155 \u2013 \u2013 400 Introducing Broker brokerage \u2013 \u2013 90 \u2013 \u2013 90 Data & Analytics price information fees 22 3 \u2013 177 (25) 177 1,251 387 325 177 (25) 2,115 2021 Global Broking \u00a3m Energy & Commodities \u00a3m Liquidnet \u00a3m Parameta Solutions \u00a3m Eliminations \u00a3m Total \u00a3m Revenue Name Passing brokerage 864 326 19 \u2013 (2) 1,207 Executing Broker brokerage 25 37 43 \u2013 \u2013 105 Matched Principal brokerage 201 5 112 \u2013 \u2013 318 Introducing Broker brokerage \u2013 \u2013 86 \u2013 \u2013 86 Data & Analytics price information fees 17 2 1 149 (20) 149 1,107 370 261 149 (22) 1,865 Revenue by country 2022 \u00a3m 2021 \u00a3m United Kingdom 74 3 750 United States of America 779 654 Rest of the world 593 461 2,115 1,865 ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfEntitysReportableSegmentsExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-607": {
"value": "5. Operating costs Notes 2022 \u00a3m 2021 (restated) \u00a3m Broker compensation costs\u00b9 1,032 917 Other staff costs\u00b9 268 223 Share-based payment charge 32 20 12 Employee compensation and benefits 7 1,320 1,152 Technology and related costs 216 191 Premises and related costs 28 37 Gains on disposal of property, plant and equipment (3) \u2013 Gain on derecognition of right-of-use assets/lease liabilities (3) \u2013 Adjustments to deferred consideration 33 8 2 Charge relating to significant legal and regulatory settlements 27 7 6 Pension scheme past service and settlement costs 37 1 1 Remeasurement of long-term employee benefits (7) \u2013 Acquisition costs 6 20 Impairment losses on trade receivables 5 \u2013 Net foreign exchange (gains)/losses (21) 3 Net loss on FX derivative instruments 11 12 Other administrative costs 258 204 General and administrative expenses 506 476 Depreciation of property, plant and equipment 15 23 23 Impairment of property, plant and equipment 15 5 10 Depreciation of right-of-use assets 16 26 29 Impairment of right-of-use assets 16 4 6 Depreciation and impairment of property, plant and equipment and right-of-use assets 58 68 Amortisation of other intangible assets 14 33 30 Impairment of other intangible assets 14 \u2013 6 Amortisation of intangible assets arising on consolidation 13 45 46 Impairment of intangible assets arising on consolidation 13 20 \u2013 Amortisation and impairment of intangibles assets 98 82 1,982 1,778 1 Broker compensation cost and Other staff costs for 2021 have been increased and decreased by \u00a335m respectively, reflecting a reclassification of certain staff as broking. The analysis of auditor\u2019s remuneration is as follows: 2022 \u00a3000 2021 \u00a3000 Audit of the Group\u2019s annual accounts 1,517 1,291 Audit of the Company\u2019s subsidiaries and associates pursuant to legislation 6,985 6,087 Total audit fees 8,502 7,378 Audit related assurance services\u00b9 1,390 1,225 Other assurance services\u00b2 45 45 Corporate finance services3 760 1,684 Total non-audit fees 2,195 2,954 Audit fees payable to the Company\u2019s auditor and its associates in respect of associated pension schemes 34 31 1 Audit related assurance services relate to services required by law or regulation, assurance on regulatory returns and review of interim financial information. 2 Other assurance services relate to non-statutory audits and other permitted assurance services. 3 In 2022 Corporate finance fees relate to work undertaken in connection with strategic projects and in 2021 related to the Group\u2019s redomiciliation to Jersey and the acquisition of Liquidnet. ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfDepreciationAndAmortisationExpenseExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-591": {
"value": "5. Operating costs Notes 2022 \u00a3m 2021 (restated) \u00a3m Broker compensation costs\u00b9 1,032 917 Other staff costs\u00b9 268 223 Share-based payment charge 32 20 12 Employee compensation and benefits 7 1,320 1,152 Technology and related costs 216 191 Premises and related costs 28 37 Gains on disposal of property, plant and equipment (3) \u2013 Gain on derecognition of right-of-use assets/lease liabilities (3) \u2013 Adjustments to deferred consideration 33 8 2 Charge relating to significant legal and regulatory settlements 27 7 6 Pension scheme past service and settlement costs 37 1 1 Remeasurement of long-term employee benefits (7) \u2013 Acquisition costs 6 20 Impairment losses on trade receivables 5 \u2013 Net foreign exchange (gains)/losses (21) 3 Net loss on FX derivative instruments 11 12 Other administrative costs 258 204 General and administrative expenses 506 476 Depreciation of property, plant and equipment 15 23 23 Impairment of property, plant and equipment 15 5 10 Depreciation of right-of-use assets 16 26 29 Impairment of right-of-use assets 16 4 6 Depreciation and impairment of property, plant and equipment and right-of-use assets 58 68 Amortisation of other intangible assets 14 33 30 Impairment of other intangible assets 14 \u2013 6 Amortisation of intangible assets arising on consolidation 13 45 46 Impairment of intangible assets arising on consolidation 13 20 \u2013 Amortisation and impairment of intangibles assets 98 82 1,982 1,778 1 Broker compensation cost and Other staff costs for 2021 have been increased and decreased by \u00a335m respectively, reflecting a reclassification of certain staff as broking. ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfGeneralAndAdministrativeExpenseExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-540": {
"value": "5. Operating costs Notes 2022 \u00a3m 2021 (restated) \u00a3m Broker compensation costs\u00b9 1,032 917 Other staff costs\u00b9 268 223 Share-based payment charge 32 20 12 Employee compensation and benefits 7 1,320 1,152 Technology and related costs 216 191 Premises and related costs 28 37 Gains on disposal of property, plant and equipment (3) \u2013 Gain on derecognition of right-of-use assets/lease liabilities (3) \u2013 Adjustments to deferred consideration 33 8 2 Charge relating to significant legal and regulatory settlements 27 7 6 Pension scheme past service and settlement costs 37 1 1 Remeasurement of long-term employee benefits (7) \u2013 Acquisition costs 6 20 Impairment losses on trade receivables 5 \u2013 Net foreign exchange (gains)/losses (21) 3 Net loss on FX derivative instruments 11 12 Other administrative costs 258 204 General and administrative expenses 506 476 Depreciation of property, plant and equipment 15 23 23 Impairment of property, plant and equipment 15 5 10 Depreciation of right-of-use assets 16 26 29 Impairment of right-of-use assets 16 4 6 Depreciation and impairment of property, plant and equipment and right-of-use assets 58 68 Amortisation of other intangible assets 14 33 30 Impairment of other intangible assets 14 \u2013 6 Amortisation of intangible assets arising on consolidation 13 45 46 Impairment of intangible assets arising on consolidation 13 20 \u2013 Amortisation and impairment of intangibles assets 98 82 1,982 1,778 1 Broker compensation cost and Other staff costs for 2021 have been increased and decreased by \u00a335m respectively, reflecting a reclassification of certain staff as broking. The analysis of auditor\u2019s remuneration is as follows: 2022 \u00a3000 2021 \u00a3000 Audit of the Group\u2019s annual accounts 1,517 1,291 Audit of the Company\u2019s subsidiaries and associates pursuant to legislation 6,985 6,087 Total audit fees 8,502 7,378 Audit related assurance services\u00b9 1,390 1,225 Other assurance services\u00b2 45 45 Corporate finance services3 760 1,684 Total non-audit fees 2,195 2,954 Audit fees payable to the Company\u2019s auditor and its associates in respect of associated pension schemes 34 31 1 Audit related assurance services relate to services required by law or regulation, assurance on regulatory returns and review of interim financial information. 2 Other assurance services relate to non-statutory audits and other permitted assurance services. 3 In 2022 Corporate finance fees relate to work undertaken in connection with strategic projects and in 2021 related to the Group\u2019s redomiciliation to Jersey and the acquisition of Liquidnet. ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfOtherOperatingExpenseExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-592": {
"value": "The analysis of auditor\u2019s remuneration is as follows: 2022 \u00a3000 2021 \u00a3000 Audit of the Group\u2019s annual accounts 1,517 1,291 Audit of the Company\u2019s subsidiaries and associates pursuant to legislation 6,985 6,087 Total audit fees 8,502 7,378 Audit related assurance services\u00b9 1,390 1,225 Other assurance services\u00b2 45 45 Corporate finance services3 760 1,684 Total non-audit fees 2,195 2,954 Audit fees payable to the Company\u2019s auditor and its associates in respect of associated pension schemes 34 31 1 Audit related assurance services relate to services required by law or regulation, assurance on regulatory returns and review of interim financial information. 2 Other assurance services relate to non-statutory audits and other permitted assurance services. 3 In 2022 Corporate finance fees relate to work undertaken in connection with strategic projects and in 2021 related to the Group\u2019s redomiciliation to Jersey and the acquisition of Liquidnet. ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfAuditorsRemunerationExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-541": {
"value": "6. Other operating income Other operating income includes: 2022 \u00a3m 2021 \u00a3m Acquisition related income 16 \u2013 Business relocation grants 2 3 Employee related insurance receipts 4 2 Management fees from associates 1 2 Legal settlement receipts 4 1 Other receipts 3 2 30 10 Other receipts include royalties, rebates, non-employee related insurance proceeds, tax credits and refunds. Costs associated with such items are included in administrative expenses. Acquisition related income relates to funds received following arbitration in connection with the purchase of Liquidnet. The arbitration was completed after the one year measurement period applicable to the acquisition. ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfOtherOperatingIncomeExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-543": {
"value": "7. Staff costs The aggregate employment costs of staff and Directors of the Group were: 2022 \u00a3m 2021 \u00a3m Wages, salaries, bonuses and incentive payments 1,182 1,034 Social security costs 102 90 Defined contribution pension costs (Note 37(c)) 16 16 Share-based compensation expense (Note 32) 20 12 1,320 1,152 The average monthly number of full-time equivalent employees and Directors directly attributable to Business Divisions and to Management & Support were: 2022 No. 2021 No. Global Broking 1,856 1,971 Energy & Commodities 632 652 Liquidnet 467 484 Parameta Solutions 189 187 Management & Support 2,053 2,071 5,197 5,365 The average monthly number of full-time equivalent employees and Directors by geographical region were: 2022 No. 2021 (restated)\u00b9 No. EMEA 2,394 2,434 Americas 1,614 1,700 Asia Pacific 1,106 1,151 Corporate 83 80 5,197 5,365 1 The average number of full-time equivalent employees and Directors for 2021 have been restated to reallocate 456 Liquidnet employees into their relevant geographical location. The 456 employees have been reallocated to EMEA 47, Americas 240 and Asia Pacific 170. ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfInformationAboutEmployeesExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-542": {
"value": "8. Finance income 2022 \u00a3m 2021 \u00a3m Interest and similar income 6 2 Interest on finance leases (Note 22) 2 1 8 3 9. Finance costs 2022 \u00a3m 2021 \u00a3m Fees payable on bank and other loan facilities 2 2 Interest on bank and other loans 2 2 Interest on Sterling Notes January 2024 13 22 Interest on Sterling Notes May 2026 13 13 Interest on Sterling Notes November 2028 7 1 Interest on Liquidnet Vendor Loan Notes 1 1 Other interest 1 1 Amortisation of debt issue and bank facility costs 2 2 Borrowing costs 41 44 Interest on lease liabilities (Note 16) 17 14 Amortisation of options premium \u2013 2 Premium on repurchase of Sterling Notes January 2024 \u2013 16 58 76 ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfFinanceIncomeExpenseExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-593": {
"value": "8. Finance income 2022 \u00a3m 2021 \u00a3m Interest and similar income 6 2 Interest on finance leases (Note 22) 2 1 8 3 ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfFinanceIncomeExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-594": {
"value": "9. Finance costs 2022 \u00a3m 2021 \u00a3m Fees payable on bank and other loan facilities 2 2 Interest on bank and other loans 2 2 Interest on Sterling Notes January 2024 13 22 Interest on Sterling Notes May 2026 13 13 Interest on Sterling Notes November 2028 7 1 Interest on Liquidnet Vendor Loan Notes 1 1 Other interest 1 1 Amortisation of debt issue and bank facility costs 2 2 Borrowing costs 41 44 Interest on lease liabilities (Note 16) 17 14 Amortisation of options premium \u2013 2 Premium on repurchase of Sterling Notes January 2024 \u2013 16 58 76 ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfFinanceCostExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-544": {
"value": "10. Taxation 2022 \u00a3m 2021 \u00a3m Current tax UK corporation tax 22 18 Overseas tax 41 13 Prior year UK corporation tax (4) \u2013 Prior year overseas tax \u2013 2 59 33 Deferred tax (Note 21) Current year (26) (9) Prior year 3 (1) (23) (10) Tax charge for the year 36 23 The charge for the year can be reconciled to the profit in the income statement as follows: 2022 \u00a3m 2021 \u00a3m Profit before tax 113 24 Tax based on the UK corporation tax rate of 19% (2021: 19%) 21 5 Tax effect of items that are not deductible: > expenses 7 (1) Prior year adjustments (1) 1 Impact of tax rate change \u2013 12 Impact of overseas tax rates 6 5 Net movement in unrecognised deferred tax 3 1 Tax charge for the year 36 23 In 2021 the tax effect of items that are not deductible includes a \u00a312m credit due to the remeasurement of a tax provision recognised during the ICAP acquisition. This offsets a corresponding debit to Other general and administration costs due to the release of the related indemnification asset that was also recognised during the ICAP acquisition. Therefore no net impact on profit after tax arose in respect of this remeasurement. In addition to the income statement charge, the following current and deferred tax items have been included in other comprehensive income and equity: Recognised in other comprehensive income \u00a3m Recognised in equity \u00a3m Total \u00a3m 2022 Current tax 5 \u2013 5 Deferred tax charge relating to: > Other temporary differences \u2013 \u2013 \u2013 Tax charge on items taken directly to other comprehensive income and equity 5 \u2013 5 Recognised in other comprehensive income \u00a3m Recognised in equity \u00a3m Total \u00a3m 2021 Deferred tax charge relating to: > Other temporary differences 1 \u2013 1 Tax charge on items taken directly to other comprehensive income and equity 1 \u2013 1 ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfIncomeTaxExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-545": {
"value": "11. Earnings per share 2022 2021 Basic 13.2p 0.7p Diluted 13.0p 0.7p The calculation of basic and diluted earnings per share is based on the following number of shares: 2022 No.(m) 2021 No.(m) Basic weighted average shares 779.1 759.3 Contingently issuable shares 11.5 8.9 Diluted weighted average shares 790.6 768.2 The earnings used in the calculation of basic and diluted earnings per share are set out below: 2022 \u00a3m 2021 \u00a3m Earnings for the year 106 8 Non-controlling interests (3) (3) Earnings attributable to equity holders of the parent 103 5 ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfEarningsPerShareExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-546": {
"value": "12. Dividends 2022 \u00a3m 2021 \u00a3m Amounts recognised as distributions to equity holders in the year: Final dividend for the year ended 31 December 2021 of 5.5p per share 43 \u2013 Interim dividend for the year ended 31 December 2022 of 4.5p per share 35 \u2013 Final dividend for the year ended 31 December 2020 of 2.0p per share \u2013 16 Interim dividend for the year ended 31 December 2021 of 4.0p per share \u2013 31 78 47 A final dividend of 7.9 pence per share will be paid on 23 May 2023 to all shareholders on the Register of Members on 14 April 2023. During the year, the Trustees of the TP ICAP plc EBT waived their rights to dividends. ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfDividendsExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-547": {
"value": "13. Intangible assets arising on consolidation Goodwill \u00a3m Other \u00a3m Total \u00a3m At 1 January 2022 1,180 582 1,762 Amortisation of acquisition related intangibles \u2013 (45) (45) Impairment \u2013 (20) (20) Effect of movements in exchange rates 52 31 83 At 31 December 2022 1,232 548 1,780 Goodwill \u00a3m Other \u00a3m Total \u00a3m At 1 January 2021 989 474 1,463 Recognised on acquisitions 187 154 341 Amortisation of acquisition related intangibles \u2013 (46) (46) Effect of movements in exchange rates 4 \u2013 4 At 31 December 2021 1,180 582 1,762 As at 31 December 2022 the gross cost of goodwill and other intangible assets arising on consolidation amounted to \u00a31,482m and \u00a3833m respectively (2021: \u00a31,428m and \u00a3797m). Cumulative amortisation and impairment charges amounted to \u00a3250m for goodwill and \u00a3285m for other intangible assets arising on consolidation (2021: \u00a3248m and \u00a3215m). 13. Intangible assets arising on consolidation continued Goodwill Goodwill arising through business combinations is allocated to groups of individual cash-generating units (\u2018CGUs\u2019), reflecting the lowest level at which the Group monitors and tests goodwill for impairment purposes. The Group\u2019s CGUs are as follows: 2022 \u00a3m 2021 (reallocated) \u00a3m CGU Global Broking 489 466 Energy & Commodities 156 150 Parameta Solutions 342 336 Liquidnet \u2013 Agency Execution 40 39 Liquidnet \u2013 acquired business 205 189 Goodwill allocated to CGUs 1,232 1,180 As a result of the change in the Primary Operating Segments as at 1 January 2022, from the geographic grouping of CGUs to a Business Division grouping of CGUs the goodwill allocated to the regional CGU groupings has been reallocated to each Business Division based on the relative value of those Business Divisions. The goodwill arising on the Liquidnet acquisition has not been reallocated and is reviewed and tested as its own group of CGUs. Immediately prior to the reallocation, the Regional CGUs were tested for impairment. No impairments were identified. The Group\u2019s annual impairment testing of its CGUs is undertaken each September. Between annual tests the Group reviews each CGU for impairment triggers that could adversely impact the valuation of the CGU and, if necessary, undertakes additional impairment testing. As at 30 June 2022 impairment triggers were identified for the Global Broking and Liquidnet CGUs which were subject to full impairment review as at that date. Determining whether goodwill is impaired requires an estimation of the recoverable amount of each CGU. The recoverable amount is the higher of its value in use (\u2018VIU\u2019) or its fair value less cost of disposal (\u2018FVLCD\u2019). VIU is a pre-tax valuation, using pre-tax cash flows and pre-tax discount rates which is compared with the pre-tax carrying value of the CGU, whereas FVLCD is a post-tax valuation, using post-tax cash flows, post-tax discount rates and other post-tax observable valuation inputs, which is compared with a post-tax carrying value of the CGU. The CGU\u2019s recoverable amount is compared with its carrying value to determine if an impairment is required. The key assumptions for the VIU calculations are those regarding expected divisional cash flows arising in future years, divisional growth rates and divisional discount rates as considered by management. Future projections are based on the most recent financial projections considered by the Board which are used to project pre-tax cash flows for the next five years. After this period a steady state cash flow is used to derive a terminal value for the CGU. Impairment assessment and testing as at 30 June 2022 \u2013 Global Broking In June 2022 the Group\u2019s Global Broking CGU was subject to impairment testing, triggered as a result of the impact of inflation on expected cash flows, coupled with a change in the discount rate. For the 30 June 2022 impairment test the recoverable amount of the Global Broking CGU was based on its VIU. Future projections were based on the most recent financial forecasts considered by the Board which were used to project cash flows for the next five years. After this period a steady state cash flow was used to derive a terminal value for the CGU. Annual growth rates of 0.5% to 2027 and nil thereafter were used with pre-tax discount rate of 12.5%. The calculations were subject to stress tests reflecting reasonably possible changes in key assumptions. No impairment was identified as at 30 June 2022 although the CGU remained sensitive to reasonable possible changes in the assumptions. As at June 2022, changes in discount rates and/or revenue assumptions, reflecting inherent uncertainties in any long-term forecasting, including potential effects of Brexit in EMEA and other structural changes, would impact the respective carrying value of the CGU. The CGU\u2019s value would equate to its carrying value should the discount rate, revenue growth over the forecast period, or revenues used in the terminal value fall by the following: CGU Valuation discount rate % Breakeven discount rate % Valuation revenue growth rate % Breakeven revenue growth rate % Changes in terminal value revenues % Global Broking 12.5% 17.8% 0.5% (1.8%) (15.0%) \u2013 Liquidnet acquired business As the Liquidnet acquired business was measured on a FVLCD basis at 31 December 2021, a decline in equity market conditions triggered an impairment review as at 30 June 2022. The full impairment test did not identify an impairment although the outcome is highly sensitive to changes in valuation assumptions. As at 30 June 2022 the recoverable amount for the Liquidnet acquired business was based on its FVLCD. The Income Approach was used for the FVLCD valuation under which the CGU had a FVLCD in excess of its carrying value. The key assumptions for the Income Approach are those regarding expected cash flows, CGU growth rates and the discount rate. Future projections are based on the most recent financial forecasts considered by the Board which are used to project cash flows for the next five years. After this period a steady state cash flow is used to derive a terminal value for the CGU. Annual growth rates on the existing equities business of 2.8% to 2027 and 1% thereafter have been used with post-tax discount rate of 11.1%. Projected cash flows for new credit business lines have been projected to 2027 at an annual growth rate of 62%, based on the development and roll-out of the Credit platform, with growth thereafter at 2%, and have been discounted at a post-tax discount rate of 15%, reflecting the greater uncertainty associated with these projections. The calculations have been subject to stress tests reflecting reasonably possible changes in key assumptions. Under this approach the recoverable amount for Liquidnet exceeded its carrying value, but was sensitive to changes in the cash flow projections for new business lines to 2027. An annualised reduction in the projected revenues for new business lines of c.50% per annum over the period to 2027, would eliminate the headroom. The impact on future cash flows resulting from lower new business inflows or falling growth rates does not reflect any management actions that would be taken under such circumstances. Impairment testing as at 30 September 2022 \u2013 Business divisions (excluding Liquidnet \u2013 acquired business) For the 30 September 2022 annual impairment testing, the recoverable amounts for Global Broking, Energy & Commodities, Parameta Solutions and Liquidnet \u2013 Agency Execution were based on their VIU. Growth rates on five year projected revenues, growth rates on terminal value cash flows and discount rates used in the VIU calculations together with their respective breakeven rates were as follows: September 2022 Valuation discount rate % Breakeven discount rate % Valuation revenue growth rates % Breakeven revenue growth rates % Valuation terminal value growth rate % Breakeven terminal value growth rate % CGU Global Broking 13.4% 17.4% 1.0% (1.4%) 1.0% (7.0%) Energy & Commodities 13.2% 16.4% 2.1% 0.2% 2.1% (3.6%) Parameta Solutions 13.8% 31.1% 6.0% (18.1%) 3.0% (85.0%) Liquidnet \u2013 Agency Execution 13.6% 14.5% 3.0% 2.6% 2.0% 0.7% December 2021 (at date of reallocation of goodwill) Valuation discount rate % Breakeven discount rate % Valuation revenue growth rates % Breakeven revenue growth rates % Valuation terminal value growth rate % Breakeven terminal value growth rate % CGU Global Broking 11.5% 11.7% 0.5% 0.4% 0.0% (0.3%) Energy & Commodities 11.0% 14.7% 2.0% 0.2% 0.0% (6.4%) Parameta Solutions 11.3% 20.9% 4.8% (6.0%) 0.0% (24.6%) Liquidnet \u2013 Agency Execution 13.0% 15.0% 5.0% 4.1% 0.0% (2.0%) No impairments were identified as a result of the 2022 annual testing. As shown in the table above, the VIU of the Liquidnet \u2013 Agency Execution CGU is sensitive to reasonably possible changes in the growth and discount rates. The impact on future cash flows resulting from falling growth rates does not reflect any management actions that would be taken under such circumstances. The Group does not expect climate change to have a material impact on the financial statements. However, the assessment of the financial risks and opportunities related to climate change is ongoing and the Group recognises the increased uncertainty in forecasting medium and long-term revenues, particular in the Energy & Commodities (\u2018E&C\u2019) division. A 5% decline in E&C terminal growth rates from 2027 in Oil, Power and Gas, would eliminate any headroom in the CGU. 13. Intangible assets arising on consolidation continued Impairment testing as at 30 September 2022 continued \u2013 Liquidnet acquired business For the 30 September 2022 annual impairment testing the recoverable amounts for the Liquidnet acquired business was based on its FVLCD. The Income Approach was used for the FVLCD valuation under which the CGU had a FVLCD in excess of its carrying value. The key assumptions for the Income Approach are those regarding expected cash flows, growth rates and the discount rate. Future projections are based on the most recent financial budgets considered by the Board which are used to project cash flows for the next five years. After this period a steady state cash flow is used to derive a terminal value for the CGU. Growth rates on the five year projected revenues, growth rates on terminal value cash flows and discount rates used in the FVLCD calculations together with their respective breakeven rates were as follows: Liquidnet acquired business Valuation discount rate % Breakeven discount rate % Valuation revenue growth rates % Breakeven revenue growth rates % Valuation terminal value growth rate % Breakeven terminal value growth rate % September 2022 10.9% 12.3% 14.7% 13.1% 2.4% 0.5% December 2021 10.8% 11.4% 3.0% 1.7% 1.0% 0.3% The valuation revenue growth rate percentage have increased from 3% in December 2021 to 14.7% as at September 2022. This reflects management\u2019s expectation that the Equities business will return to a similar revenue projection in 2027, but from a lower starting position in the September 2022 valuation, resulting in an annual growth rate of 6.7%. The September 2022 valuation now includes revenue growth on the roll-out of the Credit platform, resulting in an annual growth rate of 61% to 2027. As at December 2021, the valuation did not reflect the projected development of the new Credit business. The calculations have been subject to stress tests reflecting reasonably possible changes in key assumptions. Under this approach the recoverable amount for the Liquidnet acquired business exceeded its carrying value, but is sensitive to reasonably possible changes in the growth rates and the discount rate as indicated in the table above. The most sensitive valuation assumption relates to the growth in cash flows arising on new Credit business lines. The impact on future cash flows resulting from falling growth rates does not reflect any management actions that would be taken under such circumstances. The Income Approach valuation is based on management forecasts which are unobservable and is therefore a Level 3 fair value. Impairment assessment as at 31 December 2022 As at 31 December 2022, the review of the indicators of impairment did not require any further testing. Other intangible assets Other intangible assets at 31 December 2022 represent customer relationships, \u00a3546m (2021: \u00a3580m) and business brands and trademarks, \u00a32m (2021: \u00a32m) that arise through business combinations. Customer relationships are being amortised between 10 and 20 years. Other intangible assets, along with other finite life assets, are subject to impairment trigger assessment at least annually. As at 30 September 2022, as a result of difficult equity market conditions and subdued larger block trading, the Liquidnet customer relationships were subject to a full impairment review. As a result of this testing, the value of customer relationships has been reduced by \u00a320m. The valuation of customer lists is based on the \u2018Multi-period Excess Earnings Methodology\u2019 or \u2018MEEM\u2019. MEEM is a version of the Income Approach which seeks to estimate the value by determining the net present value of the forecast, post-tax profits generated by the asset as of the valuation date, and reflects assumptions regarding customer churn, operating profits and margins, contributory asset charges, tax rates and discount rates. As these inputs are unobservable, this is a Level 3 valuation. Following the adjustment to the customer relationship\u2019s carrying value, the asset will continue to be amortised over its remaining useful life, but remains sensitive to reasonable possible changes in the assumptions. A reduction in annual operating profits of \u00a33m from 2023 would impair the asset by \u00a319m, and a 1% increase in the discount rate would impair the asset by \u00a38m. 14. Other intangible assets
Purchased
software
\u00a3m
Developed
software
\u00a3m
Total
\u00a3m
Cost
At 1 January 2022 52 190 242
Additions 8 27 35
Amounts derecognised (1) (5) (6)
Effect of movements in exchange rates 4 5 9
At 31 December 2022 63 217 280
Accumulated amortisation
At 1 January 2022 (41) (110) (151)
Charge for the year (12) (21) (33)
Amounts derecognised 1 5 6
Effect of movements in exchange rates (2) (3) (5)
At 31 December 2022 (54) (129) (183)
Carrying amount
At 31 December 2022 9 88 97
Purchased
software
\u00a3m
Developed
software
\u00a3m
Total
\u00a3m
Cost
At 1 January 2021 23 149 172
Additions\u00b9 17 20 37
Recognised with acquisitions 11 22 33
Amounts derecognised (1) (2) (3)
Effect of movements in exchange rates 2 1 3
At 31 December 2021 52 190 242
Accumulated amortisation
At 1 January 2021 (20) (94) (114)
Charge for the year (13) (17) (30)
Impairment (6) \u2013 (6)
Amounts derecognised 1 2 3
Effect of movements in exchange rates (3) (1) (4)
At 31 December 2020 (41) (110) (151)
Carrying amount
At 31 December 2021 11 80 91
1 includes \u00a32m non-cash additions.
