ANNUAL
REPORT &
ACCOUNTS
2024

Strategic Report
01 Introduction from the Chair
02 Our business at a glance
04 Operational and Strategic review
10 Global megatrends
11 Strategic overview
14 Key performance indicators
16 Our business model
18 Stakeholder engagement
20 Leading our transformation
21 People and culture
28 Technology and Digitalisation
32 Customers
38 Divisional operating review
44 Chief Financial Officer’s review
48 Sustainability in the world of work
71 Task Force on Climate-related
Financial Disclosures (TCFD)
79 Principal risks
88 Non-financial and sustainability
information statement
Governance Report
90 Chair’s introduction to governance
92 Our Board of Directors
96 Our governance framework
97 Division of responsibilities
98 Key activities of the Board
100 How the Board works
102 Board and stakeholder engagement
103 Workforce engagement
104 Board evaluation
106 Nomination Committee Report
112 Audit and risk Committee Report
118 ESG Committee Report
120 Remuneration Committee Report
145 Directors’ Report
147 Statement of Directors’ Responsibilities
Financial Statements
149 Independent Auditors’ Report
155 Consolidated Group Financial Statements
187 Hays plc Company FinancialStatements
Shareholder Information
196 Shareholder information
197 Financial calendar
198 Glossary
2024 HIGHLIGHTS
Financial
performance
Net fee income
£1,113.6m
FY23: £1,294.6m
Pre-exceptional operating
profit
(1)
£105.1m
FY23: £197.0m
Post-exceptional PBT
(1)
£14.7m
FY23: £192.1m
Pre-exceptional basic EPS
(1)
4.03p
FY23: 8.59p
Post-exceptional basic EPS
(1)
(0.31)p
FY23: 8.59p
Core dividend per share
3.00p
FY23: 3.00p
Net cash
£56.8m
FY23: £135.6m
Operational
performance
Consultants
7,045
FY23: 8,590
Perm jobs filled
c.57,700
FY23: c.76,800
Temp and contracting
roles filled
c.225,000
FY23: c.245,000
Sustainability
performance
Women in senior leadership
43.0%
FY23: 44.3%
Hays’ employee
volunteering hours
28,064
FY23: 17,673
Our scope 1, 2 and
selected scope 3
(2)
GHG emissions
18,246 CO
2
e
tonnes
FY23: 16,778 CO
2
e tonnes; Science-
Based Target (SBT) base year (2020):
23,527 CO
2
e tonnes
View this report online
at hays.com
(1) FY24 operating profit and EPS are
presented before exceptional costs of
£80.0 million, of which £42.2m relates to
restructuring of our operations across the
Group. The remaining £37.8 million is
non-cash and comprises £15.3 million
relating to the impairment of goodwill in
our US business and £22.5 million relating
to the impairment of intangible assets.
(2) Selected scope 3 emissions guiding our
investment in beyond value-chain
mitigation carbon related projects.
Including our scope 3 business travel and
scope 3 fuel and energy related activities.
A YEAR OF
TRANSITION
ANNUAL
REPORT &
ACCOUNTS
2024

Welcome to the Hays Annual Report
for FY24, a year of significant
operational and strategic transition.
Against a challenging backdrop for
our industry, Group fees decreased
by 12% and we delivered a pre-
exceptional
operating profit of
£105.1 million. Post-exceptional
operating profit was £25.1 million
as we undertook a significant
restructuring of operations
during theyear.
Given the Group’s strong financial
position and our confidence
in our strategy, the Board has
recommended an unchanged FY24
core dividend per share of 3.00p.
The Board welcomed Dirk Hahn
as our new Chief Executive on
1 September 2023, and in February
he set out his strategy to focus on
building the leading recruitment
& workforce solutions business
globally, recognised for powering
progress through people. You can
read more about this on page 5.
Despite the challenging backdrop for
our industry, we are not satisfied with
our financial performance in FY24.
We are market leaders in some of
the most attractive, long-term growth
recruitment markets globally. Our
focused strategy is to target these
opportunities and is designed to
increase our resilience, quality of
earnings and cash generation
through the cycle.
While we have made some difficult
decisions to restructure and manage
tough near-term markets, we have
also been actively positioning the
business for long-term success.
Hays is a strong business with a
great team of talented colleagues,
and the Board is confident in our
strong profit recovery potential
as our end markets stabilise,
and then recover.
Andrew Martin
Chair
Discover more about our business and access
this report online at hays.com
CHAIR’S INTRODUCTION
1 Hays plc Annual Report & Accounts 2024

By contract
Temporary: 59%
Permanent: 41%
By client type
Private: 83%
Public: 17%
By specialism
Technology: 25%
Accountancy & Finance: 15%
Engineering: 11%
Construction & Property: 10%
Office Support: 5%
Life Sciences: 5%
Sales & Marketing: 4%
Other: 25%
By job
Technical: 65%
Professional: 35%
Net fees: £1,114m
(FY23: £1,295m)
Our global reach
21
Specialist areas
236
Global offices
33
Countries
c.11,100
Employees
56
Years’ experience
>1,100
Jobs filled every day
We are leaders in white-collar Temporary,
Contracting and Permanent recruitment.
Our scale and expertise covers some of the
most skill-short employment areas, including
Technology, Accounting & Finance, Engineering,
Life Sciences and Construction. We are
predominantly Private sector-focused, but also
serve Public sector clients in some markets.
Within our portfolio of services, we work on
high service, multi-year outsourcing contracts
with many of the largest organisations in
the world, all the way through to one-off
placements for SMEs.
Although end markets have been challenging in
FY24, our strategy is designed to increase fee
and profit resilience through greater focus and
enhanced operational rigour.
A diverse and balanced business
OUR BUSINESS
AT A GLANCE
2 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

Increasing focus across our network
3
Key countries
Germany, Australia and the UK, where we have the management expertise, scale,
structure and track record to both increase our conversion rates and materially grow
each business.
8
Focus countries
Austria, France, Italy, Japan, Poland, Spain, Switzerland and the USA are future key
drivers of long-term growth and will deliver greater profit diversity.
22
Emerging countries
Emerging countries represent the 22 countries in our global network. Each has the
potential to be an attractive growth market and are also important from a network
standpoint to service our Enterprise clients.
Key figures
Year ended 30 June 2024 Germany UK & Ireland
Australia
& New Zealand
Rest of
World
Group
Total
Net fees £351.8m £225.7m £139.7m £396.4m £1,113.6m
Pre-exceptional Operating profit
(1)
£68.0m £6.4m £11.5m £19.2m £105.1m
Post-exceptional Operating profit £44.4m £(0.9)m £6.2m £(24.7)m £25.1m
Consultants 1,858 1,629 729 2,829 7,045
Offices 26 75 37 98 236
Share of Group net fees 32% 20% 13% 35% 100%
Profit
1
by
division
Germany: 65%
Australia & New Zealand: 11%
UK & Ireland: 6%
Rest of World: 18%
Our focused strategy is designed to capitalise on the many structural growth opportunities we see,
while increasing our business resilience, quality of earnings and cash generation. We expect all
business lines to be able to deliver a conversion rate of at least 25% (before Group costs) in
normal market conditions.
(1) Operating profit is presented before exceptional costs of £80.0 million, of which £42.2m relates to restructuring of our operations across the Group. The remaining
£37.8 million is non-cash and comprises £15.3 million relating to the impairment of goodwill in our US business and£22.5 million relating to the impairment
ofintangible assets.
3 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

OPERATIONAL & STRATEGIC REVIEW
FY24 was a year of significant operational and strategic
transition, set against a backdrop of increasingly
challenging market conditions. We acted decisively
tofocus the business, manage costs and position
Haysto benefit from market recovery.
A YEAR OF
TRANSITION
4
Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

Our vision is to be the leading
recruitment and workforce solutions
business globally. Thiswill build on our
market-leading positions in Contracting,
Temp and Perm, and our ability to
manage large-scale outsourcing
contracts such as Managed Service
Provision in Temp&Contracting.
.
Market backdrop
FY24 was characterised by increasingly challenging
market conditions, with reduced client and candidate
confidence causing a material lengthening of our
‘time-to-hire’. Given this, our financial performance
was significantly impacted, with fees down 9% in
H1 24, and 15% in H2 24. Group pre-exceptional
operating profit declined by 46%.
Temp fees were more resilient than Perm,
decreasing by 8% and 17% respectively. Volumes
were lower in both Temp and Perm, down 7% and
25%, with lower Perm volumes partially offset by
wage inflation and improved average pricing.
A feature of our key markets in FY24 was that
overall activity levels remained relatively high, and
we continued to see solid overall levels of job inflow.
Our consultants have therefore been very busy and
have worked extremely hard, and the Board is very
thankful for this. However, closing placements and
sales became materially harder through the year.
This had a significant impact on our average
placements per consultant, or volume productivity,
which currently sits c.15-20% below normal levels,
causing a material drag on Group profitability and
conversion rate.
Against this backdrop, we have worked hard
to balance cost reductions with protecting
our productive capacity. Consultant headcount
decreased by 18%, through a mix of natural attrition
and performance management. Non-consultant
headcount declined by 9%.
In response to increasingly challenging market
conditions, we restructured the business operations
of several countries across the Group, better aligning
business operations to market opportunities and
reducing operating costs. The restructuring led to
the redundancy of a number of employees, including
senior and operational management and back-office
positions, and is included in the 9% non-consultant
reduction. The combined costs relating to this were
£42.2 million and are considered exceptional, given
their size and impact on business operations.
We increased our average pricing, particularly
in the most skill-short areas of the Perm market.
This meant that despite our volume productivity
being down significantly, our average productivity
per consultant was up 1% YoY and increased
sequentially in our second half.
(You can read about each division’s performance
on pages 39 to 43, and see our detailed financial
performance on pages 44 to 47.)
Building the global leader in recruitment
and workforce solutions
Our goal is to build the leading recruitment and
workforce solutions business globally. Contracting,
Temp and Perm recruitment is our core expertise,
and placing talented workers in roles to meet and
solve our clients’ skills needs is the heart of Hays.
Our expertise combines large Enterprise clients,
the Public sector, SMEs and start-ups. We have
market-leading direct outsourcing expertise, mainly
via Managed Served Provision (MSP), but also in
Recruitment Process Outsourcing (RPO). Our
workforce solutions capability is evolving and
includes DE&I Consulting, Training & Skills,
Demand & Capacity Planning, and Assessment
& Development.
Each of these has great potential to enhance our
relationships with clients and be profitable. Also,
our global network supports thousands of more
transactional customers in any of our
chosen markets.
