TIDMBC39

RNS Number : 2691M

Northern Powergrid (Yorkshire) plc

26 April 2018

The following regulated information, disseminated pursuant to DTR 6.3.5, comprises the Annual Report and Accounts of Northern Powergrid (Yorkshire) plc for the year ended 31 December 2017.

Pursuant to LR 17.3.1, the document has been submitted to the National Storage Mechanism and will shortly be available for inspection at:

www.hemscott.com/nsm.do

The 2017 Annual Report and Accounts are also available on the website

http://www.northernpowergrid.com/document-library/financial

Enquiries:

   Jenny Riley           01977 605155 

REGISTERED NUMBER: 04112320 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS FOR THE YEARED 31 DECEMBER 2017

FOR

NORTHERN POWERGRID (YORKSHIRE) PLC

NORTHERN POWERGRID (YORKSHIRE) PLC

CONTENTS OF THE FINANCIAL STATEMENTS

FOR THE YEARED 31 DECEMBER 2017

Page

 
Company Information   1 
 
 
Strategic Report   2 
 
 
Report of the Directors   15 
 
 
Report of the Independent 
 Auditor                    19 
 
 
Statement of Profit or Loss   24 
 
 
Statement of Profit or Loss 
 and Other Comprehensive Income   25 
 
 
Statement of Financial Position   26 
 
 
Statement of Changes in Equity   27 
 
 
Statement of Cash Flows   28 
 
 
Notes to the Financial Statements   29 
 

NORTHERN POWERGRID (YORKSHIRE) PLC

COMPANY INFORMATION

FOR THE YEARED 31 DECEMBER 2017

                               DIRECTORS:                                              T E Fielden 

J M France

T H France

N M Gill

P A Jones

A J Maclennan

A R Marshall

P C Taylor

 
  COMPANY SECRETARY:  J C Riley 
 
                               REGISTERED OFFICE:                             Lloyds Court 

78 Grey Street

Newcastle upon Tyne

NE1 6AF

                               REGISTERED NUMBER:                          04112320 (England and Wales) 
                               AUDITOR:                                                    Deloitte LLP 

Statutory Auditor

Newcastle upon Tyne

United Kingdom

NORTHERN POWERGRID (YORKSHIRE) PLC

STRATEGIC REPORT

FOR THE YEARED 31 DECEMBER 2017

The directors present the annual reports and financial statements for the year ended 31 December 2017 of Northern Powergrid (Yorkshire) plc (the "Company"), which have been drawn up and are presented in accordance with the Companies Act 2006.

BUSINESS MODEL

The Company is an authorised distributor under the Electricity Act 1989 and holds an electricity distribution licence granted by the Secretary of State. As a distribution network operator ("DNO"), the Company distributes electricity to approximately 2.3 million customers connected to its electricity distribution network throughout the areas of West Yorkshire, East Yorkshire, almost all of South Yorkshire, together with parts of North Yorkshire, Derbyshire, Nottinghamshire, Lincolnshire and Lancashire. Some 21,628 gigawatt-hours of electricity were distributed to those customers during the year.

The Company's distribution network includes over 53,000 kilometres of overhead and underground cables and over 35,000 substations. Electricity is received from National Grid's transmission system and from generators connected directly to the network, and then distributed at voltages of up to 132 kilovolts ("kV").

In common with Northern Powergrid Holdings Company and its subsidiaries (the "Northern Powergrid Group"), the Company operates a business model and strategy based on six core principles (the "Core Principles"), which are:

 
 Core Principle     Strategic               Key Performance Indicators 
                     objective               ("KPI") 
-----------------  ----------------------  --------------------------------- 
   Financial        Strong finances         - Operating profit 
    strength         that enable             - Maintenance of investment 
                     improvement             grade credit ratings 
                     and growth.             - Cash flow 
  ---------------  ----------------------  --------------------------------- 
   Customer         Delivering              - Broad measure of customer 
    service          exceptional             satisfaction 
                     customer                - Stakeholder Engagement 
                     service.                rank 
  ---------------  ----------------------  --------------------------------- 
   Operational      High-quality,           - Customer Minutes Lost 
    excellence       efficient               - Customer Interruptions 
                     operators               - Network investment 
                     running                 - High voltage restoration 
                     a smart                 time 
                     reliable 
                     energy system. 
  ---------------  ----------------------  --------------------------------- 
   Employee         High-performing         - Occupational Safety and 
    commitment       people doing            Health Administration Rate 
                     rewarding               - Preventable Vehicle Accidents 
                     jobs in                 - Lost time accidents 
                     a safe and              - Restricted duty accidents 
                     secure workplace.       - Medical treatment accidents 
                                             - Operational incidents 
                                             - Absence rate 
  ---------------  ----------------------  --------------------------------- 
   Environmental    Leaders                 - Total Oil/Fluid Lost 
    respect          in environmental        - SF6 Gas discharges 
                     respect                 - Environmental Incidents 
                     and low                 - Carbon Footprint 
                     carbon technologies. 
  ---------------  ----------------------  --------------------------------- 
   Regulatory       Trustworthy,            - Quarterly certification 
    integrity        fair and 
                     balanced, 
                     creating 
                     win-win 
                     outcomes. 
  ---------------  ----------------------  --------------------------------- 
 

The core principles are defined by a number of strategic objectives. Throughout the report, the strategic focus of each principle sets out the way in which each objective is to be achieved through the delivery of key performance indicators.

NORTHERN POWERGRID (YORKSHIRE) PLC

STRATEGIC REPORT

FOR THE YEARED 31 DECEMBER 2017

REVIEW OF THE YEAR

 
                   FINANCIAL STRENGTH 
----------------  ---------------------------------------------------- 
 Strategic         KPI                            2017         2016 
  objective 
----------------  --------------------------  -----------  ----------- 
 Strong finances   Operating Profit             GBP187.6     GBP199.4 
  that enable                                    million      million 
  improvement 
  and growth. 
----------------  --------------------------  -----------  ----------- 
                   Credit Rating (Standard         A            A 
                    & Poor's) 
----------------  --------------------------  -----------  ----------- 
                   Cash      Operating          GBP174.6     GBP215.7 
                    Flow      activities         million      million 
                  --------  ----------------  -----------  ----------- 
                             Investing         GBP(157.4)   GBP(183.3) 
                              activities         million      million 
----------------  --------  ----------------  -----------  ----------- 
 

Strategic focus: To provide the financial resources to support long-term corporate stability.

Performance during the year: The Company continued to maintain good control in respect of both its capital and operating costs by effectively managing the financial risks that could have had an adverse impact on its business. The ED1 price control has been set for eight years with provision for a mid-period review if there are changes to the outputs that the Company is required to deliver. The ED1 price control provides the Company with some stability in terms of its income until 31 March 2023.

Revenue: The Company's revenue at GBP413.5 million was GBP1.6 million lower than the prior year due to the profile of allowed revenues over the ED1 price control period and reduced units distributed.

Operating profit and position at the year-end: The Company's operating profit of GBP187.6 million was GBP11.8 million less than the previous year, primarily reflecting higher depreciation charges, increased business rates and pension costs. The statement of financial position on page 26 shows that, as at 31 December 2017, the Company had total equity of GBP1,322.7 million. The directors consider the Company to have a strong financial position which, when coupled with the preference of its parent company, Berkshire Hathaway Energy Company ("Berkshire Hathaway Energy"), for operating with lower levels of debt than equivalent companies in the sector, creates a stable base for continued strong performance during the ED1 period.

Finance costs and investments: Finance costs net of investment income at GBP48.2 million were GBP1.8 million higher than the prior year due to impact a full year of 2016 financing and lower investment income.

Taxation: The effective tax rate in the year was 18.7%. Corporation tax of GBP28.6 million was paid in the year, this was higher than the prior year of GBP3.0 million due to the conclusion of a tax claim with HMRC in 2016. Details of the income tax expense are provided in Note 7 to the financial statements.

Share capital: There were no changes to the Company's share capital during the year.

Cash flow: The Company aims to collect from customers and pay suppliers within contracted terms. Any surplus cash held is remitted to Yorkshire Electricity Group plc ("YEG"), a company in the Northern Powergrid Group, and invested accordingly, generating a market rate of return for the Company. Movements in cash flows were as follows:

 
-    Operating      Cash flow from operating activities 
      activities     at GBP174.6 million was GBP41.1 million 
                     lower than the previous year, mainly 
                     due to higher tax paid, adverse working 
                     capital movements, and lower profit. 
 
 
-    Investing      Net cash used in investing activities 
      activities     at GBP157.4 million was GBP25.9 million 
                     lower than the previous year, reflecting 
                     lower capital expenditure and higher 
                     customer contributions. 
 
 
-    Financing      The net cash used in financing activities 
      activities     at GBP30.6 million was GBP51.9 million 
                     higher than prior year reflecting the 
                     lower external financing taken out in 
                     the year. 
 

NORTHERN POWERGRID (YORKSHIRE) PLC

STRATEGIC REPORT

FOR THE YEARED 31 DECEMBER 2017

REVIEW OF THE YEAR - continued

FINANCIAL STRENGTH - continued

Pensions: The Company is a participating employer in the Northern Powergrid Group of the Electricity Supply Pension Scheme (the "Scheme"), a defined benefit scheme. Further details of the Company's commitments to the Scheme and the associated deficit repair payments are provided in Note 22 to the financial statements. The Company also participates in the Northern Powergrid Pension Scheme, which is a defined contribution scheme.

Insurance: As part of its insurance and risk strategy, the Northern Powergrid Group has in place insurance policies, which cover risks associated with employees, third party motor and public liability. The Northern Powergrid Group carries appropriate excesses on those policies and is effectively self-insured up to the level of those excesses. Consequently, the risk management and health and safety programmes are viewed as extremely important, given the contribution they make to the elimination or reduction of exposure to such risks.

 
                 CUSTOMER SERVICE 
--------------  ------------------------------------------------- 
 Strategic       KPI                                2017    2016 
  objective 
--------------  ---------------------------------  ------  ------ 
 Delivering 
  exceptional 
  customer 
  service.       BMCS                               85.4%   86.0% 
--------------  ---------------------------------  ------  ------ 
  BMCS Rank                                          12       9 
 ------------------------------------------------  ------  ------ 
  BMCS Power Cuts                                   87.6%   87.4% 
 ------------------------------------------------  ------  ------ 
  BMCS General Enquiries                            87.8%   87.7% 
 ------------------------------------------------  ------  ------ 
  BMCS Connections                                  83.0%   84.6% 
 ------------------------------------------------  ------  ------ 
  SECV rank (combined with 
   Northern Powergrid (Northeast) 
   Limited                                            3       5 
 ------------------------------------------------  ------  ------ 
 

Strategic focus: To improve the service delivered to customers.

Performance during the year:

Under the broad measure of customer satisfaction ("BMCS"), an independent market research company carried out telephone surveys with the Company's customers to find out how satisfied they were with services related to unplanned or planned power cuts, quotations and subsequent connections, and general enquiries. The Company recorded an overall satisfaction score of 85.4%, which was comparable to the prior year (86.0%). To further enhance the service provided to customers, a number of initiatives from the Company's customer experience improvement plan were implemented during the year. This included the continued development of the customer relationship management system and enhancing the self-service offerings available to customers.

Throughout the year, further improvements were made to the way in which the Contact Centre operates were implemented. The Quality Management Framework that was launched in 2016 to define the standards required of Contact Centre colleagues to deliver exceptional customer service was extended to incorporate the connections business. In addition, the Contact Centre was restructured to introduce a metering defect customer support team, designed to effectively support customers during the government's smart meter roll-out programme.

In May 2017, the Company, together with its affiliate Northern Powergrid (Northeast) Limited, put forward its Stakeholder Engagement and Customer Vulnerability ("SECV") submission to the Office for Gas and Electricity Markets ("Ofgem") in respect of its work during the year. The submission provided an overview of initiatives including an increased focus on data quality which had resulted in cleansing the Company's Priority Services Register ("PSR") and strengthening relationships with partners who deliver key services to customers. Following the submission to Ofgem's panel, the position of the Company in the context of the wider DNO group increased from fifth place to third. The improvement demonstrated the effectiveness of the revised stakeholder engagement strategy launched in 2016.

NORTHERN POWERGRID (YORKSHIRE) PLC

STRATEGIC REPORT

FOR THE YEARED 31 DECEMBER 2017

REVIEW OF THE YEAR - continued

CUSTOMER SERVICE - continued

Connections to the network

Strategic focus: To further implement customer service improvements in support of the commitment to reduce routine, small works end-to-end connections lead times by 30% during the ED1 period, actively facilitate the development of competition from independent connections providers ("ICPs") and deliver the major works service improvement plan as part of the Ofgem Incentive on Connections Engagement ("ICE").

Performance during the year:

Within connections services, work continued on the transformation of the small works connections business to improve customer service. A new process was implemented during January 2017 which introduced a single point of customer contact for the delivery of small works connections. In parallel the online service alterations process was overhauled to offer customers more choice in the way they receive a quotation.

The Company continued to embed the processes introduced by the Competition in Connections Code of Practice. This included the provision of dual quotations, enabling ICPs to self-determine and approve points of connection to the network and simplifying the authorisation process for ICPs' operational staff.

During the year, the Company commenced began the delivery of 22 actions included in the major works service improvement plan as part of the ICE. Working proactively with customers and obtaining their feedback, the Company formally increased the number of improvement actions to 31 during the midyear return to Ofgem. All actions were completed and Ofgem determined that the Company had met the assessment criteria for developing and delivering the ICE service improvement plan.

Corporate responsibility

Strategic focus: To build effective relationships with customers and other stakeholders whilst maximising the value of contact with customers, especially those who are vulnerable and hard to reach.

Performance during the year: The Company worked closely with key partners such as the Environment Agency, local authorities and local resilience forums, particularly during periods of severe weather. Collaboration with stakeholders in the wider energy industry included the continued promotion of the national '105' number and preparation for the January 2018 overhead line safety campaign, an Energy Networks Association initiative, supported by DNOs.

With the assistance of the Social Issues Expert Group (which includes external experts and advisers) the Company further developed the services provided to vulnerable customers including those on the PSR. To improve the accessibility and knowledge of the services available to vulnerable customers, a network of partners was established with community and third sector organisations.

Safety remains the Company's first priority and underpins all operations. Accordingly, the Northern Powergrid Group has maintained its support to charitable organisations and continued to sponsor the "Safety Champions" initiative, which is aimed at enhancing safety performance. Throughout the year, the Northern Powergrid Group engaged with thousands of school children through its series of safety events, and in addition, became the sponsor of the Cub Home Safety Activity Badge which has been designed to teach Cub Scouts about safety in and around the home.

Supporting customers through the use of tailored education programmes continued throughout 2017. Activity included, Make the Grade in Energy, an education, skills and employability programme, Energy Heroes, targeted at the primary school pupils to promote awareness of energy costs and ways of saving energy, and attendance at The Big Bang Fair, which encourages young people to pursue science, technology, engineering and maths subjects.