",
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"fact-608": {
"value": "13. Intangible assets arising on consolidation Goodwill \u00a3m Other \u00a3m Total \u00a3m At 1 January 2022 1,180 582 1,762 Amortisation of acquisition related intangibles \u2013 (45) (45) Impairment \u2013 (20) (20) Effect of movements in exchange rates 52 31 83 At 31 December 2022 1,232 548 1,780 Goodwill \u00a3m Other \u00a3m Total \u00a3m At 1 January 2021 989 474 1,463 Recognised on acquisitions 187 154 341 Amortisation of acquisition related intangibles \u2013 (46) (46) Effect of movements in exchange rates 4 \u2013 4 At 31 December 2021 1,180 582 1,762 As at 31 December 2022 the gross cost of goodwill and other intangible assets arising on consolidation amounted to \u00a31,482m and \u00a3833m respectively (2021: \u00a31,428m and \u00a3797m). Cumulative amortisation and impairment charges amounted to \u00a3250m for goodwill and \u00a3285m for other intangible assets arising on consolidation (2021: \u00a3248m and \u00a3215m). 13. Intangible assets arising on consolidation continued Goodwill Goodwill arising through business combinations is allocated to groups of individual cash-generating units (\u2018CGUs\u2019), reflecting the lowest level at which the Group monitors and tests goodwill for impairment purposes. The Group\u2019s CGUs are as follows: 2022 \u00a3m 2021 (reallocated) \u00a3m CGU Global Broking 489 466 Energy & Commodities 156 150 Parameta Solutions 342 336 Liquidnet \u2013 Agency Execution 40 39 Liquidnet \u2013 acquired business 205 189 Goodwill allocated to CGUs 1,232 1,180 As a result of the change in the Primary Operating Segments as at 1 January 2022, from the geographic grouping of CGUs to a Business Division grouping of CGUs the goodwill allocated to the regional CGU groupings has been reallocated to each Business Division based on the relative value of those Business Divisions. The goodwill arising on the Liquidnet acquisition has not been reallocated and is reviewed and tested as its own group of CGUs. Immediately prior to the reallocation, the Regional CGUs were tested for impairment. No impairments were identified. The Group\u2019s annual impairment testing of its CGUs is undertaken each September. Between annual tests the Group reviews each CGU for impairment triggers that could adversely impact the valuation of the CGU and, if necessary, undertakes additional impairment testing. As at 30 June 2022 impairment triggers were identified for the Global Broking and Liquidnet CGUs which were subject to full impairment review as at that date. Determining whether goodwill is impaired requires an estimation of the recoverable amount of each CGU. The recoverable amount is the higher of its value in use (\u2018VIU\u2019) or its fair value less cost of disposal (\u2018FVLCD\u2019). VIU is a pre-tax valuation, using pre-tax cash flows and pre-tax discount rates which is compared with the pre-tax carrying value of the CGU, whereas FVLCD is a post-tax valuation, using post-tax cash flows, post-tax discount rates and other post-tax observable valuation inputs, which is compared with a post-tax carrying value of the CGU. The CGU\u2019s recoverable amount is compared with its carrying value to determine if an impairment is required. The key assumptions for the VIU calculations are those regarding expected divisional cash flows arising in future years, divisional growth rates and divisional discount rates as considered by management. Future projections are based on the most recent financial projections considered by the Board which are used to project pre-tax cash flows for the next five years. After this period a steady state cash flow is used to derive a terminal value for the CGU. Impairment assessment and testing as at 30 June 2022 \u2013 Global Broking In June 2022 the Group\u2019s Global Broking CGU was subject to impairment testing, triggered as a result of the impact of inflation on expected cash flows, coupled with a change in the discount rate. For the 30 June 2022 impairment test the recoverable amount of the Global Broking CGU was based on its VIU. Future projections were based on the most recent financial forecasts considered by the Board which were used to project cash flows for the next five years. After this period a steady state cash flow was used to derive a terminal value for the CGU. Annual growth rates of 0.5% to 2027 and nil thereafter were used with pre-tax discount rate of 12.5%. The calculations were subject to stress tests reflecting reasonably possible changes in key assumptions. No impairment was identified as at 30 June 2022 although the CGU remained sensitive to reasonable possible changes in the assumptions. As at June 2022, changes in discount rates and/or revenue assumptions, reflecting inherent uncertainties in any long-term forecasting, including potential effects of Brexit in EMEA and other structural changes, would impact the respective carrying value of the CGU. The CGU\u2019s value would equate to its carrying value should the discount rate, revenue growth over the forecast period, or revenues used in the terminal value fall by the following: CGU Valuation discount rate % Breakeven discount rate % Valuation revenue growth rate % Breakeven revenue growth rate % Changes in terminal value revenues % Global Broking 12.5% 17.8% 0.5% (1.8%) (15.0%) \u2013 Liquidnet acquired business As the Liquidnet acquired business was measured on a FVLCD basis at 31 December 2021, a decline in equity market conditions triggered an impairment review as at 30 June 2022. The full impairment test did not identify an impairment although the outcome is highly sensitive to changes in valuation assumptions. As at 30 June 2022 the recoverable amount for the Liquidnet acquired business was based on its FVLCD. The Income Approach was used for the FVLCD valuation under which the CGU had a FVLCD in excess of its carrying value. The key assumptions for the Income Approach are those regarding expected cash flows, CGU growth rates and the discount rate. Future projections are based on the most recent financial forecasts considered by the Board which are used to project cash flows for the next five years. After this period a steady state cash flow is used to derive a terminal value for the CGU. Annual growth rates on the existing equities business of 2.8% to 2027 and 1% thereafter have been used with post-tax discount rate of 11.1%. Projected cash flows for new credit business lines have been projected to 2027 at an annual growth rate of 62%, based on the development and roll-out of the Credit platform, with growth thereafter at 2%, and have been discounted at a post-tax discount rate of 15%, reflecting the greater uncertainty associated with these projections. The calculations have been subject to stress tests reflecting reasonably possible changes in key assumptions. Under this approach the recoverable amount for Liquidnet exceeded its carrying value, but was sensitive to changes in the cash flow projections for new business lines to 2027. An annualised reduction in the projected revenues for new business lines of c.50% per annum over the period to 2027, would eliminate the headroom. The impact on future cash flows resulting from lower new business inflows or falling growth rates does not reflect any management actions that would be taken under such circumstances. Impairment testing as at 30 September 2022 \u2013 Business divisions (excluding Liquidnet \u2013 acquired business) For the 30 September 2022 annual impairment testing, the recoverable amounts for Global Broking, Energy & Commodities, Parameta Solutions and Liquidnet \u2013 Agency Execution were based on their VIU. Growth rates on five year projected revenues, growth rates on terminal value cash flows and discount rates used in the VIU calculations together with their respective breakeven rates were as follows: September 2022 Valuation discount rate % Breakeven discount rate % Valuation revenue growth rates % Breakeven revenue growth rates % Valuation terminal value growth rate % Breakeven terminal value growth rate % CGU Global Broking 13.4% 17.4% 1.0% (1.4%) 1.0% (7.0%) Energy & Commodities 13.2% 16.4% 2.1% 0.2% 2.1% (3.6%) Parameta Solutions 13.8% 31.1% 6.0% (18.1%) 3.0% (85.0%) Liquidnet \u2013 Agency Execution 13.6% 14.5% 3.0% 2.6% 2.0% 0.7% December 2021 (at date of reallocation of goodwill) Valuation discount rate % Breakeven discount rate % Valuation revenue growth rates % Breakeven revenue growth rates % Valuation terminal value growth rate % Breakeven terminal value growth rate % CGU Global Broking 11.5% 11.7% 0.5% 0.4% 0.0% (0.3%) Energy & Commodities 11.0% 14.7% 2.0% 0.2% 0.0% (6.4%) Parameta Solutions 11.3% 20.9% 4.8% (6.0%) 0.0% (24.6%) Liquidnet \u2013 Agency Execution 13.0% 15.0% 5.0% 4.1% 0.0% (2.0%) No impairments were identified as a result of the 2022 annual testing. As shown in the table above, the VIU of the Liquidnet \u2013 Agency Execution CGU is sensitive to reasonably possible changes in the growth and discount rates. The impact on future cash flows resulting from falling growth rates does not reflect any management actions that would be taken under such circumstances. The Group does not expect climate change to have a material impact on the financial statements. However, the assessment of the financial risks and opportunities related to climate change is ongoing and the Group recognises the increased uncertainty in forecasting medium and long-term revenues, particular in the Energy & Commodities (\u2018E&C\u2019) division. A 5% decline in E&C terminal growth rates from 2027 in Oil, Power and Gas, would eliminate any headroom in the CGU. 13. Intangible assets arising on consolidation continued Impairment testing as at 30 September 2022 continued \u2013 Liquidnet acquired business For the 30 September 2022 annual impairment testing the recoverable amounts for the Liquidnet acquired business was based on its FVLCD. The Income Approach was used for the FVLCD valuation under which the CGU had a FVLCD in excess of its carrying value. The key assumptions for the Income Approach are those regarding expected cash flows, growth rates and the discount rate. Future projections are based on the most recent financial budgets considered by the Board which are used to project cash flows for the next five years. After this period a steady state cash flow is used to derive a terminal value for the CGU. Growth rates on the five year projected revenues, growth rates on terminal value cash flows and discount rates used in the FVLCD calculations together with their respective breakeven rates were as follows: Liquidnet acquired business Valuation discount rate % Breakeven discount rate % Valuation revenue growth rates % Breakeven revenue growth rates % Valuation terminal value growth rate % Breakeven terminal value growth rate % September 2022 10.9% 12.3% 14.7% 13.1% 2.4% 0.5% December 2021 10.8% 11.4% 3.0% 1.7% 1.0% 0.3% The valuation revenue growth rate percentage have increased from 3% in December 2021 to 14.7% as at September 2022. This reflects management\u2019s expectation that the Equities business will return to a similar revenue projection in 2027, but from a lower starting position in the September 2022 valuation, resulting in an annual growth rate of 6.7%. The September 2022 valuation now includes revenue growth on the roll-out of the Credit platform, resulting in an annual growth rate of 61% to 2027. As at December 2021, the valuation did not reflect the projected development of the new Credit business. The calculations have been subject to stress tests reflecting reasonably possible changes in key assumptions. Under this approach the recoverable amount for the Liquidnet acquired business exceeded its carrying value, but is sensitive to reasonably possible changes in the growth rates and the discount rate as indicated in the table above. The most sensitive valuation assumption relates to the growth in cash flows arising on new Credit business lines. The impact on future cash flows resulting from falling growth rates does not reflect any management actions that would be taken under such circumstances. The Income Approach valuation is based on management forecasts which are unobservable and is therefore a Level 3 fair value. Impairment assessment as at 31 December 2022 As at 31 December 2022, the review of the indicators of impairment did not require any further testing. Other intangible assets Other intangible assets at 31 December 2022 represent customer relationships, \u00a3546m (2021: \u00a3580m) and business brands and trademarks, \u00a32m (2021: \u00a32m) that arise through business combinations. Customer relationships are being amortised between 10 and 20 years. Other intangible assets, along with other finite life assets, are subject to impairment trigger assessment at least annually. As at 30 September 2022, as a result of difficult equity market conditions and subdued larger block trading, the Liquidnet customer relationships were subject to a full impairment review. As a result of this testing, the value of customer relationships has been reduced by \u00a320m. The valuation of customer lists is based on the \u2018Multi-period Excess Earnings Methodology\u2019 or \u2018MEEM\u2019. MEEM is a version of the Income Approach which seeks to estimate the value by determining the net present value of the forecast, post-tax profits generated by the asset as of the valuation date, and reflects assumptions regarding customer churn, operating profits and margins, contributory asset charges, tax rates and discount rates. As these inputs are unobservable, this is a Level 3 valuation. Following the adjustment to the customer relationship\u2019s carrying value, the asset will continue to be amortised over its remaining useful life, but remains sensitive to reasonable possible changes in the assumptions. A reduction in annual operating profits of \u00a33m from 2023 would impair the asset by \u00a319m, and a 1% increase in the discount rate would impair the asset by \u00a38m. ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfGoodwillExplanatory",
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}
},
"fact-595": {
"value": "13. Intangible assets arising on consolidation Goodwill \u00a3m Other \u00a3m Total \u00a3m At 1 January 2022 1,180 582 1,762 Amortisation of acquisition related intangibles \u2013 (45) (45) Impairment \u2013 (20) (20) Effect of movements in exchange rates 52 31 83 At 31 December 2022 1,232 548 1,780 Goodwill \u00a3m Other \u00a3m Total \u00a3m At 1 January 2021 989 474 1,463 Recognised on acquisitions 187 154 341 Amortisation of acquisition related intangibles \u2013 (46) (46) Effect of movements in exchange rates 4 \u2013 4 At 31 December 2021 1,180 582 1,762 As at 31 December 2022 the gross cost of goodwill and other intangible assets arising on consolidation amounted to \u00a31,482m and \u00a3833m respectively (2021: \u00a31,428m and \u00a3797m). Cumulative amortisation and impairment charges amounted to \u00a3250m for goodwill and \u00a3285m for other intangible assets arising on consolidation (2021: \u00a3248m and \u00a3215m). 13. Intangible assets arising on consolidation continued Goodwill Goodwill arising through business combinations is allocated to groups of individual cash-generating units (\u2018CGUs\u2019), reflecting the lowest level at which the Group monitors and tests goodwill for impairment purposes. The Group\u2019s CGUs are as follows: 2022 \u00a3m 2021 (reallocated) \u00a3m CGU Global Broking 489 466 Energy & Commodities 156 150 Parameta Solutions 342 336 Liquidnet \u2013 Agency Execution 40 39 Liquidnet \u2013 acquired business 205 189 Goodwill allocated to CGUs 1,232 1,180 As a result of the change in the Primary Operating Segments as at 1 January 2022, from the geographic grouping of CGUs to a Business Division grouping of CGUs the goodwill allocated to the regional CGU groupings has been reallocated to each Business Division based on the relative value of those Business Divisions. The goodwill arising on the Liquidnet acquisition has not been reallocated and is reviewed and tested as its own group of CGUs. Immediately prior to the reallocation, the Regional CGUs were tested for impairment. No impairments were identified. The Group\u2019s annual impairment testing of its CGUs is undertaken each September. Between annual tests the Group reviews each CGU for impairment triggers that could adversely impact the valuation of the CGU and, if necessary, undertakes additional impairment testing. As at 30 June 2022 impairment triggers were identified for the Global Broking and Liquidnet CGUs which were subject to full impairment review as at that date. Determining whether goodwill is impaired requires an estimation of the recoverable amount of each CGU. The recoverable amount is the higher of its value in use (\u2018VIU\u2019) or its fair value less cost of disposal (\u2018FVLCD\u2019). VIU is a pre-tax valuation, using pre-tax cash flows and pre-tax discount rates which is compared with the pre-tax carrying value of the CGU, whereas FVLCD is a post-tax valuation, using post-tax cash flows, post-tax discount rates and other post-tax observable valuation inputs, which is compared with a post-tax carrying value of the CGU. The CGU\u2019s recoverable amount is compared with its carrying value to determine if an impairment is required. The key assumptions for the VIU calculations are those regarding expected divisional cash flows arising in future years, divisional growth rates and divisional discount rates as considered by management. Future projections are based on the most recent financial projections considered by the Board which are used to project pre-tax cash flows for the next five years. After this period a steady state cash flow is used to derive a terminal value for the CGU. Impairment assessment and testing as at 30 June 2022 \u2013 Global Broking In June 2022 the Group\u2019s Global Broking CGU was subject to impairment testing, triggered as a result of the impact of inflation on expected cash flows, coupled with a change in the discount rate. For the 30 June 2022 impairment test the recoverable amount of the Global Broking CGU was based on its VIU. Future projections were based on the most recent financial forecasts considered by the Board which were used to project cash flows for the next five years. After this period a steady state cash flow was used to derive a terminal value for the CGU. Annual growth rates of 0.5% to 2027 and nil thereafter were used with pre-tax discount rate of 12.5%. The calculations were subject to stress tests reflecting reasonably possible changes in key assumptions. No impairment was identified as at 30 June 2022 although the CGU remained sensitive to reasonable possible changes in the assumptions. As at June 2022, changes in discount rates and/or revenue assumptions, reflecting inherent uncertainties in any long-term forecasting, including potential effects of Brexit in EMEA and other structural changes, would impact the respective carrying value of the CGU. The CGU\u2019s value would equate to its carrying value should the discount rate, revenue growth over the forecast period, or revenues used in the terminal value fall by the following: CGU Valuation discount rate % Breakeven discount rate % Valuation revenue growth rate % Breakeven revenue growth rate % Changes in terminal value revenues % Global Broking 12.5% 17.8% 0.5% (1.8%) (15.0%) \u2013 Liquidnet acquired business As the Liquidnet acquired business was measured on a FVLCD basis at 31 December 2021, a decline in equity market conditions triggered an impairment review as at 30 June 2022. The full impairment test did not identify an impairment although the outcome is highly sensitive to changes in valuation assumptions. As at 30 June 2022 the recoverable amount for the Liquidnet acquired business was based on its FVLCD. The Income Approach was used for the FVLCD valuation under which the CGU had a FVLCD in excess of its carrying value. The key assumptions for the Income Approach are those regarding expected cash flows, CGU growth rates and the discount rate. Future projections are based on the most recent financial forecasts considered by the Board which are used to project cash flows for the next five years. After this period a steady state cash flow is used to derive a terminal value for the CGU. Annual growth rates on the existing equities business of 2.8% to 2027 and 1% thereafter have been used with post-tax discount rate of 11.1%. Projected cash flows for new credit business lines have been projected to 2027 at an annual growth rate of 62%, based on the development and roll-out of the Credit platform, with growth thereafter at 2%, and have been discounted at a post-tax discount rate of 15%, reflecting the greater uncertainty associated with these projections. The calculations have been subject to stress tests reflecting reasonably possible changes in key assumptions. Under this approach the recoverable amount for Liquidnet exceeded its carrying value, but was sensitive to changes in the cash flow projections for new business lines to 2027. An annualised reduction in the projected revenues for new business lines of c.50% per annum over the period to 2027, would eliminate the headroom. The impact on future cash flows resulting from lower new business inflows or falling growth rates does not reflect any management actions that would be taken under such circumstances. Impairment testing as at 30 September 2022 \u2013 Business divisions (excluding Liquidnet \u2013 acquired business) For the 30 September 2022 annual impairment testing, the recoverable amounts for Global Broking, Energy & Commodities, Parameta Solutions and Liquidnet \u2013 Agency Execution were based on their VIU. Growth rates on five year projected revenues, growth rates on terminal value cash flows and discount rates used in the VIU calculations together with their respective breakeven rates were as follows: September 2022 Valuation discount rate % Breakeven discount rate % Valuation revenue growth rates % Breakeven revenue growth rates % Valuation terminal value growth rate % Breakeven terminal value growth rate % CGU Global Broking 13.4% 17.4% 1.0% (1.4%) 1.0% (7.0%) Energy & Commodities 13.2% 16.4% 2.1% 0.2% 2.1% (3.6%) Parameta Solutions 13.8% 31.1% 6.0% (18.1%) 3.0% (85.0%) Liquidnet \u2013 Agency Execution 13.6% 14.5% 3.0% 2.6% 2.0% 0.7% December 2021 (at date of reallocation of goodwill) Valuation discount rate % Breakeven discount rate % Valuation revenue growth rates % Breakeven revenue growth rates % Valuation terminal value growth rate % Breakeven terminal value growth rate % CGU Global Broking 11.5% 11.7% 0.5% 0.4% 0.0% (0.3%) Energy & Commodities 11.0% 14.7% 2.0% 0.2% 0.0% (6.4%) Parameta Solutions 11.3% 20.9% 4.8% (6.0%) 0.0% (24.6%) Liquidnet \u2013 Agency Execution 13.0% 15.0% 5.0% 4.1% 0.0% (2.0%) No impairments were identified as a result of the 2022 annual testing. As shown in the table above, the VIU of the Liquidnet \u2013 Agency Execution CGU is sensitive to reasonably possible changes in the growth and discount rates. The impact on future cash flows resulting from falling growth rates does not reflect any management actions that would be taken under such circumstances. The Group does not expect climate change to have a material impact on the financial statements. However, the assessment of the financial risks and opportunities related to climate change is ongoing and the Group recognises the increased uncertainty in forecasting medium and long-term revenues, particular in the Energy & Commodities (\u2018E&C\u2019) division. A 5% decline in E&C terminal growth rates from 2027 in Oil, Power and Gas, would eliminate any headroom in the CGU. 13. Intangible assets arising on consolidation continued Impairment testing as at 30 September 2022 continued \u2013 Liquidnet acquired business For the 30 September 2022 annual impairment testing the recoverable amounts for the Liquidnet acquired business was based on its FVLCD. The Income Approach was used for the FVLCD valuation under which the CGU had a FVLCD in excess of its carrying value. The key assumptions for the Income Approach are those regarding expected cash flows, growth rates and the discount rate. Future projections are based on the most recent financial budgets considered by the Board which are used to project cash flows for the next five years. After this period a steady state cash flow is used to derive a terminal value for the CGU. Growth rates on the five year projected revenues, growth rates on terminal value cash flows and discount rates used in the FVLCD calculations together with their respective breakeven rates were as follows: Liquidnet acquired business Valuation discount rate % Breakeven discount rate % Valuation revenue growth rates % Breakeven revenue growth rates % Valuation terminal value growth rate % Breakeven terminal value growth rate % September 2022 10.9% 12.3% 14.7% 13.1% 2.4% 0.5% December 2021 10.8% 11.4% 3.0% 1.7% 1.0% 0.3% The valuation revenue growth rate percentage have increased from 3% in December 2021 to 14.7% as at September 2022. This reflects management\u2019s expectation that the Equities business will return to a similar revenue projection in 2027, but from a lower starting position in the September 2022 valuation, resulting in an annual growth rate of 6.7%. The September 2022 valuation now includes revenue growth on the roll-out of the Credit platform, resulting in an annual growth rate of 61% to 2027. As at December 2021, the valuation did not reflect the projected development of the new Credit business. The calculations have been subject to stress tests reflecting reasonably possible changes in key assumptions. Under this approach the recoverable amount for the Liquidnet acquired business exceeded its carrying value, but is sensitive to reasonably possible changes in the growth rates and the discount rate as indicated in the table above. The most sensitive valuation assumption relates to the growth in cash flows arising on new Credit business lines. The impact on future cash flows resulting from falling growth rates does not reflect any management actions that would be taken under such circumstances. The Income Approach valuation is based on management forecasts which are unobservable and is therefore a Level 3 fair value. Impairment assessment as at 31 December 2022 As at 31 December 2022, the review of the indicators of impairment did not require any further testing. Other intangible assets Other intangible assets at 31 December 2022 represent customer relationships, \u00a3546m (2021: \u00a3580m) and business brands and trademarks, \u00a32m (2021: \u00a32m) that arise through business combinations. Customer relationships are being amortised between 10 and 20 years. Other intangible assets, along with other finite life assets, are subject to impairment trigger assessment at least annually. As at 30 September 2022, as a result of difficult equity market conditions and subdued larger block trading, the Liquidnet customer relationships were subject to a full impairment review. As a result of this testing, the value of customer relationships has been reduced by \u00a320m. The valuation of customer lists is based on the \u2018Multi-period Excess Earnings Methodology\u2019 or \u2018MEEM\u2019. MEEM is a version of the Income Approach which seeks to estimate the value by determining the net present value of the forecast, post-tax profits generated by the asset as of the valuation date, and reflects assumptions regarding customer churn, operating profits and margins, contributory asset charges, tax rates and discount rates. As these inputs are unobservable, this is a Level 3 valuation. Following the adjustment to the customer relationship\u2019s carrying value, the asset will continue to be amortised over its remaining useful life, but remains sensitive to reasonable possible changes in the assumptions. A reduction in annual operating profits of \u00a33m from 2023 would impair the asset by \u00a319m, and a 1% increase in the discount rate would impair the asset by \u00a38m. 14. Other intangible assets Purchased software \u00a3m Developed software \u00a3m Total \u00a3m Cost At 1 January 2022 52 190 242 Additions 8 27 35 Amounts derecognised (1) (5) (6) Effect of movements in exchange rates 4 5 9 At 31 December 2022 63 217 280 Accumulated amortisation At 1 January 2022 (41) (110) (151) Charge for the year (12) (21) (33) Amounts derecognised 1 5 6 Effect of movements in exchange rates (2) (3) (5) At 31 December 2022 (54) (129) (183) Carrying amount At 31 December 2022 9 88 97 Purchased software \u00a3m Developed software \u00a3m Total \u00a3m Cost At 1 January 2021 23 149 172 Additions\u00b9 17 20 37 Recognised with acquisitions 11 22 33 Amounts derecognised (1) (2) (3) Effect of movements in exchange rates 2 1 3 At 31 December 2021 52 190 242 Accumulated amortisation At 1 January 2021 (20) (94) (114) Charge for the year (13) (17) (30) Impairment (6) \u2013 (6) Amounts derecognised 1 2 3 Effect of movements in exchange rates (3) (1) (4) At 31 December 2020 (41) (110) (151) Carrying amount At 31 December 2021 11 80 91 1 includes \u00a32m non-cash additions. ",
