Vestey Holdings Limited – Section 172 Statement

Section 172 of the Companies Act 2006 requires Directors to take into consideration the interests of stakeholders in their decision making. The Directors continue to have regard to the interests of the Company’s employees and other stakeholders, including the impact of its activities on the community, the environment and the Company’s reputation, when making decisions. Acting in good faith and fairly between shareholders, the Directors consider what is most likely to promote the success of the Company for its shareholders in the long term. Whilst the importance of giving due consideration to our stakeholders is not new, we are explaining in more detail how the Board engages with our stakeholders thus seeking to comply with the requirement to include a statement setting out how our Directors have discharged this duty.

  • The Board regularly reviews our principal stakeholders and how we engage with them. The stakeholder voice is brought into the boardroom throughout the annual cycle through information provided by management and also by direct engagement with stakeholders themselves. Detailed below we set out our principal stakeholders, how and why we engage with them and how stakeholders have influenced some of the key decisions made in the year. The relevance of each stakeholder group may increase or decrease depending on the matter or issue in question, so the Board seeks to consider the needs and priorities of each stakeholder group during its discussions and as part of its decision making.

 

  • The Board continues to enhance its methods of engagement with the workforce. The Group CEO continued his regular business update to all employees, and another staff survey was carried out in the first quarter of 2021. There is also an in-house magazine, the Vestey Voice, which is sent to all employees quarterly and provides them with details on Group developments, this has not been produced as frequently in 2021 due to Covid-19.

 

  • We aim to work responsibly with our suppliers. We work closely with suppliers and customers to develop new products appropriate for our markets. During the year, the Board reviewed and approved the Group’s Modern Slavery and Human Trafficking Statement which sets out the steps taken to prevent modern slavery in our business and supply chains.

 

  • During the year the board approved a continuation of the Group’s new Corporate Social Responsibility program (CSR), to enhance its responsibility to communities not just local to our subsidiary and branch offices but also to UK nationwide charities and initiatives. In 2021 despite Covid-19 our employees took part in a number of events to raise funds for the Princes Trust, Chance to Shine and The Vestey Project, a prisoner mentoring project linked with HMP Warren Hill. Our employees also volunteer and fund raise with local charities, with the Group matching their local fund-raising efforts.

 

  • For a number of years, the Board has sought to diversify the Group to promote the best long terms interest of the shareholders. During the year the decision was made to expand its new WISK international Fine Foods division. The division sells high quality food and ingredients to top hotels and restaurants. Along with its subsidiary companies in the Philippines, Dubai and Spain, a company was set up in Oman and started operating in October 2021.

 

How we create value for our stakeholders

 

The Vestey Holdings Board develops the broad strategies needed for the Group to create value for stakeholders. The executive Vestey Holdings directors work with the management teams in each of the operating subsidiaries to agree the strategies for their businesses and the implementation of these strategies are planned and monitored through the Group’s reporting process.

 

The table on page 3 and 4 sets out our focus on the key relationships and shows how the relevant stakeholder engagement is reported up to the Board to help inform our strategy delivery. Not all information is reported directly to the Board. However, the information will inform business-level decisions, with an overview of developments being reported on a regular basis to the Board. In some cases, one or more members of the Board may be involved directly in the engagement (such as shareholder meetings). In each case, it is important for all members of the Board to gain sufficient understanding of the issues relating to every stakeholder, so their views are taken into account in Board discussions.

 

Stakeholder group Form of engagement How this stakeholder group influenced the Board agenda and decision-making
Communities

We help national charities in the UK and charities local to our subsidiary and branch offices.

 Engagement with local and national charities focused on the development of the disadvantaged. The Group also prepares the ground for prisoner rehabilitation through a new mentoring project and the recruitment of prisoners released on temporary licence (ROTL) from prison. During 2021 we continued to work with the same national charities, although as a result of Covid-19 fund raising events were supported remotely. The Board agenda has been strongly focused on corporate social responsibility issues this year.