NORTHERN POWERGRID (YORKSHIRE) PLC

STRATEGIC REPORT

FOR THE YEARED 31 DECEMBER 2017

REVIEW OF THE YEAR - continued

 
                  OPERATIONAL EXCELLENCE 
---------------  ----------------------------------------------------------------- 
 Strategic        KPI                             2016/17            2015/16 
  objective 
---------------  --------------------------  ----------------  ------------------- 
                                              Actual   Target    Actual    Target 
---------------  --------------------------  -------  -------  ---------  -------- 
 High-quality, 
  efficient 
  operators 
  running 
  a smart 
  reliable 
  energy          Customer Minutes 
  system.          Lost                        38.0    <61.6      41.8      <63.1 
---------------  --------------------------  -------  -------  ---------  -------- 
  Customer Interruptions                       48.5    <67.5      52.5      <68.5 
 ------------------------------------------  -------  -------  ---------  -------- 
  KPI                                              2017                2016 
 ------------------------------------------  ----------------  ------------------- 
                                                  Actual              Actual 
 ------------------------------------------  ----------------  ------------------- 
  Network investment                             GBP213.9        GBP225.1 million 
                                                  million 
 ------------------------------------------  ----------------  ------------------- 
  High voltage restoration                      51.0 minute        52.8 minute 
   time 
 ------------------------------------------  ----------------  ------------------- 
 

Strategic focus: To provide, maintain and invest in an efficient distribution network that delivers electricity effectively. Enhancing the reliability of the network in support of the commitment to achieve 8% fewer unplanned power cuts and reduce the average length of unplanned power cuts by 20% during the ED1 period.

Performance during the year: Customer minutes lost ("CML") and customer interruptions ("CI") are the key performance indicators set by Ofgem and used by the Company to measure the quality of supply and system performance. Both CML and CI are measured on a regulatory year basis which commences on 1 April of any given year and concludes on 31 March of the subsequent year. CML measures the average number of supply minutes lost for every connected customer due to both planned and unplanned power cuts that last for three minutes or longer. CI measures the average number of supply interruptions per every 100 connected customers due to planned and unplanned power cuts that last for three minutes or longer. In respect of these key customer service performance indicators, the goal is to achieve performance that is below Ofgem's target number. The Company's performance during the most recent regulatory year was better than Ofgem's target for both CML and CI.

The Company invested GBP213.9 million during the year through its approved network investment strategy (2016: GBP225.1 million), which has been designed to deliver improvements and increase the network's resilience. Various major projects were undertaken to reinforce the primary network, replace plant, refurbish transformers, rebuild overhead lines, remove and replace oil-filled cables, change deteriorated poles, replace switchgear and install and commission new remote control points.

Enhancements to the network continued through investment into the use of technology including the expansion of the automated power restoration system ("APRS"). In the event of a high-voltage fault, APRS analyses the information presented by intelligent assets installed on the network and, from that information, determines where the fault is located and executes switching to restore power to the 'healthy' network in a safe manner in under three minutes. It is planned to enable APRS at 306 primary substations across the Northern Powergrid Group by the end of the ED1 period. The Company's high-voltage restoration performance during the calendar year 2017 averaged some 51.0 minutes (2016: 52.8 minutes), after allowing for severe weather incidents and other exemptions.

The Company aims to respond effectively to the needs of customers and local communities and to achieve the guaranteed standard for the restoration of supply: restoration within 12 hours of a power cut occurring under normal weather conditions. The Company's major incident management procedure is utilised during severe weather events that affect the network.

NORTHERN POWERGRID (YORKSHIRE) PLC

STRATEGIC REPORT

FOR THE YEARED 31 DECEMBER 2017

REVIEW OF THE YEAR - continued

 
                       EMPLOYEE COMMITMENT 
--------------------  ---------------------------------------------------------------- 
 Strategic             KPI (Calendar year)                2017              2016 
  objective 
--------------------  ----------------------------  ----------------  ---------------- 
                                                     Actual   Target   Actual   Target 
--------------------  ----------------------------  -------  -------  -------  ------- 
 High-performing 
  people doing 
  rewarding            Occupational Safety 
  jobs in               and Health Administration 
  a safe and            Rate (Northern 
  secure workplace.     Powergrid Group)              0.44     0.26     0.30     0.30 
--------------------  ----------------------------  -------  -------  -------  ------- 
  Preventable Vehicle 
   Accidents                                           17       9        12       13 
 -------------------------------------------------  -------  -------  -------  ------- 
  Lost time accidents                                  5        2        4        2 
 -------------------------------------------------  -------  -------  -------  ------- 
  Restricted duty 
   accidents                                           1        1        0        1 
 -------------------------------------------------  -------  -------  -------  ------- 
  Medical treatment 
   accidents                                           0        1        1        1 
 -------------------------------------------------  -------  -------  -------  ------- 
  Operational incidents                                6        6        4        6 
 -------------------------------------------------  -------  -------  -------  ------- 
  Northern Powergrid 
   Group Absence rate                                 2.9%              2.9% 
 -------------------------------------------------  -------  -------  -------  ------- 
 

Health and Safety

Strategic focus: To deliver a comprehensive safety and health improvement plan ("SHIP") resulting in world class safety performance and to achieve the Northern Powergrid Group commitment of halving its accident rate during the ED1 period.

Performance during the year: In common with the Berkshire Hathaway Energy group, the Northern Powergrid Group measures its safety performance in terms of the Occupational Safety and Health Administration ("OSHA") rate, which is a measure used in the United States to capture safety incidents down to minor levels of medical treatment. The Northern Powergrid Group missed its target OSHA rate of 0.26 (2017: 0.44) recording a total of ten recordable incidents against a target of six. Whilst the outcome was disappointing, the Company's long term safety record suggests that it is one of the safest in its sector. This has been recognised in the form of a Gold President's Award from the Royal Society for the Prevention of Accidents for the achievement of 13 consecutive Gold Awards. The Company failed to meet both the preventable vehicle accidents and lost time accident targets. The failure to meet these targets was primarily the result of a series of relatively minor driving incidents and trips, slips and falls. The Company continues to take action to seek to minimise these lower level risks.

Improving safety performance remains a priority and the way in which this is achieved is set out in the Company's SHIP. The SHIP focuses on leadership engagement, improving two-way communication on safety issues, supervisory oversight, ensuring managers and supervisors fulfil their safety inspection programmes and provide regular coaching and instruction to work teams, and workplace risk management, to develop competence in identification and risk mitigation methods. These three areas are supported by driver training, operational safety seminars, stand-down briefings and regular safety reports and newsflashes.

The Company's OHSAS 18001 health and safety management systems successfully retained certification.

Employees

Strategic focus: To effectively manage headcount whilst emphasising the importance of leadership and high standards of performance in support of the Core Principles by engaging, collaborating and working with employees and their trade union representatives.

NORTHERN POWERGRID (YORKSHIRE) PLC

STRATEGIC REPORT

FOR THE YEARED 31 DECEMBER 2017

REVIEW OF THE YEAR - continued

EMPLOYEE COMMITMENT - continued

Performance during the year:

The Company has adopted the Berkshire Hathaway Energy code of business conduct, which details the commitment to ethics and compliance with the law, provides reporting mechanisms for known or suspected ethical or legal violations, and establishes minimum standards of behaviour expected of all employees. In support of this, a "speaking up" process is in place enabling all staff to raise concerns of unethical acts, malpractice or impropriety (including bribery or corruption), and an anonymous help line operated by an independent company is also available.

In order to support the well-being of its employees, the Northern Powergrid Group provides an independent employee assistance service to all staff. The programme is a confidential, self-referral counselling and information service to assist with personal or work-related problems that may be affecting health, wellbeing or performance and is available 24 hours a day, 365 days a year. Working with its occupational health provider, the Northern Powergrid Group is delivering a long-term programme aimed at improving the health of its staff.

During the year, 68 new recruits (2016: 71) joined the Northern Powergrid Group workforce renewal programme, including for the first time, two Cyber Apprentices. In addition, 19 trainees graduated from their training programmes.

The Northern Powergrid Group has adopted a number of policies (including the policy on diversity at work and code of business conduct) that collectively comprise the policy on diversity. Diversity is actively supported through recruitment, educational programmes, employee opportunities and the Global Days of Service charitable support programme. All appointments are based on merit with due regard for diversity, including gender.

At 31 December 2017, the Company employed 1,191staff (2016: 1,184).

 
                   ENVIRONMENTAL RESPECT 
----------------  ---------------------------------------------------------- 
 Strategic         KPI                         2017               2016 
  objective 
----------------  --------------------  -----------------  ----------------- 
                                         Actual   Target    Actual   Target 
----------------  --------------------  -------  --------  -------  -------- 
 Leaders in 
  environmental 
  respect and 
  low carbon       Total Oil/Fluid 
  technologies.     Lost (litres)        18,101   <18,900   15,722   <25,714 
----------------  --------------------  -------  --------  -------  -------- 
  SF6 Gas discharges 
   (kg)                                  68.78    <78.00    99.95      <84 
 -------------------------------------  -------  --------  -------  -------- 
  Environmental 
   Incidents                               8        <5        3        <7 
 -------------------------------------  -------  --------  -------  -------- 
  Carbon Footprint 
   (tonnes)                              28,884             30,518 
 -------------------------------------  -------  --------  -------  -------- 
 

Strategic focus: Deliver Environmental "RESPECT" (Responsibility, Efficiency, Stewardship, Performance, Evaluation, Communication and Training) in doing so achieve our commitment to reduce oil and fluid loss by 15% and reduce our business carbon footprint by 10% during the ED1 period.

Performance during the year:

The Company has operated a United Kingdom Accreditation Service scheme for environmental management since the late 1990s and is certified to the environmental management systems standard ISO 14001: 2015. A full recertification assessment was carried out in March 2017 and a surveillance audit conducted in September 2017. Continued certification was confirmed following each audit.

The Company's carbon footprint reporting framework is certified under the Certified Emissions Measurement and Reduction Scheme for compliance with ISO 14064-1:2006. The last full audit was undertaken in October 2017 where continued certification was confirmed. Initiatives including the implementation of telematics in fleet vehicles have facilitated a further improvement in reducing the Company's carbon footprint during the year to 28,884 tonnes (2016: 30,518 tonnes).

In support of the target to further reduce oil and fluid loss, the 2017 annual environmental improvement plan included replacing fluid-filled cables and locating cable fluid leaks more quickly which resulted in a total fluid loss of 18,101 litres (2016: 15,722). Additional activity to minimise the Company's impact on the environment included placing overhead lines underground in National Parks and Areas of Outstanding Natural Beauty and protecting wildlife and habitat.

NORTHERN POWERGRID (YORKSHIRE) PLC

STRATEGIC REPORT

FOR THE YEARED 31 DECEMBER 2017

REVIEW OF THE YEAR - continued

Sustainability

Strategic focus: To help facilitate the United Kingdom's transition to a low-carbon economy in the Company's capacity as a major participant in the United Kingdom energy industry and in terms of its own carbon footprint.

Performance during the Regulatory Year:

As the country takes action to make significant reductions in its carbon emissions, the way in which electricity is produced and used is expected to have a substantial impact on the electricity network over time. This has already been seen through the number of low-carbon technology installations such as photovoltaic solar panels, electric vehicles and heat pumps. The volume and total capacity of decentralised energy generation has also been growing steadily and, given the greater range of load and generation technologies now connected to the network, the Company is taking action to develop innovative solutions that will reduce the need for traditional and potentially expensive reinforcement of the network.

From an innovation perspective, the Company is running a portfolio of projects in the priority areas of smart grids, smart meters, digital-enabled customer service and affordability.

A partnership with Nissan is supporting new electric vehicle projects for the trialling of 'vehicle to grid' technology to enable car users to supply power to the electricity network. In addition, a new project was launched in the year to develop hybrid battery technology to expedite the restoration of the electricity supply following a power cut. Collaboration with Northern Gas Networks at the Integrel demonstrator site continues to assess the potential future benefits of integrating both gas and electricity energy systems. The Company is also scoping the role of distribution system operator ("DSO") with a new project to explore the value of the transition for customers and to understand the business changes that are required to realise those benefits.

The Northern Powergrid Group climate change adaptation strategy recognises the impact that climate change is anticipated to have on the business, the risks this poses and the proposed actions to mitigate these risks including vegetation management, network specifications for changing temperatures and improved weather prediction. The installation of flood defences is one such key activity that is already underway and the delivery of the committed programme in the ED1 period remains on track.

STRATEGIC REPORT

FOR THE YEARED 31 DECEMBER 2017

REVIEW OF THE YEAR - continued

 
                       REGULATORY INTEGRITY 
--------------------  ------------------------------------- 
 Strategic objective   KPI 
--------------------  ------------------------------------- 
 Trustworthy,          Completion of a quarterly regulatory 
  fair and balanced,    compliance affirmation process 
  creating win-win 
  outcomes. 
--------------------  ------------------------------------- 
 

Strategic focus: To manage the Company's business to the highest behavioural standards and adhere to a policy of strict compliance with all relevant standards, legislation and regulatory conditions.

Performance during the year:

Under the RIIO (revenue = incentives + innovation + outputs) model for regulation, price controls are set for eight years with provision for a mid-period review if there are changes to the outputs that network companies are required to deliver. The ED1 price control became effective on 1 April 2015 and is due to end on 31 March 2023. The Company's base allowed revenue (excluding the effects of incentive schemes and any deferred revenues from the prior price control) before inflation reduced by 0.5% for the regulatory year ended 31 March 2017, relative to the previous regulatory year. Base allowed revenues before inflation remain constant for each subsequent regulatory year through to the 31 March 2023. Nominal base allowed revenues will increase in line with inflation (as measured by the United Kingdom's Retail Prices Index).

In order to assure compliance with licence and other regulatory obligations, the Company operates a regulatory compliance affirmation process, under which ownership of approximately 1,950 regulatory obligations are assigned to around 80 responsible managers. Those responsible managers are required to review compliance with the relevant obligations on a quarterly basis and report on any identified non-compliances or perceived risks which are then addressed by members of the executive team. To minimise the risk of the Company breaching its licence conditions and other statutory requirements (which could lead to financial penalties), the board of directors review the outcome of each quarter's exercise.

The Company submits a number of information returns to Ofgem and is required, under the terms of the Company's licence, to assure the accuracy of those returns. These arrangements involve the preparation and submission to Ofgem, by the end of February in each year, of a risk-based data-assurance plan for the regulatory year ahead, together with a report detailing the assurance work actually carried out in the regulatory year just ended and the findings of that work.

NORTHERN POWERGRID (YORKSHIRE) PLC

STRATEGIC REPORT

FOR THE YEARED 31 DECEMBER 2017

PRINCIPAL RISKS AND UNCERTAINTIES

The Northern Powergrid Group operates a structured and disciplined approach to the management of risk as part of its overall risk management policy and in support of its financial reporting practices. A robust system is in place to facilitate the identification of new risks, including those associated with the achievement of the Northern Powergrid Group's strategic objectives and Core Principles. Once identified, key risks and their respective controls and mitigation plans are continually assessed and formally reviewed by the Governance and Risk Management Group, which reports to the Audit Committee.

Supported by the internal audit function, the risk management programme includes regular reviews of the crisis management, disaster recovery and major incident plans. To determine the level of disaster preparedness and responsiveness against threats to business continuity, risk management plans and processes are periodically tested. This self-evaluation approach is reinforced by that of the Berkshire Hathaway Energy group, which continue to benchmark risk management activities across its business units and share significant lessons learned.