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"value": "15. Property, plant and equipment Land, buildings and leasehold improvements \u00a3m Furniture, fixtures, equipment and motor vehicles\u00b9 \u00a3m Total \u00a3m Cost At 1 January 2022 127 100 227 Reclassification of work-in-progress brought into use 1 (1) \u2013 Additions 2 16 18 Disposals (3) (15) (18) Effect of movements in exchange rates 3 17 20 At 31 December 2022 130 117 247 Accumulated depreciation At 1 January 2022 (41) (63) (104) Charge for the year (20) (3) (23) Impairment \u2013 (5) (5) Disposals 1 8 9 Effect of movements in exchange rates \u2013 (14) (14) At 31 December 2022 (60) (77) (137) Carrying amount At 31 December 2022 70 40 110 Land, buildings and leasehold improvements \u00a3m Furniture, fixtures, equipment and motor vehicles\u00b9 \u00a3m Total \u00a3m Cost At 1 January 2021 74 101 175 Reclassification of work-in-progress brought into use 27 (27) \u2013 Additions 2 21 23 Interest capitalised as leasehold improvements\u00b2 1 \u2013 1 Depreciation capitalised as leasehold improvements\u00b2 2 \u2013 2 Recognised with acquisitions 22 6 28 Disposals (2) (2) (4) Effect of movements in exchange rates 1 1 2 At 31 December 2021 127 100 227 Accumulated depreciation At 1 January 2021 (22) (52) ( 74) Charge for the year (13) (10) (23) Impairment (8) (2) (10) Disposals 1 2 3 Effect of movements in exchange rates 1 (1) \u2013 At 31 December 2021 (41) (63) (104) Carrying amount At 31 December 2021 86 37 123 1 Includes work-in-progress until brought into use. 2 In 2021 the development of the leased space for the Group\u2019s London-based headquarters and broking operations was completed. During the development phase depreciation and lease interest expense was capitalised as a direct cost of the leasehold improvements being undertaken. During the period to 31 December 2021 \u00a33m has been capitalised, of which \u00a32m relates to depreciation and \u00a31m to interest in lease liabilities.",
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"value": "16. Right-of-use assets Land, buildings and leasehold improvements \u00a3m Furniture, fixtures, equipment and motor vehicles \u00a3m Total \u00a3m At 1 January 2022 187 \u2013 187 Additions 22 \u2013 22 Amounts derecognised (9) \u2013 (9) Depreciation (26) \u2013 (26) Impairment (4) \u2013 (4) Transfer to finance lease receivables (15) \u2013 (15) Effect of movements in exchange rates 10 \u2013 10 At 31 December 2022 165 \u2013 165 Land, buildings and leasehold improvements \u00a3m Furniture, fixtures, equipment and motor vehicles \u00a3m Total \u00a3m At 1 January 2021 162 1 163 Additions 11 \u2013 11 Acquired with acquisitions\u00b9 70 \u2013 70 Modifications 4 \u2013 4 Depreciation (29) \u2013 (29) Depreciation capitalised as leasehold improvements (Note 15) (2) \u2013 (2) Impairment (6) \u2013 (6) Transfer to finance lease receivables (23) \u2013 (23) Effect of movements in exchange rates \u2013 (1) (1) At 31 December 2021 187 \u2013 187 1 The acquired right-of-use asset was measured at the value of the lease liability, reduced by \u00a321m to reflect market values as at the date of acquisition. The Group leases several buildings which have an average lease term of 10 years (2021: 11 years). Where the Group sub-lets a property, and that sub-let qualifies as a finance lease, the right-of-use asset is written down to the net investment value of the sub-lease, and that value transferred to finance lease receivables. The maturity analysis of lease liabilities is presented in Note 26. Amounts recognised in profit and loss 2022 \u00a3m 2021 \u00a3m Depreciation expense on right-of-use assets 26 29 Impairment of right-of-use assets 4 6 Interest on lease liabilities 17 14 Expense relating to short-term leases 1 1 Interest income from sub-leasing right-of-use assets (2) (1) The total cash outflow for leases amounts to \u00a346m (2021: \u00a343m) (representing principal repayment of \u00a329m (2021: \u00a328m) and interest of \u00a317m (2021: \u00a314m). In 2021 \u00a31m of interest was capitalised",
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"value": "17. Investment in associates 2022 \u00a3m 2021 \u00a3m At 1 January 51 61 Additions \u2013 1 Disposals \u2013 (2) Impairments \u2013 (11) Share of profit for the year 23 14 Dividends received (13) (10) Effect of movements in exchange rates 2 (2) At 31 December 63 51 Summary financial information for associates Aggregated amounts (for associates at the year end): Total assets 404 431 Total liabilities (182) (243) Net assets 222 188 Proportion of Group\u2019s ownership interest 63 51 Goodwill \u2013 \u2013 Carrying amount of Group\u2019s ownership interest 63 51 Aggregated amounts (for associates during the year): Revenue 268 220 Profit for the year 67 42 Group\u2019s share of profit for the year 23 14 Impairment \u2013 (11) Dividends received from associates during the year (13) (10) Interests in associates are measured using the equity method. All associates are involved in broking activities and have either a 31 December or 31 March year end. The results and assets and liabilities of associates are incorporated in these Financial Statements based on financial information made up to 31 December each year. Country of incorporation and operation Associated undertakings Percentage held Bahrain ICAP (Middle East) W.L.L. 49% China Tullett Prebon SITICO (China) Limited 33% Enmore Commodity Brokers (Shanghai) Limited 49% India ICAP IL India Private Limited\u00b9 40% Japan Totan ICAP Co., Ltd\u00b9 40% Central Totan Securities Co. Ltd\u00b9 20% Spain Corretaje e Informacion Monetaria y de Divisas SA 21.5% United States First Brokers Securities LLC\u00b9 40% 1 31 March year end. ",
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"value": "18. Investment in joint ventures 2022 \u00a3m 2021 \u00a3m At 1 January 28 29 Disposals (1) \u2013 Share of result for the year 6 4 Dividends received (2) (5) Effect of movements in exchange rates 3 \u2013 At 31 December 34 28 Summary financial information for joint ventures Aggregated amounts (for joint ventures at the year end): Total assets 30 22 Total liabilities (4) (3) Net assets 26 19 Proportion of Group\u2019s ownership interest 13 9 Goodwill 21 19 Carrying amount of Group\u2019s ownership interest 34 28 Aggregated amounts (for joint ventures during the year): Revenue 16 14 Result for the year 12 8 Group\u2019s share of result for the year 6 4 Dividends received from joint ventures during the year (2) (5) Interests in joint ventures are measured using the equity method. All joint ventures are involved in broking activities and have a 31 December year end. No individual joint venture is material to the Group. Country of incorporation and operation Joint ventures Percentage held Colombia SET-ICAP FX SA 47.9% SET-ICAP Securities S.A. 47.4% Indonesia PT Electronic IDR Exchange 49% Mexico SIF ICAP, S.A. de C.V. 50% ",
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"value": "19. Other investments 2022 \u00a3m 2021 \u00a3m At 1 January 21 18 Acquired with acquisitions \u2013 3 Revaluation of equity instruments at FVTOCI \u2013 1 Effect of movements in exchange rates 2 (1) At 31 December 23 21 Categorisation of other investments: Debt instruments at FVTOCI \u2013 corporate debt securities 2 2 Equity instruments at FVTOCI 21 19 23 21 The fair values are based on valuations as disclosed in Note 29(h). Equity instruments comprise of securities that do not qualify as associates or joint ventures. ",
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"value": "20. Financial investments 2022 \u00a3m 2021 \u00a3m Debt instruments at FVTOCI \u2013 Government debt securities 81 81 Investments at amortised cost \u2013 Term deposits and restricted funds 93 34 1 74 115 Debt instruments, term deposits and restricted funds are liquid instruments held with financial institutions and central counterparty clearing houses providing the Group with access to clearing services. ",
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"fact-554": {
"value": "21. Deferred tax 2022 \u00a3m 2021 \u00a3m Deferred tax assets 15 17 Deferred tax liabilities (85) (107) (70) (90) The movement for the year in the Group\u2019s net deferred tax position was as follows: 2022 \u00a3m 2021 \u00a3m At 1 January (90) (75) Credit to income for the year 23 10 Charge to other comprehensive income for the year \u2013 (1) Recognised with acquisitions \u2013 (27) Effect of movements in exchange rates (3) 3 At 31 December (70) (90) Deferred tax balances and movements thereon are analysed as: At 1 January \u00a3m Recognised in equity \u00a3m Recognised in profit or loss \u00a3m Recognised in other comprehensive income \u00a3m Recognised with acquisitions \u00a3m Effect of movements in exchange rates \u00a3m At 31 December \u00a3m 2022 Share-based payment awards 4 \u2013 \u2013 \u2013 \u2013 \u2013 4 Tax losses 12 \u2013 10 \u2013 \u2013 1 23 Bonuses 9 \u2013 \u2013 \u2013 \u2013 2 11 Intangible assets arising on consolidation (145) \u2013 15 \u2013 \u2013 (8) (138) Other timing differences 30 \u2013 (2) \u2013 \u2013 2 30 (90) \u2013 23 \u2013 \u2013 (3) (70) 2021 Share-based payment awards 3 \u2013 \u2013 \u2013 \u2013 1 4 Tax losses 5 \u2013 (3) \u2013 9 1 12 Bonuses 9 \u2013 (1) \u2013 \u2013 1 9 Intangible assets arising on consolidation (101) \u2013 (5) \u2013 (38) (1) (145) Other timing differences 9 \u2013 19 (1) 2 1 30 (75) \u2013 10 (1) (27) 3 (90) At the balance sheet date, the Group has gross unrecognised temporary differences of \u00a3153m with the unrecognised net tax amount being \u00a333m (2021: gross \u00a3146m and net tax \u00a330m respectively). This includes gross tax losses of \u00a3141m with the net tax amount being \u00a330m (2021: gross \u00a3140m and net tax \u00a329m respectively), which are potentially available for offset against future profits. Of the unrecognised gross losses \u00a338m (2021: \u00a333m) are expected to expire within 20 years and \u00a3103m (2021: \u00a3107m) have no expiry date. Deferred tax assets have not been recognised in respect of these items since it is not probable that future taxable profits will arise against which the temporary differences may be utilised. A deferred tax asset of \u00a323m (2021: \u00a39m) in respect of losses has been recognised at 31 December 2022 as it was considered probable that future taxable profits will arise. No deferred tax has been recognised on temporary differences associated with unremitted earnings of subsidiaries as the Group is able to control the timing of distributions and overseas dividends are largely exempt from UK tax. As at the balance sheet date, the Group had unrecognised deferred tax liabilities of \u00a33m (2021: \u00a34m) in respect of unremitted earnings of subsidiaries of \u00a322m (2021: \u00a32",
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"value": "22. Trade and other receivables 2022 \u00a3m 2021 (restated) \u00a3m Non-current receivables Finance lease receivables 38 30 Other receivables 13 14 51 44 Current receivables Trade receivables\u00b9 382 336 Amounts due from clearing organisations 77 73 Deposits paid for securities borrowed 1,575 1,516 Finance lease receivables 2 1 Other debtors\u00b9 30 34 Accrued income 15 14 Owed by associates and joint ventures 4 5 Prepayments 109 86 Corporation tax 4 3 2,198 2,068 1 Trade receivables have been reduced by \u00a315m and other debtors increased by \u00a315m from that reported in 2021 as a result of a reclassification of certain non-trading balances due from brokers. The Directors consider the carrying amount of trade and other receivables which are not held at fair value through profit or loss approximate to their fair values as they are short term in nature. No interest is charged on outstanding trade receivables. The Group measures the loss allowance for trade receivables at an amount equal to the lifetime expected credit loss. The expected credit losses on trade receivables are estimated using a provision matrix by reference to past default experience of the debtor and an analysis of the debtor\u2019s current financial position, adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the current as well as the forecast direction of conditions at the reporting date. The following table details the risk profile of trade receivables based on the Group\u2019s provision matrix by region. As the Group\u2019s historical credit loss experience does not show significantly different loss patterns for different regional customer segments, the provision for loss allowance based on past due status is not further distinguished between the Group\u2019s different customer base. Trade receivables Total \u00a3m Not past due \u00a3m Less than 30 days past due \u00a3m 31\u201360 days past due \u00a3m 61\u201390 days past due \u00a3m Greater than 91 days past due \u00a3m 2022 EMEA 221 56 36 25 15 89 Americas 125 48 26 15 8 28 Asia Pacific 42 16 11 4 3 8 Gross balances outstanding 388 120 73 44 26 125 Effective expected credit loss rate % % % % % Lifetime ECL (6) 0.15% 0.25% 0.42% 0.65% 4.56% 382 Trade receivables Total \u00a3m Not past due \u00a3m Less than 30 days past due \u00a3m 31\u201360 days past due \u00a3m 61\u201390 days past due \u00a3m Greater than 91 days past due \u00a3m 2021 (restated) EMEA 207 62 48 28 18 51 Americas 99 42 21 10 9 17 Asia Pacific 35 20 7 4 1 3 Gross balances outstanding\u00b9 341 124 76 42 28 71 Effective expected credit loss rate\u00b9 % % % % % Lifetime ECL (5) 0.14% 0.22% 0.38% 0.65% 4.06% 336 1 Gross balance outstanding have been reduced by \u00a315m from that reported in 2021 as a result of certain balances due from brokers being reclassified to other debtors. Effective expected credit loss rates have been recalculated following this adjustment. 22. Trade and other receivables continued Amounts due from clearing organisations represents balances owed to the Group as a result of client transactions undertaken through the clearer. The Group measures loss allowances for these balances under the general approach reflecting the probability of default based on the credit rating of the counterparty together with an assessment of the loss, after the sale of collateral, that could arise as a result of default. As at 31 December 2022, the provision for expected credit losses amounted to less than \u00a31m (2021: less than \u00a31m). Deposits paid for securities borrowed arise on collateralised stock lending transactions. Such trades are complete only when both the collateral and stock for each side of the transaction are returned. The above analysis reflects the receivable side of such transactions. Corresponding deposits received for securities loaned are shown in Note 23 \u2018Trade and other payables\u2019. The Group measures loss allowances for these balances under the general approach reflecting the probability of default based on the credit rating of the counterparty together with an assessment of the loss, after the sale of collateral, that could arise as a result of default. As at 31 December 2022, the provision for expected credit losses amounted to less than \u00a31m (2021: less than \u00a31m). Amounts (payable)/receivable under finance leases: 2022 \u00a3m 2021 \u00a3m Year 1 4 (1) Year 2 3 3 Year 3 5 4 Year 4 6 5 Year 5 4 4 Onwards 29 23 Undiscounted lease payments 51 38 Less: unearned finance income (11) (9) Present value of lease payments receivable 40 29 Net investment in the lease 40 29 Undiscounted lease payments analysed as: 2022 \u00a3m 2021 \u00a3m Recoverable after 12 months 47 39 Recoverable/(payable) within 12 months 4 (1) Net investment in the lease analysed as: 2022 \u00a3m 2021 \u00a3m Recoverable after 12 months 38 30 Recoverable/(payable) within 12 months 2 (1) The Group is not exposed to foreign currency risk as a result of the lease arrangements, as all leases are denominated in the respective functional currencies of the recording entities. The following table presents the amounts included in profit or loss. 2022 \u00a3m 2021 \u00a3m Impairment of finance lease receivables \u2013 \u2013 Interest on the net investment in finance leases 2 1 The Group\u2019s finance lease arrangements do not include variable payments. The average effective interest rate contracted approximates to 6.44% (2021: 7.78%) per annum. The Directors estimated the loss allowance on finance lease receivables at the end of the reporting year at an amount equal to lifetime ECL. None of the finance lease receivables at the end of the reporting year is past due, and taking into account the historical default experience and the future prospects of the industries in which the lessees operate, the Directors consider that no finance lease receivable is impaired. ",
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"fact-556": {
"value": "23. Trade and other payables 2022 \u00a3m 2021 (restated) \u00a3m Trade payables\u00b9 24 17 Amounts due to clearing organisations 46 47 Finance lease payable \u2013 2 Deposits received for securities loaned 1,573 1,504 Deferred consideration (Note 33) 1 7 Other creditors\u00b9 108 91 Accruals 369 283 Owed to associates and joint ventures 3 2 Tax and social security 22 22 Deferred income 3 2 2,149 1,977 1 Trade payables have been reduced by \u00a372m and other creditors increased by \u00a372m from that reported in 2021 as a result of certain non-trading balances due to customers being reclassified. The Directors consider that the carrying amount of trade and other payables which are not held at fair value through profit or loss approximate to their fair values. ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfTradeAndOtherPayablesExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-557": {
"value": "24. Financial assets and financial liabilities at fair value through profit or loss 2022 \u00a3m 2021 \u00a3m Financial assets at fair value through profit or loss Matched Principal financial assets 9 37 Fair value gains on unsettled Matched Principal transactions 255 121 264 158 Financial liabilities at fair value through profit or loss Matched Principal financial liabilities \u2013 (1) Fair value losses on unsettled Matched Principal transactions (255) (119) (255) (120) Notional contract amounts of unsettled Matched Principal transactions Unsettled Matched Principal transactions 209,762 65,968 Fair value gains and losses on unsettled Matched Principal transactions represent the price movement between trade date and the reporting date on regular way transactions prior to settlement. Matched Principal transactions arise where securities are bought from one counterparty and simultaneously sold to another counterparty. Settlement of such transactions is primarily on a delivery vs. payment basis and typically take place within a few business days of the transaction date according to the relevant market rules and conventions. The notional contract amounts of unsettled Matched Principal transactions indicate the aggregate value of buy and sell transactions outstanding at the balance sheet date. They do not represent amounts at risk. ",
"dimensions": {
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"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-558": {
"value": "25. Loans and borrowings Less than one year \u00a3m Greater than one year \u00a3m Total \u00a3m 2022 Sterling Notes January 2024 6 247 253 Sterling Notes May 2026 1 249 250 Sterling Notes November 2028 1 247 248 Liquidnet Vendor Loan Notes March 2024 1 42 43 9 785 794 2021 Overdrafts 17 \u2013 17 Loans from related party 51 \u2013 51 Sterling Notes January 2024 6 246 252 Sterling Notes May 2026 1 249 250 Sterling Notes November 2028 1 247 248 Liquidnet Vendor Loan Notes March 2024 1 37 38 77 779 856 All amounts are stated after unamortised transaction costs. An analysis of borrowings by maturity has been disclosed in Note 29(e). 25. Loans and borrowings continued Settlement facilities and overdrafts Where the Group purchases securities under Matched Principal trades but is unable to complete the sale immediately, the Group\u2019s settlement agent finances the purchase through the provision of an overdraft secured against the securities and any collateral placed at the settlement agent. As at 31 December 2022, overdrafts for the provision of settlement finance amounted to \u00a3nil (December 2021: \u00a317m). Bank credit facilities and bank loans The Group has a \u00a3350m committed revolving facility that matures in May 2025. Facility commitment fees of 0.7% on the undrawn balance are payable on the facility. Arrangement fees of \u00a33m were paid in 2022 and are being amortised over the maturity of the facility. As at 31 December 2022, the revolving credit facility was undrawn. Amounts drawn down are reported as bank loans in the above table. Bank loans are denominated in Sterling. During the year, the maximum amount drawn was \u00a3140m (2021: \u00a3130m), and the average amount drawn was \u00a330m (2021: \u00a360m). The Group utilises the credit facility throughout the year, entering into numerous short-term bank loans where maturities are less than three months. The turnover is quick and the volume is large and resultant flows are presented net in the Group\u2019s cash flow statement in accordance with IAS 7 \u2018Cash Flow\u2019. Interest and facility fees of \u00a33m were incurred in 2022 (2021: \u00a33m). Loans from related parties In August 2020, the Group entered into a Yen 10bn committed facility with The Tokyo Tanshi Co., Ltd, a related party, that matures in February 2025. As at 31 December, the Yen 10bn committed facility equated to \u00a363m. Facility commitment fees of 0.64% on the undrawn balance are payable on the facility. Arrangement fees of less than \u00a31m are being amortised over the maturity of the facility. As at 31 December 2022, the facility was undrawn (2021: Yen 8bn (\u00a351m)). The Directors consider that the carrying amount of the loan which is not held at fair value through profit or loss approximates to its fair value. During the year, the maximum amount drawn was Yen 10bn, \u00a363m at year end rates (2021: Yen 10bn, \u00a364m at 2021 year end rates), and the average amount drawn was Yen 9bn, \u00a357m at year end rates (2021: Yen 8bn, \u00a351m at 2021 year end rates). The Group utilises the credit facility throughout the year, entering into numerous short-term bank loans where maturities are less than three months. The turnover is quick and the volume is large and resultant flows are presented net in the Group\u2019s cash flow statement in accordance with IAS 7 \u2018Cash Flow\u2019. Interest and facility fees of \u00a31m were incurred in 2022 (2021: \u00a31m). Amounts drawn down are reported as loans from related parties in the above table. Sterling Notes: Due January 2024 In January 2017 the Group issued \u00a3500m unsecured Sterling Notes due January 2024. The Notes have a fixed coupon of 5.25% payable semi-annually, subject to compliance with the terms of the Notes. In May 2019, the Group repurchased \u00a369m of the Notes and a further \u00a3184m were repurchased in November 2021. Repurchases have been accounted for as extinguishment of the Notes. The repurchase in 2021 was at a \u00a316m premium to the Note\u2019s carrying value, which has been reported as part of finance costs in the Income Statement. At 31 December 2022, the fair value of the Notes (Level 1) was \u00a3241m (2021: \u00a3264m). Accrued interest at 31 December 2022 amounted to \u00a36m (2021: \u00a36m). Unamortised issue costs were less than \u00a31m as at 31 December 2022 (2021: \u00a31m). Interest of \u00a313m was incurred in 2022 (2021: \u00a322m). The amortisation expense of issue costs in 2022 and 2021 was less than \u00a31m. Sterling Notes: Due May 2026 In May 2019 the Group issued \u00a3250m unsecured Sterling Notes due May 2026. The Notes have a fixed coupon of 5.25% paid semi-annually, subject to compliance with the terms of the Notes. At 31 December 2022 the fair value of the Notes (Level 1) was \u00a3232m (2021: \u00a3278m). Accrued interest at 31 December 2022 amounted to \u00a31m (2021: \u00a31m). Unamortised issue costs were \u00a31m as at 31 December 2022 (2021: \u00a31m). Interest of \u00a313m was incurred in 2022 (2021: \u00a313m). The amortisation expense of issue costs in 2022 and 2021 was less than \u00a31m. Sterling Notes: Due November 2028 In November 2021 the Group issued \u00a3250m unsecured Sterling Notes due November 2028. The Notes were issued at a discount of \u00a31m, raising \u00a3249m before issue costs. The Notes have a fixed coupon of 2.625% paid semi-annually, subject to compliance with the terms of the Notes. At 31 December 2022 the fair value of the Notes (Level 1) was \u00a3184m (2021: \u00a3249m). Accrued interest at 31 December 2022 amounted to \u00a31m (2021:\u00a31m). Unamortised discount and issue costs were \u00a33m (2021: \u00a33m). Interest of \u00a37m was incurred in 2022 (2021: \u00a31m). The amortisation expense of discount and issue costs in 2022 and 2021 was less than \u00a31m. Liquidnet Vendor Loan Notes Due March 2024 In March 2021, as part of the purchase consideration of Liquidnet, the Group issued $50m (\u00a342m at year end exchange rates (2021:\u00a337m)) unsecured Loan Notes due March 2024. The Notes have a fixed coupon of 3.2% paid annually. At 31 December 2022 the fair value of the Notes (Level 2) was $44m (\u00a337m) (2021: $49m (\u00a336m)). Accrued interest at 31 December 2022 was \u00a31m (2021: \u00a31m). ",
