Coats

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Corporate Governance

Section 172 Statements

We understand that our business can only grow and prosper over the long term if we understand and respect the views and needs of our key stakeholders.

Recent legislative changes now require certain companies to provide additional information in their strategic reports to allow shareholders to better understand and assess how directors are discharging their duty to promote the success of the company and the other matters set out in Section 172 of the Companies Act 2006 (s172).

Please click to access the Coats Group plc s172 statement.

Please find below the s172 statements for the Coats Group subsidiaries which meet the qualifying conditions. During the course of the year, the directors of UK subsidiaries of Coats Group plc continued to have appropriate consideration of the s172 matters when reviewing proposals and conducting the business of these companies:

Coats Industrial Thread Limited

Section 172 Statement – Duty to promote the success of the company

Section 172 of the Companies Act 2006 requires the Directors to promote the success of the Company for the benefit of the members as a whole, having regard to the interests of stakeholders in their decision making (S172 Factors). The Directors understand the importance of taking into account our stakeholder expectations and needs, to achieve our strategy and accordingly our long-term sustainable success. The Board’s intent is always to maintain high standards of business conduct and governance in all of the Company’s operations, which is critical in maintaining our reputation for doing the right thing. As a wholly owned subsidiary of Coats Group plc, our key stakeholders are aligned with our ultimate parent company and you can read more about that stakeholder engagement on pages 20 to 24 of the 2021 Annual Report for Coats Group plc. By considering Coats Group’s purpose, vision and values together with the strategic priorities, we balance outcomes for our key stakeholders alongside long-term sustainable growth.

As the principal activity of the Company is the holding of investments in group companies, decisions on receiving and making dividend payments and receiving royalties are the main decisions taken where we ensure that the impact of these decisions, including the impact on our stakeholders, is considered. The Company’s approach to its suppliers and the wider employees of the Coats Group was considered as part of the approval process for the Modern Slavery Statement. We regularly review which are our key stakeholder relationships and examine how we appropriately engage with them. We also consider ways to ensure that we maintain open lines of communication with those stakeholder groups and whether there are ways that the Board’s engagement can be improved to help us operate more effectively.

Coats Holdings Ltd

Section 172 Statement – Duty to promote the success of the company

Section 172 of the Companies Act 2006 requires the Directors to promote the success of the Company for the benefit of the members as a whole, having regard to the interests of stakeholders in their decision making (S172 Factors). The Directors understand the importance of taking into account our stakeholder expectations and needs, to achieve our strategy and accordingly our long-term sustainable success. The Board’s intent is always to maintain high standards of business conduct and governance in all of the Company’s operations, which is critical in maintaining our reputation for doing the right thing. As a wholly owned subsidiary of Coats Group plc, our key stakeholders are aligned with our ultimate parent company and you can read more about that stakeholder engagement on pages 20 to 24 of the 2021 Annual Report for Coats Group plc. By considering Coats Group’s purpose, vision and values together with the strategic priorities, we balance outcomes for our key stakeholders alongside long-term sustainable growth.

As the principal activity of the Company is the holding of investments in group companies, decisions on receiving and making dividend payments are the main decisions taken where we ensure that the impact of these decisions, including the impact on our stakeholders, is considered. The Company’s approach to its suppliers and the wider employees of the Coats Group was considered as part of the approval process for the Modern Slavery Statement. We regularly review which are our key stakeholder relationships and examine how we appropriately engage with them. We also consider ways to ensure that we maintain open lines of communication with those stakeholder groups and whether there are ways that the Board’s engagement can be improved to help us operate more effectively.

In response to COVID-19 the Board of Coats Group plc agreed a set of key Group priorities focusing on continuing to ensure the health and safety of employees and contractors, supporting customers, maintaining critical aspects of our supply chain and providing supplies and training to our employees and the communities in which the Coats Group operate.

Coats Limited

Section 172 Statement – Duty to promote the success of the company

Section 172 of the Companies Act 2006 requires the Directors to promote the success of the Company for the benefit of the members as a whole, having regard to the interests of stakeholders in their decision making (S172 Factors). The Directors understand the importance of taking into account our stakeholder expectations and needs, to achieve our strategy and accordingly our long-term sustainable success. The Board’s intent is always to maintain high standards of business conduct and governance in all of the Company’s operations, which is critical in maintaining our reputation for doing the right thing. As a wholly owned subsidiary of Coats Group plc, our key stakeholders are aligned with our ultimate parent company and you can read more about that stakeholder engagement on pages 20 to 24 of the 2021 Annual Report for Coats Group plc. By considering Coats Group’s purpose, vision and values together with the strategic priorities, we balance outcomes for our key stakeholders alongside long-term sustainable growth.