FY24 operational & strategic review
5 Hays plc Annual Report & Accounts 2024
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Focused strategy summary and progress
Our focused strategy was launched in February 2024, and is explained on pages
11 to 13. In summary, it is designed to capitalise on the many structural growth
opportunities we see, while increasing our business resilience, quality of earnings
and cash generation through the cycle.
We expect all business lines to be able to deliver a conversion rate of at least
25% (pre-central costs), and the Group’s overall conversion rate target is 22-25%.
As part of our programme to return to, and then exceed, previous peak profits of
c.£250 million, we will also seek to improve medium-term consultant productivity
in excess of inflation.
Our focused strategy is based on five strategic levers:
1. grow our leading positions in the most in-demand future job categories
2. increase our focus on higher skilled, higher paid roles
3. greater focus on resilient and growing industries and markets
4. build stronger relationships with our clients and candidates; and
5. drive an increased proportion of non-Perm fees across our businesses.
Our medium-term goal is driving material profit contributions from more Hays
countries. Our key countries (Germany, Australia and the UK) each have all of
the five levers, but we have work to do to increase operational performance and
profitability. Our focus countries (Austria, France, Italy, Japan, Poland, Spain,
Switzerland and the USA) have most of the five levers, and we are actively
allocating resource and selectively investing to complete all five. Our emerging
countries represent the rest of our global network, and we are firmly focused on
increasing profitability in each country, in line with our conversion rate targets
noted above.
Enhanced operational rigour in action
We have conducted detailed analysis of our operations on a business-line basis.
In FY24, this has led to a number of businesses being closed, including our Temp
business in Italy, where we are focusing on Contracting, and our Healthcare and
Social Care businesses in ANZ and UK&I, which were sub-scale. We also closed
Sales & Marketing Temp in Germany, and our Statement of Works business
in France.
In our key countries, Germany conducted a management de-layering, and
is progressing with ongoing back-office efficiency programmes. Our leaner
structure will accelerate Germany conversion rate recovery when markets
improve. In ANZ, we enter FY25 with improving productivity and positive
conversion rate momentum, having restructured and right-sized the business for
today’s markets. This was achieved via greater focus and increased productivity.
And in the UK&I, we have made material operating model improvements in our
Temp business, and analysed each business line, ensuring their medium-term
plans are fit-for-purpose.
In our focus countries, we are ensuring we have appropriate and scalable
operating models in place. Early examples of success include the USA, where
improvements to our model have significantly improved profitability, moving
from a loss-making position in H1 24 to delivering consistent profitability in
H2 24. A number of focus countries increased their Contractor and Temp
volumes through FY24, including the USA, Italy, Poland and Japan. Similarly,
overall country productivity improved in a number of countries through H2 24
including the USA, Italy, Poland and Japan.
In China, we also returned to profitability in H2 after a tough period, again due
to our focus on productivity and operational rigour.
Operational & Strategic review continued
Our investment case
Driven by our key strategic
priorities and the many
long-term structural growth
opportunities in our industry,
we believe there are three
compelling reasons to
invest in Hays.
1
2
3
Market position
We are experts in attractive
long-term growth markets,
driven by powerful megatrends
We are market leaders in
some of the most attractive
recruitment markets worldwide.
Strategic focus
We exist to solve clients’
talent problems, which are
becoming ever more complex
in a rapidly changing world
Our strategy and focus
on operational rigour will
drive substantial operating
profit growth when our
markets recover.
Shareholder returns
We are highly cash generative,
and committed to delivering
substantial shareholder
returns over the long-term
Our financial strength supports
organic growth and allows us to
return cash to shareholders in
the most appropriate form.
6 Hays plc Annual Report & Accounts 2024
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You have worked for Hays for
over 20 years. How would you
describe your career journey?
After leaving university, I joined Ascena, which
was the company Hays purchased in 2003 to enter
Germany, as employee number 12. I was initially
a sales consultant recruiting IT contractors, and
quickly fell in love with the culture and way in which
you could positively impact people’s careers, and
help clients solve their talent needs. I still firmly
believe today that the work we do benefits society
by helping people develop their careers which, after
family and health, is key to life.
I was promoted to run the IT contracting business,
and then Germany overall, before becoming
Managing Director of EMEA. During this time,
Hays expanded from doing only IT contracting to
our position today of recruiting high skilled talent
into many sectors, including Life Sciences, Finance,
Engineering and Construction. Today we have
c.24,000 Contractors and Temps working across
Germany and EMEA, compared to fewer than 200
when I joined, and we work with many of the largest
companies in Europe. It has been a fantastic journey!
How would you describe your first
year as Hays CEO?
It has been intense – but I have thoroughly relished
the challenge! It has been fantastic to meet so
many of our colleagues and build our new Executive
Leadership Team. As you will see in this report, we
have strong leaders across Hays, and one of my first
tasks was to recruit a new Group Chief Technology
Officer and a Chief People Officer. Future success
will be driven by genuine team efforts.
Aside from getting to know colleagues, FY24 has
been characterised by managing tough markets.
We have made difficult decisions, while being
mindful to best-position Hays for the long term.
Against challenging macroeconomic conditions and
a slowdown in all our markets, like-for-like net fees
declined by 12%, with pre-exceptional operating
profit down 46% to £105 million.
We acted decisively to manage our costs and
align our operations to market conditions and
opportunities, delivering c.£60 million in annualised
savings during FY24. We also restructured our
operations and incurred a £42.2 million exceptional
cash charge. This said, I am not satisfied with our
profit performance. Together with our Executive
Leadership Team, I am determined to build a more
resilient and profitable Hays. Powerful megatrends
drive our business (see page 10), and our focused
strategy (page 11) is designed to fully capitalise
on these.
We announced our updated strategy in February
2024, with greater profit focus and five key strategic
levers at its core. I believe we need to be more
aligned with the sweet spots in each of our markets.
My experience of running Hays Germany and EMEA
has also taught me that a successful strategy needs
to be underpinned by operational rigour, and to
achieve this we have established much clearer
business line reporting. This will allow us to
accurately measure our progress and focus
our resources on areas which can consistently
deliver our target 22-25% conversion rate.
Through FY24, we have been managing tough
markets while positioning Hays for the long term.
In addition to focusing Hays on the most attractive
long-term recruitment markets, I am determined to
ensure that Hays is ‘fit for purpose’ to fully benefit
from market recovery when it comes – which will
mean taking a substantial proportion of fee growth
straight to our bottom line, or high profit drop-
through as we call it.
Clearly though, some businesses need specific
attention in order to meet the ambitious targets
we have set. Our key countries of Germany, UK and
Australia have been tougher than I initially expected,
and we have yet to see the benefits of actions
already taken. This said, we have been decisive and
there are some early signs of success, particularly
in Australia where the changes our MD Matthew
Dickason and team have made are starting to
bear fruit.
Our culture is vital to our success. Through
enhanced communications and dialogue, we
have ensured that all colleagues understand our
strategy, vision and the clear benefits of greater
focus. Alongside our new Chief People Officer,
Deborah Dorman, I look forward to reporting further
development in our people strategy in the future.
Conversation with Dirk Hahn, CEO
Today we
have c.24,000
Contractors and
Temps working
across Germany
and EMEA,
compared to
fewer than 200
when I joined.
It has been a
fantastic journey.
7 Hays plc Annual Report & Accounts 2024
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What are the key actions
you have taken so far?
Within the c.£60 million of annualised cost savings
delivered in FY24, c.£30 million of these savings are
structural in nature. We have taken tough decisions
to close business lines and restructure our operations,
incurring exceptional restructuring costs, and we
recognise the impact this had on our colleagues.
These include our Health & Social Care businesses
in the UK and Australia our Sales & Marketing Temp
business in Germany, our Statement of Works
business in France and our Temp business in Italy.
We also closed or merged 17 offices.
These units were sub-scale and unlikely to ever get
to our target conversion rate of 22-25%, so we are
focusing our resources in areas where we can reach
these levels of profitability.
We will only scale these when we are satisfied that
we have the right operating model. An important
point though is that our regional leadership teams
took most of these decisions. Our updated strategy
was set by the Executive Leadership Team, however
it is our regional management teams which are
putting it to work.
What is your medium-term
vision for Hays?
I want to build the leading recruitment & workforce
solutions business globally, recognised for powering
progress through people and market-leading
technology. This is the vision I have set the company.
In doing so, we will chart a path back to our previous
peak operating profit of £250 million, and then
beyond. I firmly believe that this and our target Group
conversion rate of 22-25% is achievable, but it will
take time. And it will need our markets to normalise
and improve, we have been operating in increasingly
tough markets now for over two years.
Also, our work to build greater rigour across
Hays has highlighted that we have historically had
a number of businesses which consistently delivered
fees without acceptable profitability. We are leaving
no stone unturned via increased business line
reporting and rigorous appraisals of delivery
models to ensure consistency and excellence.
My focus, as set out in the updated strategy and
‘Golden Rule’, is to deliver profit growth ahead of fee
growth. This may mean in the future we have higher
profits with fees below previous peaks, but I firmly
believe this would represent an improvement in the
quality and resilience of Hays. But foremost in my
mind is that we are a people-centred company.
Our people strategy is key, and I am determined
to build an empowering, mission-led culture.
I also want enabling functions across Hays
which are best-in-class. This includes looking at
the structure of Technology, Data, Finance, People
& Culture and Marketing, and I can see opportunities
to increase efficiency and impact, and lower costs
– these are ‘win-wins’. We have grown historically as
a devolved, somewhat federal organisation, and I see
significant opportunities to better capitalise on our
global scale by making choices about where we
centralise and eliminate duplicated costs.
Operational & Strategic review continued
Foremost in
my mind is
that we are a
people-centred
company. Our
people strategy
is key, and I am
determined
to build an
empowering,
mission-led
culture.
One of the first projects I started as CEO was to
task our new Chief Technology Officer, Tim Fulton, to
appraise and enhance our Group Tech infrastructure.
Our systems have served us well for many years, but
I want to lead our industry in terms of technology.
Given the rapid pace of change in recent years, it is
entirely right that we fully understand what best-in-
class looks like today.
One of Tim’s first decisions has been to outsource
our back-office infrastructure to Cognizant, a leading
specialist global player, and that process has started
well. As set out at our preliminary results in August
2024, we believe that there are significant long-term
cost savings to come from this, however we also
stand to benefit from the leading technology
capability of our partner which will be key in
how we evolve our systems to embed latest AI
developments – although clearly there are some
near-term restructuring activities and investments
needed to unlock these savings (see more on
page 28 to 31).
I am also determined that we lay the foundations
to become the leading AI-enabled recruiter globally,
and this means giving our consultants the best
front-office tools available. I look forward to
reporting on this further in FY25.
As you will see in our CFO James Hilton’s section,
our global project to deliver a much leaner, more
efficient Finance function is well underway. Together,
our efficiency projects in Technology and Finance
have the potential to deliver further annualised cost
savings of around £30 million once complete. And
in Marketing, our team is increasing our already high
focus on customers.