"dimensions": {
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"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
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},
"fact-559": {
"value": "26. Lease liabilities Maturity analysis 2022 \u00a3m 2021 \u00a3m Year 1 46 41 Year 2 40 40 Year 3 37 34 Year 4 35 39 Year 5 30 31 Onwards 172 189 360 374 Less: future interest expense (81) (88) 279 286 Analysed as: 2022 \u00a3m 2021 \u00a3m Included in current liabilities 29 34 Included in non-current liabilities 250 252 279 286 At 31 December 2022, the Group is committed to \u00a31m (2021: \u00a31m) for short-term leases. ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfLeasesExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
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"fact-560": {
"value": "27. Provisions Property \u00a3m Restructuring \u00a3m Legal and other \u00a3m Total \u00a3m 2022 At 1 January 2022 16 5 22 43 Charge to income statement \u2013 3 2 5 Utilisation of provision (3) (1) (5) (9) Effect of movements in exchange rates \u2013 \u2013 1 1 At 31 December 2022 13 7 20 40 Property \u00a3m Restructuring \u00a3m Legal and other \u00a3m Total \u00a3m 2021 At 1 January 2021 7 9 24 40 Charge to income statement 6 6 6 18 Acquired with acquisitions 4 \u2013 \u2013 4 Utilisation of provision (1) (10) (6) (17) Effect of movements in exchange rates \u2013 \u2013 (2) (2) At 31 December 2021 16 5 22 43 2022 \u00a3m 2021 \u00a3m Included in current liabilities 9 5 Included in non-current liabilities 31 38 40 43 Property provisions outstanding as at 31 December 2022 relate to provisions in respect of building dilapidations, representing the estimated cost of making good dilapidations and disrepair on various leasehold buildings. Restructuring provisions outstanding as at 31 December 2022 relate to termination and other employee related costs. The movement during the year reflects the actions taken under the Group\u2019s cost improvement and restructuring initiatives. It is expected that the remaining obligations will be discharged during 2023. Legal and other provisions include provisions for legal claims brought against subsidiaries of the Group together with provisions against obligations for certain long-term employee benefits and non-property related onerous contracts. At present the timing and amount of any payments are uncertain and provisions are subject to regular review. It is expected that the obligations will be discharged over the next 24 years. 27. Provisions continued Yen LIBOR Class Actions The Group has entered into settlement agreements with the plaintiffs in Laydon v. Mizuho Bank, Ltd. et al. and Sonterra Capital Master Fund, Ltd. et al. in order to settle these class actions relating to the alleged manipulation of Yen LIBOR and Euroyen TIBOR benchmark interest rates. The United States District Court for the Southern District of New York granted preliminary approval of the settlements on 4 October 2022. Pending final approval from the class, which the Group believes to be probable, the Group has paid US$2.4 million (c.\u00a32.0 million) into escrow having provided for this amount. Separately, pursuant to these settlements and consistent with its indemnity obligations, NEX International Limited (formerly known as ICAP plc) has paid US$2.4 million (c.\u00a32.0 million) into escrow pending final class approval in order to resolve claims against ICAP plc and ICAP Europe Limited. This has been recorded as a provision and settlement, together with the receipt of an indemnification asset from NEX. ",
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"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
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},
"fact-561": {
"value": "28. Other long-term payables 2022 \u00a3m 2021 \u00a3m Accruals and deferred income 5 2 Deferred consideration (Note 33) 55 51 60 53 ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfAccruedExpensesAndOtherLiabilitiesExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-562": {
"value": "29. Financial instruments (a) Financial and liquidity risk The Group does not take trading risk and does not seek to hold proprietary trading positions. Consequently, the Group is exposed to trading book market risk only in relation to incidental positions in financial instruments arising as a result of the Group\u2019s failure to match clients\u2019 orders precisely. The Group has limited exposure to non-trading book market risk, specifically to interest rate risk and currency risk. Thus the overall approach to the planning and management of the Group\u2019s capital and liquidity is to ensure the Group\u2019s solvency, i.e. its continued ability to conduct business, deliver returns to shareholders, and support growth and strategic initiatives. The Group is not subject to consolidated capital adequacy requirements following its redomiciliation to Jersey in 2021. The Group seeks to ensure that it has access to an appropriate level of cash, other forms of marketable securities and liquidity facilities to enable it to finance its ongoing operations on cost effective terms. Cash and cash equivalent balances are held with the primary objective of capital security and availability, with a secondary objective of generating returns. Funding requirements are monitored by the Group\u2019s Finance and Treasury functions. As a normal part of its operations, the Group faces liquidity risk through the risk of being required to fund transactions that do not settle on the due date. From a risk perspective, the most problematic scenario concerns \u2018fail to deliver\u2019 transactions, where the business has received, and recognised, a security from the selling counterparty (and has paid cash in settlement of the same) but is unable to effect onward delivery of the security to the buying counterparty. Such settlement delays give rise to a funding requirement, reflecting the value of the security which the Group has been unable to deliver until such time as the delivery leg is finally settled, or the security sold, and the business has received the associated cash. The Group has addressed this funding risk by arranging overdraft facilities to cover \u2018failed to deliver\u2019 trades, either with the relevant settlement agent/depository or with a clearing bank. Under such arrangements, the facility provider will fund the value of any \u2018failed to deliver\u2019 trades until delivery of the security is effected. Certain facility providers require collateral (such as a cash deposit or parent company guarantee) to protect them from any adverse mark-to-market movement and some also charge a funding fee for providing the facility. The Group is also exposed to potential margin calls. Margin calls can be made by central counterparties under the Matched Principal broking model when not all legs of a matched principal trade are settled at the central counterparty or when there is a residual balance or confirmation error. Margin calls can be made by the Group\u2019s clearers or correspondent clearers under the Executing Broker broking model or the Introducing Broker broking model when there is a trade error or a counterparty is slow to confirm their trade. These margin calls occur mainly in the United States and the United Kingdom. In the event of a short-term liquidity requirement, the firm has recourse to existing global cash resources, after which it could draw down on its \u00a3350m committed revolving credit facility and Yen 10bn (\u00a363m at year end rates) committed facility with The Tokyo Tanshi Co., Ltd as additional contingency funding, less any amounts earmarked to fund acquisitions. Derivative financial instruments, such as foreign currency contracts and interest rate swaps, are entered into by the Group in order to manage its exposure to interest rate and foreign currency fluctuations or as simultaneous back-to-back transactions with counterparties. The Group does not use derivative financial instruments for speculative purposes. As at 31 December 2022, the fair value of outstanding derivatives was less than \u00a31m (2021: liability of \u00a31m). (b) Capital management The Group\u2019s policy is to maintain a capital base and funding structure that maintains creditor, regulator and market confidence and provides flexibility for business development while also optimising returns to shareholders. The capital structure of the Group consists of debt, as set out in Note 25, cash and cash equivalents, other current financial assets and equity attributable to equity holders of the parent, comprising issued capital, reserves and retained earnings as disclosed in Notes 30 and 31. Dividends paid during the year are disclosed in Note 12 and the dividend policy is discussed in the Strategic Report. A number of the Company\u2019s subsidiaries and sub-groups are individually or collectively regulated and are required to maintain capital that is appropriate to the risks entailed in their businesses according to definitions that vary according to each jurisdiction. In addition to subsidiaries and sub-groups fulfilling their regulatory obligations, the Group undertakes periodic reviews of the current and projected regulatory requirements of each of these entities and sub-groups. (c) Categorisation of financial assets and liabilities Financial assets FVTPL trading instruments \u00a3m FVTOCI debt instruments \u00a3m FVTOCI equity instruments \u00a3m Amortised cost \u00a3m Total carrying amount \u00a3m 2022 Non-current financial assets measured at fair value Equity securities \u2013 \u2013 21 \u2013 21 Corporate debt securities \u2013 2 \u2013 \u2013 2 Non-current financial assets not measured at fair value Other receivables \u2013 \u2013 \u2013 13 13 Finance lease receivables \u2013 \u2013 \u2013 38 38 \u2013 2 21 51 74 Current financial assets measured at fair value Matched Principal financial assets 9 \u2013 \u2013 \u2013 9 Fair value gains on unsettled Matched Principal transactions 255 \u2013 \u2013 \u2013 255 Government debt securities \u2013 81 \u2013 \u2013 81 Current financial assets not measured at fair value\u00b9 Term deposits \u2013 \u2013 \u2013 93 93 Other debtors \u2013 \u2013 \u2013 30 30 Accrued income \u2013 \u2013 \u2013 15 15 Owed by associates and joint ventures \u2013 \u2013 \u2013 4 4 Trade receivables \u2013 \u2013 \u2013 382 382 Amounts due from clearing organisations \u2013 \u2013 \u2013 77 77 Deposits paid for securities borrowed \u2013 \u2013 \u2013 1,575 1,575 Finance lease receivables \u2013 \u2013 \u2013 2 2 Cash and cash equivalents \u2013 \u2013 \u2013 888 888 264 81 \u2013 3,066 3,411 Total financial assets 264 83 21 3,117 3,485 29. Financial instruments continued (c) Categorisation of financial assets and liabilities continued Financial assets FVTPL trading instruments \u00a3m FVTOCI debt instruments \u00a3m FVTOCI equity instruments \u00a3m Amortised cost \u00a3m Total carrying amount \u00a3m 2021 Non-current financial assets measured at fair value Equity securities \u2013 \u2013 19 \u2013 19 Corporate debt securities \u2013 2 \u2013 \u2013 2 Non-current financial assets not measured at fair value Other receivables \u2013 \u2013 \u2013 14 14 Finance lease receivables \u2013 \u2013 \u2013 30 30 \u2013 2 19 44 65 Current financial assets measured at fair value Matched Principal financial assets 37 \u2013 \u2013 \u2013 37 Fair value gains on unsettled Matched Principal transactions 121 \u2013 \u2013 \u2013 121 Government debt securities \u2013 81 \u2013 \u2013 81 Current financial assets not measured at fair value\u00b9 Term deposits \u2013 \u2013 \u2013 34 34 Other debtors\u00b2 \u2013 \u2013 \u2013 34 34 Accrued income \u2013 \u2013 \u2013 14 14 Owed by associates and joint ventures \u2013 \u2013 \u2013 5 5 Trade receivables\u00b2 \u2013 \u2013 \u2013 336 336 Amounts due from clearing organisations \u2013 \u2013 \u2013 73 73 Deposits paid for securities borrowed \u2013 \u2013 \u2013 1,516 1,516 Finance lease receivables \u2013 \u2013 \u2013 1 1 Cash and cash equivalents \u2013 \u2013 \u2013 784 784 158 81 \u2013 2,797 3,036 Total financial assets 158 83 19 2,841 3,101 1 Financial assets are initially measured at fair value. 2 Trade receivables have been reduced by \u00a315m and other debtors increased by \u00a315m from that reported in 2021 as a result of a reclassification of certain non-trading balances due from brokers. Mandatorily at FVTPL Other financial liabilities Total carrying amount \u00a3m Financial liabilities Non-current \u00a3m Current \u00a3m Non-current \u00a3m Current \u00a3m 2022 Financial liabilities measured at fair value Fair value losses on unsettled Matched Principal transactions \u2013 255 \u2013 \u2013 255 Deferred consideration 55 1 \u2013 \u2013 56 55 256 \u2013 \u2013 311 Financial liabilities not measured at fair value\u00b9 Sterling Notes January 2024 \u2013 \u2013 247 6 253 Sterling Notes May 2026 \u2013 \u2013 249 1 250 Sterling Notes November 2028 \u2013 \u2013 247 1 248 Liquidnet Vendor Loan Notes March 2024 \u2013 \u2013 42 1 43 Other creditors \u2013 \u2013 \u2013 108 108 Accruals\u00b2 \u2013 \u2013 \u2013 113 113 Owed to associates and joint ventures \u2013 \u2013 \u2013 3 3 Trade payables \u2013 \u2013 \u2013 24 24 Amounts due to clearing organisations \u2013 \u2013 \u2013 46 46 Deposits received for securities loaned \u2013 \u2013 \u2013 1,573 1,573 Lease liabilities \u2013 \u2013 250 29 279 \u2013 \u2013 1,035 1,905 2,940 Total financial liabilities 55 256 1,035 1,905 3,251 Mandatorily at FVTPL Other financial liabilities Total carrying amount \u00a3m Financial liabilities Non-current \u00a3m Current \u00a3m Non-current \u00a3m Current \u00a3m 2021 Financial liabilities measured at fair value Matched Principal financial liabilities \u2013 1 \u2013 \u2013 1 Fair value losses on unsettled Matched Principal transactions \u2013 119 \u2013 \u2013 119 Derivatives \u2013 1 \u2013 \u2013 1 Deferred consideration 51 7 \u2013 \u2013 58 51 128 \u2013 \u2013 179 Financial liabilities not measured at fair value\u00b9 Overdraft \u2013 \u2013 \u2013 17 17 Loans with related parties \u2013 \u2013 \u2013 51 51 Sterling Notes January 2024 \u2013 \u2013 246 6 252 Sterling Notes May 2026 \u2013 \u2013 249 1 250 Sterling Notes November 2028 \u2013 \u2013 247 1 248 Liquidnet Vendor Loan Notes March 2024 \u2013 \u2013 37 1 38 Other creditors\u00b3 \u2013 \u2013 \u2013 91 91 Accruals\u00b2 \u2013 \u2013 \u2013 83 83 Owed to associates and joint ventures \u2013 \u2013 \u2013 2 2 Finance lease payable \u2013 \u2013 \u2013 2 2 Trade payables\u00b3 \u2013 \u2013 \u2013 17 17 Amounts due to clearing organisations \u2013 \u2013 \u2013 47 47 Deposits received for securities loaned \u2013 \u2013 \u2013 1,504 1,504 Lease liabilities \u2013 \u2013 252 34 286 \u2013 \u2013 1,031 1,857 2,888 Total financial liabilities 51 128 1,031 1,857 3,067 1 Financial liabilities are measured at fair value on initial recognition. 2 Accruals of \u00a3256m (2021: \u00a3200m) are not recorded as financial liabilities. 3 Trade payables have been reduced by \u00a372m and other creditors increased by \u00a372m from that reported in 2021 as a result of certain non-trading balances due to customers being reclassified. 29. Financial instruments continued (d) Credit and market risk The Group is exposed to credit risk in the event of default by counterparties in respect of its Name Passing, Executing Broker, Introducing Broker and corporate treasury operations. The Group does not bear any significant concentration risk to either counterparties or markets. The credit risk in respect of the Name Passing business, Introducing Broker and the information sales and risk management services is limited to the collection of outstanding commission and transaction fees and this is managed proactively by the Group\u2019s accounts receivable function. As at the year end, 56% of the Group\u2019s trade receivables is to investment grade counterparts (rated BBB-/Baa3 or above). Deposits paid for securities borrowed arise on collateralised stock lending transactions. Such trades are complete only when both the collateral and stock for each side of the transaction are returned. As at the year end, 84% of the Group\u2019s counterparty exposure is to investment grade counterparts. The credit risk on cash, cash equivalents, and financial assets at amortised cost, FVTOCI or FVTPL, is subject to frequent monitoring. All financial institutions that are transacted with are approved and internal limits are assigned to each one based on a combination of factors including external credit ratings. As at the year end, 97% of cash and cash equivalents is deposited with investment grade rated financial institutions. The \u2018maximum exposure to credit risk\u2019 is the maximum exposure before taking account of any securities or collateral held, or other credit enhancements, unless such enhancements meet accounting offsetting requirements. For financial assets recognised on the balance sheet, excluding equity instruments as they are not subject to credit risk, the maximum exposure to credit risk equals their carrying amount The Matched Principal business involves the Group acting as a counterparty on trades which are undertaken on a delivery versus payment basis. The Group manages its market risk in these transactions through appropriate policies and procedures in order to mitigate this risk including stringent on-boarding requirements, and setting appropriate limits for all counterparties which are closely monitored by the regional risk teams to restrict any potential loss through counterparty default. Settlement of these transactions takes place according to the relevant market rules and conventions and the credit risk is considered to be minimal. (e) Maturity profile of financial liabilities, lease liabilities and off-balance sheet items The table below reflects the contractual maturities, including future interest obligations, of the Group\u2019s financial and lease liabilities as at 31 December. Matched Principal financial liabilities are included in the \u2018Due within 3 months\u2019 time bucket, and not by contractual maturity because such balances are typically held for short periods of time. The settlement amount of open Matched Principal purchases as at the reporting date are included in the \u2018Due within 3 months\u2019 time bucket reflecting their expected settlement amount and date. Due within 3 months \u00a3m Due between 3 months and 12 months \u00a3m Due between 1 year and 5 years \u00a3m Due after 5 years \u00a3m Total \u00a3m 2022 Settlement of open Matched Principal purchases\u00b9 104,876 \u2013 \u2013 \u2013 104,876 Deposits received for securities loaned 1,573 \u2013 \u2013 \u2013 1,573 Trade payables 24 \u2013 \u2013 \u2013 24 Amounts due to clearing organisations 46 \u2013 \u2013 \u2013 46 Other creditors 108 \u2013 \u2013 \u2013 108 Accruals 113 \u2013 \u2013 \u2013 113 Owed to associate and joint ventures 3 \u2013 \u2013 \u2013 3 Lease liabilities 11 35 142 172 360 Sterling Notes January 2024 6 6 253 \u2013 265 Sterling Notes May 2026 \u2013 13 283 \u2013 296 Sterling Notes November 2028 \u2013 7 26 257 290 Liquidnet Vendor Loan Notes March 2024 1 \u2013 43 \u2013 44 Deferred consideration 1 \u2013 55 \u2013 56 106,762 61 802 429 108,054 Due within 3 months \u00a3m Due between 3 months and 12 months \u00a3m Due between 1 year and 5 years \u00a3m Due after 5 years \u00a3m Total \u00a3m 2021 Matched Principal financial liabilities 1 \u2013 \u2013 \u2013 1 Settlement of open Matched Principal purchases\u00b9 32,984 \u2013 \u2013 \u2013 32,984 Deposits received for securities loaned 1,504 \u2013 \u2013 \u2013 1,504 Trade payables\u00b2 17 \u2013 \u2013 \u2013 17 Amounts due to clearing organisations 47 \u2013 \u2013 \u2013 47 Other creditors\u00b2 91 \u2013 \u2013 \u2013 91 Finance lease payable 2 \u2013 \u2013 \u2013 2 Accruals 83 \u2013 \u2013 \u2013 83 Owed to associate and joint ventures 2 \u2013 \u2013 \u2013 2 Lease liabilities 10 31 144 189 374 Derivatives 1 \u2013 \u2013 \u2013 1 Overdraft 17 \u2013 \u2013 \u2013 17 Related party loan 51 \u2013 \u2013 \u2013 51 Sterling Notes January 2024 6 6 267 \u2013 279 Sterling Notes May 2026 \u2013 13 296 \u2013 309 Sterling Notes November 2028 \u2013 7 26 263 296 Liquidnet Vendor Loan Notes March 2024 1 \u2013 39 \u2013 40 Deferred consideration 5 3 50 \u2013 58 34,822 60 822 452 36,156 1 Settlement of open Matched Principal purchases represents the payment in exchange for Matched Principal financial assets pending their onward sale. The onward sale results in inflows from the settlement of related open Matched principal sales. 2 Trade payables have been reduced by \u00a372m and other creditors increased by \u00a372m from that reported in 2021 as a result of certain non-trading balances due to customers being reclassified. 29. Financial instruments continued (f) Foreign currency sensitivity analysis The table below illustrates the sensitivity of the profit for the year with regard to currency movements on financial assets and liabilities denominated in foreign currencies as at the year end. The sensitivity of the Group\u2019s equity with regard to its net foreign currency investments at the year end is also shown below. Based on a 10% weakening in the following exchange rates against Sterling, the effects would be as follows: Change in foreign currency financial assets and liabilities \u2013 profit or loss Change in translation of foreign operations \u2013 equity 2022 \u00a3m 2021 \u00a3m 2022 \u00a3m 2021 \u00a3m Currency: > USD (7) (3) (112) (95) > EUR (7) (5) (10) (10) > SGD \u2013 \u2013 (10) (9) > HKD \u2013 \u2013 (10) (8) > JPY \u2013 \u2013 (8) (8) > AUD \u2013 \u2013 (4) (5) Unless specifically hedged, the Group would experience equal and opposite foreign exchange movements should the currencies strengthen against Sterling. As at 31 December 2022 and 2021 the Group had no outstanding net investment hedges. (g) Interest rate sensitivity analysis Interest on floating rate financial instruments is reset at intervals of less than one year. The Group\u2019s exposure to interest rates arises on cash and cash equivalents and money market instruments, including drawdowns on the revolving credit and Tokyo Tanshi committed facilities. The Sterling Notes are fixed rate financial instruments. A 100 basis point change in interest rates, applied to average floating rate financial instrument assets and liabilities during the year, would result in the following impact on profit or loss: 2022 2021 (restated)\u00b9 +100bps \u00a3m -100bps \u00a3m +100bps \u00a3m -100bps \u00a3m Income/(expense) arising on: > floating rate assets 4 (4) 1 (1) > floating rate liabilities (1) \u2013 (1) \u2013 Net income/(expense) for the year 3 (4) \u2013 (1) 1 2021 comparative has been restated to reflect the calculation methodology used in 2022. (h) Fair value measurements recognised in the statement of financial position The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair value is observable: > Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities; > Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and > Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs). Level 1 \u00a3m Level 2 \u00a3m Level 3 \u00a3m Total \u00a3m 2022 Financial assets measured at fair value Matched Principal financial assets 9 \u2013 \u2013 9 Fair value gain on unsettled Matched Principal transactions 255 \u2013 \u2013 255 Equity instruments \u2013 11 10 21 Corporate debt securities \u2013 \u2013 2 2 Government debt securities 81 \u2013 \u2013 81 Financial liabilities measured at fair value Fair value losses on unsettled Matched Principal transactions (255) \u2013 \u2013 (255) Deferred consideration \u2013 \u2013 (56) (56) 90 11 (44) 57 Level 1 \u00a3m Level 2 \u00a3m Level 3 \u00a3m Total \u00a3m 2021 Financial assets measured at fair value Matched Principal financial assets 37 \u2013 \u2013 37 Fair value gain on unsettled Matched Principal transactions 121 \u2013 \u2013 121 Equity instruments \u2013 10 9 19 Corporate debt securities \u2013 \u2013 2 2 Government debt securities 81 \u2013 \u2013 81 Financial liabilities measured at fair value Matched Principal financial liabilities (1) \u2013 \u2013 (1) Fair value losses on unsettled Matched Principal transactions (119) \u2013 \u2013 (119) Derivatives (1) \u2013 \u2013 (1) Deferred consideration \u2013 (5) (53) (58) 118 5 (42) 81 In deriving the fair value of equity and derivative instruments valuation models were used which incorporated observable market data. There were no significant inputs used in these models that were unobservable. There is no material sensitivity to unobservable inputs used in these models. The fair value of deferred consideration is based on valuation models incorporating unobservable inputs reflecting the estimated performance conditions specific to each acquisition. Inputs are based on management\u2019s financial forecasts for the relevant performance condition and relevant duration. As inputs are acquisition specific outcomes can vary from that used to estimate fair values at a reporting date. Where deferred consideration is non-contingent, or where conditions have been met but unsettled at the year end, such amounts are included as Level 2. There were no transfers between Level 1 and 2 during the year. Reconciliation of Level 3 fair value measurements of financial assets: Equity instruments (at FVTOCI) \u00a3m Debt securities (at FVTOCI) \u00a3m Deferred consideration (at FVTPL) \u00a3m 2022 Total \u00a3m 2021 Total \u00a3m Balance as at 1 January 9 2 (53) (42) (15) Net change in fair value \u2013 included in \u2018administrative expenses\u2019 \u2013 \u2013 (8) (8) (2) Acquisitions during the year \u2013 \u2013 \u2013 \u2013 (39) Amounts settled during the year \u2013 \u2013 5 5 11 Transfer of liabilities to Level 2 \u2013 \u2013 \u2013 \u2013 3 Effect of movements in exchange rates 1 \u2013 \u2013 1 \u2013 Balance as at 31 December 10 2 (56) (44) (42) ",
