Wrap Text
Posting of annual report and financial statements, notice of annual general meeting and proxy form
Mediclinic International plc
(Incorporated in England and Wales)
Company Number: 08338604
LSE Share Code: MDC
JSE Share Code: MEI
NSX Share Code: MEP
ISIN: GB00B8HX8Z88
LEI: 2138002S5BSBIZTD5I60
("Mediclinic", the "Company", or the "Group")
21 June 2019
POSTING OF ANNUAL REPORT AND FINANCIAL STATEMENTS, NOTICE OF ANNUAL GENERAL MEETING AND PROXY FORM
Mediclinic announces that its Annual Report and Financial Statements in respect of the financial
year ended 31 March 2019 ("2019 Annual Report") is being posted to shareholders today, together
with the Notice of Annual General Meeting and the Form of Proxy in relation to the Company's
annual general meeting to be held on Wednesday, 24 July 2019 at Rosewood London Hotel, 252
High Holborn, London, WC1V 7EN at 15:00 (BST).
In accordance with Listing Rule 9.6.1, the above documents are being submitted to the National
Storage Mechanism and will shortly be available to the public for inspection at
www.morningstar.co.uk/uk/NSM.
The documents are also being made available on the Company's website at www.mediclinic.com
during the course of today.
In accordance with DTR 6.3.5 of the FCA's Disclosure Guidance and Transparency Rules, additional
information is set out in the appendices to this announcement. The information in the appendices is
extracted from the 2019 Annual Report and should be read in conjunction with the Company's
preliminary results announcement issued on 23 May 2019 (RNS number 0970P). Together, these
constitute the information required by DTR 6.3.5 to be communicated in full unedited text through a
Regulatory Information Service. This material is not a substitute for reading the full 2019 Annual
Report.
About Mediclinic International plc
Mediclinic is an international private healthcare services group, established in South Africa in 1983,
with divisions in Switzerland, Southern Africa (South Africa and Namibia) and the United Arab
Emirates.
The Group's core purpose is to enhance the quality of life.
Mediclinic is focused on providing specialist-orientated, multi-disciplinary services across the
continuum of care in such a way that the Group will be regarded as the most respected and trusted
provider of healthcare services by patients, medical practitioners, funders and regulators of
healthcare in each of its markets.
Mediclinic comprises 77 hospitals, five sub-acute hospitals, 12 day case clinics and 21 outpatient
clinics. Hirslanden operates 18 hospitals, two day case clinics and three outpatient clinics in
Switzerland with more than 1 900 inpatient beds; Mediclinic Southern Africa operates 52 hospitals,
five sub-acute hospitals and 12 day case clinics with more than 8 500 inpatient beds; and Mediclinic
Middle East operates seven hospitals, two day case clinics and 21 outpatient clinics with more than
900 inpatient beds in the United Arab Emirates.
The Company's primary listing is on the London Stock Exchange ("LSE") in the United Kingdom,
with secondary listings on the Johannesburg Stock Exchange Ltd in South Africa and the Namibian
Stock Exchange in Namibia.
Mediclinic also holds a 29.9% interest in Spire Healthcare Group plc, a leading private healthcare
group based in the United Kingdom and listed on the LSE.
For further information, please contact:
Company Secretary, Link Company Matters Limited
Jayne Meacham / Caroline Emmet
+44 (0)20 7954 9569
Investor Relations, Mediclinic International plc
James Arnold, Head of Investor Relations
ir@mediclinic.com
+44 (0)20 3786 8181
Media queries
FTI Consulting
Brett Pollard/Debbie Scott - UK
+44 (0)20 3727 1000
Sherryn Schooling - South Africa
+27 (0)21 487 9000
Registered address: 6th Floor, 65 Gresham Street, London, EC2V 7NQ, United Kingdom
Website: www.mediclinic.com
Joint corporate brokers: Morgan Stanley & Co International plc and UBS Investment Bank
JSE sponsor: Rand Merchant Bank (A division of FirstRand Bank Limited)
NSX sponsor: Simonis Storm Securities (Pty) Ltd
APPENDIX A: PRINCIPAL RISKS AND UNCERTAINTIES
The Group's principal risks and uncertainties are detailed below, as extracted from pages 55-59 of
the 2019 Annual Report. For further information, please refer to the 2019 Annual Report.