And of course, as a people business, it is critical that
as well as giving our people the right tools for the job,
we are the employer of choice for the best talent in
the industry. I am very focused on working with our
Chief People Officer to ensure we build on our strong
track record to be a rewarding and inclusive place
to work and grow (read more about this on pages
21 to 27).
Our efficiency projects in Technology
and Finance have the potential
todeliver further annualised cost
savings of around £30 million
oncecomplete.
8 Hays plc Annual Report & Accounts 2024
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How will you evolve Hays’ culture and
ESG strategy?
Having spent my whole career at Hays, I deeply
understand the importance of culture. Hays has a
special culture, sometimes called the ‘Hays Spirit’,
which is why many of our people choose to stay
and grow their careers with us. I am determined to
continue to evolve our culture to ensure it responds
to the needs of a changing workforce and enables
us to achieve our vision as a business. Our purpose
is to benefit society by investing in partnerships that
empower people and organisations to succeed, and
I believe passionately in our core value of always
doing the right thing.
I want Hays to be a welcoming and inclusive
destination for the best talent in our industry.
This will enable the attraction, development and
reward of our people, allowing them to build fulfilling
careers – and making a positive impact on our
clients, our candidates and our communities.
Having highly engaged colleagues who understand
the values and direction of the business and the part
they play in that is a core priority. Our YourVoice
feedback process is essential to our two-way
communication and regular listening.
I also want to carefully consider the different
priorities of multi-generational workforces, and in
doing so, provide a compelling blend of pay, benefits
and career opportunities.
On ESG, we have built strong foundations with
our Sustainability Framework, shown on page 48.
Delivering our science-based GHG reduction targets
remains a key focus, and our reduction in Scope 3
emissions, by far our largest area, was a step in the
right direction. Also, as laid out on pages 75-78, we
have identified a number of opportunities for Hays,
including fee growth in finding talent for the Green
Economy, changing internal behaviours and reducing
our energy consumption. We can also do more
to ensure we are using renewable energy where
available, and reducing the impact of our vehicle
fleet by lowering the amount of cars, and increasing
our proportion of EV’s.
But as a people-based business helping people
with their careers and companies with their talent
shortages, I firmly believe that Hays can have the
greatest impact in social areas. Our continued work
internally on culture, our growing DE&I capability via
FAIRER and our charity focussed Helping for Your
Tomorrow programme are all prime examples
of this, I am proud that our volunteering hours
increased by 59% YoY, and look forward to
reporting continued progress next year.
We are
managing
toughnear-term
conditions while
positioning the
business to
benefit strongly
from recovery.
When markets
improve, which
they will, I am
confident that
we can return
Hays to prior
peak profits
of£250 million
and beyond.
What are your other key priorities?
• We are a sales-orientated business, and a key part
of my role is to align our updated strategy and the
investment needs of Hays with the reality of global
economic and geopolitical conditions. We have been
living in a world of significant macroeconomic
uncertainties which are out of our control for many
years now, and we are not seeing meaningful
green shoots in our core markets yet.
• Accurately predicting the impacts of the many
forces at work is challenging, however I am
determined that Hays is adaptable to changing
circumstances. I also want to see meaningful
improvement in our profitability in FY25, providing
that key markets remain sequentially stable.
• Our move to greater business-line reporting
means we can run the business much more
effectively using accurate, real-time data. In time,
this can give us a competitive advantage in terms
of insight and informed decision-making in a
fast-moving world. I am excited by this potential,
building on our existing skills and data assets.
• The world has new challenges to face today, but
I am confident Hays will adjust as those challenges
unfold. In a world characterised by acute skill
shortages, our focus is on navigating through this
uncertain backdrop while continuing towards our
own North Star of becoming the global leader in
recruitment and workforce solutions.
• Our management teams worldwide are expert at
responding nimbly and our active management of
consultant headcount and productivity in FY24 is
clear evidence of this. We are managing tough
near-term conditions while positioning the
business to benefit strongly from recovery.
• When markets improve, which they will, I am
confident that we can return Hays to prior peak
profits of £250 million and beyond. We have the
right strategy in place, and have the right team
of leaders on our Executive team to deliver this.
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Growth in flexible, high skill, non-Perm careers
Skilled workers are increasingly seeking interesting, and often
highly paid, non-Perm roles as they build ‘portfolio’ careers. This
trend is also strongly supported by remote and hybrid working.
We believe higher skill, higher salary Temp and Contracting represent
long-term growth markets, particularly in STEM careers. We use
our expert consultants, global network, data and technology to
build deep and broad Talent Networks.
Jobs are changing and skills are short
Digitalisation and Artificial Intelligence are changing almost every
industry. Many employers are struggling to find the talent they
need, particularly in higher skill, higher salary areas. Our strategy
is focused on building the strongest relationships with candidates
in the most skill-short markets, such as Technology, Engineering,
Life Sciences and the Green Economy.
Demographic changes and increased
employee demands
Rising costs of living create greater incentives for skilled employees
to change job and increase their earnings. Also, we live in an era
of unprecedented access to training, upskilling and development,
meaning that the routes for candidates’ career progression are
more open than ever. Hays is well-positioned to add value to
candidates here, and at scale. Attitudes towards remote and
hybrid careers have materially changed, which can act as a further
driver of job churn, particularly once economic confidence grows.
Societal demands are changing
For all employers, there is an increasing awareness of the
importance of business sustainability, which can be enhanced by
addressing ESG in operations and culture. Many employees want
to work for a purpose-led organisation which matches their own
values, and new job categories are being created or expanded.
Our ability to create equitable and diverse Talent Networks will
increasingly be a key competitive advantage, as is our ability to
help clients with related talent services such as our FAIRER DE&I
consultancy, and workforce planning.
Organisations increasingly need expert help
to find the talent they need
To help secure talent, organisations increasingly need partners
such as Hays who can bring a far broader and deeper pool of
talent to them, from a far wider geographic area, much faster.
This applies to larger outsourcing deals with Enterprise clients and
more transactional ‘spot’ recruitment with SMEs. Importantly, all
clients have increased demands for related workforce solutions.
Higher salaries
Desire for flexible/
remote working
Increasing desire to
work for a purpose-led
organisation
Continual upskilling
Growing complexity in
managing workforces
Greater digitalisation
Adoption &
integration of AI
Hiring & retention
of talent
Changing
stakeholder needs
Many sectors
facing significant
transformation
STEM sectors
particularly impacted
by skill shortages
Driving wage inflation
Desire/need
for upskilling
Partially solved by
greater use of flexible,
high-skilled
Contractors
Smaller working
populations
Broader demographics
and lifestyle choices
Greater propensity
for Contracting
and Freelance
Responsible
business practice
Importance
of sustainability
and response to
climate change
DE&I
Social purpose
Social mobility
Regulation
Global megatrends
POWERFUL MEGATRENDS
DRIVING THE WORLD OF WORK
Our strategy is designed to capitalise on powerful megatrends, targeting long-term
structural growth opportunities in recruitment and workforce solutions.
Organisation
challenges
Skill
shortages
Employee
demands
Demographic
challenges
Societal
demands
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Our strategy
OUR FOCUSED STRATEGY
POSITIONED TO DELIVER
OUR COLLEAGUES
• Sector expertise
• Industry-leading training
• Empowered culture
INNOVATE, DIGITISE, ENABLE
• Become tech-enabled industry leader by using AI
• Drive consultant productivity
• Build highly efficient back-office and support functions
FOCUS
ON MARKET
SWEET SPOTS
• Five strategic levers
• Three key countries
• Eight focus countries
Our strategy is based around our people. We believe in primarily
hiring straight from university, and then provide colleagues with
expert training to allow them to become specialists in their field,
empowered by our culture.
We believe that the best people, focused on the best parts of
the market, and enabled by highly efficient technology, support
functions and back-offices, will deliver outstanding customer
services for clients and candidates.
All our activity in the ‘Innovate, Digitise and Enable’ box is designed
to power our core business. Everything we do is designed to make
our people more productive and to be able to focus on value-added
tasks, driving superior client and candidate experience.
Successfully delivering our strategy also increases our resilience
as a business and delivers highly profitable growth through
increased focus and enhanced operational rigour.
Our vision is to build the leading recruitment and workforce solutions business
globally. Contracting, Temp and Perm recruitment is our core expertise, and placing
talented workers in roles to solve our client’s skills shortages is the heart of Hays.
Hays
focused
strategy
Our strategic framework
Our focused strategy consists of three key elements:
11 Hays plc Annual Report & Accounts 2024
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Grow our leading positions in the most
in-demand future job categories
The opportunity
Future job category growth (inc. STEM).
Given existing skill shortages, there is
potential for higher margins over time
Drive an increased proportion of
non-Perm fees across our businesses
The opportunity
As market leaders in non-Perm, we are
ideally placed to capitalise on the megatrend
towards increased flexible working
Increase our focus on higher
skilled, higher paid roles
The opportunity
The most skill-short areas need
long-term talent partners. Increase
our resilience and our ability to
grow fees via higher salaries
Build stronger relationships
with our clients and candidates
The opportunity
Increase market share
and repeatability of fees by
becoming long-term partners
Greater focus on resilient and growing
industries and markets
The opportunity
Focusing on long-term growth industries will
reduce our reliance on the economic cycle
1
3
2
4
5
Our five strategic
levers to drive
long-term growth,
increase profitability
and enhance
fee resilience.
Our strategy continued
Underpinned by a renewed focus on operational rigour
Underpinning our strategy is an increased focus
on operational execution, which we are driving
across the Group. We will improve medium-term
consultant productivity in excess of inflation, with a
greater focus on dynamic pricing, technology tools
and data. We have also identified efficiencies from
greater consistency of operating models globally,
and we will better leverage our overhead costs.
Our key long-term focus is on growing consultant
productivity at least in line with inflation, and
increasing operating leverage to drive greater
profitability through the cycle. Our medium-term
Group conversion rate target is 22-25%.
Operating
profit
growth
Fee
growth
Headcount
growth
Overall, we have implemented a ‘Golden Rule’ for all countries to execute our
strategy. Operating profit growth must be greater than fee growth, which in turn
must be greater than headcount growth through the cycle.
Our ‘Golden Rule’ for all countries and each business line
Profitable growth sits at the heart of our strategy. Each business line must have a
credible plan to at least deliver our medium-term conversion rate target of 25%
(before central costs).
OUR FOCUSED STRATEGY
BUILDING ON MARKET LEADERSHIP
Our focused strategy is driven by our five strategic levers which
informkeydecision making.
Our strategy is designed to deliver greater resilience and highly profitable growth through
increasedfocusandenhanced operational rigour.