 
 Category    Risk / Uncertainty             Mitigation 
----------  -----------------------------  -------------------------------- 
 Financial   The Gas and Electricity        Appeal to the Competition 
              Markets Authority ("GEMA")     and Markets Authority 
              resetting the price            against a decision by 
              control formula (which         GEMA to proceed with 
              determines the maximum         such a modification. 
              permitted revenue for 
              each Regulatory Year) 
              set out in the electricity 
              distribution licence 
              without the consent 
              of the electricity 
              distribution licence 
              holder. 
----------  -----------------------------  -------------------------------- 
 Financial   The Company costs increase     The Company monitors 
              or change by more than         performance against regulatory 
              RPI having a direct            allowances including 
              impact on the Company's        forecasts for the remainder 
              financial results.             of the price period and 
              The rate of inflation          takes appropriate corrective 
              as measured by RPI             action to ensure it lives 
              is taken into account          within regulatory allowances. 
              in setting the Company's 
              allowed income in respect 
              of each regulatory 
              year. 
----------  -----------------------------  -------------------------------- 
 Financial   Changes in performance         Performance against incentives 
              under incentive schemes,       is routinely measured 
              such as in customer            and management action 
              service, may lead to           taken to address any 
              adjustments to allowed         performance issues. 
              revenues. 
----------  -----------------------------  -------------------------------- 
 Financial   Cost of the defined            The cost of the defined 
              benefit pension schemes        benefit pension scheme, 
              and the possible effect        including deficit repair 
              on the current deficit         payments, is managed 
              position.                      in triennial cycles by 
                                             negotiation with the 
                                             trustees of the scheme. 
                                             On-going and repair costs 
                                             form part of the assessment 
                                             of cost made by Ofgem 
                                             in each price control, 
                                             and if judged efficient, 
                                             these costs are permitted 
                                             to be recovered through 
                                             revenues at a stable 
                                             level to provide certainty 
                                             for customers. 
                                             The Company works with 
                                             scheme trustees to ensure 
                                             that scheme judgements 
                                             reflect this indirect 
                                             obligation to customers. 
----------  -----------------------------  -------------------------------- 
 Financial   The existing Data Protection   A programme to identify 
              policies and procedures        the impact of GDPR and 
              are not sufficient             the actions required 
              to comply with the             ahead of the regulation 
              additional requirements        becoming effective in 
              of the incoming General        May 2018 is in place 
              Data Protection Regulation     and is under regular 
              ("GDPR").                      review. 
----------  -----------------------------  -------------------------------- 
 Financial   Interest rate risk             The Company is financed 
              - the exposure to uncertain    by long-term borrowings 
              future interest rates.         at fixed rates and has 
                                             access to short-term 
                                             borrowing facilities 
                                             at floating rates of 
                                             interest. As at 31 December 
                                             2017, 100% of the Company's 
                                             long-term borrowings 
                                             were at fixed rates and 
                                             the average maturity 
                                             for these borrowings 
                                             was 9 years. 
----------  -----------------------------  -------------------------------- 
 

NORTHERN POWERGRID (YORKSHIRE) PLC

STRATEGIC REPORT

FOR THE YEARED 31 DECEMBER 2017

PRINCIPAL RISKS AND UNCERTAINTIES - continued

 
 Category         Risk / Uncertainty               Mitigation 
---------------  -------------------------------  ---------------------------------- 
 Financial        Trading risk - investments       The Company's policy is 
                   fail to deliver anticipated      that no trading in financial 
                   outcome                          instruments should be 
                                                    undertaken. 
---------------  -------------------------------  ---------------------------------- 
 Financial        Major Incidents (including       A number of major incident 
  / Operational    weather and terrorism            and crisis management 
                   attacks) causing network         policies, plans and governance 
                   disruption resulting             arrangements are in place 
                   in customer service              to react to and deal with 
                   penalties and a reduction        such situations. In addition, 
                   in the number of units           an industry mutual aid 
                   delivered on which               agreement is in place. 
                   income is charged.               The initiatives (including 
                                                    network investment) under 
                                                    the operational excellence 
                                                    Core Principle are in 
                                                    place to ensure grid resilience 
                                                    is maintained. 
---------------  -------------------------------  ---------------------------------- 
 Operational      Health and Safety                Health and Safety is given 
                   incident - The electricity       the highest priority within 
                   distribution business            the Company and clear 
                   is inherently hazardous.         policies and procedures 
                   Employees work at                are in place both to ensure 
                   height, in closed                the safety of the employees 
                   spaces, alone and                and customers but also 
                   with live electricity,           ensure compliance with 
                   increasing the risk              relevant legislation. 
                   of potential safety 
                   incidents. 
---------------  -------------------------------  ---------------------------------- 
 Operational      Cyber-attack or cyber-security   A robust cyber security 
                   breach affecting hardware,       risk mitigation programme 
                   systems, customer                is in place including 
                   data or intellectual             accreditation under the 
                   property.                        ISO 27001 Information 
                                                    Security (process security) 
                                                    standard for certain discrete 
                                                    business areas and compliance 
                                                    with the Centre for Internet 
                                                    Security Critical Security 
                                                    Controls. Further advances 
                                                    are being continuously 
                                                    implemented and managed. 
---------------  -------------------------------  ---------------------------------- 
 Operational      The take-up of low-carbon        In addition to smart grid 
                   technologies and the             deployment activity, the 
                   resulting effect on              Company has a range of 
                   the networks capacity.           innovation projects to 
                                                    develop and demonstrate 
                                                    future technologies and 
                                                    commercial practices. 
                                                    The Company is considering 
                                                    how the transition to 
                                                    a DSO role could assist 
                                                    customers to connect more 
                                                    low carbon technologies. 
---------------  -------------------------------  ---------------------------------- 
 Commercial       The emergence of increased       The Company is setting 
                   competition in the               out the policy position 
                   electricity distribution         supporting the expanded 
                   market including the             role of DSO which is underpinned 
                   emerging role of DSO.            by electricity distributors 
                                                    being ideally placed to 
                                                    deliver benefits to customers 
                                                    from a DSO role and to 
                                                    maintain overall accountability 
                                                    for the stability of local 
                                                    networks. 
---------------  -------------------------------  ---------------------------------- 
 Commercial       Credit control - protecting      The Company requires strict 
                   the Company from incurring       adherence to credit checking, 
                   bad debt and maintaining         payment terms, payment 
                   strong cash flow.                performance tracking and 
                                                    debt management policies 
---------------  -------------------------------  ---------------------------------- 
 Commercial       Credit-cover arrangements        The relationship with 
                   with electricity suppliers.      energy suppliers, including 
                                                    credit-cover arrangements, 
                                                    is governed by a distribution 
                                                    connection and use of 
                                                    system agreement which 
                                                    sets out how creditworthiness 
                                                    will be determined and, 
                                                    as a result, whether the 
                                                    supplier needs to provide 
                                                    collateral. 
---------------  -------------------------------  ---------------------------------- 
 Commercial       Availability of resource         The Company uses a mix 
                   to deliver work programmes.      of direct labour and contracted 
                                                    resource to facilitate 
                                                    the delivery of work programmes 
                                                    (including the capital 
                                                    expenditure programme). 
---------------  -------------------------------  ---------------------------------- 
 

NORTHERN POWERGRID (YORKSHIRE) PLC

STRATEGIC REPORT

FOR THE YEARED 31 DECEMBER 2017

PRINCIPAL RISKS AND UNCERTAINTIES - continued

Internal Control

A rigorous internal control environment exists within the Northern Powergrid Group to support the financial reporting process, the key features of which include regular reporting, a series of operational and financial policy statements, investigations undertaken by internal audit and a stringent process for ensuring the implementation of internal audit recommendations. In addition, the Northern Powergrid Group utilises comprehensive business planning procedures, regularly reviews key performance indicators to assess progress towards its goals, and has a strong internal audit function to provide independent scrutiny. Financial controls include a centralised treasury operations and established procedures for the planning, approving and monitoring of major capital expenditure.

In accordance with Berkshire Hathaway Energy's requirements to comply with the United States Sarbanes-Oxley Act, the Company undertakes a quarterly risk control assessment confirming that the effectiveness of the system of internal controls has been reviewed during the year. A self-certification process is in place, in support of this review, whereby certain senior managers are required to confirm that the system of internal control in their area of the business is operating effectively. Consequently, the directors believe that a robust system of risk assessment and management is in place.

The Company does not have a specific human rights policy. However, in accordance with the Core Principles, it remains fully committed to operating ethically and responsibly and with fairness and integrity. This is implemented through the policies and procedures it has in place which are applicable to all stakeholder groups and encompasses employees' health, safety and welfare, dealings with customers, particularly those who are vulnerable, the impact of the Company on the environment and the contribution to sustainability.

The Northern Powergrid Group is committed to maintaining the highest ethical standards in the conduct of its business and, implements Berkshire Hathaway Energy's code of business conduct, details of which can be found on page 8. The Company has robust procedures in place to meet the requirements of the Bribery Act 2010.

ON BEHALF OF THE BOARD:

P A Jones

Director

24 April 2018

NORTHERN POWERGRID (YORKSHIRE) PLC

REPORT OF THE DIRECTORS

FOR THE YEARED 31 DECEMBER 2017

The directors present their report together with the audited financial statements and the auditor's report for the year ended 31 December 2017.

DIVIDS

During the year, an interim dividend of GBP29.8 million was paid (2016: GBP28.7 million). The directors recommend that no final dividend be paid in respect of the year (2016: GBPnil).

The Company's dividend policy is that dividends will be paid only after having due regard to available distributable reserves, available liquid funds and the financial resources and facilities needed to enable the Company to carry on its business for at least the next year. In addition, the level of dividends is set to maintain sufficient equity in the Company so as not to jeopardise its investment grade issuer credit rating.

RESEARCH AND DEVELOPMENT

The Company supports a programme of research that is expected to contribute to higher standards of performance and a more cost-effective operation of its business. New activities initiated in the year included projects regarding the use of bi-directional power flow to electric vehicles, an improved methodology to determine the overall societal impact of network investment and operations, a project to understand and test cross-vector energy systems in collaboration with the regional gas distribution network operator and a project to explore and understand the technical and economic opportunities and implications of the DSO role.

During the year, the Company invested GBP1.7 million (2016: GBP1.6 million) (Note 6 to the financial statements) in its research and development activities.

FUTURE DEVELOPMENTS AND FUTURE OUTLOOK

The financial position of the Company, as at 31 December 2017, is shown in the statement of financial position on page 23. There have been no significant events since the year end. The directors intend that the Company will continue to implement its well-justified business plan during the remainder of the ED1 price control and by delivering the strategic objectives linked to the Core Principles, the Company will continue to develop its business by efficiently investing in the network and improving the quality of supply and service provided to customers. There are no plans to change the existing business model.

DIRECTORS

The directors who held office during the year under review and to the date of signing were:

 
R Dixon          Non-executive Director (retired 26 October 
                  2017) 
T E Fielden      Finance Director 
J M France       Regulation Director 
T H France       General Counsel 
N M Gill         Operations Director 
P A Jones        President and Chief Executive Officer 
A J Maclennan    Business Development Director 
A R Marshall     Non-executive Director 
P C Taylor       Non-executive Director 
 

During and as at the end of the year, none of the directors was interested in any contract, which was significant in relation to the business of the Company.

During the financial year and up to the date of approval of the Report of the Directors, an indemnity contained in the Company's Articles of Association was in force for the benefit of the directors of the Company and as directors of associated companies, which was a qualifying indemnity provision for the purposes of the Companies Act 2006.

FINANCIAL RISK MANAGEMENT

Details of financial risks are included in the Principal Risks and Uncertainties on page 11-14 of the Strategic Report.

FINANCIAL DERIVATIVES

As at 31 December 2017 and during the year it was the Company's policy not to hold any derivative financial instruments.

NORTHERN POWERGRID (YORKSHIRE) PLC

REPORT OF THE DIRECTORS

FOR THE YEARED 31 DECEMBER 2017

POLITICAL DONATIONS

No contributions were made to political organisations during the year (2016: GBPnil).

EMPLOYEES

Employee consultation

A constitutional framework agreed with trade union representatives exists in respect of employee consultation. The management team keep employees and trade union representatives informed of and involved as appropriate in developments that may impact them now or in the future.

Employee engagement continues to show improvement with local action plans augmented by routine communication channels including regular staff briefings, meetings with staff and their representatives, and utilising the Northern Powergrid Group's intranet.

During the year, the President and Chief Executive Officer of the Northern Powergrid Group continued to provide employees with updates on the Northern Powergrid Group's financial, organisational, safety and customer service performance through regular electronic briefings.

Disabled employees

The Company is committed to equality at work and, as such, its policy is to provide all protected groups, including disabled people, with equality at work in respect of employment, training, career development and promotion, having regard to their aptitudes and abilities. Should any member of staff become disabled during their employment, the Company will make reasonable adjustments, wherever possible.

In accordance with section 414c of the Companies Act 2006 disclosures concerning relations with employees and greenhouse gas emissions can be found on pages 7 and 8 of the Strategic Report.

CORPORATE GOVERNANCE STATEMENT

The directors have elected to apply the exception set out in Section 1B.1.6R of the Disclosure and Transparency Rules ("DTR").

AUDIT COMMITTEE

The board of Northern Powergrid Holdings Company has established an audit committee for the Northern Powergrid Group under delegated terms of reference which carries out the functions required by DTR 7.1.3 R.

Committee members:

 
J Reynolds     Non-Executive Director (appointed as 
                Chairman on 26 October 2017) 
R Dixon        Non-Executive Director (retired 26 October 
                2017) 
T E Fielden    Finance Director 
 

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law, the directors have elected to prepare the financial statements in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union. Under company law, the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

NORTHERN POWERGRID (YORKSHIRE) PLC

REPORT OF THE DIRECTORS

FOR THE YEARED 31 DECEMBER 2017

STATEMENT OF DIRECTORS' RESPONSIBILITIES - continued

In preparing these financial statements, International Accounting Standard 1 requires the directors to:

 
-    Properly select and apply accounting policies; 
 
 
-    Present information, including accounting policies, 
      in a manner that provides relevant, reliable, 
      comparable and understandable information; 
 
 
-    Provide additional disclosures when compliance 
      with the specific requirements in IFRSs are insufficient 
      to enable users to understand the impact of particular 
      transactions, other events and conditions on the 
      Company's financial position and financial performance; 
      and 
 
 
-    Make an assessment of the Company's ability to 
      continue as a going concern. 
 

Each of the directors as at the date of the Annual Reports and financial statements, whose names and functions are set out on page 15 in the Report of the Directors confirms that, to the best of their knowledge the Company's financial statements, prepared in accordance with applicable UK law and in conformity with IFRS, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the Strategic Report and the Report of the Directors include a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties it faces.

NON-FINANCIAL INFORMATION STATEMENT

In accordance with Section 414CB(7) of the Companies Act 2006, the directors have elected to set out the information required by Section 414CB (1) to (6) in the group annual report and audited consolidated financial statements of Northern Powergrid Holdings Company, a copy of which can be found on Northern Powergrid's corporate website.

GOING CONCERN

A review of the Company's business activities during the year, together with details regarding its future development, performance and position, its objectives, policies and processes for managing its capital, its financial risk management objectives and details of its exposures to trading risk, credit risk and liquidity risk are set out in the Strategic Report, the Report of the Directors and the appropriate notes to the financial statements.

When considering continuing to adopt the going concern basis in preparing the annual reports and financial statements, the directors have taken into account a number of factors, including the following:

 
-    The Company is a stable electricity distribution 
      business operating an essential public service 
      and is regulated by GEMA. In carrying out its 
      functions, GEMA has a statutory duty under the 
      Electricity Act 1989 to have regard to the need 
      to secure that licence holders are able to finance 
      the activities, which are the subject of obligations 
      under Part 1 of the Electricity Act 1989 (including 
      the obligations imposed by the electricity distribution 
      licence) or by the Utilities Act 2000; 
 
 
-    The Company is profitable with strong underlying 
      cash flows and holds investment grade credit ratings; 
      and 
 
 
-    The Company is financed by long-term borrowings 
      with an average maturity of 9 years and has access 
      to borrowing facilities provided by Lloyds Bank 
      plc, Royal Bank of Scotland plc and Abbey National 
      Treasury Services plc. 
 

Consequently, after making enquiries, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the annual reports and financial statements.

