After strong trading in FY22, Hospitality has faced further unprecedented challenges under the cost-of-living crisis on both trade and cost pressures. Management have significantly focused on careful cost management and mitigation through internal processes and review of supplier contracts in order to protect profits.

The acquisition of Peach Pubs in October 2022 helps mitigate the impacts on our previously predominantly young guest base, bringing a new range of diverse and more affluent guests to our pubs and bars. This also aids when the weather is hot and sunny which the United Kingdom has experienced in recent years.

We are pleased with early signs of cost pressures returning to more normal levels, such as energy costings, but continue to monitor ongoing events carefully.

No annual bonus awards were made to the Chief Executive Officer (“CEO”) or Chief Financial Officer (“CFO”) in respect of the year ended 1 July 2023 and no share awards vested in respect of the three-year performance period ended 1 July 2023.

Implementation of the policy in FY24

In respect of operating the Remuneration Policy in FY24:

• no changes, aside from a cost-of-living increase, are planned for base salaries of the Executive Directors, benefits, or pension provisions. Any new executive Board appointments would receive a workforce-aligned pension provision;
• annual bonus provision for FY24 will be capped at 100% of salary for Executive Directors with a majority based on sliding scale profit-related targets and a minority based on strategic targets. While the profit and strategic targets are currently commercially sensitive, details of the targets and performance against the targets will be disclosed in next year’s Directors’ Remuneration Report;
• the Committee intends to grant Restricted Share Awards (“RSAs”) in line with the Remuneration Policy which will:
  • be set at no more than 50% of salary for the CEO and 40% of salary for the CFO (with lower levels cascaded below Board);
  • vest after three years from the grant date, subject to continued employment, satisfactory individual performance and a positive assessment against a performance underpin. No shares can be disposed of by Executive Directors until at least five years from grant, other than those required to settle any taxes directly related to the vesting of those shares.

Further details in respect of the RSA grant for 2023 are set out in the Annual Report on Remuneration:

• shareholding guidelines will continue to operate at 200% of salary; and
• no changes were made to the fees for the Chairman and Non-Executive Directors for FY24.

The Committee met six times during the year. The Committee’s main activities were to:

• review the Chairman’s fee and the framework and policy for the remuneration of the Executive Directors and other members of the Executive Committee;
• advise on the design of, and to determine and agree, the total individual remuneration package of each of the Executive Directors and other members of the Executive Committee, giving due regard to any relevant legal requirements, the provisions and recommendations set out in the prevailing Code and the AIM Rules and associated guidance;
• consider and approve the design of, and targets for, the annual bonus for FY23 and share schemes operated for the Executive Directors and other members of the Executive Committee, including the proposed process for settlement of the 2020 Restricted Share Awards;
• oversee and approve interim payment of the FY22 bonus scheme and continue review of final payment; and
• oversee remuneration and benefit structures and policies throughout the Group’s business and to give advice on any major changes.

The Committee’s terms of reference are available from the Company Secretary and can be found on the Company’s website at www.revolutionbarsgroup.com.