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Enhance
Drive productivity and efficiency to
deliver cash-backed profit growth, fund
reinvestment and enable substantial
returns to shareholders
Focus in FY24
• Manage our capacity in
challenging markets
• Control overhead costs
• Show greater resilience of
non-Perm fees
Link to relevant KPIs
1
2
3
4
5
Develop networks
Nurture stronger relationships
with candidates and clients, and
partner with best-in-class third
party technology providers
Focus in FY24
• Provide outstanding service
to customers
• Detailed appraisal of our
technology infrastructure
Link to relevant KPIs
1
2
3
Profitable growth
Materially increase Group operating
profit and drive conversion rate
towards our medium-term target
of 22-25%
Focus in FY24
• Increase market share with existing
and new clients
• Conduct detailed review of our
operations on a business-line basis
• Review and closure of under-
performing business lines
Link to relevant KPIs
1
2
3
4
Focus
Increase our focus on resilient,
growing industries and markets
Focus in FY24
• Launched our focused strategy
in Feb 2024
• Enhanced operational rigour
across Hays
• Review and closure of
under-performing business lines
Link to relevant KPIs
1
2
3
4
STRATEGIC
PRIORITIES
Our clear strategic priorities are profitable growth, increasing focus on
key markets, enhancing efficiency and developing our networks.
Our priorities will help to increase our business resilience, our quality of earnings and our cash generation.
Wewill do this by building a more balanced portfolio of business lines in key and focus countries by sector.
This will allow us to return to, and then exceed, previous peak Group profits.
Our people and technology sit at the core of our strategy, enabling our business and allowing us to solve ever
more complex client talent problems. Our commitment to sustainability is also a key business enabler.
E
n
h
a
n
c
e
D
e
v
e
l
o
p
n
e
t
w
o
r
k
s
F
o
c
u
s
P
r
o
f
i
t
a
b
l
e
g
r
o
w
t
h
Enable
Our strategy is
powered by our People,
Culture, Technology
and Sustainability
Our strategic priorities underpin our actions and governance across our business.
Key performance indicators (see page 14)
Like-for-like net fee growth Basic earnings per share growth Like-for-like net fees per consultant Conversion rate
Cash conversion Employee engagement Percentage of female senior leaders Greenhouse gas emissions
1
2
3
4
8
7
6
5
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1. Like-for-like
(1)
net fee growth (%) 2. Basic earnings per share
(2)
growth (%)
Measure
How the Group’s business is performing over time, measured as
net fee growth on a constant-currency basis.
Progress made in FY24
Net fees decreased by 12%, with increasingly challenging
conditions in most markets. Lower volumes were the main driver
of reduced fees, with average Perm fees increasing in line with
wage inflation and benefiting positively from mix. Our average
underlying Temp margin was stable YoY.
Measure
The underlying profitability of the Group, measured by the
pre-exceptional earnings per share
(2)
of the Group’s operations.
Progress made in FY24
Basic earnings per share
(2)
down 53% to 4.03 pence. This was
driven by 50% lower pre-exceptional PBT YoY and 440 bps higher
Group tax rate.
3. Like-for-like
(1)
net fees per consultant (£000s) 4. Conversion rate
(3)
(%)
Measure
The productivity of the Group’s fee earners. Calculated as total
Group net fees (on a constant-currency basis) divided by the
average number of consultants.
Progress made in FY24
Like-for-like fees per consultant increased by 1% YoY to £141.4k,
and despite a 12% fee decrease, remained near record levels.
Placements per consultant fell significantly as market conditions
toughened through the year, notably in Perm. However, this was
offset by our actions to drive higher average fees per placement,
including positive mix effects and wage inflation benefitting fees.
Measure
Calculated as pre-exceptional operating profit
(2)
divided by
net fees. Measures the Group’s effectiveness in managing
our level of investment for future growth and controlling costs.
Progress made in FY24
Conversion rate
(3)
decreased by 580bps to 9.4%. Challenging
market conditions and longer average time-to-hire negatively
impacted our average number of placements per consultant.
However, our decisive actions and operational rigour reduced
costs by an annualised c.£60 million. Our longer-term aspiration
for conversion rate remains 22-25%.
Key performance indicators
-12
2024
6
32
-8
-11
2023
2022
2021
2020
9.4
2024
15.2
17.7
10.4
13.6
2023
2022
2021
2020
141.4
2024
140.7
145.4
134.6
128.0
2023
2022
2021
2020
-53
2024
-7
151
-30
-56
2023
2022
2021
2020
KEY PERFORMANCE
INDICATORS
Our aim is to be the global leader in recruitment and
workforce solutions, and to execute on our focused
strategy. We use a combination of five financial and three
non-financial alternative performance measures to track
our performance, in line with our strategic priorities.
Measured against our strategy
We clearly link each of our KPIs to our four strategic priorities.
Profitable growth Focus Develop networks Enhance Enable
E
n
h
a
n
c
e
D
e
v
e
l
o
p
n
e
t
w
o
r
k
s
F
o
c
u
s
P
r
o
f
i
t
a
b
l
e
g
r
o
w
t
h
Enable
14 Hays plc Annual Report & Accounts 2024
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5. Cash conversion
(5)
(%) 6. Employee engagement
(6)
(%)
Measure
The Group’s ability to convert profit into cash. Calculated as cash
generated by operations
(4)
as a percentage of pre-exceptional
operating profit
(2)
.
Progress made in FY24
We delivered 107% conversion, a strong result. Cash inflow from
a reduction in Temp volumes was partially offset by an increase
in debtor days to 36 days (FY23: 33 days), although debtor days
remain below pre-pandemic levels. The increase in debtor days is
largely due to greater resilience in our Enterprise business, which
typically has longer payment terms.
Measure
We work with Culture Amp to deliver our annual employee
engagement survey, delivering actionable insights into our
employees’ experiences of working at Hays. We run two surveys
annually, a shorter ‘pulse’ engagement in November and a more
detailed exercise in May.
Progress made in FY24
81% of all staff completed the survey (FY23: 84%), providing
a strong representation of employee opinion. Our engagement
score decreased to 71% (FY23: 76%). While we are not satisfied
with this, it also reflects challenging economic conditions and the
impact of the restructuring of our operations in FY24.
7. Percentage of female senior leaders (%) 8. Greenhouse gas emissions (CO
2
tonnes)
Measure
We believe in equality in all forms across our business. This KPI
was introduced in FY21, with a target of reaching 50% by 2030.
We define our senior leadership cohort as the three management
levels below our Executive Board, which in FY24 represented the
top c.670 managers in Hays.
Progress made in FY24
Female senior leaders decreased by 1.3% to 43.0%, driven
by a higher proportion of voluntary female leavers than male
during the year. We retain our ambitious target of parity by 2030.
In FY25, we will undertake a review of job categories globally to
ensure we have the most representative sample of senior leaders.
Measure
Hays is committed to halving its GHG emissions, in line with the
Paris Agreement, and has validated science-based target (SBTs).
Our GHG data-gathering exercise continues to improve and FY24
included some emissions not previously captured. Also, as
reported in FY23, 2022 and 2020 GHG emissions were restated
to reflect more comprehensive data gathering (more information
on page 68).
Progress made in FY24
Total emissions directly controlled by Hays (scope 1, 2 and the
selected scope 3 emissions outlined on page 68) increased by 9%
to 18,246 CO
2
e tonnes, due to enhanced data capture, but sit 22%
lower than our 2020 base year. Overall Group CO
2
e emissions
declined by 1% YoY and are 12% below base year. We are
broadly on track to deliver our ambitious SBTs.
71
2024
76
80
78
76
2023
2022
2021
2020
6
18,246
2024
16,778
13,780
7,721
23,527
2023
2022
2021
2020
107
2024
101
87
138
183
2023
2022
2021
2020
43.0
2024
44.3
42.4
41.6
2023
2022
2021
(1) Like-for-like growth represents organic growth at constant currency.
(2) FY24 and FY20 operating profit and basic earnings per share are stated before exceptional charges. FY24 operating profit and basic EPS are presented before
exceptional costs of £80.0 million, of which £42.2 million relates to restructuring of Group operations. The remaining £37.8 million is non-cash and comprises
£15.3 million relating to the impairment of goodwill in the USA and £22.5 million relating to the impairment of intangible assets. There were no exceptional charges
in FY21, 22 or 23.
(3) Conversion rate is the proportion of net fees converted into pre-exceptional operating profit
(2)
.
(4) Cash generated by operations is stated after IFRS 16 lease payments, as we view leases (mainly on property) as an operating cost. FY21 cash generated by
operations of £130.8 million is also adjusted for £118.3 million of FY20 payroll tax and VAT deferred which was paid in FY21.
(5) Cash conversion represents the conversion of pre-exceptional operating profit
(2)
to cash generated from operations.
(6) The significant disruption of the pandemic meant we postponed the FY20 survey until November 2020, i.e. in FY21. Given employee engagement is so important,
we ran two surveys in FY21, with one in May 2021.
15 Hays plc Annual Report & Accounts 2024
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Our business model and purpose
CREATING VALUE
FOR OUR STAKEHOLDERS
We seek to benefit society by investing in lifelong partnerships that empower
people and organisations to succeed. Our business has scale, breadth and
diversity of exposure, and is highly cash generative.
Our focused strategy is designed to increase our resilience as a business.
Our key resources and relationships
• Market-leading experts in each geography, sector, technology and service
• Powerful global brand and our reputation as trusted partner and adviser
• Market-leading positions in some of the most attractive recruitment markets
• Diversified client base by region, client size and sectors
• Insightful digital data providing valuable market information
• Strong L&D platform building candidate skills and engagement
• Inclusive, equitable & diverse culture is a key strategy enabler
How we operate
Finding our clients
great talent and helping
candidates fulfil their
potential sits at the
heart of our business.
Our expert consultants
build and nurture
millions of relationships
every year.
C
O
M
P
E
T
I
N
G
F
O
R
M
A
R
K
E
T
S
H
A
R
E
Expert
people
Market sweet
spots
Tech,
data & AI
G
l
o
b
a
l
n
e
t
w
o
r
k
O
p
e
r
a
t
i
o
n
a
l
r
i
g
o
u
r
I
n
c
l
u
s
i
v
e
,
e
q
u
i
t
a
b
l
e
a
n
d
d
i
v
e
r
s
e
c
u
l
t
u
r
e
Finding great talent
for clients
across Temp, Contracting and
Perm recruitment
E
C
O
N
O
M
I
C
G
R
O
W
T
H
W
O
R
L
D
O
F
W
O
R
K
M
E
G
A
T
R
E
N
D
S
C
L
I
E
N
T
&
C
A
N
D
I
D
A
T
E
C
O
N
F
I
D
E
N
C
E
16 Hays plc Annual Report & Accounts 2024
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What sets us apart
Global capabilities,
locally delivered
Global reach across
33 countries combined
with local knowledge
and insights at a client
and candidate level.