Several initiatives have been set up in the UK, the key areas being to help the disadvantaged and help with prisoner rehabilitation.
Our customers

Our customers in the UK and around the world range from the UK Government, the United Nations, NATO members, manufacturers, food service (restaurants, pubs, other eating out establishments), wholesalers, retailers (supermarkets, garden centres, farm shops) and individual consumers through our direct to consumer business.

By delivering the quality products that they need in a timely and reliable manner needed and dealing with them in a transparent and responsive manner, our customers trust us to deliver services of value to them.

 The Group is constantly working with customers on product development to ensure that we continue to meet their requirements, with regards quality and service.

 

During the Covid-19 outbreak the Group have worked closely with customers where they had to temporarily close as a result of government restrictions or where we had credit insurance removed, We did this by setting up repayment plans for debt outstanding and putting in place alternative security.

 We work closely with customers to develop new products appropriate for their markets.
Shareholders

The Group is ultimately owned by the Joint Vestey Settlement dated 25th March 1942, an Alderney based trust, benefiting the future generations of the Vestey family.

The Group strongly believes in sharing in the growth of our businesses with our managers. This can be through shareholdings in our subsidiaries, profit shares and bonuses.

 Regular meeting between Vestey Holdings Board Directors and the wider Vestey family members. The Vestey Family Council met to consider ownership issues and received business updates from senior managers in the Group.

The Vestey Holdings Executive Directors meet regularly with the subsidiary management teams to review progress against agreed strategy.

 The Group continued with its diversification into its new Fine Foods division, WISK, in the year to promote the best long terms interest of the shareholders.

 

Subsidiary management teams put forward proposals to the Board meetings for the development of their businesses.
Our people

We create an environment in which our people can make a positive contribution, develop their careers and reach their potential.

At 31 December 2021, we had over 1,000 employees in the Group.

Due to the Covid-19 lockdown restrictions in the UK a number of Group undertakings took advantage of the government furlough scheme where sales channels were severely restricted. In some areas where it was envisaged that these channels would not reopen to the same level after the end of restrictions a number of employees were unfortunately made redundant.

In the initial lockdown period in the UK, the salary of furloughed employees was not topped up by Group companies, however later in the year some employees had their salaries topped up to their full levels.

 Engagement with our people takes many forms, including staff surveys and regular updates from Group and subsidiary senior managers.

A staff survey is undertaken every 18 months and is reported to the individual subsidiary company boards as well as the main Vestey Group Board and affects decision-making. A survey was carried out in the first quarter of 2020, another is planned for May 2022.

Where staff were unable to work from home during Covid-19 suitable PPE was made available and suitable social distancing measure were put in place in the various work places.

Regular updates were given to all staff through the lock down and various restriction periods by Group board and subsidiary senior managers.

 Issues raised in the staff surveys are actioned by management in order to improve the environment for our staff.

Where Group undertakings made use of the government Furlough scheme or where Redundancies were made as a result of Covid-19, these decisions were made by the boards of the individual Group undertakings.
Our suppliers

Our worldwide suppliers provide us with the goods and services we rely on to deliver for our customers. They range from substantial multinational companies to small-scale local businesses providing bespoke services when they are needed.

During Covid-19 the Group undertakings were still able to operate all sales channels at varying levels, so throughout 2021 the Group continued to buy from most suppliers and continued to pay all suppliers in line with their credit terms.

 Strategic relationship meetings are conducted regularly between suppliers and procurement. Tendering and sourcing events are undertaken to select new suppliers.

On anti-corruption and anti-bribery matters, we expect all our suppliers to be compliant with the Modern Slavery Act and we work closely with our suppliers and peers to build on our knowledge and promote best practice. We are constantly engaging with suppliers that we identify as being within potentially high-risk categories.

 The Board annually approves the Modern Slavery statement.

We work closely with suppliers to develop new products suitable for the markets in which we operate.