KEY
REFERENCE CATEGORY BUSINESS PROCESSES
A Strategic and business - Strategy formulation and implementation
environment risk - Strategic investment and strategic projects
B Financial and reporting risks - Revenue cycle
- Procure-to-pay cycle
- Financial management and control
- Treasury
- Health information (including coding)
C Operational risks - Infrastructure
- Marketing and corporate communication
- Operations
D Information technology risks - ICT and related projects
E Regulatory compliance risks - Legal and secretarial
- Governance, risk and compliance
- Environmental management
F Clinical risks - Clinical
- Nursing
- Pharmacy
- Coding
G People risks - ICT
- Human resources
Increased Risk exposure increased due to change in business environment, increased
investments, increased dependency of operations on information technology,
information sensitivity and cost involved.
Reduced Proactive and continuous monitoring, favourable results of negotiations, effective
treasury and risk management processes resulted in lowering of risk exposure.
No change Risk exposure has not changed significantly as the operating and regulatory
environment has remained mostly the same and enhanced risk mitigation
measures have kept the risk at same level.
PRINCIPAL MOVEMENT IN DESCRIPTION OF RISK MITIGATION OF RISK
RISK 2019
Regulatory Increased These risks relate to adverse - Proactive engagement with
and changes in legislation and stakeholders
compliance The increasing regulations impacting on the - Health policy units created to
risks risk relates to Group or the failure to comply conduct research and to provide
the continued with legislation and regulations strategic input into reform
E healthcare which may result in losses, processes
reform and the fines, penalties or damage to - Active industry participation
introduction of reputation. across all divisions
new regulations. - Company secretarial, legal and
The risks include healthcare compliance functions support
reform by regulators aimed at operational management,
reducing the cost of healthcare, monitor regulatory developments
broadening the access to and, where necessary, obtain
quality healthcare and expert legal advice for the
increasing the monitoring of effective implementation of
quality standards by regulators. compliance initiatives
- Compliance risks identified and
assessed as part of compliance
management processes
Information Increased Information systems security - Comprehensive information
systems risk and cyber risk relate to the systems identity access
security and The increased unauthorised access to management, change and
cyber risk risk relates to information systems through physical access controls
the continued external or internal attack or - Regular security reviews
D external threats unauthorised breach resulting - Disaster recovery planning
arising from in the unavailability of systems, - Group information security and
cyberattacks failure of data integrity and data data privacy policies
and breaches. confidentiality breaches. - Group ICT Security Committee
Business Reduced These risks relate to increased - Strategic planning processes
investment financial exposure relating to - Due diligence processes
and The investment major strategic business - Investment mandates
acquisition and governance investments and acquisitions. - Board oversight
risks process were The risk includes the sensitivity - Post-acquisition management
strengthened of the assumptions made when processes
A, B during the year. capital is allocated and the
effective implementation of
major investment decisions.
Business New The Group plans to adapt to - Effective project governance
project risks the evolving regulatory, practices, methodologies and
industry and market reporting
A, D environment. - Experienced project
management teams
These risks refer to issues or - Proactive monitoring and
occurrences that may oversight
potentially interfere with
successful completion of
projects, including timeliness,
cost and quality.
Economic No change These risks relate to the - Systems to monitor
and business downturn in the general developments and trends in the
environment Economic economic and business economic and business
risks growth in the environments impacting on the environments and early warning
Middle East and affordability of healthcare for indicators
A Southern Africa funders and self-paying - Proactive monitoring and
remained low, patients. negotiation by the Group’s
resulting in Funder Relations departments
increased risk The business environment risks - Focus on quality and continuum
exposure. include the potential negative of care to reinforce the Group’s
impact on tariffs and fees market position
resulting from the shift of the
relative positioning away from
healthcare service providers
toward funders.
Competition Increased These risks relate to the - Proactive monitoring
risks uncertainty created by the - Strategic planning processes
Healthcare existence of competitors or the - Quality and value of care
A providers emergence of new competitors processes
market with their own strategies.
continued to
grow. The risk includes the
outmigration of care, partly
driven by further technological
developments, and the
development of alternative care
models.