Integration driving
synergies
A single culture, brand
and technology platform
drives significant
network synergies.
Lifelong
partnerships
We can unlock
significant new
business opportunities
by being trusted
advisers to talented
people, helping them
fulfil their potential.
Commitment to
sustainability &
social impact
We add stakeholder
value as a business
committed to being
sustainable and
operating responsibly.
Focus & scale
We are positioned to help clients and candidates globally, but also
to understand local needs and challenges.
Our focused strategy is based on targeting our resources on those
sectors with the greatest long-term skill shortages, and also where
we believe we can consistently deliver conversion rates of 22-25%.
An important driver of our growth remains the first-time
outsourcing of recruitment to third parties. This means that these
markets are relatively less cyclical, and relatively less driven by the
prevailing economic backdrop, or short-term sentiment.
We can drive significant synergies across our network.
33 countries
3 key, 8 focus and 22 emerging countries
Industry expertise
Further enhancing our expertise and relationships in key sectors
Single platform
We seek to operate as ‘One Hays’ globally
Culture
Our inclusive, equitable and diverse culture is a key enabler
Brand
We are fiercely protective of our brand and reputation
Technology
We aim to be the tech-enabled leader in our industry
Market-leading positions
Over many years, we have purposely built leading businesses
in attractive structural growth markets such as Technology,
Engineering, large Enterprise clients and Germany.
We are also market leaders in the UK&I and ANZ, which both
have long-term growth and recovery potential, despite near-term
cyclical challenges.
We have strong and growing positions in many other markets
where the outsourced use of agencies is relatively immature, with
considerable opportunities to take share from in-house HR teams.
Lifelong partnerships
Millions of relationships are formed and nurtured by our
consultants, at the heart of our business. By becoming trusted
advisers to talented people, helping to navigate their careers
and fulfil their potential, we unlock significant opportunities.
By providing high quality of service, clients can count on us to
provide unrivalled access to top talent, and to provide market
insights to help them scale and flex their evolving work-forces.
We add additional stakeholder value asabusiness committed
to being sustainable and operating responsibly.
17 Hays plc Annual Report & Accounts 2024
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We have built strong
relationships with a
widerange of stakeholders
over many years. Their trust
and support enables us to
build a more sustainable,
resilient business which
operates responsibly and
creates a wide range of
stakeholder benefits.
Core to Board decision-making is
maintaining an open and effective
dialogue with stakeholders. This helps
ensure our strategy is supporting our
aim to do the right thing for stakeholders.
Our Section 172(1) statement can be
found on page 102.
STAKEHOLDER ENGAGEMENT
Stakeholders
1
Employees
2
Candidates
3
Clients
4
Shareholders
5
Communities and the natural environment
6
Suppliers
7
Host countries and governments
Stakeholder How we engaged
Employees
We invest substantially in training, development, diversity
and culture to ensure Hays is a great place to work. This was
supported by enhanced leadership communication around our
CEO transition, and our focused strategy launch. This was done
via town halls, videos, email campaigns and regional Employee
Resource Groups (ERGs). We also undertake bi-annual global
employee engagement surveys. The results are analysed by
regions and executive management and presented to the Board.

Candidates
By building long-term relationships with candidates, we help them
fulfil their career ambitions. Our engagement is multi-channel,
working via our website, social media, publications and Hays
MyLearning - our free-to-use Training &Wellbeing platform.
Clients
We partner with our clients, helping find the talent they need to
thrive while building deeper and stickier relationships. We do this
via providing value-added workforce services like MSP, RPO,
Assessment & Development, Workforce Planning, DE&I
Consulting and learning via our Hays MyLearning portal.
Shareholders
We actively engage with the investor community through
meetings, roadshows and conferences, and are very grateful
for their long-term support. The Board receives regular updates
on investor themes and questions and the Chair also hosts
meetings with some of our largest institutional investors.
Communities
and the natural
environment
We seek to have a positive impact by engaging with the
communities in which we operate, actively providing support,
career advice and training. Our ‘Helping for your tomorrow’
programme expanded significantly in FY24.
We are committed to reducing our environmental impact,
setting ambitious targets to halve our own GHG emissions
by 2026, and reducing our broader environmental impact.
Our Net Zero Working Group is developing strategies which
will underpin our SBT on reducing carbon emissions.

Suppliers
We are committed to treating our suppliers fairly and with
respect, and publish a Supplier Code of Conduct on our website.
We have contacted landlords and are in discussions with suppliers
to assess their commitment to reducing environmental impact
and increasing societal engagement.
Host countries
and
governments
Hays contributes to economies and society both directly and
indirectly, through the taxes we pay, the jobs we fill, the candidates
we help upskill and the local business opportunities, education
and community initiatives we support.
18 Hays plc Annual Report & Accounts 2024
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What was important in FY24 Our actions and how we responded
• Clear communication of our focused strategy
• Ongoing commitment to learning & development
• DE&I progress
• Advocating for positive mental health and colleague wellbeing
• Communication of our Employee Value Proposition (EVP)
• Enhanced working practices with flexible and hybrid working
• Promotions and overseas transfers
• New Group Chief People Officer joined in June 2024
• Direct actions based on YourVoice findings
(more information on page 25)
• Progress on our DE&I strategy
• Enhancements and growth of ERGs, including ERG Leaders
training programme developed
• Board commitment toemployee mental health
(more information on page 57 - 58)

• Providing career opportunities
• Market insights, thought leadership and expert career advice
• Provision of training and development via Hays MyLearning
(more information on page 31)
• Helping people back into the workplace
• Identifying and supporting hidden talent
• Protecting customers’ data
• Investment in customer service and user experience
• Career mentoring and volunteering (more information
on page 60 - 61)
• Tailoring learning and development to individual
career requirements (more information on page 57)
• Talent+ initiatives in the UK&I and Germany
(more information on page 34)
• Focus on data protection and responsible AI strategy
(more information on page 30)
• Delivering a professional service and solving skill shortages
• Responding to rapidly changing conditions
• Providing support needed to thrive in recovering markets
• Insight into recruitment trends and market comparisons
• Enhanced advisory and talent services
• Compliance with regulatory matters
• Focus on customer services and building lifelong partnerships
with clients and candidates (more information on page 32 - 37)
• Investment in client relationship managers
• Provision of training and compliance services
• Growth in DE&I consulting via FAIRER Consulting (more
information on page 35)
• Clear communications and transparent reporting
• Successful CEO transition to Dirk Hahn
• Transparent communication around our focused strategy
• Focus on embedding sustainability in our strategy and
investment case, and publishing our first ESG report
• Regular engagement with shareholders and analysts
• Clear communication around focused strategy
(more information on page 11)
• First Group ESG report published in November 2023
• Ongoing growth of ‘Helping for your tomorrow’ and our
volunteer/community programmes worldwide
• Increased internal awareness of our environmental impact and
our GHG abatement strategy
• Remaining carbon neutral
• Maintaining a trajectory to deliver on our SBTs
• Fee growth in the Green Economy
• Each colleague is entitled to one day of volunteering each year
• Volunteering increased by 59% YoY, having risen by 85% in
FY23. Our efforts are targeted onhelping people in the world of
work, and the environment (more information on page 54)
• Significant local charity fundraising
• For the second year, our ‘Neighbourly’ initiative in the UK
delivered over 6,900 hours of volunteering in FY24. The UK&I
continues to offer two volunteering days per colleague
• Engaged in a provisional ESG double materiality analysis
(see page 52) and also a verification readiness review for
our GHG data
• Clear Supplier Code of Conduct
• Partnership in reducing environmental impact, including stating
our preference to work with partners also on a Net Zero journey
• Communication of our environmental standards and
requirements to customers
• Working with landlords around our own GHG reduction plan
• Supporting Public sector administrations
• Ensuring worker tax and regulation compliance
• Collecting and paying employee and employer taxes on behalf
of host countries
• Regular and open dialogue with governments and tax
authorities and payment of taxes in a timely manner
• Community involvement and initiatives as part of ‘Helping
for your tomorrow’ (more information on page 60 - 61)
• Continued enhancement of training courses on Hays
MyLearning (more information on page 31)
• Talent+ initiatives (more information on page 34)
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Our senior leadership team is energised and highly committed to delivering our
strategy. We will do this by ensuring we have the right operating models for each
business line, by embracing the huge potential presented by technology, and via
our commitment to enhanced operational rigour.
As set out on the subsequent pages, we have a clear strategy to return Hays to
growth. Once key end markets stabilise and then recover, we are confident our
team can drive Group operating profits back to, and then beyond, previous peak
profits of c.£250 million.
Driving efficiency and
productivity to reach our
medium-term conversion
rate target of 22-25%
James Hilton
Chief Financial Officer
Page 44
Becoming the welcoming
and inclusive destination
for the best talent in our
industry
Deborah Dorman
Chief People Officer
Page 21
Building on our strong
foundations to become
industry technology
leaders
Tim Fulton
Chief Technology Officer
Page 28
Our senior team is focused on
navigating short-term market
challenges, while positioning
Hays for long-term growth.
LEADING OUR
TRANSFORMATION
OUR SENIOR
LEADERSHIP TEAM
Delivering our strategy
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PEOPLE
& CULTURE
Every day, our colleagues nurture long-term partnerships that
empower people and organisations to succeed. Attracting and
retaining the best talent is fundamental to our ability to deliver for
our customers and to grow our business. Our aim is for Hays to be
recognised as the most welcoming and inclusive destination for
the best talent in our industry.
We want people to build fulfilling careers with us, to be developed
and rewarded and make a positive impact on our clients, our
candidates and our communities.
Our culture is a reason why so many of our people choose to stay
and grow their careers with Hays. When we ask colleagues to
describe our culture, they have used terms such as ‘high energy’,
‘inclusive’, ‘growth mindset’ and ‘great people’.
Having highly engaged colleagues who understand and share
our values of the business and the part they play in that is a core
priority. Our ‘YourVoice’ feedback process is essential to our
two-way communication and regular listening.
A strong employer brand helps to differentiate Hays. We are able
to recruit and retain the best talent in the industry by offering a
high energy culture, an inclusive environment, exciting careers,
world-class training and development, and opportunities to
contribute to the communities in which we operate.
We are deeply proud of our culture, which is based on expertise,
training, collaboration, inclusivity and doing the right thing.
We enable colleagues to reach their full potential through
industry-leading training and development. Most new recruits join
us from university on our graduate scheme, or from a vocational
career. But we also carefully consider the different priorities of
multi-generational workforces, to provide a compelling blend
of pay, benefits and career opportunities.