As the principal activity of the Company is the holding of investments in group companies, decisions on receiving and making dividend payments are the main decisions taken where we ensure that the impact of these decisions, including the impact on our stakeholders, is considered.

The Company’s approach to its suppliers and the wider employees of the Coats Group was considered as part of the approval process for the Modern Slavery Statement. We regularly review which are our key stakeholder relationships and examine how we appropriately engage with them. We also consider ways to ensure that we maintain open lines of communication with those stakeholder groups and whether there are ways that the Board’s engagement can be improved to help us operate more effectively.

The Directors of the Company implemented the decisions made by Coats Group plc following their engagement with pension trustees to agree the Coats UK Pension Scheme triennial valuation. The interests of employees and shareholders of the Group were appropriately considered when agreeing the valuation.

Coats Group Finance Company Limited

Section 172 Statement – Duty to promote the success of the company

Section 172 of the Companies Act 2006 requires the Directors to promote the success of the Company for the benefit of the members as a whole, having regard to the interests of stakeholders in their decision making (S172 Factors). The Directors understand the importance of taking into account our stakeholder expectations and needs, to achieve our strategy and accordingly our long-term sustainable success. The Board’s intent is always to maintain high standards of business conduct and governance in all of the Company’s operations, which is critical in maintaining our reputation for doing the right thing. As a wholly owned subsidiary of Coats Group plc, our key stakeholders are aligned with our ultimate parent company and you can read more about that stakeholder engagement on pages 20 to 24 of the 2021 Annual Report for Coats Group plc. By considering Coats Group’s purpose, vision and values together with the strategic priorities, we balance outcomes for our key stakeholders alongside long-term sustainable growth.

As the principal activity of the Company is the holding of investments in group companies, decisions on receiving and making dividend payments are the main decisions taken where we ensure that the impact of these decisions, including the impact on our stakeholders, is considered. The Company’s approach to its suppliers and the wider employees of the Coats Group was considered as part of the approval process for the Modern Slavery Statement. We regularly review which are our key stakeholder relationships and examine how we appropriately engage with them. We also consider ways to ensure that we maintain open lines of communication with those stakeholder groups and whether there are ways that the Board’s engagement can be improved to help us operate more effectively.

The Directors of the Company implemented the decisions made by Coats Group plc following their engagement with debt providers as part of the refinancing of the bank facility during 2021.

GPG (UK) Holdings Limited

Section 172 Statement – Duty to promote the success of the company

Section 172 of the Companies Act 2006 requires the Directors to promote the success of the Company for the benefit of the members as a whole, having regard to the interests of stakeholders in their decision making (S172 Factors). The Directors understand the importance of taking into account our stakeholder expectations and needs, to achieve our strategy and accordingly our long-term sustainable success. The Board’s intent is always to maintain high standards of business conduct and governance in all of the Company’s operations, which is critical in maintaining our reputation for doing the right thing. As a wholly owned subsidiary of Coats Group plc, our key stakeholders are aligned with our ultimate parent company and you can read more about that stakeholder engagement on pages 20 to 24 of the 2021 Annual Report for Coats Group plc. By considering Coats Group’s purpose, vision and values together with the strategic priorities, we balance outcomes for our key stakeholders alongside long-term sustainable growth.

As the principal activity of the Company is the holding of investments in group companies, decisions on receiving and making dividend payments are the main decisions taken where we ensure that the impact of these decisions, including the impact on our stakeholders, is considered. The Company’s approach to its suppliers and the wider employees of the Coats Group was considered as part of the approval process for the Modern Slavery Statement published on the Coats Group plc website. We regularly review which are our key stakeholder relationships and examine how we appropriately engage with them. We also consider ways to ensure that we maintain open lines of communication with those stakeholder groups and whether there are ways that the Board’s engagement can be improved to help us operate more effectively.

J. & P. Coats, Limited

Section 172 Statement – Duty to promote the success of the company

The Board of Directors of J&P Coats Limited seeks to ensure that the decisions that we take in the interests of promoting the success of the Company are made with the appropriate consideration of our relationships with, and our impact on, our various stakeholders.