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"concept": "ifrs-full:DisclosureOfFinancialInstrumentsExplanatory",
"language": "en",
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"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
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"fact-596": {
"value": "(a) Financial and liquidity risk The Group does not take trading risk and does not seek to hold proprietary trading positions. Consequently, the Group is exposed to trading book market risk only in relation to incidental positions in financial instruments arising as a result of the Group\u2019s failure to match clients\u2019 orders precisely. The Group has limited exposure to non-trading book market risk, specifically to interest rate risk and currency risk. Thus the overall approach to the planning and management of the Group\u2019s capital and liquidity is to ensure the Group\u2019s solvency, i.e. its continued ability to conduct business, deliver returns to shareholders, and support growth and strategic initiatives. The Group is not subject to consolidated capital adequacy requirements following its redomiciliation to Jersey in 2021. The Group seeks to ensure that it has access to an appropriate level of cash, other forms of marketable securities and liquidity facilities to enable it to finance its ongoing operations on cost effective terms. Cash and cash equivalent balances are held with the primary objective of capital security and availability, with a secondary objective of generating returns. Funding requirements are monitored by the Group\u2019s Finance and Treasury functions. As a normal part of its operations, the Group faces liquidity risk through the risk of being required to fund transactions that do not settle on the due date. From a risk perspective, the most problematic scenario concerns \u2018fail to deliver\u2019 transactions, where the business has received, and recognised, a security from the selling counterparty (and has paid cash in settlement of the same) but is unable to effect onward delivery of the security to the buying counterparty. Such settlement delays give rise to a funding requirement, reflecting the value of the security which the Group has been unable to deliver until such time as the delivery leg is finally settled, or the security sold, and the business has received the associated cash. The Group has addressed this funding risk by arranging overdraft facilities to cover \u2018failed to deliver\u2019 trades, either with the relevant settlement agent/depository or with a clearing bank. Under such arrangements, the facility provider will fund the value of any \u2018failed to deliver\u2019 trades until delivery of the security is effected. Certain facility providers require collateral (such as a cash deposit or parent company guarantee) to protect them from any adverse mark-to-market movement and some also charge a funding fee for providing the facility. The Group is also exposed to potential margin calls. Margin calls can be made by central counterparties under the Matched Principal broking model when not all legs of a matched principal trade are settled at the central counterparty or when there is a residual balance or confirmation error. Margin calls can be made by the Group\u2019s clearers or correspondent clearers under the Executing Broker broking model or the Introducing Broker broking model when there is a trade error or a counterparty is slow to confirm their trade. These margin calls occur mainly in the United States and the United Kingdom. In the event of a short-term liquidity requirement, the firm has recourse to existing global cash resources, after which it could draw down on its \u00a3350m committed revolving credit facility and Yen 10bn (\u00a363m at year end rates) committed facility with The Tokyo Tanshi Co., Ltd as additional contingency funding, less any amounts earmarked to fund acquisitions. Derivative financial instruments, such as foreign currency contracts and interest rate swaps, are entered into by the Group in order to manage its exposure to interest rate and foreign currency fluctuations or as simultaneous back-to-back transactions with counterparties. The Group does not use derivative financial instruments for speculative purposes. As at 31 December 2022, the fair value of outstanding derivatives was less than \u00a31m (2021: liability of \u00a31m). ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfFinancialRiskManagementExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-609": {
"value": "(a) Financial and liquidity risk The Group does not take trading risk and does not seek to hold proprietary trading positions. Consequently, the Group is exposed to trading book market risk only in relation to incidental positions in financial instruments arising as a result of the Group\u2019s failure to match clients\u2019 orders precisely. The Group has limited exposure to non-trading book market risk, specifically to interest rate risk and currency risk. Thus the overall approach to the planning and management of the Group\u2019s capital and liquidity is to ensure the Group\u2019s solvency, i.e. its continued ability to conduct business, deliver returns to shareholders, and support growth and strategic initiatives. The Group is not subject to consolidated capital adequacy requirements following its redomiciliation to Jersey in 2021. The Group seeks to ensure that it has access to an appropriate level of cash, other forms of marketable securities and liquidity facilities to enable it to finance its ongoing operations on cost effective terms. Cash and cash equivalent balances are held with the primary objective of capital security and availability, with a secondary objective of generating returns. Funding requirements are monitored by the Group\u2019s Finance and Treasury functions. As a normal part of its operations, the Group faces liquidity risk through the risk of being required to fund transactions that do not settle on the due date. From a risk perspective, the most problematic scenario concerns \u2018fail to deliver\u2019 transactions, where the business has received, and recognised, a security from the selling counterparty (and has paid cash in settlement of the same) but is unable to effect onward delivery of the security to the buying counterparty. Such settlement delays give rise to a funding requirement, reflecting the value of the security which the Group has been unable to deliver until such time as the delivery leg is finally settled, or the security sold, and the business has received the associated cash. The Group has addressed this funding risk by arranging overdraft facilities to cover \u2018failed to deliver\u2019 trades, either with the relevant settlement agent/depository or with a clearing bank. Under such arrangements, the facility provider will fund the value of any \u2018failed to deliver\u2019 trades until delivery of the security is effected. Certain facility providers require collateral (such as a cash deposit or parent company guarantee) to protect them from any adverse mark-to-market movement and some also charge a funding fee for providing the facility. The Group is also exposed to potential margin calls. Margin calls can be made by central counterparties under the Matched Principal broking model when not all legs of a matched principal trade are settled at the central counterparty or when there is a residual balance or confirmation error. Margin calls can be made by the Group\u2019s clearers or correspondent clearers under the Executing Broker broking model or the Introducing Broker broking model when there is a trade error or a counterparty is slow to confirm their trade. These margin calls occur mainly in the United States and the United Kingdom. In the event of a short-term liquidity requirement, the firm has recourse to existing global cash resources, after which it could draw down on its \u00a3350m committed revolving credit facility and Yen 10bn (\u00a363m at year end rates) committed facility with The Tokyo Tanshi Co., Ltd as additional contingency funding, less any amounts earmarked to fund acquisitions. Derivative financial instruments, such as foreign currency contracts and interest rate swaps, are entered into by the Group in order to manage its exposure to interest rate and foreign currency fluctuations or as simultaneous back-to-back transactions with counterparties. The Group does not use derivative financial instruments for speculative purposes. As at 31 December 2022, the fair value of outstanding derivatives was less than \u00a31m (2021: liability of \u00a31m). ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfLiquidityRiskExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-597": {
"value": "(b) Capital management The Group\u2019s policy is to maintain a capital base and funding structure that maintains creditor, regulator and market confidence and provides flexibility for business development while also optimising returns to shareholders. The capital structure of the Group consists of debt, as set out in Note 25, cash and cash equivalents, other current financial assets and equity attributable to equity holders of the parent, comprising issued capital, reserves and retained earnings as disclosed in Notes 30 and 31. Dividends paid during the year are disclosed in Note 12 and the dividend policy is discussed in the Strategic Report. A number of the Company\u2019s subsidiaries and sub-groups are individually or collectively regulated and are required to maintain capital that is appropriate to the risks entailed in their businesses according to definitions that vary according to each jurisdiction. In addition to subsidiaries and sub-groups fulfilling their regulatory obligations, the Group undertakes periodic reviews of the current and projected regulatory requirements of each of these entities and sub-groups. ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfObjectivesPoliciesAndProcessesForManagingCapitalExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-598": {
"value": "(c) Categorisation of financial assets and liabilities Financial assets FVTPL trading instruments \u00a3m FVTOCI debt instruments \u00a3m FVTOCI equity instruments \u00a3m Amortised cost \u00a3m Total carrying amount \u00a3m 2022 Non-current financial assets measured at fair value Equity securities \u2013 \u2013 21 \u2013 21 Corporate debt securities \u2013 2 \u2013 \u2013 2 Non-current financial assets not measured at fair value Other receivables \u2013 \u2013 \u2013 13 13 Finance lease receivables \u2013 \u2013 \u2013 38 38 \u2013 2 21 51 74 Current financial assets measured at fair value Matched Principal financial assets 9 \u2013 \u2013 \u2013 9 Fair value gains on unsettled Matched Principal transactions 255 \u2013 \u2013 \u2013 255 Government debt securities \u2013 81 \u2013 \u2013 81 Current financial assets not measured at fair value\u00b9 Term deposits \u2013 \u2013 \u2013 93 93 Other debtors \u2013 \u2013 \u2013 30 30 Accrued income \u2013 \u2013 \u2013 15 15 Owed by associates and joint ventures \u2013 \u2013 \u2013 4 4 Trade receivables \u2013 \u2013 \u2013 382 382 Amounts due from clearing organisations \u2013 \u2013 \u2013 77 77 Deposits paid for securities borrowed \u2013 \u2013 \u2013 1,575 1,575 Finance lease receivables \u2013 \u2013 \u2013 2 2 Cash and cash equivalents \u2013 \u2013 \u2013 888 888 264 81 \u2013 3,066 3,411 Total financial assets 264 83 21 3,117 3,485 (c) Categorisation of financial assets and liabilities continued Financial assets FVTPL trading instruments \u00a3m FVTOCI debt instruments \u00a3m FVTOCI equity instruments \u00a3m Amortised cost \u00a3m Total carrying amount \u00a3m 2021 Non-current financial assets measured at fair value Equity securities \u2013 \u2013 19 \u2013 19 Corporate debt securities \u2013 2 \u2013 \u2013 2 Non-current financial assets not measured at fair value Other receivables \u2013 \u2013 \u2013 14 14 Finance lease receivables \u2013 \u2013 \u2013 30 30 \u2013 2 19 44 65 Current financial assets measured at fair value Matched Principal financial assets 37 \u2013 \u2013 \u2013 37 Fair value gains on unsettled Matched Principal transactions 121 \u2013 \u2013 \u2013 121 Government debt securities \u2013 81 \u2013 \u2013 81 Current financial assets not measured at fair value\u00b9 Term deposits \u2013 \u2013 \u2013 34 34 Other debtors\u00b2 \u2013 \u2013 \u2013 34 34 Accrued income \u2013 \u2013 \u2013 14 14 Owed by associates and joint ventures \u2013 \u2013 \u2013 5 5 Trade receivables\u00b2 \u2013 \u2013 \u2013 336 336 Amounts due from clearing organisations \u2013 \u2013 \u2013 73 73 Deposits paid for securities borrowed \u2013 \u2013 \u2013 1,516 1,516 Finance lease receivables \u2013 \u2013 \u2013 1 1 Cash and cash equivalents \u2013 \u2013 \u2013 784 784 158 81 \u2013 2,797 3,036 Total financial assets 158 83 19 2,841 3,101 1 Financial assets are initially measured at fair value. 2 Trade receivables have been reduced by \u00a315m and other debtors increased by \u00a315m from that reported in 2021 as a result of a reclassification of certain non-trading balances due from brokers. Mandatorily at FVTPL Other financial liabilities Total carrying amount \u00a3m Financial liabilities Non-current \u00a3m Current \u00a3m Non-current \u00a3m Current \u00a3m 2022 Financial liabilities measured at fair value Fair value losses on unsettled Matched Principal transactions \u2013 255 \u2013 \u2013 255 Deferred consideration 55 1 \u2013 \u2013 56 55 256 \u2013 \u2013 311 Financial liabilities not measured at fair value\u00b9 Sterling Notes January 2024 \u2013 \u2013 247 6 253 Sterling Notes May 2026 \u2013 \u2013 249 1 250 Sterling Notes November 2028 \u2013 \u2013 247 1 248 Liquidnet Vendor Loan Notes March 2024 \u2013 \u2013 42 1 43 Other creditors \u2013 \u2013 \u2013 108 108 Accruals\u00b2 \u2013 \u2013 \u2013 113 113 Owed to associates and joint ventures \u2013 \u2013 \u2013 3 3 Trade payables \u2013 \u2013 \u2013 24 24 Amounts due to clearing organisations \u2013 \u2013 \u2013 46 46 Deposits received for securities loaned \u2013 \u2013 \u2013 1,573 1,573 Lease liabilities \u2013 \u2013 250 29 279 \u2013 \u2013 1,035 1,905 2,940 Total financial liabilities 55 256 1,035 1,905 3,251 Mandatorily at FVTPL Other financial liabilities Total carrying amount \u00a3m Financial liabilities Non-current \u00a3m Current \u00a3m Non-current \u00a3m Current \u00a3m 2021 Financial liabilities measured at fair value Matched Principal financial liabilities \u2013 1 \u2013 \u2013 1 Fair value losses on unsettled Matched Principal transactions \u2013 119 \u2013 \u2013 119 Derivatives \u2013 1 \u2013 \u2013 1 Deferred consideration 51 7 \u2013 \u2013 58 51 128 \u2013 \u2013 179 Financial liabilities not measured at fair value\u00b9 Overdraft \u2013 \u2013 \u2013 17 17 Loans with related parties \u2013 \u2013 \u2013 51 51 Sterling Notes January 2024 \u2013 \u2013 246 6 252 Sterling Notes May 2026 \u2013 \u2013 249 1 250 Sterling Notes November 2028 \u2013 \u2013 247 1 248 Liquidnet Vendor Loan Notes March 2024 \u2013 \u2013 37 1 38 Other creditors\u00b3 \u2013 \u2013 \u2013 91 91 Accruals\u00b2 \u2013 \u2013 \u2013 83 83 Owed to associates and joint ventures \u2013 \u2013 \u2013 2 2 Finance lease payable \u2013 \u2013 \u2013 2 2 Trade payables\u00b3 \u2013 \u2013 \u2013 17 17 Amounts due to clearing organisations \u2013 \u2013 \u2013 47 47 Deposits received for securities loaned \u2013 \u2013 \u2013 1,504 1,504 Lease liabilities \u2013 \u2013 252 34 286 \u2013 \u2013 1,031 1,857 2,888 Total financial liabilities 51 128 1,031 1,857 3,067 1 Financial liabilities are measured at fair value on initial recognition. 2 Accruals of \u00a3256m (2021: \u00a3200m) are not recorded as financial liabilities. 3 Trade payables have been reduced by \u00a372m and other creditors increased by \u00a372m from that reported in 2021 as a result of certain non-trading balances due to customers being reclassified. ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfFairValueOfFinancialInstrumentsExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-610": {
"value": "(d) Credit and market risk The Group is exposed to credit risk in the event of default by counterparties in respect of its Name Passing, Executing Broker, Introducing Broker and corporate treasury operations. The Group does not bear any significant concentration risk to either counterparties or markets. The credit risk in respect of the Name Passing business, Introducing Broker and the information sales and risk management services is limited to the collection of outstanding commission and transaction fees and this is managed proactively by the Group\u2019s accounts receivable function. As at the year end, 56% of the Group\u2019s trade receivables is to investment grade counterparts (rated BBB-/Baa3 or above). Deposits paid for securities borrowed arise on collateralised stock lending transactions. Such trades are complete only when both the collateral and stock for each side of the transaction are returned. As at the year end, 84% of the Group\u2019s counterparty exposure is to investment grade counterparts. The credit risk on cash, cash equivalents, and financial assets at amortised cost, FVTOCI or FVTPL, is subject to frequent monitoring. All financial institutions that are transacted with are approved and internal limits are assigned to each one based on a combination of factors including external credit ratings. As at the year end, 97% of cash and cash equivalents is deposited with investment grade rated financial institutions. The \u2018maximum exposure to credit risk\u2019 is the maximum exposure before taking account of any securities or collateral held, or other credit enhancements, unless such enhancements meet accounting offsetting requirements. For financial assets recognised on the balance sheet, excluding equity instruments as they are not subject to credit risk, the maximum exposure to credit risk equals their carrying amount The Matched Principal business involves the Group acting as a counterparty on trades which are undertaken on a delivery versus payment basis. The Group manages its market risk in these transactions through appropriate policies and procedures in order to mitigate this risk including stringent on-boarding requirements, and setting appropriate limits for all counterparties which are closely monitored by the regional risk teams to restrict any potential loss through counterparty default. Settlement of these transactions takes place according to the relevant market rules and conventions and the credit risk is considered to be minimal. ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfMarketRiskExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-599": {
"value": "(d) Credit and market risk The Group is exposed to credit risk in the event of default by counterparties in respect of its Name Passing, Executing Broker, Introducing Broker and corporate treasury operations. The Group does not bear any significant concentration risk to either counterparties or markets. The credit risk in respect of the Name Passing business, Introducing Broker and the information sales and risk management services is limited to the collection of outstanding commission and transaction fees and this is managed proactively by the Group\u2019s accounts receivable function. As at the year end, 56% of the Group\u2019s trade receivables is to investment grade counterparts (rated BBB-/Baa3 or above). Deposits paid for securities borrowed arise on collateralised stock lending transactions. Such trades are complete only when both the collateral and stock for each side of the transaction are returned. As at the year end, 84% of the Group\u2019s counterparty exposure is to investment grade counterparts. The credit risk on cash, cash equivalents, and financial assets at amortised cost, FVTOCI or FVTPL, is subject to frequent monitoring. All financial institutions that are transacted with are approved and internal limits are assigned to each one based on a combination of factors including external credit ratings. As at the year end, 97% of cash and cash equivalents is deposited with investment grade rated financial institutions. The \u2018maximum exposure to credit risk\u2019 is the maximum exposure before taking account of any securities or collateral held, or other credit enhancements, unless such enhancements meet accounting offsetting requirements. For financial assets recognised on the balance sheet, excluding equity instruments as they are not subject to credit risk, the maximum exposure to credit risk equals their carrying amount The Matched Principal business involves the Group acting as a counterparty on trades which are undertaken on a delivery versus payment basis. The Group manages its market risk in these transactions through appropriate policies and procedures in order to mitigate this risk including stringent on-boarding requirements, and setting appropriate limits for all counterparties which are closely monitored by the regional risk teams to restrict any potential loss through counterparty default. Settlement of these transactions takes place according to the relevant market rules and conventions and the credit risk is considered to be minimal. ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfCreditRiskExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-600": {
"value": "(f) Foreign currency sensitivity analysis The table below illustrates the sensitivity of the profit for the year with regard to currency movements on financial assets and liabilities denominated in foreign currencies as at the year end. The sensitivity of the Group\u2019s equity with regard to its net foreign currency investments at the year end is also shown below. Based on a 10% weakening in the following exchange rates against Sterling, the effects would be as follows: Change in foreign currency financial assets and liabilities \u2013 profit or loss Change in translation of foreign operations \u2013 equity 2022 \u00a3m 2021 \u00a3m 2022 \u00a3m 2021 \u00a3m Currency: > USD (7) (3) (112) (95) > EUR (7) (5) (10) (10) > SGD \u2013 \u2013 (10) (9) > HKD \u2013 \u2013 (10) (8) > JPY \u2013 \u2013 (8) (8) > AUD \u2013 \u2013 (4) (5) Unless specifically hedged, the Group would experience equal and opposite foreign exchange movements should the currencies strengthen against Sterling. As at 31 December 2022 and 2021 the Group had no outstanding net investment hedges. (g) Interest rate sensitivity analysis Interest on floating rate financial instruments is reset at intervals of less than one year. The Group\u2019s exposure to interest rates arises on cash and cash equivalents and money market instruments, including drawdowns on the revolving credit and Tokyo Tanshi committed facilities. The Sterling Notes are fixed rate financial instruments. A 100 basis point change in interest rates, applied to average floating rate financial instrument assets and liabilities during the year, would result in the following impact on profit or loss: 2022 2021 (restated)\u00b9 +100bps \u00a3m -100bps \u00a3m +100bps \u00a3m -100bps \u00a3m Income/(expense) arising on: > floating rate assets 4 (4) 1 (1) > floating rate liabilities (1) \u2013 (1) \u2013 Net income/(expense) for the year 3 (4) \u2013 (1) 1 2021 comparative has been restated to reflect the calculation methodology used in 2022. ",
"dimensions": {
"concept": "ifrs-full:SensitivityAnalysisForEachTypeOfMarketRisk",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-601": {
"value": "(h) Fair value measurements recognised in the statement of financial position The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair value is observable: > Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities; > Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and > Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs). Level 1 \u00a3m Level 2 \u00a3m Level 3 \u00a3m Total \u00a3m 2022 Financial assets measured at fair value Matched Principal financial assets 9 \u2013 \u2013 9 Fair value gain on unsettled Matched Principal transactions 255 \u2013 \u2013 255 Equity instruments \u2013 11 10 21 Corporate debt securities \u2013 \u2013 2 2 Government debt securities 81 \u2013 \u2013 81 Financial liabilities measured at fair value Fair value losses on unsettled Matched Principal transactions (255) \u2013 \u2013 (255) Deferred consideration \u2013 \u2013 (56) (56) 90 11 (44) 57 Level 1 \u00a3m Level 2 \u00a3m Level 3 \u00a3m Total \u00a3m 2021 Financial assets measured at fair value Matched Principal financial assets 37 \u2013 \u2013 37 Fair value gain on unsettled Matched Principal transactions 121 \u2013 \u2013 121 Equity instruments \u2013 10 9 19 Corporate debt securities \u2013 \u2013 2 2 Government debt securities 81 \u2013 \u2013 81 Financial liabilities measured at fair value Matched Principal financial liabilities (1) \u2013 \u2013 (1) Fair value losses on unsettled Matched Principal transactions (119) \u2013 \u2013 (119) Derivatives (1) \u2013 \u2013 (1) Deferred consideration \u2013 (5) (53) (58) 118 5 (42) 81 In deriving the fair value of equity and derivative instruments valuation models were used which incorporated observable market data. There were no significant inputs used in these models that were unobservable. There is no material sensitivity to unobservable inputs used in these models. The fair value of deferred consideration is based on valuation models incorporating unobservable inputs reflecting the estimated performance conditions specific to each acquisition. Inputs are based on management\u2019s financial forecasts for the relevant performance condition and relevant duration. As inputs are acquisition specific outcomes can vary from that used to estimate fair values at a reporting date. Where deferred consideration is non-contingent, or where conditions have been met but unsettled at the year end, such amounts are included as Level 2. There were no transfers between Level 1 and 2 during the year. Reconciliation of Level 3 fair value measurements of financial assets: Equity instruments (at FVTOCI) \u00a3m Debt securities (at FVTOCI) \u00a3m Deferred consideration (at FVTPL) \u00a3m 2022 Total \u00a3m 2021 Total \u00a3m Balance as at 1 January 9 2 (53) (42) (15) Net change in fair value \u2013 included in \u2018administrative expenses\u2019 \u2013 \u2013 (8) (8) (2) Acquisitions during the year \u2013 \u2013 \u2013 \u2013 (39) Amounts settled during the year \u2013 \u2013 5 5 11 Transfer of liabilities to Level 2 \u2013 \u2013 \u2013 \u2013 3 Effect of movements in exchange rates 1 \u2013 \u2013 1 \u2013 Balance as at 31 December 10 2 (56) (44) (42) ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfFairValueMeasurementExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-602": {