We train our people in the ‘art’ of recruitment, building expertise
and the insights required to find the best person for a role, both in
terms of skills and cultural fit. We then equip them with the best
tools to do the job, embracing new technologies; the ‘science’
of recruitment.
Talented people want to work with the best: people, brand,
tools, technology and infrastructure. They also want career
development. Our culture is shaped and created by these
features. We believe this is special, and of great value to our
stakeholders. We also know our people want to do interesting and
meaningful work, increasingly in an organisation that is purpose-
led. This is demonstrated in the work we have done through our
commitment to DE&I, Net Zero and our global volunteering and
fundraising programme, ‘Helping for your tomorrow’.
LEADING OUR TRANSFORMATION
Deborah Dorman joined Hays in June 2024, bringing a
wealth of experience in leading large-scale, people-centred
transformations, including cultural change and
organisational effectiveness.
She will drive Hays’ strategic people agenda, driving key areas
such as culture, diversity and inclusion, talent management,
compensation & benefits, and succession planning.
“Our brilliant colleagues are the heart
of Hays. Our key priority is to continue to
equip them with the skills needed to deliver
outstanding service to our customers, both
today and in the future. We will also ensure
colleagues have access to great career
development opportunities, all within
an engaging and inclusive culture.
I look forward to further developing our
people strategy in FY25 and beyond.”
Deborah Dorman
Chief People Officer
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We want to deliver a high-performance environment. We will build
on our strong track record in training and development, ensuring
we foster the business capabilities we need and focus our talent on
the key sectors where our clients need help and expertise. Having
strong leadership across the organisation is central to our strategy.
Given the challenging conditions we operated in during FY24, and
the transition the business is going through, clear communication
has been more important than ever. We are committed to regular
and transparent two-way dialogue with our people. Through a
series of communications, town halls, videos and open Q&A
sessions, we have sought to ensure that all colleagues understand
our strategy and vision, and the clear benefits of greater focus.
Growth and development through training
Investing in training and developing all our colleagues is central
to our strategy and culture. This has been adapted for flexible and
hybrid ways of working, including using blended, online learning
solutions, while also connecting people in person.
Typically, a first-year joiner will spend on average 46 days in
training, helping them to climb the ‘productivity curve’ while
embedding the Hays culture. Demonstrating the ability to
progress a career at Hays, 3,842 colleagues were promoted
in FY24, and 61 people transferred internationally within Hays.
The quality of our leadership has always been a key strength. As
the world of work changes, we recognise our leaders are running
more complex businesses. We have therefore made a significant
investment in our leadership programmes, designed to build the
skills, mindset and behaviours to create the best leaders in the
industry and drive the business.
Our leadership development strategy is based on:
• building better strategic and operational thinking skills
• deeper psychological safety and stronger relationships
• expanding our ability to lead inclusively
• developing stronger operational execution capability
Our world-class and award-winning training programme is the
International Leadership and Management Programme (ILMP),
which has been running for seven years with over 200 leaders
attending. The ILMP helps develop the skills our leaders need
to best-position Hays in rapidly changing markets.
Female leadership percentages
Role
FY24 total
number
FY24
percentage
female
FY23
percentage
female
PLC Board 10 50 44
Senior management as defined
by UK corporate governance code 148 39.9 36.6
Hays senior leaders c.670 43.0 44.3
“I became MD of EMEA shortly after
attending Hays’ flagship ILMP course.
The timing was ideal and provided me with
a strong platform for my first few months.
An early priority was getting to know each country leader, in
order to better understand each market. The lessons I learned
at the ILMP meant I used these visits to give colleagues far
more time and space to talk.
I didn’t want to dominate these visits by asking too much, but
instead to listen and be fully present. The benefits have been
clear – my conscious investment in personal relationships has
helped colleagues to feel able to be open with me and believe
they want to be part of a team, driving our EMEA business.
We have been refreshing our EMEA strategy, aligning it with
the global Hays strategy. My goal has been to give our leaders
space to answer the question of how they think our strategy
should be delivered. My adoption of mission-led principles has
given them a prominent voice, meaning we capitalise on their
expertise. Rather than being directive, which I have done in the
past, I have been clear on the ‘what and why’, and our country
heads have had space and my trust to propose the ‘how’”.
More detail on pages 57
Christoph Niewerth
MD, EMEA
ILMP – Christoph Niewerth
People and culture continued
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Our DE&I vision
‘Creating Tomorrow Together’ – diversity and inclusion will drive and enable
our rapidly evolving future
Our DE&I promise
To do the right thing on diversity, think beyond on inclusion, bringing to life the skill, talent and
potential of everyone at Hays, enabling lifelong partnerships with the communities we serve
Diversity at all levels,
everywhere
Culture of inclusion
and allyship
Employer of choice and
DE&I thought partner
• Inclusive hiring (senior
appointments process)
• Targets, data, tracking
• Family friendly policies
• Global ERGs
and leadership
• Allyship communication
and initiatives
• Wellbeing
• Clients, partners
and services
• Global recruitment
methodology
• Caring, friendly culture
• Allyship in action • Systemic
inclusive impact
Our values
Do the right thing, think beyond, build partnerships
See page 26 for more information
People MarketsWorkplace
DE&I strategic
pillars
Strategic goals
Key Strategic
Priorities
Future thinking
Putting DE&I at the heart of our culture
We are committed to attracting diverse talent and maximising our people’s potential, and our commitment to DE&I is fundamental to
unlocking that potential. Our promise to colleagues and clients is to do the right thing around people, thinking beyond on diversity, putting
inclusion first and building partnerships with clients and candidates to create an inclusive and diverse tomorrow for Hays and the
communities we serve.
Our approach
to DE&I
Three-year DE&I plan
Diversity at all levels
and geographies
Create a culture
of inclusion
and allyship
Be an employer of
choice and DE&I
thought partner
• Increase diversity pool,
both internal and external
• Inclusive hiring processes
• Equity standards
(e.g. Carers, Wellbeing)
• Inclusion champions
& sponsors
• Employee Resource
Groups (ERGs)
• Global communications
calendar
• To clients and partners
via FAIRER Consulting
• Via our ERGs
• Via thought leadership
content
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We have established over 20 Employee Resource Groups worldwide in the last two years. These groups
exist to foster better communication and cultural learning across Hays.
What is your Employee Resource Group’s main goal/ambition for FY25?
“In FY25, our ERG plans to create mentoring programmes. This will enable
our people to build networks – internally and externally – and support each
other to succeed. We will seek to amplify the great work we are doing
through connecting with clients and driving gender equality beyond our
own organisation.”
Kelly Hopkins
WE Lead ANZ
People and culture continued
THE EXPERTS’ VIEW
EMPLOYEE RESOURCE GROUPS
What has been the biggest impact of your ERG for the wider Hays community?
“The launch of our mentoring programme. Twenty senior female leaders
have partnered with more junior counterparts. This has led to impactful
conversations in a safe space, significant personal development and
network building.
We also hosted two highly visible panels for International Women’s Day.
These focused on the importance of allyship, and the impact of AI on the
world of work from a gender perspective.”
Anna Lüttgen
WE Lead Germany
FY24 DE&I Achievements
In FY24, we have made significant strides in DE&I as part of our
three-year DE&I strategy:
• All ELT members have DE&I leadership goals
• All Regional Boards have gone through allyship &
sponsorship conversations
• Exec sponsors nominated for all 26 regional ERGs.
10 new ERGs in FY24
• First Global International Women’s Day celebrations across
all regions (WE Lead)
• Increased our understanding of diverse communities
within Hays (Your Voice DE&I Demographics)
• Significantly increased client engagement through DE&I events
(Fairer Consulting)
“The increase in pay for primary parents is a clear signal we recognise the
contribution of our people as their lives and priorities develop. We have also
sought to influence management so our people experience meaningful
support pre-and post-long-term family friendly leave.
This recognises colleagues’ changes in priorities and aligns to continuing
career progression. Also, our expertise in the world of work has supported
parents in preparing their children for life after education through workshops
on CV writing, interviewing and career planning offered directly to children.”
Parents@Hays
UK&I
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YourVoice favourability score (%) 2024 2023 2022 Commentary
Overall employee engagement
71 76 80
While we are not satisfied with the decrease, it should be
viewed in the context of challenging market conditions
I believe that at Hays we positively impact
organisations and people 78 81 84
78% of colleagues believe Hays has a positive impact
I would recommend Hays as a great place to work
73 81 86
Almost three quarters of colleagues believe
Hays is a great place to work
At Hays, I feel a strong sense of belonging
64 70 75
Creating an environment where people feel
they belong is a great culture enabler
People from all backgrounds have an equal opportunity
to succeed at work 81 82 84
Over 80 represents a strong score in this area
Hays creates an inclusive workplace, recognising and
respecting every employee as an individual 79 80 83
We are determined to build an
inclusive culture across Hays
I have a positive working relationship with my manager
89 90 92
We are delighted that so many colleagues
have a positive relationship with their manager
Board involvement and responsibility
The Board has overall responsibility for the welfare and interests of the workforce, and during the year Non-Executive Director MT Rainey
continued her work as designated workforce engagement director. MT’s role serves as an additional and independent channel for the
Board to hear directly from Hays’ diverse workforce.
Driving employee engagement
Having engaged colleagues is critical to our future success.
A key way we understand the engagement of colleagues globally
is through our YourVoice survey.
We conduct two global employee surveys annually – a main survey
in May and a pulse survey later in the year, which can be used to
explore key issues raised in the previous main survey. YourVoice is
translated into 12 languages, and is completely confidential, which
allows colleagues to share their honest views with anonymity.
Feedback is reviewed closely by the Executive Board and senior
managers to identify and inform actions.
We also use other continual two-way communication channels
to ensure colleagues are kept informed of key developments,
including town halls, CEO Q&A sessions and Regional MD email
campaigns. These enable us to engage with a broad cross-section
of our people and provide important opportunities to listen directly
to their challenges, opinions and ideas.
“In highly challenging markets we have had
tomake some difficult decisions and deliver
significant change across Hays, and this has
been reflected in recent YourVoice scores.
However, these changes were needed to deliver
our focused strategy, and position the Group
tocapitalise strongly on market recovery when
it comes. We are actively focused on improving
people engagement and restoring our former
above-market levels.”
Deborah Dorman
Chief People Officer
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How do you see inclusion
happening at Hays?
“People are at the heart of what Hays does, and
everyone has a voice. We have many internal
networks, including Leading Women and Pride.”
Julia Foster
Senior Manager, UK
What makes Hays a great
place to work?
“You are rewarded for your hard work. Both
individual and team success is celebrated. It’s
a workplace where you get out what you put in,
which I love. You are given the tools, support
and guidance you need to succeed, and you
are able to build a very successful career.”