NORTHERN POWERGRID (YORKSHIRE) PLC

REPORT OF THE DIRECTORS

FOR THE YEARED 31 DECEMBER 2017

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

Each of the directors, who is a director of the Company as at the date of this report, confirms that:

 
a)    so far as he is aware, there is no relevant audit 
       information of which the Company's auditor is 
       unaware; and 
 
 
b)    he has taken all the steps he ought to have taken 
       as a director in order to make himself aware of 
       any relevant audit information and to establish 
       that the auditor is aware of that information. 
 

This confirmation is given and should be interpreted in accordance with the provisions of Section 418 of the Companies Act 2006.

AUDITOR

Deloitte LLP will continue in office in accordance with the provisions in Section 487 of the Companies Act 2006 and has indicated its willingness to do so.

ON BEHALF OF THE BOARD:

P A Jones

Director

24 April 2018

INDEPENT AUDITOR'S REPORT TO THE MEMBERS OF

NORTHERN POWERGRID (YORKSHIRE) PLC

REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS

Opinion on financial statements

In our opinion the financial statements:

 
-    give a true and fair view of the state of the 
      company's affairs as at 31 December 2017 and of 
      its loss for the year then ended; 
 
 
-    have been properly prepared in accordance with 
      International Financial Reporting Standards (IFRSs) 
      as adopted by the European Union and IFRSs; and 
 
 
-    have been prepared in accordance with the requirements 
      of the Companies Act 2006. 
 

We have audited the financial statements of Northern Powergrid (Yorkshire) plc (the 'company') which comprise:

 
-    the statement of profit or loss; 
-    the statement of profit or loss and other comprehensive 
      income; 
-    the statement of financial position; 
-    the statement of changes in equity; 
-    the statement of cash flows; and 
-    the notes to the financial statements. 
 

The financial reporting framework that has been applied in their preparation is applicable law and IFRSs as adopted by the European Union.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor's responsibilities for the audit of the financial statements section of our report.

We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard as applied to public interest entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We confirm that the non-audit services prohibited by the FRC's Ethical Standard were not provided to the company.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Summary of audit approach

 
-  Key audit  The key audit matter that we identified 
    matter     in the current year was the overhead 
               allocation and the replacement of failed 
               assets 
 
 
-  Materiality  The materiality that we used in the current 
                 year was GBP7.2m which was determined 
                 on the basis of 5% of profit before tax 
                 for the year. 
 
 
-  Scoping  We have performed the scoping of our 
             work by considering the risk associated 
             with each of the balances and the quantum 
             of the balance in the accounts relative 
             to our materiality. The main area of 
             focus of our testing was around fixed 
             assets, which represent the largest balance 
             within the accounts and our significant 
             risk area. 
 

Conclusions relating to going concern

We are required by ISAs (UK) to report in respect of the following matters where:

 
-    the directors' use of the going concern basis 
      of accounting in preparation of the financial 
      statements is not appropriate; or 
 
 
-    the directors have not disclosed in the financial 
      statements any identified material uncertainties 
      that may cast significant doubt about the company's 
      ability to continue to adopt the going concern 
      basis of accounting for a period of at least twelve 
      months from the date when the financial statements 
      are authorised for issue. 
 

We have nothing to report in respect of these matters.

INDEPENT AUDITOR'S REPORT TO THE MEMBERS OF

NORTHERN POWERGRID (YORKSHIRE) PLC - continued

REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS - continued

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) that we identified. These matters included those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team.

These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Management override of controls

 
Key audit matter  Total additions in the year were GBP217m, 
 description       which includes replacement of failed 
                   assets and overheads. Due to the potential 
                   for bias to be involved in making these 
                   estimates, the nature of expenditure 
                   capitalised by the distribution business 
                   is a key audit matter, particularly 
                   with regard to: 
                   -- Replacement of failed assets - This 
                   relates to costs of work carried out 
                   on the electricity network which are 
                   capitalised as opposed to expensed, 
                   where they meet the criteria of enhancing 
                   the network in some way upon the failure 
                   of an asset. The key risk is that management's 
                   judgement over which costs to capitsalise 
                   are not in line with the nature of the 
                   work being performed on the network. 
                   -- Overheads - A portion of overheads 
                   are capitalised to the extent they are 
                   considered to relate to capital additions 
                   that have taken place during the year. 
                   The calculation of capitalised overheads 
                   remains an area at risk of potential 
                   bias due to the level of subjectivity 
                   in the amounts capitalised. The key 
                   risk here being management's judgement 
                   in the amounts capitalised are not reflective 
                   of the underlying work carried out. 
 
 
How the scope   We have reviewed the capital spend in 
 of the audit    the year, the current policies in place 
 responded to    and assessed their suitability in line 
 the key audit   with IAS 16, along with reviewing of 
 matter          the approach management takes towards 
                 assessing capitalised overheads and 
                 any changes introduced in the current 
                 year. 
                 We have tested additions to see if they 
                 have been correctly treated in line 
                 with the accounting policies in place 
                 where they represent the replacement 
                 of failed assets. 
                 We have evaluated the design and implementation 
                 of controls surrounding accounting for 
                 capital spend. 
                 We have reviewed the overhead allocation 
                 model, including testing the underlying 
                 expenditure being apportioned. 
                 We have considered whether the apportionment 
                 between entities is consistent with 
                 the prior year. 
 
 
Key observations  The balances capitalised were found 
                   to be consistent with the underlying 
                   work being conducted and IAS 16. 
 

INDEPENT AUDITOR'S REPORT TO THE MEMBERS OF

NORTHERN POWERGRID (YORKSHIRE) PLC - continued

REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS - continued

Our application of materiality

We define materiality as the magnitude of misstatement in the financial statements that makes it probable that the economic decisions of a reasonably knowledgeable person would be changed or influenced. We use materiality both in planning the scope of our audit work and in evaluating the results of our work

Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:

 
Materiality  GBP7.2m 
 
 
Basis for determining  5% of profit before tax during the 
 materiality            current year. 
 
 
Rationale for the   The company's primary activity is 
 benchmark applied   to borrow funds to lend to other 
                     group companies. Therefore the interest 
                     income balance is considered to 
                     be a key driver of company activity. 
 

Our application of materiality - continued

We agreed with the Board of Directors that we would report to the Board all audit differences in excess of GBP0.1m (2016: GBP0.3m), as well as differences below that threshold that, in our view, warranted reporting on qualitative grounds. We also report to the Board of Directors on disclosure matters that we identified when assessing the overall presentation of the financial statements.

An overview of the scope of our audit

Northern Powergrid (Yorkshire) plc is a wholly owned subsidiary of Northern Powergrid Holdings Company. The entity is the distribution network operator for Yorkshire within the United Kingdom, providing electricity to homes under the regulatory oversight of Ofgem.

When deriving our significant risks, we have determined these based on the materiality of the balances to the company, and the likelihood of these risks to represent a possibility of fraud or misstatement. As a result of our ongoing assessment of key business risks each year, the presumed revenue recognition risk for the regulated business was rebutted based on the lack of judgement involved and the fact that revenues are predetermined by the regulator.

Audit work to respond to the risks of material misstatement was performed directly by the audit engagement team.

INDEPENT AUDITOR'S REPORT TO THE MEMBERS OF

NORTHERN POWERGRID (YORKSHIRE) PLC - continued

REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS - continued

Other information

The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in respect of these matters.

Responsibilities of directors

As explained more fully in the statement of directors' responsibilities, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

INDEPENT AUDITOR'S REPORT TO THE MEMBERS OF

NORTHERN POWERGRID (YORKSHIRE) PLC - continued

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

 
-    the information given in the strategic report 
      and the directors' report for the financial year 
      for which the financial statements are prepared 
      is consistent with the financial statements; and 
 
 
-    the strategic report and the directors' report 
      have been prepared in accordance with applicable 
      legal requirements. 
 

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified any material misstatements in the strategic report or the directors' report.

Matters on which we are required to report by exception

 
Adequacy of explanations  Under the Companies Act 2006                                    We have nothing 
 received and              we are required to report                                       to report in 
 accounting records        to you if, in our opinion:                                      respect of 
                            *    we have not received all the information and              these matters. 
                                 explanations we require for our audit; or 
 
 
                            *    adequate accounting records have not been kept, or 
                                 returns adequate for our audit have not been received 
                                 from branches not visited by us; or 
 
 
                            *    the financial statements are not in agreement with 
                                 the accounting records and returns. 
 
 
Directors' remuneration  Under the Companies Act 2006       We have nothing 
                          we are also required to report     to report in 
                          if in our opinion certain          respect of 
                          disclosures of directors'          these matters. 
                          remuneration have not been 
                          made. 
 

Other Matters

 
Auditor tenure  Following the recommendation of the 
                 audit committee, we were appointed by 
                 the board of Northern Powergrid Holdings 
                 Company in 1998 to audit the financial 
                 statements for the year ending 31 December 
                 1998 and subsequent financial periods. 
                 The period of total uninterrupted engagement 
                 including previous renewals and reappointments 
                 of the firm is 19 years, covering the 
                 years ending 31 December 1998 to 31 
                 December 2017. 
 
 
Consistency of        Our audit opinion is consistent with 
 the audit report      the additional report to the Board of 
 with the additional   Directors we are required to provide 
 report to the         in accordance with ISAs (UK). 
 Board of Directors 
 

David M Johnson FCA (Senior Statutory Auditor)

for and on behalf of Deloitte LLP

Chartered Accountants and Statutory Auditor

Newcastle upon Tyne

United Kingdom

24 April 2018

NORTHERN POWERGRID (YORKSHIRE) PLC

STATEMENT OF PROFIT OR LOSS

FOR THE YEARED 31 DECEMBER 2017

                                                                                                                                                     2017                                              2016 

Notes GBP'000 GBP'000

CONTINUING OPERATIONS

Revenue 3 413,477 415,126

Cost of sales (16,709) (16,799)

 
 
 

GROSS PROFIT 396,768 398,327

Operating expenses (209,179) (198,959)

 
 
OPERATING PROFIT   187,589  199,368 
 
 

Other gains 388 483

Finance costs 5 (48,853) (47,522)

Finance income 5 621 1,116

 
 
PROFIT BEFORE INCOME 
 TAX                   6139,745  153,445 
 
 

Income tax 7 (26,137) (5,316)

 
 
 

PROFIT FOR THE YEAR 113,608 148,129

 
 
 

NORTHERN POWERGRID (YORKSHIRE) PLC

STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE YEARED 31 DECEMBER 2017

                                                                                                                                                     2017                                              2016 
                                                                                                                                                    GBP'000                                             GBP'000 

PROFIT FOR THE YEAR 113,608 148,129

OTHER COMPREHENSIVE INCOME - -

 
 
TOTAL COMPREHENSIVE INCOME FOR 
 THE YEAR                        113,608  148,129 
 
 
 

NORTHERN POWERGRID (YORKSHIRE) PLC (REGISTERED NUMBER: 04112320)

STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2017

                                                                                                                                                     2017                                              2016 

Notes GBP'000 GBP'000

ASSETS

NON-CURRENT ASSETS

Intangible assets 10 - -

Property, plant and equipment 11 3,170,616 3,054,645

 
 
 
                                                                                                                                            3,170,616                                      3,054,645 
 
 
 

CURRENT ASSETS

Inventories 12 776 265

Trade and other receivables 13 72,864 68,499

Cash and cash equivalents 14 186,727 199,298

 
 
 
                                                                                                                                               260,367                                         268,062 
 
 
 

TOTAL ASSETS 3,430,983 3,322,707

 
 
 

EQUITY

SHAREHOLDERS' EQUITY

Called up share capital 15 290,000 290,000

Retained earnings 16 1,032,704 948,896

 
 
 

TOTAL EQUITY 1,322,704 1,238,896

 
 
 

LIABILITIES

NON-CURRENT LIABILITIES

Trade and other payables 17 780,039 762,475

 
Interest bearing loans 
 and borrowings          18  1,023,449  1,022,804 
 

Deferred tax 21 127,963 127,673

Provisions 20 1,168 1,170

 
 
 
                                                                                                                                            1,932,619                                      1,914,122 
 
 
 

CURRENT LIABILITIES

Trade and other payables 17 124,193 115,229

 
Interest bearing loans 
 and borrowings          18  33,346  33,340 
 

Tax payable 17,285 20,087

Provisions 20 836 1,033

 
 
 
                                                                                                                                               175,660                                         169,689 
 
 
 

TOTAL LIABILITIES 2,108,279 2,083,811

 
 
 

TOTAL EQUITY AND LIABILITIES 3,430,983 3,322,707

 
 
 

The financial statements were approved by the Board of Directors on 24 April 2018 and were signed on its behalf by:

P A Jones

Director

NORTHERN POWERGRID (YORKSHIRE) PLC

STATEMENT OF CHANGES IN EQUITY

FOR THE YEARED 31 DECEMBER 2017

Called up

                                                                                                                                                    share              Retained               Total 
                                                                                                                                                  capital              earnings             equity 
                                                                                                                                                    GBP'000                    GBP'000             GBP'000 

Balance at 1 January 2016 290,000 829,467 1,119,467

Changes in equity

Dividends - (28,700) (28,700)

Total comprehensive income - 148,129 148,129

 
 
 

Balance at 31 December 2016 290,000 948,896 1,238,896

 
 
 

Changes in equity

Dividends - (29,800) (29,800)

Total comprehensive income - 113,608 113,608

 
 
 

Balance at 31 December 2017 290,000 1,032,704 1,322,704

 
 
 

NORTHERN POWERGRID (YORKSHIRE) PLC

STATEMENT OF CASH FLOWS

FOR THE YEARED 31 DECEMBER 2017

                                                                                                                                                     2017                                              2016 

Notes GBP'000 GBP'000

Cash flows from operating activities

Cash generated from operations 24 253,125 266,810

Finance costs paid (50,478) (49,301)

Dividends received 54 43

Interest received 567 1,073

Tax paid (28,649) (2,964)

 
 
 

Net cash from operating activities 174,619 215,661

 
 
 

Cash flows used in investing activities

Purchase of tangible fixed assets (213,222) (234,831)

Sale of tangible fixed assets 388 494

Receipt of customer contributions 55,444 51,006

 
 
 

Net cash used in investing activities (157,390) (183,331)

 
 
 

Cash flows used in financing activities

Movements in borrowings in the year - 50,000

Equity dividends paid (29,800) (28,700)

 
 
 

Net cash (used in)/from financing activities (29,800) 21,300

 
 
(Decrease)/increase in cash 
 and cash equivalents          (12,571)   53,630 
Cash and cash equivalents 
 at beginning of year           199,298  145,668 
 
Cash and cash equivalents 
 at end of year                 186,727  199,298 
 
 
 

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEARED 31 DECEMBER 2017

   1.           GENERAL INFORMATION 

Northern Powergrid (Yorkshire) plc (the "Company") is a public company limited by shares incorporated in England and Wales and is part of the Northern Powergrid Holdings Company group of companies (the "Northern Powergrid Group"). The address of the registered office is Lloyds Court, 78 Grey Street, Newcastle-upon-Tyne, NE1 6AF.

The nature of the Company's business model, strategic objectives, operations and activities are set out in the Strategic Report.

   2.           ACCOUNTING POLICIES 

Accounting convention and basis of preparation

These financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS"). These financial statements have also been prepared in accordance with IFRSs as adopted by the European Union and with those parts of the Companies Act 2006 (the "Act") that are applicable to companies reporting under IFRS.

The financial statements have been prepared under the historical cost convention. 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 Company 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 financial statements is determined on such a basis, except for leasing transactions which are within the scope of IAS 17, and measurements that have some similarities to fair value but are not fair value, such as net realisable value in IAS 2 or value in use in IAS 36.