"value": "30. Share capital 2022 No. 2021 No. Allotted, issued and fully paid Ordinary shares of 25p As at 1 January (2021: TP ICAP plc) 788,670,932 563,336,380 Issue of ordinary shares \u2013 Rights Issue \u2013 225,334,552 Scheme of Arrangement: Cancellation of TP ICAP plc shares \u2013 (788,670,932) Scheme of Arrangement: Issue of TP ICAP Group plc ordinary shares \u2013 788,670,932 As at 31 December (2022 and 2021: TP ICAP Group plc) 788,670,932 788,670,932 ",
"dimensions": {
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"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
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},
"fact-563": {
"value": "30. Share capital 2022 No. 2021 No. Allotted, issued and fully paid Ordinary shares of 25p As at 1 January (2021: TP ICAP plc) 788,670,932 563,336,380 Issue of ordinary shares \u2013 Rights Issue \u2013 225,334,552 Scheme of Arrangement: Cancellation of TP ICAP plc shares \u2013 (788,670,932) Scheme of Arrangement: Issue of TP ICAP Group plc ordinary shares \u2013 788,670,932 As at 31 December (2022 and 2021: TP ICAP Group plc) 788,670,932 788,670,932 31. Reconciliation of shareholders\u2019 funds (a) Share capital, Share premium account, Merger reserve Share capital \u00a3m Share premium account \u00a3m Merger reserve \u00a3m Total \u00a3m 2022 As at 1 January 2022 and 31 December 2022 197 \u2013 \u2013 197 2021 As at 1 January 2021 141 17 1,384 1,542 Rights issue\u00b9 56 259 \u2013 315 Rights issue costs\u00b9 \u2013 (6) \u2013 (6) Scheme of Arrangement: Cancellation of existing shares and reserves\u00b2 (197) (270) (1,384) (1,851) Scheme of Arrangement: Issue of ordinary shares\u00b2 197 1,418 \u2013 1,615 Capital reduction\u00b3 \u2013 (1,418) \u2013 (1,418) As at 31 December 2021 197 \u2013 \u2013 197 1 On 16 February 2021, TP ICAP plc raised \u00a3315m in cash, with issue costs of \u00a36m, from a two for five share rights issue. The funds raised were to part fund the acquisition of Liquidnet. 2 See Note 31 (b) Other reserves: Reorganisation reserve. 3 On 26 February 2021, TP ICAP Group plc effected a reduction of its share capital by cancelling its share premium and recognising an equivalent increase in the profit and loss account in reserves. Merger reserve The merger reserve related to prior share-based acquisitions and represented the difference between the value of those acquisitions and the amount required to be recorded in share capital. As part of the Scheme of Arrangement in 2021, the merger reserve was transferred to the reorganisation reserve. (b) Other reserves Reverse acquisition reserve \u00a3m Reorgan- isation reserve \u00a3m Revaluation reserve \u00a3m Hedging and translation \u00a3m Own shares \u00a3m Other reserves \u00a3m 2022 As at 1 January 2022 \u2013 (946) 5 (38) (26) (1,005) Exchange differences on translation of foreign operations \u2013 \u2013 \u2013 152 \u2013 152 Taxation on components of other comprehensive income \u2013 \u2013 \u2013 (5) \u2013 (5) Total comprehensive income \u2013 \u2013 \u2013 147 \u2013 147 Share settlement of share-based payment awards \u2013 \u2013 \u2013 \u2013 7 7 Own shares acquired for employee trusts \u2013 \u2013 \u2013 \u2013 (3) (3) As at 31 December 2022 \u2013 (946) 5 109 (22) (854) 2021 As at 1 January 2021 (1,182) \u2013 4 (41) (27) (1,246) Fair value movement on net investment hedge \u2013 \u2013 \u2013 3 \u2013 3 Exchange differences on translation of foreign operations \u2013 \u2013 1 1 \u2013 2 Taxation on components of other comprehensive income \u2013 \u2013 \u2013 (1) \u2013 (1) Total comprehensive income \u2013 \u2013 1 3 \u2013 4 Scheme of Arrangement: Cancellation of existing shares and reserves\u00b9 1,182 669 \u2013 \u2013 \u2013 1,851 Scheme of Arrangement: Issue of ordinary shares\u00b9 \u2013 (1,615) \u2013 \u2013 \u2013 (1,615) Share settlement of share-based payment awards \u2013 \u2013 \u2013 \u2013 3 3 Own shares acquired for employee trusts \u2013 \u2013 \u2013 \u2013 (2) (2) As at 31 December 2021 \u2013 (946) 5 (38) (26) (1,005) 1 See Note 31 (b) Other reserves: Reorganisation reserve. Reverse acquisition reserve The acquisition of Collins Stewart Tullett plc by Tullett Prebon plc in 2006 was accounted for as a reverse acquisition. Under IFRS, the consolidated accounts of Tullett Prebon plc are prepared as if they were a continuation of the consolidated accounts of Collins Stewart Tullett plc. The reverse acquisition reserve represents the difference between the initial equity share capital of Tullett Prebon plc and the share capital and share premium of Collins Stewart Tullett plc at the time of the acquisition. This resulted in the consolidated net assets before and after the acquisition remaining unchanged. As part of the Scheme of Arrangement in 2021 the reverse acquisition reserve was transferred to the reorganisation reserve. Reorganisation reserve On 26 February 2021 the Group adjusted its corporate structure. TP ICAP Group plc was incorporated in Jersey on 23 December 2019 and became the new listed holding company of the Group on 26 February 2021 via a court-approved scheme of arrangement under Part 26 of the UK Companies Act 2006, with the former holding company, TP ICAP plc subsequently being renamed TP ICAP Limited. Under the scheme of arrangement, shares in the former holding company of the Group were cancelled and the same number of new ordinary shares were issued to the new holding company in consideration for the allotment to shareholders of one ordinary share of 25 pence in the new holding company for each ordinary share of 25 pence they held in the former holding company. The share for share exchange between TP ICAP plc and TP ICAP Group plc was a common control transaction has been accounted for using merger accounting principles. Under these principles the results and cash flows of all the combining entities are brought into the consolidated financial statements from the beginning of the financial year in which the combination occurs and comparative figures also reflect the combination of the entities. The Group\u2019s equity is adjusted to reflect that of the new holding company, but in all other aspects the Group results and financial position are unaffected by the change and reflect the continuation of the Group. In adjusting the Group\u2019s equity to reflect that of the new holding company, the sum of share capital, share premium, merger reserve and reverse acquisition reserves under the former holding company are replaced by the share capital and share premium of the new holding company together with a reorganisation reserve. Revaluation reserve The revaluation reserve represents the remeasurement of assets in accordance with IFRS that have been recorded in other comprehensive income. Hedging and translation The hedging and translation reserve records revaluation gains and losses arising on net investment hedges and the effect of changes in exchange rates on translation of foreign operations recorded in other comprehensive income. As at 31 December 2022, \u00a311m relates to amounts arising on previous net investment hedges (2021: \u00a311m). Own shares As at 31 December 2022, the TP ICAP plc EBT held 8,803,320 ordinary shares (2021: 9,100,625 ordinary shares) with a fair value of \u00a315m (2021: \u00a314m). During the year the Trust delivered 2,454,633 shares in satisfaction of vesting share-based awards and purchased 2,157,328 ordinary shares under the rights issue and in the open market at a cost of \u00a33m. In 2021 the Trust delivered 1,525,505 shares in satisfaction of vesting share-based awards and purchased 1,995,379 ordinary shares in the open market at a cost of \u00a32m. 31. Reconciliation of shareholders\u2019 funds continued (c) Total equity Equity attributable to equity holders of the parent Total equity \u00a3m Total from Note 31(a) \u00a3m Total from Note 31(b) \u00a3m Retained earnings \u00a3m Total \u00a3m Non-controlling interests \u00a3m 2022 As at 1 January 2022 197 (1,005) 2,769 1,961 17 1,978 Profit for the year \u2013 \u2013 103 103 3 106 Exchange differences on translation of foreign operations \u2013 152 \u2013 152 1 153 Taxation on components of other comprehensive income \u2013 (5) \u2013 (5) \u2013 (5) Total comprehensive income \u2013 147 103 250 4 254 Dividends paid \u2013 \u2013 (78) (78) (3) (81) Share settlement of share-based payment awards \u2013 7 (7) \u2013 \u2013 \u2013 Own shares acquired for employee trusts \u2013 (3) \u2013 (3) \u2013 (3) Credit arising on share-based payment awards (Note 32) \u2013 \u2013 13 13 \u2013 13 As at 31 December 2022 197 (854) 2,800 2,143 18 2,161 Equity attributable to equity holders of the parent Total equity \u00a3m Total from Note 31(a) \u00a3m Total from Note 31(b) \u00a3m Retained earnings \u00a3m Total \u00a3m Non-controlling interests \u00a3m 2021 As at 1 January 2021 1,542 (1,246) 1,383 1,679 19 1,698 Profit for the year \u2013 \u2013 5 5 3 8 Fair value movement on net investment hedge \u2013 3 \u2013 3 \u2013 3 Exchange differences on translation of foreign operations \u2013 2 \u2013 2 \u2013 2 Remeasurement of defined benefit pension schemes \u2013 \u2013 3 3 \u2013 3 Taxation on components of other comprehensive income \u2013 (1) \u2013 (1) \u2013 (1) Total comprehensive income \u2013 4 8 12 3 15 Rights issue 315 \u2013 \u2013 315 \u2013 315 Rights issue costs (6) \u2013 \u2013 (6) \u2013 (6) Scheme of Arrangement: Cancellation of existing shares and reserves (1,851) 1,851 \u2013 \u2013 \u2013 \u2013 Scheme of Arrangement: Issue of ordinary shares 1,615 (1,615) \u2013 \u2013 \u2013 \u2013 Capital reduction (1,418) \u2013 1,418 \u2013 \u2013 \u2013 Dividends paid \u2013 \u2013 (47) (47) (2) (49) Share settlement of share-based payment awards \u2013 3 (3) \u2013 \u2013 \u2013 Own shares acquired for employee trusts \u2013 (2) \u2013 (2) \u2013 (2) Decrease in non-controlling interests \u2013 \u2013 \u2013 \u2013 (3) (3) Credit arising on share-based payment awards (Note 32) \u2013 \u2013 10 10 \u2013 10 As at 31 December 2021 197 (1,005) 2,769 1,961 17 1,978 ",
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}
},
"fact-603": {
"value": "31. Reconciliation of shareholders\u2019 funds (a) Share capital, Share premium account, Merger reserve Share capital \u00a3m Share premium account \u00a3m Merger reserve \u00a3m Total \u00a3m 2022 As at 1 January 2022 and 31 December 2022 197 \u2013 \u2013 197 2021 As at 1 January 2021 141 17 1,384 1,542 Rights issue\u00b9 56 259 \u2013 315 Rights issue costs\u00b9 \u2013 (6) \u2013 (6) Scheme of Arrangement: Cancellation of existing shares and reserves\u00b2 (197) (270) (1,384) (1,851) Scheme of Arrangement: Issue of ordinary shares\u00b2 197 1,418 \u2013 1,615 Capital reduction\u00b3 \u2013 (1,418) \u2013 (1,418) As at 31 December 2021 197 \u2013 \u2013 197 1 On 16 February 2021, TP ICAP plc raised \u00a3315m in cash, with issue costs of \u00a36m, from a two for five share rights issue. The funds raised were to part fund the acquisition of Liquidnet. 2 See Note 31 (b) Other reserves: Reorganisation reserve. 3 On 26 February 2021, TP ICAP Group plc effected a reduction of its share capital by cancelling its share premium and recognising an equivalent increase in the profit and loss account in reserves. Merger reserve The merger reserve related to prior share-based acquisitions and represented the difference between the value of those acquisitions and the amount required to be recorded in share capital. As part of the Scheme of Arrangement in 2021, the merger reserve was transferred to the reorganisation reserve. (b) Other reserves Reverse acquisition reserve \u00a3m Reorgan- isation reserve \u00a3m Revaluation reserve \u00a3m Hedging and translation \u00a3m Own shares \u00a3m Other reserves \u00a3m 2022 As at 1 January 2022 \u2013 (946) 5 (38) (26) (1,005) Exchange differences on translation of foreign operations \u2013 \u2013 \u2013 152 \u2013 152 Taxation on components of other comprehensive income \u2013 \u2013 \u2013 (5) \u2013 (5) Total comprehensive income \u2013 \u2013 \u2013 147 \u2013 147 Share settlement of share-based payment awards \u2013 \u2013 \u2013 \u2013 7 7 Own shares acquired for employee trusts \u2013 \u2013 \u2013 \u2013 (3) (3) As at 31 December 2022 \u2013 (946) 5 109 (22) (854) 2021 As at 1 January 2021 (1,182) \u2013 4 (41) (27) (1,246) Fair value movement on net investment hedge \u2013 \u2013 \u2013 3 \u2013 3 Exchange differences on translation of foreign operations \u2013 \u2013 1 1 \u2013 2 Taxation on components of other comprehensive income \u2013 \u2013 \u2013 (1) \u2013 (1) Total comprehensive income \u2013 \u2013 1 3 \u2013 4 Scheme of Arrangement: Cancellation of existing shares and reserves\u00b9 1,182 669 \u2013 \u2013 \u2013 1,851 Scheme of Arrangement: Issue of ordinary shares\u00b9 \u2013 (1,615) \u2013 \u2013 \u2013 (1,615) Share settlement of share-based payment awards \u2013 \u2013 \u2013 \u2013 3 3 Own shares acquired for employee trusts \u2013 \u2013 \u2013 \u2013 (2) (2) As at 31 December 2021 \u2013 (946) 5 (38) (26) (1,005) 1 See Note 31 (b) Other reserves: Reorganisation reserve. Reverse acquisition reserve The acquisition of Collins Stewart Tullett plc by Tullett Prebon plc in 2006 was accounted for as a reverse acquisition. Under IFRS, the consolidated accounts of Tullett Prebon plc are prepared as if they were a continuation of the consolidated accounts of Collins Stewart Tullett plc. The reverse acquisition reserve represents the difference between the initial equity share capital of Tullett Prebon plc and the share capital and share premium of Collins Stewart Tullett plc at the time of the acquisition. This resulted in the consolidated net assets before and after the acquisition remaining unchanged. As part of the Scheme of Arrangement in 2021 the reverse acquisition reserve was transferred to the reorganisation reserve. Reorganisation reserve On 26 February 2021 the Group adjusted its corporate structure. TP ICAP Group plc was incorporated in Jersey on 23 December 2019 and became the new listed holding company of the Group on 26 February 2021 via a court-approved scheme of arrangement under Part 26 of the UK Companies Act 2006, with the former holding company, TP ICAP plc subsequently being renamed TP ICAP Limited. Under the scheme of arrangement, shares in the former holding company of the Group were cancelled and the same number of new ordinary shares were issued to the new holding company in consideration for the allotment to shareholders of one ordinary share of 25 pence in the new holding company for each ordinary share of 25 pence they held in the former holding company. The share for share exchange between TP ICAP plc and TP ICAP Group plc was a common control transaction has been accounted for using merger accounting principles. Under these principles the results and cash flows of all the combining entities are brought into the consolidated financial statements from the beginning of the financial year in which the combination occurs and comparative figures also reflect the combination of the entities. The Group\u2019s equity is adjusted to reflect that of the new holding company, but in all other aspects the Group results and financial position are unaffected by the change and reflect the continuation of the Group. In adjusting the Group\u2019s equity to reflect that of the new holding company, the sum of share capital, share premium, merger reserve and reverse acquisition reserves under the former holding company are replaced by the share capital and share premium of the new holding company together with a reorganisation reserve. Revaluation reserve The revaluation reserve represents the remeasurement of assets in accordance with IFRS that have been recorded in other comprehensive income. Hedging and translation The hedging and translation reserve records revaluation gains and losses arising on net investment hedges and the effect of changes in exchange rates on translation of foreign operations recorded in other comprehensive income. As at 31 December 2022, \u00a311m relates to amounts arising on previous net investment hedges (2021: \u00a311m). Own shares As at 31 December 2022, the TP ICAP plc EBT held 8,803,320 ordinary shares (2021: 9,100,625 ordinary shares) with a fair value of \u00a315m (2021: \u00a314m). During the year the Trust delivered 2,454,633 shares in satisfaction of vesting share-based awards and purchased 2,157,328 ordinary shares under the rights issue and in the open market at a cost of \u00a33m. In 2021 the Trust delivered 1,525,505 shares in satisfaction of vesting share-based awards and purchased 1,995,379 ordinary shares in the open market at a cost of \u00a32m. 31. Reconciliation of shareholders\u2019 funds continued (c) Total equity Equity attributable to equity holders of the parent Total equity \u00a3m Total from Note 31(a) \u00a3m Total from Note 31(b) \u00a3m Retained earnings \u00a3m Total \u00a3m Non-controlling interests \u00a3m 2022 As at 1 January 2022 197 (1,005) 2,769 1,961 17 1,978 Profit for the year \u2013 \u2013 103 103 3 106 Exchange differences on translation of foreign operations \u2013 152 \u2013 152 1 153 Taxation on components of other comprehensive income \u2013 (5) \u2013 (5) \u2013 (5) Total comprehensive income \u2013 147 103 250 4 254 Dividends paid \u2013 \u2013 (78) (78) (3) (81) Share settlement of share-based payment awards \u2013 7 (7) \u2013 \u2013 \u2013 Own shares acquired for employee trusts \u2013 (3) \u2013 (3) \u2013 (3) Credit arising on share-based payment awards (Note 32) \u2013 \u2013 13 13 \u2013 13 As at 31 December 2022 197 (854) 2,800 2,143 18 2,161 Equity attributable to equity holders of the parent Total equity \u00a3m Total from Note 31(a) \u00a3m Total from Note 31(b) \u00a3m Retained earnings \u00a3m Total \u00a3m Non-controlling interests \u00a3m 2021 As at 1 January 2021 1,542 (1,246) 1,383 1,679 19 1,698 Profit for the year \u2013 \u2013 5 5 3 8 Fair value movement on net investment hedge \u2013 3 \u2013 3 \u2013 3 Exchange differences on translation of foreign operations \u2013 2 \u2013 2 \u2013 2 Remeasurement of defined benefit pension schemes \u2013 \u2013 3 3 \u2013 3 Taxation on components of other comprehensive income \u2013 (1) \u2013 (1) \u2013 (1) Total comprehensive income \u2013 4 8 12 3 15 Rights issue 315 \u2013 \u2013 315 \u2013 315 Rights issue costs (6) \u2013 \u2013 (6) \u2013 (6) Scheme of Arrangement: Cancellation of existing shares and reserves (1,851) 1,851 \u2013 \u2013 \u2013 \u2013 Scheme of Arrangement: Issue of ordinary shares 1,615 (1,615) \u2013 \u2013 \u2013 \u2013 Capital reduction (1,418) \u2013 1,418 \u2013 \u2013 \u2013 Dividends paid \u2013 \u2013 (47) (47) (2) (49) Share settlement of share-based payment awards \u2013 3 (3) \u2013 \u2013 \u2013 Own shares acquired for employee trusts \u2013 (2) \u2013 (2) \u2013 (2) Decrease in non-controlling interests \u2013 \u2013 \u2013 \u2013 (3) (3) Credit arising on share-based payment awards (Note 32) \u2013 \u2013 10 10 \u2013 10 As at 31 December 2021 197 (1,005) 2,769 1,961 17 1,978 ",
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"fact-611": {
"value": "Own shares As at 31 December 2022, the TP ICAP plc EBT held 8,803,320 ordinary shares (2021: 9,100,625 ordinary shares) with a fair value of \u00a315m (2021: \u00a314m). During the year the Trust delivered 2,454,633 shares in satisfaction of vesting share-based awards and purchased 2,157,328 ordinary shares under the rights issue and in the open market at a cost of \u00a33m. In 2021 the Trust delivered 1,525,505 shares in satisfaction of vesting share-based awards and purchased 1,995,379 ordinary shares in the open market at a cost of \u00a32m. ",
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"fact-564": {
"value": "32. Share-based awards Deferred Bonus Plan Annual awards are made to Executive Directors and the Group\u2019s Senior Managers under the Group\u2019s Deferred Bonus Plan. Under this Plan, the Group\u2019s Executive Directors have 50% of their annual discretionary bonus awarded in deferred shares, and employees identified as senior managers have up to 50% (2021: 35%) of their annual discretionary bonus awarded in deferred shares. These awards will be settled with TP ICAP Group plc shares and are subject to the completion of service conditions and the fulfilment of other conduct requirements. The number of shares in respect of a bonus year is determined after the close period for that year at the then market price, and the awards vest over three years from the grant. The fair value of the shares equates to the monetary value of the awards at grant date and includes the value of expected dividends that will accrue to the beneficiaries. Awards will be settled by the TP ICAP plc EBT from shares purchased by it in the open market. 2022 Executive Directors No. Senior Managers No. Total No. Outstanding at the beginning of the year 1,180,363 5,056,460 6,236,823 Granted during the year 630,005 1,913,555 2,543,560 Forfeited during the year \u2013 (408,051) (408,051) Settled during the year (155,408) (1,879,522) (2,034,930) Outstanding at the end of the year 1,654,960 4,682,442 6,337,402 2021 Executive Directors No. Senior Managers No. Total No. Outstanding at the beginning of the year 666,772 4,419,705 5,086,477 Impact of bonus element of the 2021 Rights Issue 81,346 539,142 620,488 Granted during the year 524,249 1,580,764 2,105,013 Forfeited during the year \u2013 (46,494) (46,494) Settled during the year (92,004) (1,436,657) (1,528,661) Outstanding at the end of the year 1,180,363 5,056,460 6,236,823 At the year end closing share price of 174.50p the estimated total number of deferred shares for the 2022 bonus year was 5,430,847. Long Term Incentive Plan The Long Term Incentive Plan (\u2018LTIP\u2019) is for Executive Directors and other senior employees. Awards made to Executive Directors are up to a maximum of 2.5x base salary. Awards made to senior employees, based on the recommendation of the Chief Executive Officer and subject to approval by the Remuneration Committee, are up to a maximum of 2x base salary. All awards are subject to agreed performance conditions applicable to each grant. 2022 No. 2021 No. Outstanding at the beginning of the year 7,929,908 4,031,329 Impact of bonus element of the 2021 Rights Issue \u2013 491,823 Granted during the year \u2013 3,612,668 Forfeited during the year (1,804,936) (205,912) Outstanding at the end of the year 6,124,972 7,929,908 In 2021, shares to a maximum of 1,665,842 were awarded to the Executive Directors. This award is subject to performance conditions measured over the three-year period 2021 to 2023 with 65% subject to relative total shareholder return targets and 35% subject to new business growth targets. A separate award of 1,946,826 shares was made to senior employees which is subject to the completion of service conditions and the fulfilment of other conduct requirements, vesting three years from the date of grant. Of this award, 205,912 shares were forfeited during the year. At the end of each performance period, the number of shares vesting will be determined based on the application of the relevant performance conditions and will be subject to a two-year holding period. During the holding period, the shares cannot be sold (other than to cover the cost of any applicable taxes) and will be eligible for dividend equivalence. Under the Scheme Rules awards may be settled through the issue of new shares, release of treasury shares or using shares purchased in the market. 32. Share-based awards continued Restricted Share Plan The Restricted Share Plan (\u2018RSP\u2019), introduced in 2022, is for Executive Directors and other senior employees. Awards made to Executive Directors are up to a maximum of 1.25x base salary. Awards made to senior employees are based on the recommendation of the Chief Executive Officer and subject to approval by the Remuneration Committee. All awards are subject to agreed performance conditions applicable to each grant. 2022 No. 2021 No. Granted during the year 3,400,957 \u2013 Forfeited during the year \u2013 \u2013 Outstanding at the end of the year 3,400,957 \u2013 In 2022, shares to a maximum of 1,688,467 were awarded to the Executive Directors. This award is subject to performance conditions measured over the three-year period 2021 to 2023. Details of the financial targets applicable to this award are set out in the Report of the Remuneration Committee on page 135. Separate awards amounting to 1,712,490 shares were made to senior employees which are subject to the completion of performance conditions and the fulfilment of other conduct requirements, vesting three years from the date of grant. Under the Scheme Rules awards may be settled through the issue of new shares, release of treasury shares or using shares purchased in the market. Special Equity Award Plan The Special Equity Award Plan (\u2018SEAP\u2019) is for eligible employees. The Executive Directors are not eligible for awards under this plan. Awards are made to eligible employees based on the recommendation of the Chief Executive Officer and subject to approval by the Remuneration Committee. Awards are subject to the completion of service conditions and the fulfilment of other conduct requirements and vest three years from the date of grant. The fair value of the shares equates to the monetary value of the awards at grant date and includes the value of expected dividends that will accrue to the beneficiaries. 2022 No. 2021 No. Outstanding at the beginning of the year 2,251,932 665,671 Impact of bonus element of the 2021 Rights Issue \u2013 81,212 Granted during the year 6,268,163 1,573,193 Forfeited during the year (649,134) (68,144) Settled during the year (424,758) \u2013 Outstanding at the end of the year 7,446,203 2,251,932 Awards will be settled by the TP ICAP plc EBT from shares purchased by it in the open market. Save As You Earn share option plan The Group has two Save As You Earn (\u2018SAYE\u2019) share option plans in operation as at 31 December 2022. Eligible employees can save up to \u00a3500 per month with the option to use the savings to acquire shares. Options are exercisable within six months following the third anniversary of the commencement of a three-year savings contract, or in the case of redundancy, injury, disability or retirement, a reduced number of options are exercisable within six months of ceasing employment. The exercise price of the award granted in 2022 was 119.97p and was set at a 20% discount to the market value immediately preceding the date of invitation. The exercise price of the award granted in 2021 was 192.94p and was set at a 20% discount to the market value immediately preceding the date of invitation. The fair values of share options are calculated using a Black-Scholes model. The 2022 grant has a 28.1p fair value, based on the share price at the date of the grant of 131.8p, estimated volatility of 36%, estimated dividend yield of 4.65% and a risk free rate of 1.62%. The 2021 grant has a 68.5p fair value, based on the share price at the date of the grant of 241.1p, estimated volatility of 39%, estimated dividend yield of 3.20% and a risk free rate of 0.11%. 2022 No. of options WAEP\u00b9 \u00a3 Outstanding at the beginning of the year 5,425,567 1.9294 Granted during the year 7,673,726 1.1997 Lapsed during the year (5,295,643) 1.8360 Outstanding at the end of the year 7,803,650 1.2752 2021 No. of options WAEP\u00b9 \u00a3 Granted during the year 7,059,105 1.9294 Lapsed during the year (1,633,538) 1.9294 Outstanding at the end of the year 5,425,567 1.9294 1 Weighted average exercise price. Under the Scheme Rules awards may be settled through the issue of new shares, release of treasury shares or using shares purchased in the market. Global Equity Linked Plan The Global Equity Linked Plan is for eligible brokers. Under this Plan, eligible brokers with performance bonuses and initial contract payments over agreed financial values receive a proportion of their payment in deferred shares. The deferred shares will be settled in cash by reference to the TP ICAP Group plc share price at vesting and are subject to the completion of service conditions of between three to five years, and the fulfilment of other conduct requirements. The fair value of the shares equates to the monetary value of the awards at grant date and includes the value of dividends that will accrue to the beneficiaries. 2022 No. 2021 No. Outstanding at the beginning of the year 2,595,853 419,004 Impact of bonus element of the 2021 Rights Issue \u2013 51,11 9 Granted during the year 6,905,424 2,168,730 Forfeited during the year (2,617) \u2013 Settled during the year (931,019) (43,000) Outstanding at the end of the year 8,567,641 2,595,853 Under the Scheme Rules awards are cash settled on vesting. 2022 \u00a3m 2021 \u00a3m Charge arising from the Deferred Bonus Plan 5 6 Charge arising from the Long Term Incentive Plan 1 1 Charge arising from the Special Equity Award Plan 3 1 Charge arising from the SAYE Plan 3 2 Charge arising from the Restricted Share Plan 1 \u2013 Charge arising from the Global Equity Linked Plan 7 2 20 12 ",