Emily Nuttall
Senior Manager, Australia
“I believe Hays is committed to its employees,
its culture, and its clients, and rewards and
recognises employees’ commitment. We
are innovative market leaders, but remain
committed to doing the right thing.”
Jeff Patenaude
Senior Associate General Counsel – North America
“Hays’ inclusive culture and commitment
to personal and professional growth. To be
surrounded by leaders that are passionate
about their people is special, you walk away
each day feeling valued and appreciated.”
Lisa Markham
Associate Director – MSP, UK
LIFE
AT HAYS
People and culture continued
Build partnerships
Collaboration and inclusivity are at
the heart of our approach, creating
solutions together, learning from each
other and sharing our knowledge and
experience. We take time to listen
and understand people’s needs and
aspirations so that we can meet them,
enabling shared success.
Do the right thing
We always seek to act in the best
interests of our candidates, clients,
colleagues and communities. We aim
to find the right solution each time,
because every situation is different.
We stand by our commitments, we
keep our promises and we treat
everyone with the respect they
deserve. This is what earns trust.
Think beyond
Our knowledge and ambition drive
us forward. We challenge ourselves
and our customers by bringing
open, inquisitive minds. We aren’t
constrained by ‘that’s the way we’ve
always done it’. We see the big picture
today, anticipate change and are
confident and agile with our advice.
That is what makes us experts.
Our values
“Hays offers each individual the opportunity
to share their ideas and suggestions. This
happens in one-to-ones, team & department
meetings or anonymously via the Innovation
Hub platform, which our Managing Directors
evaluate directly. Every year, several projects
are actually implemented in practice and
presented to the employees.”
Wladimir Baghdasarian
Team Leader, Austria
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How are you building stronger and
more meaningful relationships with
your clients?
“At Hays, we position ourselves as life-long
partners to both candidates and clients. There
has never been a better phrase to encapsulate
the work and focus we have day to day to be
the most helpful and forward-thinking to our
clients. Every conversation should be about
the next 10 years, not the next 10 minutes!”
Sam McCarthy
Director – UK
How does Hays’ culture help you to
succeed, both day to day and over
the long run?
“I feel I have the autonomy to run my own
business in a way that works for my market.
I have the tools at my disposal to be successful
in servicing my clients and candidates, and also
to effectively grow and develop my own team.
I have the support of my management team
who are readily available whenever I need.”
Felicity Reinalda
Senior Manager – Client Engagement, Australia
“Hays’ culture allows people to excel in their roles
and grow further as an individual. It fosters a
culture of respecting each other and to being
open-minded to other views/opinions.”
Robby Chedie
Senior Director – IT Service Delivery, Americas
“The trust you receive from your manager and
ability to make your own decisions and take
responsibility right from day one. You always
have communication at eye level, can find a
suitable contact for problems and can rely on a
strong network of helpful colleagues. This puts
you in control of your own success and gives
the best possible support for your customers.”
Lisa Leonhardt
Key Account Manager, Germany
“Building strong, meaningful client relationships
requires time and patience. It is essential to
meet clients personally to understand their
professional and personal needs fully. This
understanding allows us to tailor our solutions
effectively. As clients experience our integrity
and commitment to their best interests, we
become trusted advisors.”
Ben Thomson
Team Manager, Hong Kong
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We have strong foundations in technology and
data, with long-term expertise. Our ‘data funnel’
automatically enables us to process tens of
millions of data points daily, turning them into
meaningful signals and actionable insights for
our clients, candidates and consultants, at a
scale and depth.
TECHNOLOGY
& DIGITALISATION
However, given rapid advances in technology and Generative AI,
webelieve now is a good time to enhance our overall digitalisation,
technology infrastructure and stack of applications.
Technology and data empower our consultants, giving real-time
insights and freeing up their time to improve productivity. Our goal
is to give our colleagues best-in-class tools, allowing them to better
service clients and earn fees. A key part of our focused strategy is
therefore our ambition to become the most technology-enabled
recruiter in the world. This will involve some investment, but we
also expect to deliver efficiencies as we consolidate our systems,
which were previously run more on geographic basis.
During the year a Group-wide project was initiated to transform our
IT infrastructure to better support the operations of the business.
This led the Directors to conclude that certain intangible assets
would either no longer be used in the Group’s operations or
that their carrying value was impaired and this resulted in
an impairment charge of £22.5 million.
LEADING OUR TRANSFORMATION
“Hays is on a mission to transform and
evolve into a more globally integrated
business, with IT and data as a pivotal
driving force. To help us with our future
technology journey, we have partnered
with Cognizant, a leading global technology
and consulting company. This strategic
partnership will enable us to transform
Hays’ technological landscape and
deliver operational efficiency and
innovation capabilities.
This partnership will enable us to focus on
delivering exceptional recruitment services
to our clients and candidates worldwide.”
Tim Fulton
Chief Technology Officer
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The Hays data funnel: Driving more value from data
than in-house HR teams and our competitors
Our long-term commitment to technology places data at the heart
of our business.
1. Access to more and better data
2. Convert data effectively into insights
3. Drive real actions from insight
Multi-channel engagement signals at scale
Captured via Hays’ Tech ecosystem
Hays’ proprietary data infrastructure
and data assets
Insights from analytics
based on Hays’ expertise
and data
Insights from analytics based
on Hays’ expertise and data
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Our engagement strategy has developed over many years and underpins Talent Networks
Engagement Activity
Maximise early-stage and long-term
engagement with candidates
& clients
Focus on automation &
programmatic advertising to
maximise scale and optimise
consultant workload
Hiring Workflow
Deliver outstanding customer
experience and hiring outcomes
Focus on enhancing the
productivity & performance
of our consultants
Data & Insight Platform
Deep, unified and proprietary data
assets, built up from engagement
data over time
Data science techniques including
machine learning to power insights
Placing candidates better, faster and more efficiently than in-house HR teams or competitors
Approachability Personal Insights
Personalisation Leads & Shortlists
Generative AI in recruitment
We aim to be recognised as market leaders in the use and
optimisation of Artificial Intelligence (AI), and we are developing a
responsible AI strategy globally. Generative AI brings vast possibilities
for Hays and our customers. In time, our ambition is to deliver
enhanced customer service using AI across all processes.
AI also brings significant challenges around data, data protection,
legal compliance and ethics. We believe the use of AI tools and
resources will present great service and productivity opportunities
going forward, and our strategy is based around driving efficiencies
in a highly responsible and compliant way.
We have numerous positive use cases, and we are working closely
in partnership with key suppliers to evolve business tools. This will
identify opportunities to incorporate generative AI into key Hays
workflows and help evaluate our processes. The key aim is
to ensure that our colleagues have insightful tools, boosting
productivity and helping provide clients and candidates with
the best user experience and service possible.
AI has significant potential to improve all stages of the recruitment
process for clients and candidates, and our consultants, including:
• summarising job requirements
• creating job descriptions and web adverts
• curating Talent Networks
• analysing key market trends and developing strategies
• identifying skill shortages for candidates and offering training.
More specifically, the graphic above shows some practical use
cases which are already in progress:
We still firmly believe that the human will remain central to
recruitment processes. For example, in a world where Generative
AI can produce perfect CVs and cover letters, there is real value
in the process of having expert consultants curate short-lists.
Sales &
Targeting
Developing sales
and proposal
materials
Job Intake &
Advertising
Creating/translating
job ads and
descriptions
Candidate
Search
Writing effective
Boolean search
strings
Screening,
Longlisting/
Shortlisting
Assessing suitability
against job
requirements
Interviews &
Selection
Preparing questions
against required
skills profile
Generative AI use at Hays
Technology and digitalisation continued
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Talent Networks offer clients unique insights and
solutions – and help to find candidates faster
Talent Networks are the community ecosystems we have built to
support our consultants, built on top of our vast ‘digital data lake’.
They optimise our digital candidate sourcing strategies, largely
operating in real time, and reducing our time to shortlist.
We believe the scale of information we bring is a differentiating
asset. We add value by presenting customers with real-time
information to significantly enhance their decision-making, and
their ability to engage the right talent to grow. Consultants can also
demonstrate to a customer, in real time, where a particular role sits
in terms of supply and demand, salary and local market knowledge.
Supported by our automated marketing technology, we constantly
source skills that our customers need, building relationships with
candidates from their first digital interactions with Hays.
Hays MyLearning and upskilling/reskilling
An important service we provide to candidates is via Hays
MyLearning, our online learning portal. MyLearning gives an
additional level of candidate service, going beyond the expert
career advice our consultants give daily, and demonstrating
personalised insights on how candidates can develop additional
skills to better equip themselves for future success. MyLearning
also benefits from our experience in understanding many hundreds
of thousands of career journeys.
Using millions of data points amassed over time, our algorithm
maps skills against roles dynamically. We can link candidates to
training specific to a range of pathways for their careers, based on
the successful careers of others with similar skills. MyLearning is
dynamic, learning from new data added daily, and we also offer
it to customers as a way of white labelling their own training
andupskilling.
In the last 3 years over 30 million minutes of learning has been
consumed via the MyLearning portal, and in FY24 we had nearly
100,000 enrolled users. New enrolments were up 13% YoY, and
we saw an increase in consumption per user, up 5% YoY. We saw
particularly good progress in the UK, including a doubling of users
via the Hays Outplacement UK section of MyLearning.
Conclusion: differentiating through expert-led and
data-driven customer service
Hays was an early adopter of using data-driven technology insights
– at scale – in recruitment. We have strong foundations and a clear
vision to be a leader in technology in our industry. However, given
the rapid advancements of Generative AI in recent years, now is a
good time to be assessing our needs, and planning for the next
decade for customer service and experience.
This represents a major opportunity as our customers rightly
demand better services than ever. These demands create
opportunities to win recruitment market share and grow in related
talent and workforce solutions by delivering an outstanding service,
backed by people, technology and data
.
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CUSTOMERS
‘Working for your tomorrow’ is our promise to
customers, by which we mean both our clients
and candidates, that their continued success is
at the heart of what we do.
We do this by combining our knowledge through scale, meaningful
innovation and deep understanding. We have the depth and
breadth of a global network, data points across many sectors and
deep expertise driven by c.7,000 expert consultants. We continually
challenge ourselves to provide customers with greater insights on
what is happening in the world of work, both now and in the future.
We understand that professionals need different forms of support
throughout their career. Our commitment to building trust and
lifelong partnerships with candidates is a key priority, and we offer
continuous support to our community of Contracting, Temp and
Perm candidates, helping them to achieve their career ambitions.
By offering our customers an unrivalled service, we can set Hays
apart from our competition and create long-term value by
delivering the recruiting experience of tomorrow.