In addition, for financial reporting purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the degree to which the 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 
      that the Company can access at the measurement 
      date; 
 
 
-    Level 2 inputs are inputs, other than quoted 
      prices included within Level 1, that are observable 
      for the asset or liability, either directly 
      or indirectly; and 
 
 
-    Level 3 inputs are unobservable inputs for the 
      asset or liability. 
 

The principal accounting policies are set out below.

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   2.           ACCOUNTING POLICIES- continued 

Application of new and revised IFRS

In the current year, the Company has a number of amendments to IFRS issued by the International Accounting Standards Board ("IASB") that are mandatorily effective for an accounting period that begins on or after 1 January 2017:

 
-    Amendments to IAS    The amendments to IAS 12 Income 
      12 Income Taxes      Taxes clarify when a deferred 
                           tax asset should be recognised 
                           for unrealised losses. The 
                           application of the amendments 
                           has not resulted in any impact 
                           on the financial performance 
                           or financial position of the 
                           Company. 
 
 
-    Amendments to IAS            The amendments require an entity 
      7 Statement of Cashflows     to provide disclosures that 
                                   enable users of financial statements 
                                   to evaluate changes in liabilities 
                                   arising from financing activities. 
                                   The directors of the Company 
                                   do not anticipate the application 
                                   of these amendments has not 
                                   had a material impact on the 
                                   Company's financial statements. 
 
 
-    Annual Improvements    The Annual Improvements to 
      to IFRSs 2014-2016     IFRSs 2014-2016 Cycle include 
      Cycle                  a number of amendments to various 
                             IFRSs. The application of these 
                             amendments has had no effect 
                             on the Company's financial 
                             statements. 
 

New and revised standards in issue but not yet effective

The Company has not applied the following new and revised IFRSs that have been issued but are not yet effective for the year ended 31 December 2017:

 
-    IFRS 9 - Financial         A revised version of IFRS 9, 
      Instruments (1 January     Financial Instruments, was 
      2018).                     issued in July 2014 mainly 
                                 to include: a) impairment requirements 
                                 for financial assets; and b) 
                                 limited amendments to the classification 
                                 and measurement requirements 
                                 by introducing a 'fair value 
                                 through other comprehensive 
                                 income' ("FVTOCI") measurement 
                                 category for certain simple 
                                 debt instruments. The directors 
                                 of the Company anticipate that 
                                 the application of IFRS 9 in 
                                 the future is unlikely to have 
                                 a material impact on amounts 
                                 reported in respect of the 
                                 Company's financial assets 
                                 and financial liabilities. 
 
 
-    IFRS 15 - Revenue        In May 2014, IFRS 15, Revenue 
      from Contracts with      from Contracts with Customers, 
      Customers (1 January     was issued which establishes 
      2018).                   a single comprehensive model 
                               for entities to use in accounting 
                               for revenue arising from contracts 
                               with customers. IFRS 15 will 
                               supersede the current revenue 
                               recognition guidance including 
                               IAS 11 Construction Contracts, 
                               IAS 18 Revenue and the related 
                               Interpretations. The core principle 
                               of IFRS 15 is that an entity 
                               should recognise revenue to 
                               depict the transfer of promised 
                               goods or services to customers 
                               in an amount that reflects 
                               the consideration to which 
                               the entity expects to be entitled 
                               in exchange for those goods 
                               or services. Under IFRS 15, 
                               an entity recognises revenue 
                               when (or as) a performance 
                               obligation is satisfied. Far 
                               more prescriptive guidance 
                               has been added in IFRS 15 to 
                               deal with specific scenarios. 
                               Furthermore, extensive disclosures 
                               are required by IFRS 15. On 
                               the whole the directors anticipate 
                               that the application of IFRS 
                               15 will not have a material 
                               impact on the Company's financial 
                               statements; however there is 
                               ongoing discussion in the industry 
                               and amongst the accounting 
                               professions to consider the 
                               appropriate accounting treatment 
                               for customer contributions 
                               towards distribution system 
                               assets. We continue to engage 
                               in these conversations and 
                               will evaluate and conclude 
                               prior to the application of 
                               the standard. 
 

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   2.           ACCOUNTING POLICIES- continued 
 
-    IFRS 16 - Leases     IFRS 16 introduces a comprehensive 
      (1 January 2019)     model for the identification 
                           of lease arrangements and accounting 
                           treatments for both lessors 
                           and lessees. IFRS 16 will supersede 
                           the current lease guidance 
                           including IAS 17 Leases and 
                           the related interpretations 
                           when it becomes effective. 
                           IFRS 16 distinguishes between 
                           leases and service contracts 
                           on the basis of whether an 
                           identified asset is controlled 
                           by a customer. Distinctions 
                           between operating leases and 
                           finance leases are removed 
                           for lessee accounting, and 
                           is replaced by a model where 
                           right-of-use asset and a corresponding 
                           liability have to be recognised 
                           for all leases by lessees except 
                           for short term leases and leases 
                           of low-value assets. As of 
                           31 December 2016, the Company 
                           has non-cancellable operating 
                           lease commitments of GBP8.9 
                           million, IAS 17 does not require 
                           recognition of any right-of-use 
                           asset or liability for future 
                           payments for these leases. 
                           A preliminary assessment indicates 
                           that these arrangements will 
                           meet the definition of a lease 
                           under IFRS 16, and hence the 
                           Company will recognise a right-of-use 
                           asset and corresponding liability 
                           in respect of all these leases 
                           unless they qualify for low-value 
                           or short-term leases upon the 
                           application of IFRS 16. 
 
 
-    Amendments to IAS      The amendments require an entity 
      7 (1 January 2017)     to provide disclosures that 
                             enable users of financial statements 
                             to evaluate changes in liabilities 
                             arising from financing activities. 
                             The directors of the Company 
                             do not anticipate the application 
                             of these amendments will have 
                             a material impact on the Company's 
                             financial statements. 
 

Critical judgements in applying accounting policies

The following are the critical judgements, apart from those involving estimations, that the directors have made in the process of applying the Group's accounting policies and that have the most significant effect on amounts recognised in the consolidated financial statements:

 
-    The split of operating and capital expenditure 
      and the allocation of overheads to property, 
      plant and equipment: 
 
      Costs are capitalised where it is probable that 
      future economic benefits associated with the 
      asset will flow to the enterprise; and-the cost 
      of the item can be reliably measured.: 
 
      The allocation of overheads to capital is derived 
      from a detailed analysis of the costs and their 
      relevant cost drivers, which is reviewed on 
      annual basis. 
 
      The amount of overheads capitalised in the year 
      was GBP50.9m (2016: GBP47.4m) 
 

Key sources of estimation uncertainty

In the preparation of financial statements in conformity with IFRS the Directors did not identify any key assumptions concerning the future and other key sources of estimation uncertainty at the end of the reporting period that may have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year.

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   2.           ACCOUNTING POLICIES- continued 

Revenue

Revenue is only recognised when the risks and rewards of ownership have been transferred to a third party. No revenue is recognised where there are significant uncertainties regarding the consideration to be received or the costs associated with the transaction.

Revenue is measured at the fair value of consideration received or receivable.

Revenue represents charges for the use of the Company's distribution network, amortisation of customer contributions, recharge of costs incurred on behalf of related parties and the invoiced value of other goods sold and services provided, exclusive of value added tax.

Revenues from charges to end customers for the use of the Company's distribution network include estimates of the units distributed. The estimated usage is based on historic data, judgement and assumptions. Revenues are gradually adjusted to reflect actual usage in the period during which actual meter readings are obtained.

Any under or over-recovery of allowed distribution network revenues as prescribed by Ofgem is not provided for in the financial statements and will be recovered/repaid through future tariffs.

Customer contributions towards distribution system assets are included in deferred revenue. The Company's policy is to credit the customer contribution to revenue on a straight-line basis, in line with the useful life of the distribution system assets.

Interest income from a financial asset is recognised when it is probable that the economic benefits will flow to the Company and the amount of income can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount on initial recognition.

Dividend income from investments is recognised when the shareholders' rights to receive payment have been established.

Software development costs

Costs in respect of major developments are carried at cost less accumulated amortisation and accumulated impairment losses. Amortisation is recognised on a straight-line basis over the estimated useful life of the software of up to 15 years. The estimated useful life and amortisation method are reviewed at the end of each reporting period, with the effect of any changes in estimate being accounted for on a prospective basis.

Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use are added to the cost of those assets , until such time as the assets are substantially ready for their intended use.

All other borrowing costs are recognised in profit or loss in the period which they are incurred.

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   2.           ACCOUNTING POLICIES - continued 

Property, plant and equipment

Property, plant and equipment is stated at cost less accumulated depreciation and accumulated impairment losses. Cost includes the purchase price of the asset and any costs, including internal employee and other costs, directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives, using the straight-line method:

 
Distribution system:                            45 years 
 Distribution system assets 
Distributed generation assets                   15 years 
Metering equipment included in distribution      up to 5 
 system assets                                     years 
Information technology equipment included       up to 10 
 in distribution system assets                     years 
 

Non-operational assets:

 
 Buildings - freehold               up to 60 years 
 Buildings - leasehold       lower of lease period 
                                       or 60 years 
  Fixtures and equipment            up to 10 years 
 
 
Software development costs    up to 15 
                                 years 
 

Freehold land is not depreciated.

The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any material changes in those estimates accounted for on a prospective basis. Due to the significance of the Company's investment in property, plant and equipment, variations in estimates could impact operating results both positively and negatively although, historically, few changes have been required.

Assets in the course of construction are carried at cost, less any recognised impairment loss. Costs include professional fees, and, for qualifying assets, borrowing costs capitalised in accordance with the Company's accounting policy. Such assets are classified to the appropriate categories of property, plant and equipment when completed and ready for intended use. Depreciation on these assets, on the same basis as other assets, commences when the assets are commissioned. Profit or loss on disposal is recognised in other gains on the statement of profit or loss.

Internally-generated intangible assets

An internally generated intangible asset arising from development is recognised if the conditions set out in IAS 38 relating to the recognition of intangible assets are met. The amount initially recognised for internally-generated intangible asset is the sum of expenditure incurred from the date when the intangible asset first meets the recognition criteria. Amortisation is recognised on a straight-line basis over their estimated useful lives.

Impairment of tangible and intangible assets

At the balance sheet date, the Company reviews the carrying amounts of its tangible and intangible assets 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 to determine the extent of the impairment loss (if any). Where the asset does not generate cash flows that are independent from other assets, the group estimates the recoverable amount of the cash-generating unit to which the asset belongs.

An intangible asset with an indefinite useful life is tested for impairment at least annually and whenever there is an indication that the asset may be impaired.

Where the recoverable amount is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss.

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   2.           ACCOUNTING POLICIES - continued 

Financial instruments

Financial assets and financial liabilities are recognised on the statement of financial position when the Company becomes 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 are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition.

Inventories

Inventories are stated at the lower of cost and net realisable value. Net realisable value represents the estimated selling price for inventories less all estimated costs of completion and costs necessary to make the sale. Raw materials and goods for resale are valued at purchase cost on an average price basis. Work in progress is valued at the cost of direct materials and labour plus attributable overheads based on the normal level of activity less progress payments.

Taxation

The income tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from 'profit before tax' as reported in the statement of profit or loss because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The Company's current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.

Current and deferred tax are recognised in profit or loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case the current and deferred tax are also recognised in other comprehensive income or directly in equity respectively.

Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised. Such deferred tax assets and liabilities are not recognised if the temporary difference arises from the initial recognition of assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit. In addition, deferred tax liabilities are not recognised if the temporary difference arises from the initial recognition of goodwill.

The carrying amount of deferred tax assets is reviewed at each reporting period and reduced to the extent that that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

Research costs

Expenditure on research activities is written off to the statement of profit or loss in the year in which it is incurred. Other than software development, the Company does not carry out any other development activity that would give rise to an intangible asset.

Leases

Leases are classified as finance leases wherever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

Operating lease rentals are recognised in the statement of profit or loss or in property, plant and equipment on a straight-line basis over the lease term.

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   2.           ACCOUNTING POLICIES - continued 

Provisions

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that the Company will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. When a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material).

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

Pensions

The Company contributes to the Northern Powergrid Group of the Electricity Supply Pension Scheme (the "DB Scheme"), a defined benefit scheme. There is no contractual agreement or policy to allow for accounting for the company's share of the defined benefit scheme's liabilities and assets therefore the scheme has been accounted for as a defined contribution scheme.

The company's share of the net defined benefit cost is allocated between employers contribution and deficit payments. The contribution is determined by the number of current employees in the Company in the pension scheme. The deficit payments are agreed by the Group with the Trustees, these deficit payments are allocated by the group according to the liability relating to previous and current employees on the scheme within Northern Electric plc, Northern Powergrid (Yorkshire) plc, and Northern Powergrid (Northeast) Ltd. The estimated amount of contributions expected to be paid to the pension scheme by the company during the next financial year is GBP18.5m (2016: GBP15.7m).

The Group also participates in a defined contribution scheme. Contributions payable to the defined contribution scheme are charged to the statement of profit or loss in the year or capitalised as appropriate when employees have rendered service entitling them to the contributions.

A liability is recognised for benefits accruing to employees in respect of wages and salaries, annual leave and sick leave in the period in which the related service is rendered at the undiscounted amount of the benefits expected to be paid in exchange for that service. Liabilities recognised in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for the related service. Liabilities recognised in respect of other long-term employee benefits are measured at the present value of the estimated future cash outflows expected to be made by the Company in respect of services provided by employees up to the reporting date.

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   2.           ACCOUNTING POLICIES - continued 

Financial assets

Financial assets, including trade and other receivables and cash and cash equivalents, are classified as loans and receivables. Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. Loans and receivables are measured at amortised cost using the effective interest method, less any impairment.

The effective interest method is a method of calculating the amortised cost of an instrument and of allocating income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the instrument to the net carrying amount on initial recognition.

Interest income is recognised by applying the effective interest rate, except for short-term receivables when the effect of discounting is immaterial.

Cash and cash equivalents (which are presented as a single class of assets on the face of the statement of financial position) comprise cash at bank and other short-term highly liquid investments with a maturity of three months or less, which are subject to an insignificant risk of changes in value.

Financial assets are assessed for indicators of impairment at the end of each reporting period. Financial assets are considered to be impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows of the investment have been affected.

For certain categories of financial assets, such as trade receivables, assets are assessed for impairment on a collective basis even if they were assessed not to be impaired individually. Objective evidence of impairment for a portfolio of receivables could include the Company's past experience of collecting payments, an increase in the number of delayed payments in the portfolio past the average credit period of 30 days, as well as observable changes in national or local economic conditions that correlate with default on receivables.

The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets with the exception of trade receivables, where the carrying amount is reduced through the use of an allowance account. When a trade receivable is considered uncollectible, it is written off against the allowance account. Subsequent recoveries of amounts previously written off are credited against the allowance account. Changes in the carrying amount of the allowance account are recognised in the statement of profit or loss.

Going concern

The directors have, at the time of approving the financial statements, a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the financial statements. Further detail is contained within the Going Concern Statement in the Report of the Directors.

Capital management

The Group manages its capital centrally to ensure that entities in the Group will be able to continue as going concerns while maximising the return to stakeholders through the optimisation of the debt and equity balance. The Group's overall strategy remains unchanged from 2016.

The capital structure of the Company consists of net debt (borrowings as detailed in note 18 offset by cash and cash equivalents (detailed in note 15) and equity of the Company (comprising issued capital, reserves and retained earnings as detailed in notes 16 and 17).

The Company is subject to externally imposed capital requirements as detailed in note 18. Further details on the financial risk management is available on page 11 of the strategic report.