Clinical risks No change These risks relate to all clinical - Refer to the Clinical Services
risks associated with the Report for a detailed analysis of
F Clinical provision of clinical care the strategies to manage and
processes resulting in undesirable clinical monitor clinical risks
across all outcomes. - A Group-wide clinical risk register
operating implemented per division
divisions Clinical risks at the Group's - Accreditation processes
remained a key facilities are managed daily. - Clinical governance processes
focus area for High-priority clinical risk areas - Monitoring of clinical
the Group. include patient safety culture, performance indicators
Risk exposure adverse obstetric outcomes, - Focus on quality management
remained at a medication errors, surgical and processes
comparable procedural adverse events and - Stakeholder engagement and
level to the multidrug resistant organisms. disclosure strategies
previous year. Such risks may also result in - Clinical audits
damage to Mediclinic's
reputation and impact on brand
equity. Brand equity refers to
the commercial value derived
from the consumer perception
of the Group's brand names
rather than the services
provided under those brand
names.
Disruptive New Disruptive innovation and - Strategic planning processes
innovation digitalisation risks include the - Proactive monitoring
and disintermediation and erosion - Systems to monitor
digitalisation of the Mediclinic business developments and trends in the
risks model due to the impact of economic and business
technological development. It environments and early warning
D refers to the extent and speed indicators
that new technologies (and
combinations thereof) change
and transform industries and to
what extent an organisation is
able to exploit these
opportunities and also being
able to respond and innovate,
while managing associated
risks.
Availability, No change The availability and support of - Systems to monitor satisfaction,
recruitment admitting medical practitioners, movement and profiles of
and retention Vacancies and whether independent or medical practitioners
of skilled turnover ratios employed, are critical to the - Details on the relationship with
resources in respect of Group's services. medical practitioners provided in
and medical skilled the Sustainable Development
practitioners resources and There is a shortage of skilled Report
medical labour, particularly a shortage - The employment, recruitment
G practitioners are of qualified and experienced and retention strategies
expected to nursing staff in Southern Africa. explained in the Sustainable
remain at similar Development Report
levels to the - Extensive training and skills
prior year. development programme and
foreign recruitment programme,
explained in the Sustainable
Development Report
Availability No change These risks relate to the cost, - Long-term planning of capital
and cost of terms and availability of capital requirements and cash-flow
capital risks Interest rates to finance strategic expansion forecasting
(Including are expected to opportunities and/or the - Scrutiny of cash-generating
financing and remain at refinancing or restructuring of capacity within the Group
liquidity comparable existing debt affected by - Proactive and long-term
risks) levels during prevailing capital market agreements with banks and other
2019. Long-term conditions. funders relating to funding
B financing facilities
arrangements - Systems to monitor compliance
are in place. with requirements of debt
covenants
- Further details on capital risk
management and the Group's
borrowings contained in the
annual financial statements
Operational No change Operational risk refers to - Preservation of a sound internal
and credit diverse types of operational financial control environment
risks The operational events with a potential - Effective operational risk
and credit risks for financial loss, operational management processes
B, C did not change interruptions or reputational - Effective monitoring and
significantly and damage. oversight of operations
remained stable. - Regulated minimum solvency
Credit risk is the risk of loss due requirements for funders.
to a funder's inability to pay the - Monitoring of approved funders
outstanding balance owing, - Treasury policy
default by banks and/or other
deposit-taking institutions, or
the inability to recover
outstanding amounts due from
patients.
Quality and No change These risks refer to the quality - Patient satisfaction surveys (both
stability of of service and the stability of internal and external)
operational The quality and the operations. It includes: - Complaints monitoring
services risks operational - Training programmes and
services risks - incidents of poor service or supervision of service levels
C did not change where operational - Emergency backup electricity
significantly and management fail to generation
remained stable. respond effectively to - Emergency and disaster planning
complaints; - Extensive fire-ighting and
- operational interruptions detection systems, including
which refer to any comprehensive maintenance
disruption of the facility and processes
may include the threat of - Comprehensive insurance to
disrupted electricity or deal with financial impact of
water supply; and potential disasters
- fire and allied perils
causing damage or
business interruption.
APPENDIX B: STATEMENT OF DIRECTORS' RESPONSIBILITIES
The Statement of Directors' Responsibilities below is extracted from page 179 of the 2019 Annual
Report. This statement relates solely to the 2019 Annual Report and is not connected to the
information presented in this announcement or the preliminary results announcement released on
23 May 2019.
The Directors are responsible for preparing the Annual Report, including the financial statements, in
accordance with applicable legislation and regulation.