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},
"fact-565": {
"value": "33. Acquisitions Analysis of deferred consideration in respect of acquisitions Certain acquisitions made by the Group are satisfied in part by deferred consideration, comprising contingent and non-contingent amounts, depending on the terms of each acquisition. The amount of contingent consideration payable is dependent upon the performance of each acquisition relative to the performance conditions applicable to that acquisition. The Group has re-estimated the amounts due where necessary, with any corresponding adjustments being made to profit or loss. The actual outcome may differ from these estimates. 2022 \u00a3m 2021 \u00a3m At 1 January 58 31 Acquisitions during the year \u2013 39 Adjustments to deferred consideration charged to the Income Statement 8 2 Cash-settled (10) (14) Effect of movements in exchange rates \u2013 \u2013 At 31 December 56 58 Amounts falling due within one year 1 7 Amounts falling due after one year 55 51 At 31 December 56 58 ",
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"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-566": {
"value": "34. Reconciliation of operating result to net cash flow from operating activities 2022 \u00a3m 2021 \u00a3m Operating profit 163 97 Adjustments for: > Share-based payment charge 13 10 > Pension scheme administration costs\u00b9 1 1 > Pension scheme past service and settlement costs 1 1 > Depreciation of property, plant and equipment 23 23 > (Gain)/loss on disposal of property, plant and equipment (3) 1 > Impairment of property, plant and equipment 5 10 > Gain on derecognition of right-of-use asset/lease liability (3) \u2013 > Depreciation of right-of-use assets 26 29 > Impairment of right-of-use assets 4 6 > Amortisation of intangible assets 33 30 > Impairment of intangible assets \u2013 6 > Amortisation of intangible assets arising on consolidation 45 46 > Impairment of intangible assets arising on consolidation 20 \u2013 > Remeasurement of deferred consideration 8 2 > Unrealised foreign exchange loss on Vendor Loan Notes 5 \u2013 Net operating cash flow before movement in working capital 341 262 Increase in trade and other receivables (24) (16) Decrease/(increase) in net Matched Principal related balances\u00b9 27 (36) (Increase)/decrease in net balances with Clearing Organisations (1) 12 Decrease in net stock lending balances 12 6 Increase/(decrease) in trade and other payables 76 (14) Decrease in provisions (4) (2) Increase/(decrease) in non-current liabilities 3 (3) Net cash generated from operations 430 209 Income taxes paid (51) (39) Fees paid on bank and other loan facilities (2) (2) Interest paid (36) (42) Interest paid \u2013 finance leases (17) (15) Net cash flow from operating activities 324 111 1 Included within Other administrative costs (Note 5). ",
"dimensions": {
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"language": "en",
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"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
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"fact-567": {
"value": "35. Analysis of net debt including lease liabilities At 1 January \u00a3m Cash flow \u00a3m Non-cash items \u00a3m Acquired with acquisitions \u00a3m Exchange rate movements \u00a3m At 31 December \u00a3m 2022 Cash and cash equivalents 784 66 \u2013 \u2013 38 888 Overdrafts (17) 17 \u2013 \u2013 \u2013 \u2013 767 83 \u2013 \u2013 38 888 Financial investments 115 50 \u2013 \u2013 9 1 74 Bank loan due within one year \u2013 \u2013 \u2013 \u2013 \u2013 \u2013 Loans from related parties (51) 47\u00b9 \u2013 \u2013 4 \u2013 Sterling Notes January 2024 (252) 13\u00b2 (14) \u2013 \u2013 (253) Sterling Notes May 2026 (250) 13\u00b2 (13) \u2013 \u2013 (250) Sterling Notes November 2028 (248) 7\u00b2 (7) \u2013 \u2013 (248) Liquidnet Vendor Loan Notes (38) 1\u00b2 (1) \u2013 (5) (43) Total debt excluding lease liabilities (839) 81 (35) \u2013 (1) (794) Lease liabilities (286) 46\u2075 (18) \u2013 (21) (279) Total financing liabilities (1,125) 127 (53) \u2013 (22) (1,073) \u2013 Net debt (243) 260 (53) \u2013 25 (11) At 1 January \u00a3m Cash flow \u00a3m Non-cash items \u00a3m Acquired with acquisitions \u00a3m Exchange rate movements \u00a3m At 31 December \u00a3m 2021 Cash and cash equivalents 656 129 \u2013 \u2013 (1) 784 Overdrafts (7) (11) \u2013 \u2013 1 (17) 649 118 \u2013 \u2013 \u2013 767 Financial investments 127 (11) \u2013 \u2013 (1) 115 Bank loan due within one year \u2013 5\u2076 \u2013 \u2013 (5) \u2013 Loans from related parties (28) (27) \u2013 \u2013 4 (51) Sterling Notes January 2024 (440) 210\u00b3 (22) \u2013 \u2013 (252) Sterling Notes May 2026 (250) 13\u00b2 (13) \u2013 \u2013 (250) Sterling Notes November 2028 \u2013 (247)\u2074 (1) \u2013 \u2013 (248) Liquidnet Vendor Loan Notes \u2013 \u2013 (37) \u2013 (1) (38) Total debt excluding lease liabilities (718) (46) (73) \u2013 (2) (839) Lease liabilities (212) 43\u2075 (26) (91) \u2013 (286) Total financing liabilities (930) (3) (99) (91) (2) (1,125) Net debt (154) 104 (99) (91) (3) (243) 1 Relates to Totan loan repayment. 2 Relates to interest paid reported as a cash outflow from operating activities. 3 Relates to principal repurchased of \u00a3184m reported as a cash outflow from financing activities plus \u00a326m of interest paid reported as a cash outflow from operating activities. 4 Relates to principal received of \u00a3250m less \u00a33m of discount and debt issue costs reported as a cash outflow from financing activities. 5 Relates to interest paid of \u00a317m (2021: \u00a315m) reported as a cash outflow from operating activities and principal paid of \u00a329m (2021: \u00a328m) reported as a cash outflow from financing activities. 6 Relates to currency differences arising on foreign currency drawdowns and repayments. Cash and cash equivalents comprise cash at bank and other short-term highly liquid investments with an original maturity of three months or less. As at 31 December 2022 cash and cash equivalents, net of overdrafts, amounted to \u00a3888m (2021: \u00a3767m) of which \u00a3104m (2021: \u00a377m) represent amounts subject to regulatory restrictions and are not readily available to be used for other purposes within the Group. Cash at bank earns interest at floating rates based on daily bank deposit rates. Short-term deposits are made for varying periods of between one day and three months depending on the immediate cash requirements of the Group, and earn interest at the respective short-term deposit rates. Financial investments comprise short-term government securities, term deposits and restricted funds held with banks and clearing organisations. Non-cash items represent interest expense, the amortisation of debt issue costs and recognition/derecognition of lease liabilities. ",
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"fact-568": {
"value": "36. Contingent liabilities Bank Bill Swap Reference Rate case On 16 August 2016, a complaint was filed in the United States District Court for the Southern District of New York naming Tullett Prebon plc, ICAP plc, ICAP Australia Pty Ltd and Tullett Prebon (Australia) Pty. Limited as defendants together with various Bank Bill Swap Reference Rate (\u2018BBSW\u2019) setting banks. The complaint alleges collusion by the defendants to fix BBSW-based derivatives prices through manipulative trading during the fixing window and false BBSW rate submissions. On 26 November 2018, the Court dismissed all of the claims against the TP ICAP defendants and certain other defendants. On 28 January 2019, the Court ordered that a stipulation signed by the plaintiffs and the TP ICAP defendants meant that the TP ICAP defendants were not required to respond to any Proposed Second Amended Class Action Complaint (\u2018PSAC\u2019) that the plaintiffs were seeking to file. On 3 April 2019 the plaintiffs filed a PSAC, however the TP ICAP defendants have no obligation to respond. The plaintiffs have reserved the right to appeal the dismissal of the TP ICAP defendants but have not as yet done so. It is not possible to predict the ultimate outcome of the litigation or to provide an estimate of any potential financial impact. Labour claims \u2013 ICAP Brazil ICAP do Brasil Corretora De T\u00edtulos e Valores Mobili\u00e1rios Ltda (\u2018ICAP Brazil\u2019) is a defendant in 7 (31 December 2021: 8) pending lawsuits filed in the Brazilian Labour Court by persons formerly associated with ICAP Brazil seeking damages under various statutory labour rights accorded to employees and in relation to various other claims including wrongful termination, breach of contract and harassment (together the \u2018Labour Claims\u2019). The Group estimates the maximum potential aggregate exposure in relation to the Labour Claims, including any potential social security tax liability, to be BRL 32m (\u00a35m) (31 December 2021: BRL 47m (\u00a36m)). The Group is the beneficiary of an indemnity from NEX in relation to any liabilities in respect of four of the 7 Labour Claims insofar as they relate to periods prior to completion of the Group\u2019s acquisition of ICAP. This includes a claim that is indemnified by a predecessor to ICAP Brazil by way of escrowed funds in the amount of BRL 28m (\u00a34m). Apart from an estimated loss of \u00a30.1m which has been provided for, the Labour Claims are at various stages of their respective proceedings and are pending an initial witness hearing, the court\u2019s decision on appeal or a ruling on a motion for clarification. The Group intends to contest liability in each of these matters and to vigorously defend itself. Unless otherwise noted, it is not possible to predict the ultimate outcome of these actions. Flow case \u2013 Tullett Prebon Brazil In December 2012, Flow Participa\u00e7\u00f5es Ltda and Brasil Plural Corretora de C\u00e2mbio, T\u00edtulos e Valores (\u2018Flow\u2019) initiated a lawsuit against Tullett Prebon Brasil S.A. Corretora de Valores e C\u00e2mbio and Tullett Prebon Holdings do Brasil Ltda alleging that the defendants have committed a series of unfair competition misconducts, such as the recruitment of Flow\u2019s former employees, the illegal obtaining and use of systems and software developed by the plaintiffs, as well as the transfer of technology and confidential information from Flow and the collusion to do so in order to increase profits from economic activities. The amount currently claimed is BRL 354m (\u00a355m) (31 December 2021: BRL 295m (\u00a339m)). The Group intends to vigorously defend itself but there is no certainty as to the outcome of these claims. Currently, the case is in an early evidentiary phase and awaiting the commencement of expert testimony. LIBOR Class actions The Group is currently defending the following LIBOR related actions: (i) Stichting LIBOR Class Action On 15 December 2017, the Stichting Elco Foundation, a Netherlands-based claim foundation, filed a writ initiating litigation in the Dutch court in Amsterdam on behalf of institutional investors against ICAP Europe Limited (\u2018IEL\u2019), ICAP plc, Cooperative Rabobank U.A., UBS AG, UBS Securities Japan Co. Ltd, Lloyds Banking Group plc, and Lloyds Bank plc. The litigation alleges manipulation by the defendants of the JPY LIBOR, GBP LIBOR, CHF LIBOR, USD LIBOR, EURIBOR, TIBOR, SOR, BBSW and HIBOR benchmark rates, and seeks a declaratory judgment that the defendants acted unlawfully and conspired to engage in improper manipulation of benchmarks. If the plaintiffs succeed in the action, the defendants would be responsible for paying costs of the litigation, but each allegedly impacted investor would need to prove its own actual damages. It is not possible at this time to determine the final outcome of this litigation, but IEL has factual and legal defences to the claims and intends to defend the lawsuit vigorously. A hearing took place on 18 June 2019 on the Defendants\u2019 motions to dismiss the proceedings. On 14 August 2019 the Dutch Court issued a ruling dismissing ICAP plc from the case entirely but keeping certain claims against IEL relating solely to JPY LIBOR. On 9 December 2020, the Dutch Court issued a final judgement dismissing the Foundation\u2019s claims in their entirety. In March 2021, the Foundation filed a writ to appeal this final judgement which remains pending. The Group is covered by an indemnity from NEX in relation to any outflow in respect of the ICAP entities with regard to these matters. (ii) Swiss LIBOR Class Action On 4 December 2017, a class of plaintiffs filed a Second Amended Class Action Complaint in the matter of Sonterra Capital Master Fund Ltd. et al. v. Credit Suisse Group AG et al. naming as defendants, among others, TP ICAP plc, Tullett Prebon Americas Corp., Tullett Prebon (USA) Inc., Tullett Prebon Financial Services LLC, Tullett Prebon (Europe) Limited, Cosmorex AG, ICAP Europe Limited, and ICAP Securities USA LLC (together, the \u2018Companies\u2019). The Second Amended Complaint generally alleges that the Companies conspired with certain bank customers to manipulate Swiss Franc LIBOR and prices of Swiss Franc LIBOR based derivatives by disseminating false pricing information in false run-throughs and false prices published on screens viewed by customers in violation of the Sherman Act (anti-trust) and RICO. On 16 September 2019, the Court granted the Companies\u2019 motions to dismiss in their entirety. The plaintiffs appealed the dismissal to the United States Court of Appeals for the Second Circuit. Based upon a Second Circuit ruling in an unrelated case, the parties have jointly moved to remand the case to the United States District Court for the Southern District of New York for further proceedings. The case is now remanded to the S.D.N.Y. where the plaintiffs on 23 November 2022, filed a third amended complaint. In October 2022, the four \u2018ICAP\u2019 broker defendants (ICAP Europe Limited, ICAP Securities USA LLC, NEX Group plc and Intercapital Capital Markets LLC) reached a settlement in principle with the plaintiffs which has been approved on a preliminary basis by the Court. On 27 January 2023, the remaining \u2018Tullett\u2019 defendants (TP ICAP plc, Tullett Prebon Americas Corp, Tullett Prebon (USA) Inc., Tullett Prebon Financial Services LLC, Tullett Prebon (Europe) Limited and Cosmorex AG) filed a motion to dismiss the third amended complaint on various grounds including statute of limitations and failure to state a claim upon which relief can be granted. The Companies intend to contest liability in the matter and to vigorously defend themselves. It is not possible to predict the ultimate outcome of this action or to provide an estimate of any potential financial impact. (iii) Euribor Class Action On 13 August 2015, the ICAP Europe Limited, along with ICAP plc, was named as a defendant in a Fourth Amended Class Action Complaint filed in the United States District Court by lead plaintiff Stephen Sullivan asserting claims of Euribor manipulation. Defendants briefed motions to dismiss for failure to state a claim and lack of jurisdiction, which were fully submitted as of 23 December 2015. On 21 February 2017, the Court issued a decision dismissing a number of foreign defendants, including ICAP Europe Limited and ICAP plc, out of the lawsuit on the grounds of lack of personal jurisdiction. Because the action continued as to other defendants, the dismissal decision for lack of personal jurisdiction has not yet been appealed. However, the plaintiffs announced on 21 November 2017 that they had reached a settlement with the two remaining defendants in the case. As a part of their settlement, the two bank defendants have agreed to turn over materials to the plaintiffs that may be probative of personal jurisdiction over the previously dismissed foreign defendants. The remaining claims in the litigation were resolved by a settlement which the Court gave final approval to on 17 May 2019. Plaintiffs filed a notice of appeal on 14 June 2019, appealing the prior decisions on the motion to dismiss and the denial of leave to amend. Defendants filed a cross-notice of appeal on 28 June 2019 appealing aspects of the Court\u2019s prior rulings on the motion to dismiss that were decided in the Plaintiffs\u2019 favour. These appeals have been stayed since August 2019 pending a ruling in an unrelated appellate matter involving similar issues. In December 2021, the unrelated appeal was decided and the stay of the appeal and cross appeal was lifted and commencing in May 2022 a briefing schedule was implemented. The motions have been fully briefed but the appeal and cross appeal are not anticipated to be ruled upon until some time in 2023. It is not possible to predict the ultimate outcome of this action or to provide an estimate of any potential financial impact. The Group is covered by an indemnity from NEX in relation to any outflow in respect of the ICAP entities with regard to these matters. ICAP Securities Limited, Frankfurt branch \u2013 Frankfurt Attorney General administrative proceedings On 19 December 2018, ICAP Securities Limited, Frankfurt branch (\u2018ISL\u2019) (now TP ICAP Markets Limited) was notified by the Attorney General\u2019s office in Frankfurt that it had commenced administrative proceedings against ISL and criminal proceedings against former employees and a former director of ISL, in respect of aiding and abetting tax evasion by Rafael Roth Financial Enterprises GmbH (\u2018RRFE\u2019). It is possible that a corporate administrative fine may be imposed on ISL and earnings derived from the criminal offence confiscated. ISL has appointed external counsel and is in the process of investigating the activities of the relevant desk from 2006-2009. This investigation is complicated as the majority of relevant records are held by NEX and NEX failed to disclose its engagement with the relevant authorities prior to the sale of ICAP to Tullett Prebon in 2016. The Group has issued proceedings against NEX in respect of (i) breach of warranties under the sale and purchase agreement, and (ii) an indemnity claim under the tax deed entered into in connection with the IGBB acquisition in relation to these matters. Since the proceedings are at an early stage, details of the alleged wrongdoing or case against ISL are not yet available, and it is not possible at present to provide a reliable estimate of any potential financial impact on the Group. ICAP Securities Limited and The Link Asset and Securities Company Limited \u2013 Proceedings by the Cologne Public Prosecutor On 11 May 2020, TP ICAP learned that proceedings have been commenced by the Cologne Public prosecutor against ICAP Securities Limited (\u2018ISL\u2019) (now TP ICAP Markets Limited) and The Link Asset and Securities Company Ltd (\u2018Link\u2019) in connection with criminal investigations into individuals suspected of aiding and abetting tax evasion between 2004 and 2012. It is possible that the Cologne Public Prosecutor may seek to impose an administrative fine against ISL or Link and confiscate the earnings that ISL or Link allegedly derived from the underlying alleged criminal conduct by the relevant individuals. ISL and Link have appointed external lawyers to advise them. The Group has issued proceedings against NEX in respect of (i) breach of warranties under the sale and purchase agreement, and (ii) an indemnity claim under the tax deed entered into in connection with the IGBB acquisition in relation to these matters. Since the proceedings are at an early stage, details of the alleged wrongdoing or case against ISL and Link are not yet available, and it is not possible at present to provide a reliable estimate of any potential financial impact on the Grou 36. Contingent liabilities continued Portigon AG and others v. TP ICAP Markets Limited and others TP ICAP plc (now TP iCAP Finance plc) is a defendant in an action filed by Portigon AG in July 2021 in the Supreme Court of the State of New York County of Nassau alleging losses relating to certain so called \u2018cum ex\u2019 transactions allegedly arranged by the Group between 2005 and 2007. In June 2022, the Court dismissed the action for lack of personal jurisdiction. In July 2022, the plaintiffs filed a motion with the Court for reconsideration as well as a notice of appeal. Argument on the motion for reconsideration was held in January 2023 and the motion remains pending with the Court. The Group intends to contest liability in the matter and to vigorously defend itself. It is not possible to predict the ultimate outcome of this action or to provide an estimate of any potential financial impact. MM Warburg & CO (AG & Co.) KGaA and others v. TP ICAP Markets Limited, The Link Asset and Securities Company Limited and others TP ICAP Markets Limited (\u2018TPIM\u2019) and Link are defendants in a claim filed in Hamburg by Warburg on 31 December 2020, but which only reached TPIM and Link on 26 October 2021. The claim relates to certain German \u2018cum-ex\u2019 transactions that took place between 2007 and 2011. In relation to those transactions Warburg has refunded EUR 185 million to the German tax authorities and is subject to a criminal confiscation order of EUR 176.5 million. It has also been ordered to repay a further EUR 60.8 million to the German tax authorities and is subject to a related civil claim for EUR 48.8 million. Warburg\u2019s claims are based primarily on joint and several liability and are for compensation for the amount it has been ordered to pay to the tax authorities, the amount of the criminal confiscation order, the amount claimed against it in the civil claim and further indemnification and interest. TPIM and Link are contesting liability in the matter and the Group considers it is able to vigorously defend itself. Whilst it is not possible to predict the ultimate outcome of this action, the Group does not expect a material adverse financial impact on the Group\u2019s results or net assets as a result of this case. Commodities and Futures Trading Commission\u2013Bond issuances investigation ICAP Global Derivatives Limited (\u2018IGDL\u2019), ICAP Energy LLC (\u2018Energy\u2019), ICAP Europe Limited (\u2018IEL\u2019), Tullett Prebon Americas Corp. (\u2018TPAC\u2019), tpSEF Inc. (\u2018tpSEF\u2019), Tullett Prebon Europe Limited (\u2018TPEL\u2019) Tullett Prebon (Japan) Limited (\u2018TPJL\u2019) and Tullett Prebon (Australia) Limited (\u2018TPAL\u2019) are currently responding to an investigation by the CFTC in relation to the pricing of issuances utilising certain of TP ICAP\u2019s indicative broker pricing screens and certain recordkeeping matters including in relation to employee use of personal devices for business communications and other books and records matters. The investigation is still in the fact-finding phase and the Group is co-operating with the CFTC in its enquiries. It is not possible to predict the ultimate outcome of the investigation or to provide an estimate of any potential financial impact at this time. As the relevant matters that occurred prior to the Group\u2019s acquisition of the ICAP Global Broking Business (\u2018IGBB\u2019) from ICAP were not disclosed to the Group prior to completion of the acquisition, the Group has initiated a court action against ICAP\u2019s successor company, NEX, for breach of warranty in respect of the ICAP entities. Securities Exchange Commission Information Request In October 2022, Liquidnet Inc. (\u2018Liquidnet\u2019) received an inquiry from the Securities and Exchange Commission relating to, among other things, compliance with SEC Rule 15c3-5 and audit trail and access permissions to its ATS platforms. Liquidnet is still in the fact-finding phase and the Group is co-operating with the SEC in its enquiries. It is not possible to predict the ultimate outcome of the enquiry or to provide an estimate of any potential financial impact at this time. General note The Group operates in a wide variety of jurisdictions around the world and uncertainties therefore exist with respect to the interpretation of the complex regulatory, corporate and tax laws and practices of those territories. Accordingly, and as part of its normal course of business, the Group is required to provide information to various authorities as part of informal and formal enquiries, investigations or market reviews. From time to time the Group\u2019s subsidiaries are engaged in litigation in relation to a variety of matters. The Group\u2019s reputation may also be damaged by any involvement or the involvement of any of its employees or former employees in any regulatory investigation and by any allegations or findings, even where the associated fine or penalty is not material. Save as outlined above in respect of legal matters or disputes for which a provision has not been made, notwithstanding the uncertainties that are inherent in the outcome of such matters, currently there are no individual matters which are considered to pose a significant risk of material adverse financial impact on the Group\u2019s results or net assets. The Group establishes provisions for taxes other than current and deferred income taxes, based upon various factors which are continually evaluated, if there is a present obligation as a result of past events, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate of the amount of the obligation can be made. In the normal course of business, certain of the Group\u2019s subsidiaries enter into guarantees and indemnities to cover trading arrangements and/or the use of third-party services or software. Supplier contractual disputes The Group is party to numerous contractual arrangements with its suppliers some of which, in the normal course of business, may become subject to dispute over a party\u2019s compliance with the terms of the arrangement. Such disputes tend to be resolved through commercial negotiations but may ultimately result in legal action by either or both parties. The Group is currently in commercially sensitive discussions with a major supplier and until these discussions have been concluded it is not possible to provide an estimate of any potential financial impact. ",