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   3.           SEGMENTAL REPORTING 

IFRS 8 requires operating segments to be identified on the basis of internal reports about components of the Company that are regularly reviewed by the President and Chief Executive Officer of the Northern Powergrid Group in order to allocate resources to these segments and to assess their performance.

In practice, the President and Chief Executive Officer allocates resources and assesses performance based upon the aggregate results of the Company and Northern Powergrid (Northeast) Limited, another distribution network operator in the Northern Powergrid Group, suggesting that no segmental reporting is required.

Revenue, profit before tax and net assets are attributable to electricity distribution. Revenue is all in respect of sales to United Kingdom customers.

Revenue represents charges made to customers for use of the distribution system, the recharge of costs incurred on behalf of related parties, amortisation of customer contributions and other services and is included net of value added tax.

   4.           EMPLOYEES AND DIRECTORS 
 
  2017    2016 
 
 
                                 GBP'000  GBP'000 
Salaries                          57,407   58,487 
Social security costs              6,513    6,501 
Defined benefit pension costs     15,679   15,009 
Defined contribution pension 
 costs                             2,702    2,351 
 
 
 
                                                                                                                                                          82,301                     82,348 
 
Less charged to property, plant 
 and equipment                     (49,179)  (50,318) 
 
 
 
                                                                                                                                                          33,122                     32,030 
 
 
 

A large proportion of the Company's employees are members of the DB Scheme, most of the remaining employees are members of the Northern Powergrid Pension Scheme, details of both are given in the employee benefits note (note 22).

The average monthly number of employees during the year was:

 
  2017    2016 
 
 
                  No.  No. 
Technical         382  377 
Industrial        581  589 
Administration     90   98 
Other             115  123 
 
 
 
                                                                                                                                                            1,168                       1,187 
 
 
 

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   4.           EMPLOYEES AND DIRECTORS - continued 

DIRECTORS' REMUNERATION

 
     2017       2016 
  GBP'000    GBP'000 
 

Highest Paid:

 
Short-term employee benefits    375  319 
Post-employment benefits          -   10 
Other long-term benefits        435  370 
 
 
 
                                                                                                                                                                     810                     699 
 
 
 
 
     2017       2016 
  GBP'000    GBP'000 
 

Total:

 
Short-term employee benefits    805  677 
Post-employment benefits         40   52 
Other long-term benefits        682  612 
 
 
 
                                                                                                                                                                  1,527                  1,331 
 
 
 
Directors who are a member of the 
 defined contribution scheme         23 
Directors who are a member of the 
 defined benefit scheme              11 
 
 

OTHER KEY PERSONNEL REMUNERATION

 
     2017       2016 
  GBP'000    GBP'000 
 

Total:

 
Short-term employee benefits    439  424 
Post-employment benefits         97   81 
Other long-term benefits        233  250 
 
 
 
                                                                                                                                                                        769                  755 
 
 
 

Other key personnel includes a number of senior functional managers who, whilst not board directors, have authority and responsibility for planning, directing and controlling the activities of the Company.

The directors and key personnel are remunerated for their services to the Northern Powergrid Group, of which the Company is a subsidiary. The figures above represent the share of the costs borne by the Company.

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   5.           NET FINANCE COSTS 
                                                                                                                                                                                   2017                2016 
                                                                                                                                                                                  GBP'000               GBP'000 

Finance income:

Dividends received 54 43

Interest on tax refund - 537

Deposit account interest 4 2

 
 Interest receivable on loans 
  to Group undertakings         563  534 
 
 
 
                                                                                                                                                                                      621               1,116 
 
 
 

Finance costs:

Bank interest (139) (105)

 
 Interest payable on other loans   (50,990)  (50,073) 
 

Borrowing costs capitalised 2,276 2,656

 
 
 
                                                                                                                                                                               (48,853)         (47,522) 
 
 
 

Net finance costs (48,232) (46,406)

 
 
 

Borrowing costs were capitalised at a rate of 4.85% per annum (2016: 5.71%) on eligible expenditure.

   6.           PROFIT BEFORE INCOME TAX 

The profit before income tax is stated after charging:

                                                                                                                                                                                   2017                2016 
                                                                                                                                                                                  GBP'000               GBP'000 

Depreciation - owned assets 101,252 95,569

 
 Research and development costs                 1,731     1,562 
 Amortisation of deferred revenue            (26,623)  (24,864) 
 Impairment of trade and other receivables        659       841 
 Profit on disposal of plant, property 
  & equipment                                   (388)     (483) 
 
 
 

Analysis of auditor's remuneration is as follows:

 
     2017       2016 
  GBP'000    GBP'000 
 
 
Fees payable to the Company's auditor 
 for the audit of the Company's annual 
 financial statements                     121  130 
Other assurance services                   45   45 
 
Total fees payable to the Company's 
 auditor                                  166  175 
 
 

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   7.           INCOME TAX 

Analysis of tax expense

                                                                                                                                                                                   2017                2016 
                                                                                                                                                                                  GBP'000               GBP'000 

Current tax 25,847 11,836

Deferred tax 290 (6,520)

 
 
 Total tax expense in statement of 
  profit or loss                     26,137  5,316 
 
 
 

Factors affecting the tax expense

The tax assessed for the year is lower (2016 - lower) than the standard rate of corporation tax in the UK. The difference is explained below:

                                                                                                                                                                                   2017                2016 
                                                                                                                                                                                  GBP'000               GBP'000 
 
 Profit before income tax            139,745  153,445 
 
 Profit multiplied by the standard 
  rate of corporation tax in the      26,901   30,689 
  UK of 19.25% (2016 - 20.00%) 
 
 

Effects of:

 
 Changes in legislation             (475)   (7,329) 
 Current tax over provision for 
  prior years                       (493)  (18,276) 
 Tax free income and disallowable 
  costs                             (100)      (70) 
 Profits at deferred tax rate        (63) 
 Deferred tax under provision for 
  prior years                         297       380 
 Other                                 70      (78) 
 
 
 

Tax expense 26,137 5,316

 
 
 
 
     2017       2016 
  GBP'000    GBP'000 
 

Tax expense comprises:

Current tax expense:

 
Corporation tax charge for the year    26,340    30,112 
Over provision for prior years          (493)  (18,276) 
 
Total current tax charge               25,847    11,836 
 
 

Deferred tax:

 
Deferred tax expenses relating to 
 the origination and reversal of 
 temporary differences                  468      429 
Deferred tax under provision for 
 prior years                            297      380 
Effect of changes in legislation      (475)  (7,329) 
 
Total deferred tax charge/(credit)      290  (6,520) 
 
 
 
Tax on profit before tax    26,137  5,316 
 
 
 

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   7.           INCOME TAX - continued 

Finance Act No.2 2015 included provisions to reduce the corporation tax to 19% with effect from 1 April 2017 and Finance Act 2016 introduced a further reduction in the main rate of corporation tax to 17% from 1 April 2020. Accordingly deferred tax assets and liabilities have been calculated at the tax rates which will be in force when the underlying temporary differences are expected to reverse.

   8.           DIVIDS 
 
                                    2017     2016 
                                 GBP'000  GBP'000 
Interim dividend at 10.3p per 
 share (2015: 9.9p)               29,800   28,700 
 
 
 
   9.           OPERATING EXPENSES 
 
     2017       2016 
  GBP'000    GBP'000 
 

Operating expenses comprise:

 
Distribution costs         147,225  142,139 
Administrative expenses     61,954   56,820 
 
                           209,179  198,959 
 
 
   10.         INTANGIBLE ASSETS 

Software

development

costs

GBP'000

COST

At 1 January 2017 and 31 December 2017 29,497

 
 
 

AMORTISATION

At 1 January 2017and 31 December 2017 29,497

 
 
 

NET BOOK VALUE

At 31 December 2017 -

 
 
 

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   10.         INTANGIBLE ASSETS - continued 

Software

development

costs

GBP'000

COST

At 1 January 2016 and 31 December 2016 29,497

 
 
 

AMORTISATION

At 1 January 2016 and 31 December 2016 29,497

 
 
 

NET BOOK VALUE

At 31 December 2016 -

 
 
 
   11.         PROPERTY, PLANT AND EQUIPMENT 

Non

                                                                                                           operational                                              Fixtures 
                                                                                                                   land &        Distribution                        and 
                                                                                                               buildings                  system                 fittings             Totals 
                                                                                                                     GBP'000                    GBP'000                    GBP'000             GBP'000 

COST

At 1 January 2017 4,505 3,882,000 34,496 3,921,001

Additions - 213,868 3,355 217,223

Disposals - (9,019) (631) (9,650)

 
 
 

At 31 December 2017 4,505 4,086,849 37,220 4,128,574

 
 
 

DEPRECIATION

At 1 January 2017 2,415 839,837 24,104 866,356

 
 Charge for year   178  97,552  3,522  101,252 
 

Eliminated on disposal - (9,019) (631) (9,650)

 
 
 

At 31 December 2017 2,593 928,370 26,995 957,958

 
 
 

NET BOOK VALUE

At 31 December 2017 1,912 3,158,479 10,225 3,170,616

 
 
 

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   11.         PROPERTY, PLANT AND EQUIPMENT 

Non

                                                                                                            operational                                               Fixtures 
                                                                                                                    land &         Distribution                        and 
                                                                                                               buildings                  system                  fittings             Totals 
                                                                                                                       GBP'000                      GBP'000                     GBP'000               GBP'000 

COST

At 1 January 2016 4,505 3,665,873 30,701 3,701,079

Additions - 225,065 4,099 229,164

Disposals - (8,938) (304) (9,242)

 
 
 

At 31 December 2016 4,505 3,882,000 34,496 3,921,001

 
 
 

DEPRECIATION

At 1 January 2016 2,237 756,598 21,194 780,029

 
 Charge for year   178  92,177  3,214  95,569 
 

Eliminated on disposal - (8,938) (304) (9,242)

 
 
 

At 31 December 2016 2,415 839,837 24,104 866,356

 
 
 

NET BOOK VALUE

At 31 December 2016 2,090 3,042,163 10,392 3,054,645

 
 
 

Assets in the course of construction included above:

 
  Distribution         Fixtures 
        system     and fittings     Totals 
       GBP'000          GBP'000    GBP'000 
 
 
At 1 January 2016        192,567        -    192,567 
Additions                225,065    4,099    229,164 
Available for use      (228,863)  (4,099)  (232,962) 
 
At 31 December 2016      188,768        -    188,768 
 
Additions                213,868    3,355    217,223 
Available for use      (210,966)  (3,355)  (214,321) 
 
At 31 December 2017      191,670        -    191,670 
 
 

The Company has entered into contractual commitments in relation to the future acquisition of property, plant and equipment of GBP19.7m (2016: GBP20.0m).

The net book value of non-operating land and buildings comprise:

 
     2017       2016 
  GBP'000    GBP'000 
 
 
Freehold           1,104  1,225 
Long leasehold       707    739 
Short leasehold      101    126 
 
 
 
                                                                                                                                                               1,912                    2,090 
 
 
 

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   12.         INVENTORIES 
                                                                                                                                                                                   2017                2016 
                                                                                                                                                                                  GBP'000               GBP'000 

Work-in-progress 776 265

 
 
 
   13.         TRADE AND OTHER RECEIVABLES 
                                                                                                                                                                                   2017                2016 
                                                                                                                                                                                  GBP'000               GBP'000 

Current:

 
 Distribution use of system receivables   60,712  61,659 
 Amounts receivable from 
  sale of goods and services               7,827   3,398 
 
 

Prepayments and accrued income 5,502 4,907

 
 Amounts receivable provided 
  for in bad debts             (1,177)  (1,465) 
 
 
 
                                                                                                                                                                                72,864             68,499 
 
 
 

The directors consider that the carrying amount of trade and other receivables approximates their fair value calculated by discounting the future cash flows at the market rate at the end of the reporting period. The maximum exposure to risk to the Company is the book value of these receivables less any provisions for impairment.

Distribution use of system receivables

The customers served by the Company's distribution network are supplied predominantly by a small number of electricity supply businesses with RWE NPower plc accounting for approximately 21% of distribution revenues in 2017 (2016: 23%) and British Gas plc accounting for approximately 16% of distribution revenues in 2017 (2016: 17%). Ofgem has determined a framework which sets credit limits for each supply business based on its credit rating or payment history and requires them to provide credit cover if their value at risk (measured as being equivalent to 45 days usage) exceeds the credit limit. Acceptable credit typically is provided in the form of a parent company guarantee, letter of credit or an escrow account. Included within other payables are customer deposits of GBP0.2 million as at 31 December 2017 (2016: GBP0.4 million).

Ofgem has indicated that, provided the Company has implemented credit control, billing and collection processes in line with best practice guidelines and can demonstrate compliance with the guidelines or is able to satisfactorily explain departure from the guidelines, any bad debt losses arising from supplier default will be recovered through an increase in future allowed income. Losses incurred to date have not been material. Included in the Company's use of system ("UoS") receivables are debtors with a carrying value of GBP0.3 million, which have been placed into administration and have therefore been provided in full at the year-end (2016: GBP0.3 million).

Amounts receivable from sale of goods and services

Sales of goods and services comprise all income streams which are not classified as UoS income. Examples of non-UoS income streams would be customer contributions in relation to distribution system assets and recovery of amounts for damage caused by third parties to the distribution system.

The average credit period on sales of goods and services is 30 days (2016: 30 days). Interest is not generally charged on the trade receivables paid after the due date. An allowance for doubtful debts is made for debts past their due date based on estimated irrecoverable amounts from the sale of goods and services, determined by reference to past default experience.

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   13.         TRADE AND OTHER RECEIVABLES - continued 

Included in the Company's amounts receivable for goods and services balance are debtors with a carrying amount of GBP2.3 million (2016: GBP2.2 million) which are past due at the reporting date and for which the Company has provided an irrecoverable amount of GBP0.9 million (2016: GBP1.2 million) based on past experience. The Company does not hold any collateral over these balances. The average age of these receivables is 287 days (2016: 300 days).

Included in the Company's amounts receivable for goods and services balance are debtors with a carrying amount of GBP0.4 million (2016: GBP0.3 million). These amounts are past due at the reporting date and the Company has not provided for any amounts as not being recoverable, because there has not been a significant change in credit quality and the amounts are still considered recoverable. The Company does not hold any collateral over these balances. The average age of these receivables is 90 days (2016: 72 days).

Ageing of past due but not impaired receivables

 
     2017       2016 
  GBP'000    GBP'000 
 
 
30-60 days      180  189 
60-120 days      84   59 
120-210 days    110   45 
 
Total           374  293 
 
 

Movement in the allowance for doubtful debts

 
   2017       2016 
GBP'000    GBP'000 
 
 
At 1 January                       1,465    721 
Amounts utilised/written off in 
 the year                          (947)   (97) 
Amounts recognised in statement 
 of profit or loss                   659    841 
 
At 31 December                     1,177  1,465 
 
 

In determining the recoverability of the trade and other receivables, the Company considers any change in the credit quality of the trade and other receivable from the date credit was initially granted up to the reporting date. The concentration of credit risk, other than in relation to UoS receivables, is limited due to the customer base being large and unrelated. Accordingly, the directors believe that there is no further credit provision required in excess of the allowance for doubtful debts.

Included in the allowance for doubtful debts are specific trade receivables, with a balance of GBP0.6 million (2016: GBP1.0 million) which have been placed in administration. The impairment represents the difference between the carrying amount of the specific trade receivable and the present value of the expected liquidation dividend.