The Act requires the Directors to prepare financial statements for each financial year. The Directors
prepared the Group and Company financial statements in accordance with IFRS, as adopted by the
EU. The Directors should only approve the financial statements if they are satisfied that they give a
true and fair view of the state of affairs of the Group and Company and of the profit or loss of the
Group and Company for the reporting period. In preparing the financial statements, the Directors
are required to:
- select suitable accounting policies and apply these consistently;
- state whether applicable IFRS, as adopted by the EU, have been followed for the Group and
Company financial statements respectively, subject to any material departures disclosed and
explained in the financial statements;
- make judgments and accounting estimates that are reasonable and prudent; and
- prepare the financial statements on the going-concern basis, unless it is inappropriate to
presume that the Group and Company will continue in business.
The Directors are responsible for safeguarding the assets of the Group and Company and hence
for taking reasonable steps to prevent and detect fraud and other irregularities.
The Directors are responsible for keeping adequate accounting records that are sufficient to show
and explain the Group's and Company's transactions and disclose with reasonable accuracy, at any
time, the financial position of the Group and Company and enable them to ensure that the financial
statements and the Directors' Remuneration Report comply with the Act and, in respect of the
Group's consolidated financial statements, Article 4 of the International Accounting Standards
Regulation.
The Directors are responsible for the maintenance and integrity of the financial and associated
corporate information published on the Company's website at www.mediclinic.com. Legislation in
the UK governing the preparation and dissemination of financial statements may differ from
legislation in other jurisdictions.
DIRECTORS' CONFIRMATIONS
The Directors consider that this Annual Report, which contains the annual financial statements,
taken as a whole, is fair, balanced and understandable and provides the information necessary for
shareholders to assess the position, performance, business model and strategy of the Group and
Company.
Each of the Directors, whose names and functions are listed on page 104 of the Annual Report,
confirm that to the best of their knowledge:
- the Group and Company financial statements, which were prepared in accordance with IFRS,
as adopted by the EU, give a true and fair view of the assets, liabilities, financial position, cash
flows and results of the Group and the Company; and
- the Directors' Report on page 130 includes a fair review of the development and performance
of the business and the position of the Group and the Company, together with a description of
the principal risks and uncertainties that they face.
DISCLOSURE OF INFORMATION TO EXTERNAL AUDITOR
In the case of each Director in office on the approval date of the Directors' Report, they confirm
that:
- in so far as the Directors are aware, there is no relevant audit information of which the Group
and Company auditor is unaware; and
- they have taken all reasonable steps as a Director to ascertain any relevant audit information
and to establish that the Group and Company's auditor is aware of that information.
APPENDIX C: RELATED PARTY TRANSACTIONS
The following description of related party transactions involving the Company and is subsidiaries
during the financial year ended 31 March 2019 is extracted from page 269 of the 2019 Annual
Report.
35. RELATED PARTY TRANSACTIONS
Remgro Limited owns, through various subsidiaries (Remgro Healthcare (Pty) Ltd, Remgro
Health Ltd and Remgro Jersey GBP Ltd) 44.56% (2018: 44.56%) of the Company's issued
share capital.
The following transactions were carried out with related parties:
2019 2018
£'m £'m
i) Transactions with shareholders
Remgro Management Services Limited (subsidiary of Remgro Ltd)
Managerial and administration fees 0.3 0.3
Internal audit services 0.2 0.2
V & R Management Services AG (subsidiary of Remgro Ltd)
Administration fees* - -
ii) Key management compensation
Key management includes the directors (executive and non-executive)
and members of the executive committee.
Salaries and other short-term benefits
Short-term benefits 6 6
Post-employment benefits* - -
Share-based payment - 1
iii) Transactions with associates
Zentrallabor Zürich
Fees earned (2) (2)
Purchases 9 8
Spire Healthcare Group plc
Non-executive director fee* - -
Wits University Donald Gordon Medical Centre (Pty) Ltd
Fees paid 2 2
* Amount is less than £0.1m.
Date: 21/06/2019 04:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
Sharenet Sites 