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"fact-569": {
"value": "37. Retirement benefits (a) Defined benefit schemes The Group has a defined benefit pension scheme in the UK and a small number of schemes operated in other countries. The overseas schemes are not significant in the context of the Group. Balance sheet 2022 \u00a3m 2021 \u00a3m UK Scheme \u2013 \u2013 Overseas schemes \u2013 retirement benefit assets 1 1 Overseas schemes \u2013 retirement benefit obligations (3) (1) Other comprehensive income 2022 \u00a3m 2021 \u00a3m UK Scheme 1 2 Overseas schemes (1) 1 (b) UK defined benefit scheme The Group\u2019s UK defined benefit pension scheme is the defined benefit section of the Tullett Prebon Pension Scheme (the \u2018Scheme\u2019). The Scheme is a final salary, funded pension scheme that is closed to new members and future accrual. For members still in service there was a continuing link between benefits and pensionable pay, up to the date the Scheme commenced wind-up. The Principal Employer is TP ICAP Group Services Limited. During the year the Trustee completed the \u2018buy-out\u2019 of the Scheme\u2019s liabilities. During 2017, the Trustees of the Scheme purchased a bulk annuity policy with Rothesay Life, an insurance company, that covered all of the Scheme\u2019s liabilities (\u2018buy-in\u2019). The policy was in the name of the Scheme and was a Scheme asset. Under IAS 19 \u2018Employee Benefits\u2019 the accounting value of the purchased policy is set to be equal to the value of the liabilities covered, calculated using the IAS 19 actuarial assumptions for the defined benefit obligation. During 2022, the Trustee completed the arrangements to transfer the Scheme\u2019s liabilities to Rothesay Life, with the insurer taking on direct responsibility for the provision of benefits. The contract-based policies of insurance held by the Scheme were cancelled and individual insurance policies issued to each beneficiary by Rothesay Life. The remaining assets of the Scheme are held separately from those of the Group in separate Trustee administered funds. As the Scheme is in the process of being wound up, the latest funding actuarial valuation of the Scheme was carried out as at 30 April 2016 by independent qualified actuaries. The actuarial funding surplus of the Scheme at that date was \u00a361m and under the agreed schedule of contributions the Group will continue not to make any payments into the Scheme. The amounts included in the balance sheet arising from the Group\u2019s obligations in respect of the Scheme are as follows: 2022 \u00a3m 2021 \u00a3m Fair value of Scheme assets 45 257 Present value of Scheme liabilities \u2013 (211) Defined benefit scheme surplus \u2013 UK 45 46 Impact of asset ceiling on UK scheme surplus: At 1 January (46) (49) Offset against deemed interest income in the Income Statement (1) (1) Credit to Other Comprehensive Income (application of asset ceiling \u2013 see below) 2 4 At 31 December (45) (46) Recognised in the Consolidated Balance Sheet after application of the asset ceiling \u2013 \u2013 Application of asset ceiling of defined benefit pension schemes 1 4 Remeasurement of the defined benefit pension scheme \u2013 (2) Recognised in Other Comprehensive Income 1 2 Deferred tax liability (Note 21) \u2013 \u2013 37. Retirement benefits continued (b) UK defined benefit scheme continued Under UK legislation, once a Scheme commences wind-up, the assets of the Scheme pass unconditionally to the Trustee to enable it to settle the Scheme\u2019s liabilities. As a result, the Group has applied the requirements of IFRIC 14, restricting the Group\u2019s recognition of the net surplus by applying an asset recognition ceiling. The asset ceiling is recorded in other comprehensive income. During the wind-up period, the Group will continue to restrict the recognition of the net surplus. Costs associated with the settlement of the Scheme\u2019s liabilities are recorded as significant items in the Income Statement. Settlement costs amounted to \u00a31m in 2022 (2021: \u00a31m). Following the full settlement of the Scheme\u2019s liabilities the Scheme will be wound up and the Sponsor expects to receive the remaining assets. Any repayment received will also be subject to applicable taxes at that time, currently 35%. As at 31 December 2022, as a result of the buy-out, the Scheme did not have any pension obligations to value. In 2021, the main financial assumptions used by the independent qualified actuaries of the Scheme to calculate the liabilities under IAS 19 were: 2021 % Key assumptions Discount rate 1.8% Expected rate of salary increases n/a Rate of increase in LPI pensions in payment\u00b9 3.3% Inflation assumption 2.7% 1 This applies to pensions accrued from 6 April 1997. The majority of current and future pensions receive fixed increases in payment of either 0% or 2.5%. The mortality assumptions used in 2021 were based on standard mortality tables and allow for future mortality improvements and are the same as those adopted for the 2016 funding valuation. Assumptions for the Scheme are that a member who retires in 15 years\u2019 time at age 60 will live on average for a further 31.8 years after retirement if they are male and for a further 33.1 years after retirement if they are female. Current pensioners are assumed to have a generally shorter life expectancy based on their current age. The amounts recognised in the income statement in respect of the Scheme were as follows: 2022 \u00a3m 2021 \u00a3m Deemed interest arising on the defined benefit pension scheme surplus 1 1 Impact of asset ceiling on UK scheme surplus (1) (1) Recognised in the Consolidated Income Statement \u2013 \u2013 Past service and settlement costs (1) (1) Scheme\u2019s administrative costs (1) (1) (2) (2) The amounts recognised in other comprehensive income in respect of the Scheme were as follows: 2022 \u00a3m 2021 \u00a3m Return on Scheme assets (excluding deemed interest income) \u2013 Trustee administered funds 1 (1) Return on Scheme assets (excluding deemed interest income) \u2013 revaluation of insurance policies (1) (11) Actuarial gains arising from changes in financial assumptions \u2013 11 Actuarial losses arising from experience adjustments \u2013 (1) Remeasurement of the defined benefit pension scheme \u2013 (2) Movements in the present value of the Scheme liabilities were as follows: 2022 \u00a3m 2021 \u00a3m At 1 January (211) (226) Deemed interest cost (3) (4) Liabilities derecognised on buy-out 209 \u2013 Actuarial gains arising from changes in financial assumptions \u2013 11 Actuarial losses arising from experience adjustments \u2013 (1) Benefits paid/transfers 5 9 At 31 December \u2013 (211) Movements in the fair value of the Scheme assets were as follows: 2022 \u00a3m 2021 \u00a3m At 1 January 257 275 Deemed interest income 4 5 Assets derecognised on buy-out (209) \u2013 Return on Scheme assets (excluding deemed interest income) \u2013 Trustee administered funds 1 (1) Return on Scheme assets (excluding deemed interest income) \u2013 revaluation of insurance policies (1) (11) Benefits paid/transfers (5) (9) Past service and settlements costs (1) (1) Scheme\u2019s administrative costs (1) (1) At 31 December 45 257 The major categories and fair values of the Scheme assets as at 31 December were as follows: 2022 \u00a3m 2021 \u00a3m Cash and cash equivalents 45 7 Government bonds \u2013 44 Insurance policies \u2013 206 Other receivables \u2013 \u2013 At 31 December 45 257 The Scheme does not hedge against foreign currency exposures or interest rate risk. The estimated amounts of contributions expected to be paid into the Scheme during 2022 is \u00a3nil (2021: \u00a3nil) . (c) Defined contribution pensions The Group operates a number of defined contribution schemes for qualifying employees. The assets of these schemes are held separately from those of the Group. The defined contribution pension cost for the Group charged to administrative expenses was \u00a316m (2021: \u00a316m), of which \u00a39m (2021: \u00a310m) related to overseas schemes. As at 31 December 2022, there was \u00a31m outstanding in respect of the current reporting year that had not been paid over to the schemes (2021: \u00a31m). ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfEmployeeBenefitsExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-604": {
"value": "(a) Defined benefit schemes The Group has a defined benefit pension scheme in the UK and a small number of schemes operated in other countries. The overseas schemes are not significant in the context of the Group. Balance sheet 2022 \u00a3m 2021 \u00a3m UK Scheme \u2013 \u2013 Overseas schemes \u2013 retirement benefit assets 1 1 Overseas schemes \u2013 retirement benefit obligations (3) (1) Other comprehensive income 2022 \u00a3m 2021 \u00a3m UK Scheme 1 2 Overseas schemes (1) 1 (b) UK defined benefit scheme The Group\u2019s UK defined benefit pension scheme is the defined benefit section of the Tullett Prebon Pension Scheme (the \u2018Scheme\u2019). The Scheme is a final salary, funded pension scheme that is closed to new members and future accrual. For members still in service there was a continuing link between benefits and pensionable pay, up to the date the Scheme commenced wind-up. The Principal Employer is TP ICAP Group Services Limited. During the year the Trustee completed the \u2018buy-out\u2019 of the Scheme\u2019s liabilities. During 2017, the Trustees of the Scheme purchased a bulk annuity policy with Rothesay Life, an insurance company, that covered all of the Scheme\u2019s liabilities (\u2018buy-in\u2019). The policy was in the name of the Scheme and was a Scheme asset. Under IAS 19 \u2018Employee Benefits\u2019 the accounting value of the purchased policy is set to be equal to the value of the liabilities covered, calculated using the IAS 19 actuarial assumptions for the defined benefit obligation. During 2022, the Trustee completed the arrangements to transfer the Scheme\u2019s liabilities to Rothesay Life, with the insurer taking on direct responsibility for the provision of benefits. The contract-based policies of insurance held by the Scheme were cancelled and individual insurance policies issued to each beneficiary by Rothesay Life. The remaining assets of the Scheme are held separately from those of the Group in separate Trustee administered funds. As the Scheme is in the process of being wound up, the latest funding actuarial valuation of the Scheme was carried out as at 30 April 2016 by independent qualified actuaries. The actuarial funding surplus of the Scheme at that date was \u00a361m and under the agreed schedule of contributions the Group will continue not to make any payments into the Scheme. The amounts included in the balance sheet arising from the Group\u2019s obligations in respect of the Scheme are as follows: 2022 \u00a3m 2021 \u00a3m Fair value of Scheme assets 45 257 Present value of Scheme liabilities \u2013 (211) Defined benefit scheme surplus \u2013 UK 45 46 Impact of asset ceiling on UK scheme surplus: At 1 January (46) (49) Offset against deemed interest income in the Income Statement (1) (1) Credit to Other Comprehensive Income (application of asset ceiling \u2013 see below) 2 4 At 31 December (45) (46) Recognised in the Consolidated Balance Sheet after application of the asset ceiling \u2013 \u2013 Application of asset ceiling of defined benefit pension schemes 1 4 Remeasurement of the defined benefit pension scheme \u2013 (2) Recognised in Other Comprehensive Income 1 2 Deferred tax liability (Note 21) \u2013 \u2013 (b) UK defined benefit scheme continued Under UK legislation, once a Scheme commences wind-up, the assets of the Scheme pass unconditionally to the Trustee to enable it to settle the Scheme\u2019s liabilities. As a result, the Group has applied the requirements of IFRIC 14, restricting the Group\u2019s recognition of the net surplus by applying an asset recognition ceiling. The asset ceiling is recorded in other comprehensive income. During the wind-up period, the Group will continue to restrict the recognition of the net surplus. Costs associated with the settlement of the Scheme\u2019s liabilities are recorded as significant items in the Income Statement. Settlement costs amounted to \u00a31m in 2022 (2021: \u00a31m). Following the full settlement of the Scheme\u2019s liabilities the Scheme will be wound up and the Sponsor expects to receive the remaining assets. Any repayment received will also be subject to applicable taxes at that time, currently 35%. As at 31 December 2022, as a result of the buy-out, the Scheme did not have any pension obligations to value. In 2021, the main financial assumptions used by the independent qualified actuaries of the Scheme to calculate the liabilities under IAS 19 were: 2021 % Key assumptions Discount rate 1.8% Expected rate of salary increases n/a Rate of increase in LPI pensions in payment\u00b9 3.3% Inflation assumption 2.7% 1 This applies to pensions accrued from 6 April 1997. The majority of current and future pensions receive fixed increases in payment of either 0% or 2.5%. The mortality assumptions used in 2021 were based on standard mortality tables and allow for future mortality improvements and are the same as those adopted for the 2016 funding valuation. Assumptions for the Scheme are that a member who retires in 15 years\u2019 time at age 60 will live on average for a further 31.8 years after retirement if they are male and for a further 33.1 years after retirement if they are female. Current pensioners are assumed to have a generally shorter life expectancy based on their current age. The amounts recognised in the income statement in respect of the Scheme were as follows: 2022 \u00a3m 2021 \u00a3m Deemed interest arising on the defined benefit pension scheme surplus 1 1 Impact of asset ceiling on UK scheme surplus (1) (1) Recognised in the Consolidated Income Statement \u2013 \u2013 Past service and settlement costs (1) (1) Scheme\u2019s administrative costs (1) (1) (2) (2) The amounts recognised in other comprehensive income in respect of the Scheme were as follows: 2022 \u00a3m 2021 \u00a3m Return on Scheme assets (excluding deemed interest income) \u2013 Trustee administered funds 1 (1) Return on Scheme assets (excluding deemed interest income) \u2013 revaluation of insurance policies (1) (11) Actuarial gains arising from changes in financial assumptions \u2013 11 Actuarial losses arising from experience adjustments \u2013 (1) Remeasurement of the defined benefit pension scheme \u2013 (2) Movements in the present value of the Scheme liabilities were as follows: 2022 \u00a3m 2021 \u00a3m At 1 January (211) (226) Deemed interest cost (3) (4) Liabilities derecognised on buy-out 209 \u2013 Actuarial gains arising from changes in financial assumptions \u2013 11 Actuarial losses arising from experience adjustments \u2013 (1) Benefits paid/transfers 5 9 At 31 December \u2013 (211) Movements in the fair value of the Scheme assets were as follows: 2022 \u00a3m 2021 \u00a3m At 1 January 257 275 Deemed interest income 4 5 Assets derecognised on buy-out (209) \u2013 Return on Scheme assets (excluding deemed interest income) \u2013 Trustee administered funds 1 (1) Return on Scheme assets (excluding deemed interest income) \u2013 revaluation of insurance policies (1) (11) Benefits paid/transfers (5) (9) Past service and settlements costs (1) (1) Scheme\u2019s administrative costs (1) (1) At 31 December 45 257 The major categories and fair values of the Scheme assets as at 31 December were as follows: 2022 \u00a3m 2021 \u00a3m Cash and cash equivalents 45 7 Government bonds \u2013 44 Insurance policies \u2013 206 Other receivables \u2013 \u2013 At 31 December 45 257 The Scheme does not hedge against foreign currency exposures or interest rate risk. The estimated amounts of contributions expected to be paid into the Scheme during 2022 is \u00a3nil (2021: \u00a3nil) ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfDefinedBenefitPlansExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-605": {
"value": "(c) Defined contribution pensions The Group operates a number of defined contribution schemes for qualifying employees. The assets of these schemes are held separately from those of the Group. The defined contribution pension cost for the Group charged to administrative expenses was \u00a316m (2021: \u00a316m), of which \u00a39m (2021: \u00a310m) related to overseas schemes. As at 31 December 2022, there was \u00a31m outstanding in respect of the current reporting year that had not been paid over to the schemes (2021: \u00a31m). ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfDefinedContributionPlansExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-606": {
"value": "38. Related party transactions Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this Note. The total amounts owed to and from associates and joint ventures at 31 December 2022 also represent the value of transactions during the year. The total amounts owed to and from related parties at 31 December 2022 are set out below: Amounts owed by related parties Amounts owed to related parties 2022 \u00a3m 2021 \u00a3m 2022 \u00a3m 2021 \u00a3m Associates 4 5 \u2013 \u2013 Joint ventures 1 \u2013 (3) (2) Loans from related parties \u2013 \u2013 \u2013 (51) In August 2020, the Group entered into a Yen 10bn committed facility with the Tokyo Tanshi Co., Ltd, a related party, that matures in February 2025. The loan for related parties is conducted on an arm\u2019s length basis. At 31 December 2022, the facility was undrawn. The amounts outstanding are unsecured and will be settled in cash. No guarantees have been given or received. No provisions have been made for doubtful debts in respect of the amounts owed by related parties. During the year, \u00a31m (2021: \u00a31m) of interest and fees was paid on loans from related parties. Directors Costs in respect of the Directors who were the key management personnel of the Group during the year are set out below in aggregate for each of the categories specified in IAS 24 \u2018Related Party Disclosures\u2019. Further information about the individual Directors is provided in the audited part of the Report on Directors\u2019 Remuneration on pages 116 to 135. 2022 \u00a3m 2021 \u00a3m Short-term benefits 5 4 Social security costs 1 1 6 5 ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfTransactionsBetweenRelatedPartiesExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-570": {
"value": "38. Related party transactions Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this Note. The total amounts owed to and from associates and joint ventures at 31 December 2022 also represent the value of transactions during the year. The total amounts owed to and from related parties at 31 December 2022 are set out below: Amounts owed by related parties Amounts owed to related parties 2022 \u00a3m 2021 \u00a3m 2022 \u00a3m 2021 \u00a3m Associates 4 5 \u2013 \u2013 Joint ventures 1 \u2013 (3) (2) Loans from related parties \u2013 \u2013 \u2013 (51) In August 2020, the Group entered into a Yen 10bn committed facility with the Tokyo Tanshi Co., Ltd, a related party, that matures in February 2025. The loan for related parties is conducted on an arm\u2019s length basis. At 31 December 2022, the facility was undrawn. The amounts outstanding are unsecured and will be settled in cash. No guarantees have been given or received. No provisions have been made for doubtful debts in respect of the amounts owed by related parties. During the year, \u00a31m (2021: \u00a31m) of interest and fees was paid on loans from related parties. Directors Costs in respect of the Directors who were the key management personnel of the Group during the year are set out below in aggregate for each of the categories specified in IAS 24 \u2018Related Party Disclosures\u2019. Further information about the individual Directors is provided in the audited part of the Report on Directors\u2019 Remuneration on pages 116 to 135. 2022 \u00a3m 2021 \u00a3m Short-term benefits 5 4 Social security costs 1 1 6 5 ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfRelatedPartyExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-612": {
"value": "During the year, \u00a31m (2021: \u00a31m) of interest and fees was paid on loans from related parties. Directors Costs in respect of the Directors who were the key management personnel of the Group during the year are set out below in aggregate for each of the categories specified in IAS 24 \u2018Related Party Disclosures\u2019. Further information about the individual Directors is provided in the audited part of the Report on Directors\u2019 Remuneration on pages 116 to 135. 2022 \u00a3m 2021 \u00a3m Short-term benefits 5 4 Social security costs 1 1 6 5 ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfInformationAboutKeyManagementPersonnelExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-571": {
"value": "39. Principal subsidiaries At 31 December 2022, the following companies were the Group\u2019s principal subsidiary undertakings. A full list of the Group\u2019s undertakings, the country of incorporation and the Group\u2019s effective percentage of equity owned is set out in the listing on pages 212 to 217. All subsidiaries are involved in broking or information sales activities and have a 31 December year end. Country of incorporation and operation Principal subsidiary undertakings Issued ordinary shares, all voting Australia Tullett Prebon (Australia) Pty Ltd 100% Bermuda (operating in England) PVM Oil Associates Limited 100% Brazil ICAP do Brasil Corretora de T\u00edtulos e Valores Mobili\u00e1rios Ltda 100% Tullett Prebon Brasil Corretora de Valores e Cambio Ltda 100% England ICAP Energy Limited 100% ICAP Global Derivatives Limited 100% ICAP Information Services Limited 100% TP ICAP Markets Limited 100% Tullett Prebon (Europe) Limited 100% TP ICAP Group Services Limited 100% Liquidnet Europe Limited 100% France TP ICAP (Europe) S.A. 100% Guernsey (operating in England) Tullett Prebon Information Limited 100% Hong Kong Tullett Prebon (Hong Kong) Limited 100% Liquidnet Asia Limited 100% Ireland Liquidnet EU Limited 100% Japan Tullett Prebon (Japan) Limited 80% Singapore ICAP (Singapore) Pte Limited 100% TP ICAP Management Services (Singapore) Pte. Ltd. 100% Tullett Prebon (Singapore) Limited 100% PVM (Singapore) Pte. Ltd. (formerly PVM Oil Associates Pte. Ltd.) 100% United States TP ICAP Global Markets Americas LLC (formerly ICAP Corporates LLC) 100% ICAP Energy LLC 100% ICAP Information Services Inc. 100% ICAP Securities USA LLC 100% Tullett Prebon Americas Corp. 100% Tullett Prebon Financial Services LLC 100% Tullett Prebon Information Inc 100% Liquidnet Holdings Inc. 100% Liquidnet Inc. 100% As at 31 December 2022, \u00a318m (2021: \u00a317m) is due to non-controlling interests relating to those subsidiaries that are not wholly owned. Movements in non-controlling interests are set out in Note 31(c). No individual non-controlling interest is material to the Group. There are no significant restrictions on the ability of the Group to access or use assets and settle liabilities relating to these subsidiaries. ",
"dimensions": {
"concept": "ifrs-full:DisclosureOfSignificantInvestmentsInSubsidiariesExplanatory",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
},
"fact-8": {
"value": "22 Grenville Street St Helier Jersey JE4 8PX",
"dimensions": {
"concept": "ifrs-full:AddressOfRegisteredOfficeOfEntity",
"language": "en",
"entity": "scheme:2138006YAA7IRVKKGE63",
"period": "2022-01-01T00:00:00/2023-01-01T00:00:00"
}
}
}
}