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   13.         TRADE AND OTHER RECEIVABLES - continued 

Categories of financial assets

 
     2017       2016 
  GBP'000    GBP'000 
 
 
Cash and bank balances                186,727  199,298 
Loans and receivables at amortised 
 cost                                  67,642   63,747 
 
Total financial assets                254,369  263,045 
 
 
 
Non-current assets                3,170,616  3,054,645 
Inventories                             776        265 
Prepayments and accrued income        5,222      4,752 
 
Total non-financial assets        3,176,614  3,059,662 
 
Total assets                      3,430,983  3,322,707 
 
 
   14.         CASH AND CASH EQUIVALENTS 
                                                                                                                                                                                   2017                2016 
                                                                                                                                                                                  GBP'000               GBP'000 

Cash in hand 186,727 199,298

 
 
 

Cash and cash equivalents represent amounts owed by companies within the Northern Powergrid Group (see related party disclosures note), which have a maturity date of less than three months and which are subject to an insignificant risk of changes in value. The fair value of cash and cash equivalents is equal to their book value.

   15.         CALLED UP SHARE CAPITAL 

Allotted, authorised, issued and fully paid:

Number: Class: Nominal 2017 2016

                                                                                                                                                 value:                      GBP'000               GBP'000 

290,000,000 Ordinary share capital GBP1 290,000 290,000

 
 
 

There is no right to fixed income.

   16.         RESERVES 

Retained

earnings

GBP'000

At 1 January 2017 948,896

 
 Profit for the 
  year            113,608 
 

Dividends (29,800)

 
 
 

At 31 December 2017 1,032,704

 
 
 

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   16.         RESERVES - continued 

Retained

earnings

GBP'000

At 1 January 2016 829,467

 
 Profit for the 
  year            148,129 
 

Dividends (28,700)

 
 
 

At 31 December 2016 948,896

 
 
 
   17.         TRADE AND OTHER PAYABLES 
                                                                                                                                                                                   2017                2016 
                                                                                                                                                                                  GBP'000               GBP'000 

Current:

Payments on account 50,208 40,354

Trade creditors 6,291 5,283

 
 Amounts owed to Group undertakings   1,324    429 
 Social security and other taxes      6,655  8,959 
 

Other creditors 4,723 5,968

Deferred revenue 27,941 26,743

Accrued expenses 27,051 27,493

 
 
 
                                                                                                                                                                              124,193           115,229 
 
 
 

Non-current:

Deferred revenue 780,039 762,475

 
 
 

Aggregate amounts 904,232 877,704

 
 
 

The directors consider that the carrying amount of other financial liabilities approximates their fair value, calculated by discounting future cash flows at market rate at the end of the reporting period. The valuation of liabilities set out above is based on Level 1 inputs. Trade creditors and accruals principally comprise amounts outstanding for trade purchases and ongoing costs. Invoices are paid at the end of the month following the date of the invoice. The Company has financial risk management policies in place to ensure that all payables are paid within the credit timeframe.

The following tables detail the remaining contractual maturities for the non-derivative financial liabilities. The tables have been drawn up based on the discounted cash flows of financial liabilities based on the earliest possible date on which the Company can be required to pay. The tables include both interest and principal cash flows. The standard payment terms for suppliers is net monthly.

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   17.         TRADE AND OTHER PAYABLES - continued 
 
  Less than    3 months 
   3 months   to 1 year      1 to   5+ years    Total 
                          5 years 
    GBP'000     GBP'000   GBP'000    GBP'000  GBP'000 
 

2017:

 
Non-interest 
 bearing              46,044        -         -         -      46,044 
Variable interest 
 rate liability           10        -         -         -          10 
Fixed interest        18,500   31,173   512,692   909,901   1,472,266 
 rate liability 
 
 
 
                                                                       64,554                  31,173                512,692               909,901      1,518,320 
 
 
 

2016:

 
Non-interest 
 bearing             48,132       -        -          -     48,132 
Variable interest 
 rate liability          12       -        -          -         12 
Fixed interest 
 rate liability      18,500  31,173  380,192  1,092,074  1,521,939 
 
 
 
                                                                        66,644                   31,173                  380,192              1,092,074        1,570,083 
 
 
 

Categories of financial liabilities

 
     2017       2016 
  GBP'000    GBP'000 
 
 
Loans and payables at amortised cost    1,069,133  1,067,824 
 
Total financial liabilities             1,069,133  1,067,824 
 
 
 
Payments received on account          50,208     40,354 
Income tax liabilities               145,248    147,760 
Other taxes and social security        6,655      8,959 
Accruals                              27,051     27,493 
Deferred Revenue                     807,980    789,218 
Provisions                             2,004      2,203 
 
Total non financial liabilities    1,039,146  1,015,987 
 
Total liabilities                  2,108,279  2,083,811 
 
 

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   17.         TRADE AND OTHER PAYABLES - continued 

Deferred Revenue

 
   2017       2016 
GBP'000    GBP'000 
 
 
At 1 January       789,218   753,737 
Additions           45,385    60,345 
Amortisation      (26,623)  (24,864) 
 
At 31 December     807,980   789,218 
 
 

Deferred revenue represents contributions from customers made in advance towards distribution system assets. This income is released to the statement of profit or loss over 45 years or 15 years on a straight line basis, in line with the useful economic life of the distribution system assets.

   18.         BORROWINGS 

The directors' consideration of liquidity, interest rate and foreign currency risk are described in the Strategic Report.

 
    Book Value                 Fair Value 
        2017         2016          2017         2016 
     GBP'000      GBP'000       GBP'000      GBP'000 
 
 
 
Loans    1,056,795  1,056,144  1,239,727  1,260,799 
 
 
 
                                                                                          1,056,795                 1,056,144               1,239,727        1,260,799 
 
 
 

The borrowings are repayable as follows:

 
On demand or within 
 one year                33,346   33,340   33,339   33,340 
Between one and five 
 years                  350,616  199,549  404,717  248,750 
After five years        672,833  823,255  801,671  878,709 
 
 
 
                                                                                          1,056,795                 1,056,144               1,239,727        1,260,799 
 
 
 

Analysis of borrowings:

 
Short-term loan                    10       12       10       12 
2020 - 9.25% bonds            217,377  217,227  250,130  266,428 
2035 - 5.125% bonds           204,037  203,933  276,655  276,674 
2032 - 4.375% bonds           150,654  150,528  187,384  187,202 
2022 - European Investment 
 Bank 4.133%                  153,711  153,692  175,056  179,923 
2025 - 2.5% bonds             150,781  150,527  159,661  160,420 
2022 - European Investment 
 Bank 2.564%                  130,139  130,139  140,055  139,487 
2022 - European Investment 
 Bank 2.073%                   50,086   50,086   50,776   50,653 
 
 
 
                                                                                          1,056,795                 1,056,144               1,239,727        1,260,799 
 
 
 

Average weighted interest rate: 4.62% (2016: 4.50%).

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   18.         BORROWINGS - continued 

The fair value of the bonds is determined with reference to quoted market prices. The directors' estimates of the fair value of bank loans and internal borrowings are determined in accordance with generally accepted pricing models based on discounted cash flow analysis using prices from observable current market transactions or dealer quotes for similar instruments. The fair value of short-term borrowings is equal to their book value. All loans are non-secured and are denominated in sterling.

The valuation of liabilities set out above is based on Level 1 inputs.

Interest on short-term loans and inter-company short term loans is charged at a floating rate of LIBOR plus 0.35%, thus exposing the Company to cash flow interest rate risk. A 1% movement in interest rates would not subject the Company to any change in interest costs during the year. All other loans are at fixed interest rates and expose the Company to fair value interest rate risk.

The covenants associated with the 2035 bonds issued by the Company include restrictions on the issuance of new indebtedness and the making of distributions dependent on the scale of the ratio of Senior Total Net Debt to Regulatory Asset Value ("RAV").

The definition of Senior Total Net Debt excludes any subordinated debt and any debt incurred on a non-recourse basis. In addition, it excludes interest payable, any fair value adjustments and unamortised issue costs.

The Company's Senior Total Net Debt as at 31 December 2017 totalled GBP844.3m. Using the RAV value as at March 2018, as outlined by Ofgem in its electricity distribution price control financial model published in November 2017 and adjusting for the effects of movements in the value of the Retail Price Index gives an approximation for the RAV value as at March 2018 of GBP1,780.2m. The Senior Total Net Debt to RAV ratio for the Company is therefore estimated at 47.4% (2016 48.9%).

At 31 December 2017, the Company had available GBP94.0m (2016: GBP94.0m) of undrawn committed borrowing facilities in respect of which all conditions precedent had been met.

   19.         LEASING AGREEMENTS 

Minimum lease payments under non-cancellable operating leases fall due as follows:

                                                                                                                                                                                   2017                2016 
                                                                                                                                                                                  GBP'000               GBP'000 

Within one year 2,664 2,343

Between one and five years 5,820 4,866

In more than five years 442 1,430

 
 
 
                                                                                                                                                                                  8,926               8,639 
 
 
 
 
                                             2017     2016 
                                          GBP'000  GBP'000 
Minimum lease payments under operating 
 leases recognised in the year              4,954    4,587 
 
 
 

Leases primarily relate to the hire of fleet vehicles with lease terms between 2 and 7 years. The Company does not have the option to purchase the vehicles at the end of the lease term.

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   20.         PROVISIONS 
                                                                                                                                                                                   2017                2016 
                                                                                                                                                                                  GBP'000               GBP'000 

Provisions 2,004 2,203

 
 
 

Analysed as follows:

Current 836 1,033

Non-current 1,168 1,170

 
 
 
                                                                                                                                                                                  2,004               2,203 
 
 
 
 
                                   Claims    Other    Total 
                                  GBP'000  GBP'000  GBP'000 
At 1 January 2017                     699    1,504    2,203 
Utilised/paid in the year         (1,103)    (553)  (1,656) 
Charged to statement of profit 
 or loss                              851      607    1,458 
 
At 31 December 2017                   447    1,558    2,005 
 
 

Claims: Provision has been made to cover costs arising from damages, public liability, and third party motor claims, which are not externally insured. Settlement is expected substantially within 12 months.

Other: Primarily consists of a provision for future safe disposal of transformers which contain oil contaminated with Polychlorinated Biphenyls (PCBs) and for an amount to cover claims made under section 74 of the New Road and Street Works Act 1991. Costs are expected to be incurred over the next 20 years.

   21.         DEFERRED TAX 
 
                                     Accelerated 
                                  Tax Depreciation       Other    Total 
                                              GBP'000  GBP'000  GBP'000 
At 1 January 2017                             127,770     (97)  127,673 
Charge/(credit) to statement 
 of profit or loss                                407    (117)      290 
 
At 31 December 2017                           128,177    (214)  127,963 
 
 
 
 
                                      Accelerated 
                                 Tax Depreciation    Other    Total 
                                          GBP'000  GBP'000  GBP'000 
At 1 January 2016                         134,423    (230)  134,193 
(Credit)/charge to statement 
 of profit or loss                        (6,653)      133  (6,520) 
 
At 31 December 2016                       127,770     (97)  127,673 
 
 

Other comprises provisions and employee expenses deductible for tax on a paid basis and claims for hold over relief.

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   22.         EMPLOYEE BENEFIT OBLIGATIONS 

Introduction

The Company contributes to two pension schemes, which it operates on behalf of the participating companies within the Northern Powergrid Group. Those pension schemes are:

 
-    The Northern Powergrid Group of the ESPS (the 
      "DB Scheme"); and 
-    The Northern Powergrid Pension Scheme. 
 

The Northern Powergrid Pension Scheme was introduced for new employees of the Northern Powergrid Group from July 1997 and is a money purchase arrangement accounted for as a defined contribution scheme. The disclosures in this note relate to the Group pension scheme.

The DB Scheme is a defined benefit scheme for directors and employees, which provides pension and other related retirement benefits based on final pensionable pay. The DB Scheme closed to staff commencing employment with the Northern Powergrid Group on or after 23 July 1997. Members who joined before this date, including some Protected Persons under The Electricity (Protected Persons) (England and Wales) Pension Regulations 1990, continue to build up future pension benefits.

Under the DB Scheme, employees are typically entitled to annual pensions on retirement at age 63 of one-eightieth of final pensionable salary for each year of service plus an additional tax-free cash lump sum at retirement of three times pension. Benefits are also payable on death and following other events such as withdrawing from active service.

No other post-retirement benefits are provided to members of the DB Scheme.

Role of Trustees

The DB Scheme is administered by a board of Trustees which is legally separate from the Company. The assets of the DB Scheme are held in a separate trustee-administered fund. The board of Trustees is made up of Trustees appointed by the Company, as the Principal Employer of the DB Scheme, Trustees elected by the membership and an independent trustee. The Trustees are required by law to act in the interests of all relevant beneficiaries and are responsible in particular for the asset investment strategy plus the day-to-day administration of the benefits payable. They also are responsible for jointly agreeing with the Principal Employer the level of contributions due to the DB Scheme.

Funding requirements

UK legislation requires that pension schemes are funded prudently (i.e. to a level in excess of the current expected cost of providing benefits). The last actuarial valuation of the DB Scheme was carried out by the Trustee's actuarial advisors, Aon Hewitt, as at 31 March 2016. Such valuations are required by law to take place at intervals of no more than three years. Following each valuation, the Trustees and the Northern Powergrid Group must agree the contributions required (if any) to ensure the DB Scheme is fully funded over time on the basis of suitably prudent assumptions. Contributions agreed in this manner constitute a minimum funding requirement. The next funding valuation is due no later than 31 March 2019, at which progress towards full-funding will be reviewed.

Agreement was reached during August 2017 with the Trustees to repair the funding deficit of GBP194.9m as at 31 March 2016 over the 9 year period to 31 March 2025, subject to the actuarial assumptions adopted for the triennial valuation as at 31 March 2016 being borne out in practice. The agreement includes payments of GBP2.3m per month to be made over the remaining 8 years and 3 months of the recovery plan. This amount is in 2017/18 prices and will be updated on 1 April 2018 and on each 1 April thereafter in line with changes in RPI.

The contributions payable by the Northern Powergrid Group to the DB Scheme in respect of future benefits which are accruing increased from 34.2% to 43.6% of pensionable pay from 1 April 2017. These contributions were determined as part of the 31 March 2016 actuarial valuation and are payable in addition to the deficit repair contributions mentioned above. These rates will remain in place until such a time as a new schedule of contributions is agreed between the Trustees and the Company as part of the 31 March 2019 valuation. In addition, the Company pays contributions to cover the expenses of running the DB Scheme which increased from 3.0% to 3.6% of pensionable pay from 1 September 2017.

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   22.         EMPLOYEE BENEFIT OBLIGATIONS - continued 

In addition, the Company pays contributions to cover the expenses of running the DB Scheme which increased from 3.0% to 3.6% of pensionable pay from 1 September 2017.

The Northern Powergrid Group's total contributions to the DB Scheme for the next financial year are expected to be GBP45.4M.

Under the rules of the DB Scheme, any future surplus in the DB Scheme may, following consultation with the Group Trustees, be allocated for the benefit of the members of the DB Scheme and/or the Principal and Participating Employers.

Pensions' Regulation

The UK pensions market is regulated by the Pensions Regulator whose key statutory objectives in relation to UK defined benefit plans are to:

 
-    protect the benefits of members; 
-    promote and to improve understanding of good 
      administration; 
-    reduce the risk of situations arising which 
      may lead to compensation being payable from 
      the Pension Protection Fund ("PPF"); and 
-    minimise any adverse impact on the sustainable 
      growth of an employer. 
 

The Pensions Regulator has various powers including the power to:

 
-    wind up a scheme where winding up is necessary 
      to protect members' interests; 
-    appoint or remove a trustee; 
-    impose a schedule of company contributions or 
      the calculation of the technical provisions 
      where trustees and company fail to agree on 
      appropriate contributions; and 
-    impose contributions where there has been a 
      detrimental action against the scheme. 
 