The Board’s intent is always to maintain high standards of business conduct and governance in all of the Company’s operations, which is critical in maintaining our reputation for doing the right thing.

We do not underestimate the importance of understanding our stakeholder expectations and needs to achieve our strategy and accordingly our long-term sustainable success. As a wholly owned subsidiary of Coats Group plc, our key stakeholders are aligned with our ultimate parent company and you can read more about that stakeholder engagement on pages 20 to 23 of the 2021 Annual Report for Coats Group plc. By considering Coats Group’s purpose, vision and values together with the strategic priorities, we balance outcomes for our key stakeholders alongside long-term sustainable growth.

The Company’s approach to its suppliers and the wider employees of the Group was considered as part of the approval process for the Modern Slavery Statement. We regularly review which are our key stakeholder relationships and examine how we appropriately engage with them. We also consider ways to ensure that we maintain open lines of communication with those stakeholder groups and whether there are ways that the Board’s engagement can be improved to help us operate more effectively.

The Directors of the Company implemented the decisions made by Coats Group plc following their engagement with suppliers and employees during 2021.

Coats Digital Limited

Section 172 Statement – Duty to promote the success of the company

The Board of Directors of Coats Digital Limited seek to ensure that the decisions that we take in the interests of promoting the success of the Company are made with the appropriate consideration of our relationships with, and our impact on, our various stakeholders. The Board’s intent is always to maintain high standards of business conduct and governance in all of the Company’s operations, which is critical in maintaining our reputation for doing the right thing. We do not underestimate the importance of understanding our stakeholder expectations and needs to achieve our strategy and accordingly our long-term sustainable success. As a wholly owned subsidiary of Coats Group plc, our key stakeholders are aligned with our ultimate parent company and you can read more about that stakeholder engagement on pages 17 to 22 of the 2020 Annual Report for Coats Group plc. By considering Coats Group’s purpose, vision and values together with the strategic priorities, we balance outcomes for our key stakeholders alongside long-term sustainable growth.

As the Board makes decisions we ensure that the impact on any of these groups is considered. The Company’s approach to its suppliers and the wider employees of the Coats Group was considered as part of the approval process for the Modern Slavery Statement published on the Coats Group plc website. We regularly review which are our key stakeholder relationships and examine how we appropriately engage with them. We also consider ways to ensure that we maintain open lines of communication with those stakeholder groups and whether there are ways that the Board’s engagement can be improved to help us operate more effectively.

In response to COVID-19 the Board of Coats Group plc agreed a set of key Group priorities focusing on continuing to ensure the health and safety of employees and contractors, supporting customers, maintaining critical aspects of our supply chain and providing supplies and training to our employees and the communities in which the Coats Group operate.

Fast React Systems Limited

Section 172 Statement – Duty to promote the success of the company

The Board of Directors of Fast React Systems Limited seek to ensure that the decisions that we take in the interests of promoting the success of the Company are made with the appropriate consideration of our relationships with, and our impact on, our various stakeholders. The Board’s intent is always to maintain high standards of business conduct and governance in all of the Company’s operations, which is critical in maintaining our reputation for doing the right thing. We do not underestimate the importance of understanding our stakeholder expectations and needs to achieve our strategy and accordingly our long-term sustainable success. As a wholly owned subsidiary of Coats Group plc, our key stakeholders are aligned with our ultimate parent company and you can read more about that stakeholder engagement on pages 19 to 24 of the 2020 Annual Report for Coats Group plc. By considering Coats Group’s purpose, vision and values together with the strategic priorities, we balance outcomes for our key stakeholders alongside long-term sustainable growth.

As the Board makes decisions we ensure that the impact on any of these groups is considered. The Company’s approach to its suppliers and the wider employees of the Coats Group was considered as part of the approval process for the Modern Slavery Statement published on the Coats Group plc website. We regularly review which are our key stakeholder relationships and examine how we appropriately engage with them. We also consider ways to ensure that we maintain open lines of communication with those stakeholder groups and whether there are ways that the Board’s engagement can be improved to help us operate more effectively.

In response to COVID-19 the Board of Coats Group plc agreed a set of key Group priorities focusing on continuing to ensure the health and safety of employees and contractors, supporting customers, maintaining critical aspects of our supply chain and providing supplies and training to our employees and the communities in which the Coats Group operate.