Profile of the DB Scheme

The defined benefit obligation ("DBO") includes benefits for current employees, former employees and current pensioners. The overall duration of the DB Scheme's obligation was assessed to be about 19 years based on the results of the 31 March 2016 funding valuation. This is the weighted-average time over which benefit payments are expected to be made.

Broadly, about 40% of the liabilities are attributable to current employees (duration about 24 years), 10% to former employees (duration about 25 years) and 50% to current pensioners (duration about 14 years).

Risks associated with the DB Scheme

The DB Scheme exposes the Northern Powergrid Group to a number of risks, the most significant of which are:

 
Risk    Description    Mitigation 
 
 
Volatile    The DBO is calculated            The allocation to return-seeking 
 asset       using a discount rate            assets is monitored 
 returns     set with reference               to ensure it remains 
             to corporate bond yields.        appropriate given the 
             If assets underperform           DB Scheme's long-term 
             this discount rate,              objectives. The Trustees 
             this will create an              regularly review the 
             element of deficit.              strategy from return-seeking 
             The DB Scheme aims               assets and have diversified 
             to hold a significant            some return-seeking 
             proportion (44%) of              assets from equities 
             its assets in return-seeking     into Reinsurance and 
             assets (such as equities)        Listed Infrastructure 
             which, although expected         to reduce overall risk. 
             to outperform corporate          To avoid concentration 
             bonds in the long-term,          risk, the allocation 
             create volatility and            to UK equity is restricted 
             risk in the short-term.          to 35% of the total 
                                              equity allocation. 
 

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   22.         EMPLOYEE BENEFIT OBLIGATIONS - continued 
 
Risk    Description    Mitigation 
 
 
Changes     A decrease in corporate        The DB Scheme also 
 in bond     bond yields will increase      holds a substantial 
 yields      the value placed on            proportion of its assets 
             the DBO for accounting         (61%) as bonds, which 
             purposes, although             provide a hedge against 
             this will be partially         falling bond yields 
             offset by an increase          (falling yields which 
             in the value of the            increase the DBO will 
             DB Scheme's bond holdings.     also increase the value 
                                            of the bond assets). 
                                            There are some differences 
                                            in the credit quality 
                                            of bonds held by the 
                                            DB Scheme and the bonds 
                                            analysed to decide 
                                            the DBO discount rate, 
                                            such that there remains 
                                            some risk should yields 
                                            on different quality 
                                            bond/swap assets diverge. 
 
 
Inflation    A significant proportion       The DB Scheme invests 
 risk         of the DBO is indexed          around 35% in LDI which 
              in line with price             provides a hedge against 
              inflation (specifically        higher than expected 
              in line with RPI) and          inflation increases 
              higher inflation will          on the DBO (rising 
              lead to higher liabilities     inflation will increase 
                                             both the DBO and the 
                                             value of the LDI portfolio). 
 
 
Currency    To increase diversification,    The DB Scheme hedges 
 risk        the DB Scheme invests           a proportion of the 
             in overseas assets.             overseas investments 
             This leads to a risk            currency risk for those 
             that foreign currency           overseas currencies 
             movements negatively            that can be hedged 
             impact the value of             efficiently. The DB 
             assets in Sterling              Scheme's currency hedging 
             terms.                          ratio is currently 
                                             50% in respect of overseas 
                                             developed market currencies. 
 
 
Life           The majority of the         The DB Scheme regularly 
 expectancy     DB Scheme's obligations     reviews actual experience 
                are to provide benefits     of its membership against 
                for the pensionable         the actuarial assumptions 
                lifetime of the member,     underlying the future 
                so increases in life        benefit projections 
                expectancy will result      and carries out detailed 
                in an increase in the       analysis when setting 
                liabilities.                an appropriate scheme 
                                            specific mortality 
                                            assumption. 
 

The Company and Trustees have agreed a long-term strategy for reducing investment risk as and when appropriate, this includes the use of Liability Driven Investment (LDI) from October 2016 to more closely match the nature and duration of the DB Scheme's liabilities through the use of derivatives such as swaps and repurchase agreements. The portfolio is designed to hedge a proportion of the interest rate and inflation risk inherent in the Scheme's liabilities. The target hedging level is currently 75% (2016: 60%) of the DB Scheme's liabilities as measured on the basis used for the funding valuation.

The Trustees insure certain benefits payable on death before retirement.

Other risks

There are a number of other risks associated with the DB Scheme including operational risks (such as paying out the wrong benefits), legislative risks (such as the government increasing the burden on pension schemes through new legislation) and other demographic risks (such as a higher proportion of members dying than assumed with a dependant eligible to receive a survivor's pension from the DB Scheme).

A particular legislative risk exists in relation to the equalisation of Guaranteed Minimum Pension ("GMP"), a quasi-state benefit accrued by many UK plans over the period 1978 to 1997 as a result of a UK government programme allowing pension plans to "contract out" of the State Second Pension. The UK Government has announced its intention to ensure that these benefits, which currently pay out at different levels for men and women, are gender-equalised in accordance with sex-discrimination legislation. This would increase the DBO but it is not possible to fully quantify the impact of this change at this stage. However it could lead to an increase in the order of 2% to the DBO for a typical scheme.

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   22.         EMPLOYEE BENEFIT OBLIGATIONS - continued 

Reporting at 31 December 2017

For the purposes of this disclosure, the current and future pension costs of the Northern Powergrid Group have been assessed by Aon Hewitt, a qualified independent actuary, using the assumptions set out below, which the actuary has confirmed represent a reasonable best estimate of those costs. The review has been based on the same membership and other data as at 31 March 2016. The board of Northern Powergrid Holdings Company has accepted the advice of the actuary and formally approved the use of these assumptions for the purpose of calculating the pension cost of the Northern Powergrid Group.

The results of the latest funding valuation at 31 March 2016 have been adjusted to31 December 2017. Those adjustments take account of experience over the period since 31 March 2016, changes in market conditions, and differences in the financial and demographic assumptions. The present value of the DBO and the related current service cost were measured using the Projected Unit Credit Method.

For schemes closed to new members, such as the DB Scheme, the current service cost calculated under the Projected Unit Credit Method is expected to increase as the members of the DB Scheme approach retirement.

The principal assumptions used to calculate the liabilities under IAS 19 are set out below:

 
Main financial assumptions                2017    2016 
                                        % p.a.  % p.a. 
RPI                                       2.95    3.00 
Rate of long-term increase in 
 salaries                                 3.45    3.00 
Pension increases                         2.85    2.90 
Discount rate for scheme liabilities      2.60    2.70 
 

The financial assumptions reflect the nature and term of the DB Scheme's liabilities.

 
Main demographic assumptions            2017  2016 
Life expectancy for a male currently 
 aged 60                                26.7  27.1 
Life expectancy for a female 
 currently aged 60                      28.8  28.8 
Life expectancy at 60 for a male 
 currently aged 45                      28.1  28.6 
Life expectancy at 60 for a female 
 currently aged 45                      29.9  30.6 
Proportion of pension exchanged 
 for additional cash at retirement       10%   10% 
 

The mortality assumptions are based on recent actual mortality experience of DB Scheme members and allow for expected future improvements in mortality rates.

The DB Scheme's funds are invested in the following assets:

 
Asset allocation                       2017     2016 
                                       GBPm     GBPm 
Developed market equity               187.9    338.6 
Emerging market equity                 17.4     12.9 
Property                              164.7     91.4 
Reinsurance                            83.0     71.3 
Listed infrastructure                 112.7     99.2 
Investment grade corporate bonds      423.5    366.9 
Other debt                             43.4     30.3 
Fixed interest gilts                   28.2     52.4 
Index-linked gilts                        -      3.1 
Liability driven investments          644.2    581.2 
Cash                                   51.0    107.1 
 
Total                               1,756.0  1,754.4 
 
 

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   22.         EMPLOYEE BENEFIT OBLIGATIONS - continued 

The fair values of the above equity and debt instruments are determined based on quoted market prices in active markets whereas the fair values of properties are not based on quoted prices in active markets.

As at 31 December 2017, the fair value of the DB Scheme's assets, which related to self-investment, amounted to GBPnil (2016: less than GBPnil).

 
Changes to the present value                  2017     2016 
 of the DBO during the year 
                                              GBPm     GBPm 
Opening DBO                                1,722.9  1,453.2 
Current service cost                          17.9     14.9 
Interest expense on defined benefit 
 obligation                                   45.1     53.0 
Contributions by DB Scheme participants        0.9      1.0 
Actuarial gains on DB Scheme 
 liabilities arising from changes 
 in demographic assumptions                 (33.3)        - 
Actuarial losses on DB Scheme 
 liabilities arising from changes 
 in financial assumptions                     49.7    311.5 
Actuarial gains on DB Scheme 
 liabilities arising from experience        (19.8)   (25.9) 
Net benefits paid out                       (52.5)   (84.8) 
Liabilities extinguished on settlements    (101.8)        - 
 
Closing DBO                                1,629.1  1,722.9 
 
 
 
Changes in the fair value of                  2017     2016 
 DB Scheme assets during the year 
                                              GBPm     GBPm 
Opening fair value of DB Scheme 
 assets                                     1754.4  1,541.3 
Interest income on DB Scheme 
 assets                                       46.9     56.7 
Re-measurement gains on DB Scheme 
 assets                                       64.7    200.9 
Contributions by the employer                 45.0     40.5 
Contributions by DB Scheme participants        0.9      1.0 
Net benefits paid out                       (52.5)   (84.8) 
Administration costs incurred                (1.3)    (1.2) 
Assets distributed on settlements          (112.1)        - 
 
Closing fair value of DB Scheme 
 assets                                    1,746.0  1,754.4 
 
 
 
Actual return on DB Scheme assets     2017   2016 
                                      GBPm   GBPm 
Interest income on DB Scheme 
 assets                               46.9   56.7 
Re-measurement gain/(loss) on 
 DB Scheme assets                     64.7  200.9 
 
Actual return on DB Scheme assets    111.6  257.6 
 
 

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   22.         EMPLOYEE BENEFIT OBLIGATIONS - continued 

Sensitivity to key assumptions

The key assumptions used for IAS 19 are discount rate, inflation and mortality. If different assumptions were used, it could have a material effect on the results of the Group. The sensitivity of the results to these assumptions is as follows.

 
                                  Changes  Revised 
                                   in DBO      DBO 
                                     GBPm     GBPm 
Current Figures                   1,629.1 
Following a 10 bps decrease in 
 the discount rate                   31.9  1,661.0 
Following a 10 bps increase in 
 the discount rate                 (31.5)  1,597.6 
Following a 10 bps increase in 
 the inflation assumption            27.0  1,656.1 
Following a 10 bps decrease in 
 the inflation assumption          (26.7)  1,602.4 
Following a 1 year increase in 
 life expectancy                     68.5  1,697.6 
Following a 1 year decrease in 
 life expectancy                   (67.1)  1,562.0 
 

The sensitivity information shown above has been prepared using the same method as adopted when adjusting the results of the latest funding valuation to the statement of financial position date. This is the same approach as has been adopted in previous periods.

   23.         RELATED PARTY DISCLOSURES 

The Company entered into transactions, in the ordinary course of business, with affiliated companies. Transactions entered into and trading balances outstanding at the year-end were as follows:

 
                                    Amounts                    Borrowings 
        Sales      Purchases           owed         Finance      to/(from 
   to related           from     to related          costs/       related 
      parties        related        parties        (Income)      parties) 
                     parties                     to related 
                                                    parties 
      GBP'000        GBP'000        GBP'000         GBP'000       GBP'000 
 

Related Party

2017

 
Integrated Utility 
 Services Limited            112    2,128     -       -         - 
Integrated Utility 
 Services Limited 
 (registered                                804 
 in Eire)                      -      304             -         - 
Northern Electric 
 plc                           2    4,197     -       -         - 
Northern Powergrid 
 Metering Limited            574        -     -       -         - 
Northern Powergrid 
 (Northeast)              12,620   19,061 
 Limited                                      -                 - 
Vehicle Lease 
 and Service                                520 
 Limited                      62    4,147             -         - 
Yorkshire Electricity 
 Group plc                     -        -     -   (563)   186,727 
 
 
 
                                                                       13,370                  29,837                    1,324                        (563)      186,727 
 
 
 

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEARED 31 DECEMBER 2017

   23.         RELATED PARTY DISCLOSURES - continued 
 
                                    Amounts                    Borrowings 
        Sales      Purchases           owed         Finance      to/(from 
   to related           from     to related          costs/       related 
      parties        related        parties        (Income)      parties) 
                     parties                     to related 
                                                    parties 
      GBP'000        GBP'000        GBP'000         GBP'000       GBP'000 
 

2016

 
Integrated Utility 
 Services Limited                112    1,210     -       -         - 
Integrated Utility 
 Services Limited 
 (registered 
 in Eire)                          -      236    14       -         - 
Northern Electric 
 plc                               -    4,915     -                 - 
 
Northern Powergrid 
 Metering Limited                355        -     -       -         - 
Northern Powergrid 
 (Northeast)                  10,841   17,348 
 Limited                                          -      55         - 
Vehicle Lease 
 and Service                                    415 
 Limited                          62    4,017             -         - 
Yorkshire Electricity 
 Group plc                         -        -     -   (589)   199,298 
 
 
 

9,773 27,993 440 (534) 199,298

 
 
 

Sales and purchases from related parties were made at commercial prices. Interest on loans from Northern Powergrid Group companies is charged at a commercial rate. 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 amounts owed by related parties.

There are no transactions with key management personnel apart from remuneration that is disclosed in note 4.

 
24.  RECONCILIATION OF PROFIT BEFORE INCOME TAX TO 
      CASH GENERATED FROM OPERATIONS 
 
                                                                                                                                                                                   2017                2016 
                                                                                                                                                                                  GBP'000               GBP'000 

Profit before income tax 139,745 153,445

Depreciation charges 101,252 95,569

Profit on disposal of fixed assets (388) (483)

Amortisation of deferred revenue (26,623) (24,864)

Increase/(decrease) in provisions (199) 204

Finance costs 48,853 47,522

Finance income (621) (1,116)

 
 
 
                                                                                                                                                                              262,019           270,277 

(Increase)/decrease in inventories (511) 200

Increase in trade and other receivables (4,400) (2,777)

Decrease in trade and other payables (3,983) (890)

 
 
 Cash generated from operations   253,125  266,810 
 
 
 

NORTHERN POWERGRID (YORKSHIRE) PLC

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2017

   25.         ULTIMATE CONTROLLING PARTY 

The immediate parent undertaking of Northern Powergrid (Yorkshire) plc is Yorkshire Electricity Group plc (Lloyds Court, 78 Grey Street, Newcastle upon Tyne, NE1 6AF). The ultimate controlling party and ultimate parent undertaking Yorkshire Electricity Group plc is Berkshire Hathaway, Inc., a company incorporated in the United States of America.

Copies of the group financial statements of Berkshire Hathaway, Inc. (3555 Farnam Street, Omaha, Nebraska 68131) (the parent undertaking of the largest group preparing group financial statements) which include Northern Powergrid (Yorkshire) plc and the group financial statements of Northern Powergrid Holdings Company, the smallest parent undertaking to prepare group financial statements in the UK, can both be obtained from the Company Secretary, Northern Powergrid Holdings Company.

This information is provided by RNS

The company news service from the London Stock Exchange

END

FR UNVURWVASUAR

(END) Dow Jones Newswires

April 26, 2018 09:06 ET (13:06 GMT)

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