“Our vision is to ensure clients see ‘One Hays’
globally, with consistency of process and
innovation alongside business-focused
outcomes. This is being brought to life under
our new Enterprise ‘Target Operating Model’
strategy. Whether we are advising on talent
acquisition strategy or running the talent
acquisition process on an outsourced basis,
our highly experienced and passionate teams
help to ensure quality of engagement and
business growth-focused outcomes. We have
delivered some great results in FY24, including
120 new client wins and extensions.”
Nigel Kirkham
MD, Hays Enterprise Solutions
LIFELONG PARTNERSHIPS, POWERED BY
OUR PEOPLE AND TECHNOLOGY
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Hays’ broad client types and key characteristics
Client type Spot/one-off transaction Multiple placements per year Preferred Supplier List (PSL) Full outsourced
Key customer needs
• Typically SME clients, but also some larger clients,
who need to access deeper pools of available
talent, faster and more accurately than they can
do themselves
• Some clients may use Hays only once, others may
use Hays many times each year
• Customers who need
a partner to help with
broader talent solutions
• Dozens or even
hundreds of
placements each year
• Requires a deep,
trusted relationship
to deliver all (or part)
of their HR function
• Thousands of
placements each year
Proportion of Hays’ fees
c.20% c.30% c.30% c.20%
Customer’s service
requirement
Serviced by Hays’
global network
Known Hays contact and
Hays’ global network
Account Management
team
Dedicated client
engagement managers
Growth opportunities
for Hays
• Economic growth
• Win new customers
• Win market share
with existing clients
• Win new customers –
many thousands of
organisations we do
not deal with today
• Deliver recruitment
across more
specialisms
• Scope to convert
multiple placements
into a PSL arrangement
• Opportunities to offer
selected talent services
• Win market share as
Preferred Suppliers
(PS) (we have c.1,200
PS clients; typical
share of their spend
is 20-50%)
• Win more client
contracts
• Convert to full
outsourced contract
• Add new, value-added
talent services
• Win more outsourced
contracts with
c.80-90% of client
spend. We currently
have c.150 fully
outsourced contracts
with blue chip global
companies
• Add new regions
to existing contracts
• Add new, value-added
talent services
In Focus: Enterprise clients
A key lever of our strategy is building stronger relationships with
clients. A key part of this is Enterprise Solutions, which works with
some of the largest companies in the world on a contracted basis,
often in multiple countries and sectors. Our services include
managing contingent labour forces under MSP arrangements
(our largest area at c.75% of Enterprise fees), RPO, onboarding,
compliance, assessment and workforce planning. In FY24, our
direct and indirect fees in Enterprise were £223 million, equating to
just over 20% of Group fees. Notably, fees in Enterprise clients were
more resilient than the Group overall, down 5% YoY, despite the
more challenging markets we faced globally.
We aim to be the leading provider of talent solutions to complex
global enterprises. We will do this by being their partner-of-choice
in helping solve intricate talent and workforce challenges, using
tailored solutions. Successfully providing a consistent global
approach to how we engage with clients, how we contract with
them, and how we deliver services, gives opportunities to capture
more ‘wallet share’, by growing geographically and by cross-selling
our Enterprise services.
Every global organisation is facing world-of-work ‘megatrends’.
These include skills shortages, changing demographics, the desire
for flexible working conditions, differing cost rates for the same
skill-sets across regions, the need for a clear DE&I strategy and the
rapid development of Generative AI. We help our clients to navigate
these ‘megatrends’ globally – providing a consistent, single ‘face’
to the client, under a single and cohesive engagement strategy.
Enterprise Solutions helps drive the appropriate talent acquisition
strategy for each client, delivering skilled people at scale when,
where and how they’re required.
Since FY20, Hays Enterprise fees have increased from £159 million
to £223 million. Our growth has been underpinned by our ability
to build longer and stickier relationships with clients, and our
medium-term ambition remains to double the size of our Enterprise
business, and to reach our Group conversion rate target of 22-25%.
223
2024
234
213
166
159
2023
2022
2021
2020
Global Enterprise fees
(1)
(£m)
Examples of operational rigour in action include moving part of
our UK sourcing function from Leicester to India, and a significant
portion of our delivery function from ANZ to India. Our aim is to
improve fulfilment rates and consistency of delivery as well as to
drive lower costs, all while enhancing operational service delivery.
These changes have been successful, and India placements per
head have grown four-fold during FY24.
Industry experts Everest awarded Hays ‘Star RPO Performer’,
ranking in their Peak Matrix, a significant improvement YoY.
(1) This excludes any fees which originate from preferred supplier arrangements, which represented a further c.30% of Group fees.
33 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

Customers continued
In Focus questions: How are you building stickier and
more meaningful partnerships with your clients?
“In Germany, we launched our ‘Talent+’ initiative in 2022, to help
manage talent shortages. We focus on the attraction of young
talent, i.e. graduates, helping them enter into professional life.
By helping at the start of their career, Hays can begin a lifelong
relationship with talented people. We have a dedicated recruitment
approach combined with targeted marketing campaigns, and in the
last two years we increased our talent pool by 27,000 new talents.
More than 1,000 candidates (80% in STEM) began their career with
Hays in Talent+. It is highly scalable, creating value for candidates,
clients and Hays. Our aim is to grow Talent+ by connecting more
clients with some of the best trained graduates in the market.”
Aleks Amidzic
MD, Technical Solutions Germany
“Clients come to us with a problem statement, which can be
large or small, strategic or tactical. It can be related to day-to-day
operations, or it can be tangential. The statement may be
articulated clearly, or it might be intangible. Often clients will know
something is wrong, but may not be able to distil down to a single
event, or series of intersecting factors causing the problem.
In FY24, we deployed a project team to perform workforce process
deep-dives that allowed us to build the right type of workforce
solution at a regional level and scale, ensuring the client could
drive globally strategic objectives in a consistent manner.
All of these problem statements are unique. What was constant
was the collaborative and non-judgemental approach that we took
to understand our clients’ challenges and then iteratively and
pragmatically work in partnership to solve the problems together.
No magic wands. Just listening, understanding, designing,
developing and then executing on the best answers for the
customer – as they, not Hays, require.”
Scott Cameron
Global Head of Service Delivery
Building stronger relationships:
Workforce Planning case study
Workforce Planning is an important service we provide
to help build stronger and stickier long-term relationships.
We work with clients to identify and manage their workforce
requirements, defining hiring strategies and helping to
ensure that projects have sufficient resources.
Through a series of key stakeholder planning sessions
(e.g. HR, Procurement and hiring managers), Hays provides
insights and data on current market conditions, talent
availability and cost analysis. We also advise on the most
appropriate contract form clients need. By becoming
integrated into the workforce planning process, we can
provide a stronger service, as well as giving the client
better visibility on the total costs of hiring.
Once the sourcing strategy has been established and
resourced, we continue to support the client in areas such
as retention and managing contract extensions, ensuring
the client’s needs are met across the recruitment process.
34 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

In Focus: FAIRER Consulting
A transformative year
Vercida Consulting, acquired in 2023, was re-launched as FAIRER
Consulting in January 2024. This re-brand reflects a new direction,
aiming at global appeal. FAIRER represents core values of fairness,
accessibility, inclusion, respect, equity and representation.
FAIRER Consulting’s core products and services are aligned in
three core offerings:
Training: we design and deliver a wide range of diversity and
inclusion training programmes for clients. Our core is within the
UK, but we have an increasing number of global clients. Training
products include inclusive leadership and conscious inclusion.
We aim to broaden our programmes to widen our appeal to clients
and many of our courses will be designed as virtual learning.
Diversity and inclusion training will remain our core product. We will
expand to a wider HR offering, focusing on wellbeing and employee
motivation, building effective teams through psychological safety
and a suite of leadership development courses.
Consulting: We offer diversity and inclusion consulting, strategy and
audit services. We aim to increase the number of clients spending
over £50k through new business wins, and via increased share with
existing clients.
Leadership development: We offer leadership development
programmes to global clients, and we will expand our offering
to appeal to a broader client base.
Future expansion
In FY25, we see revenue growth opportunities through expansion
of new products and services, significant investment in digital
marketing, and expansion into Germany.
Leveraging Hays’ German client base will be a core focus and
can also provide a platform for future European expansion.
Building a global community
We are seeking to build global communities of diversity and
inclusion professionals, together with colleagues from the fields
of Human Resources, Learning and Development, and Wellbeing.
Additionally, we will build a network of ‘FAIRER Ambassadors’
across Hays’ global network, promoting our products and
services to existing customers.
Growth platform
We will build capacity in the UK and Germany through a focus on
promoting our key products within core sectors, including Financial
Services, Professional Services, Construction & Property,
Technology and Consumer Goods.
We will leverage relationships with core buyers, including HR,
Talent Acquisition, Learning & Development, Diversity & Inclusion
and Heads of Talent.
“In FY25, we see revenue growth opportunities through expansion of new products and services,
significant investment in digital marketing, and expansion into Germany.
Leveraging Hays’ German client base will be a core focus and can also provide a platform for
future European expansion.”
Dan Robertson
MD of FAIRER Consulting
35 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

CLIENT SERVICE
IN ACTION
A selection of our client services offered, highlighting the breadth of services
and the enduring strength of relationships which Hays builds globally.
36 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

1. France 2. UK
Airbus
We are delighted to be considered a strategic supplier to
Airbus, who employ c.150,000 people worldwide. Airbus is
a key strategic client globally, reflecting the significance of
contingent workforce staffing services to their business,
aiming to design, produce and deliver innovative solutions.
We started our partnership with Airbus almost 20 years
ago in Germany, and eight years ago in France when
Hays became the managed service provider for all Airbus
Temporary workers in France. We recently extended our
partnership to continue improving our collaboration, notably
on diversity and inclusion topics, based on our key values:
customer focus, reliability and teamwork.
Sony
Hays began their trusted relationship with Sony Europe
in 2015, launching a Managed Service Programme for all
Sony contingent labour in the UK, followed by a phased roll
out throughout Europe later in that year. This partnership
provides Sony with full visibility of their contingent worker
population across 12 countries in Europe via a Hays’ local
expert and a central account management team in the UK.
Hays provides resource in Technology and Professional
Services, and also incorporates Sony’s UK field sales team
and production operatives in South Wales.
Innovation and continuous improvement sit at the heart of
our partnership as we continue to drive excellence together.
This has manifested in Hays supporting Sony to deploy new
user experience technology for contingent workforce, and
with Sony supporting the ‘Hays Inspire’ initiative, which
provides tailored career online content for schools.
“I have been involved in the programme
from day one and continue to sponsor the
partnership today. The account team have
worked with me throughout and together
we find the right solutions to business and
technology challenges. There is strong
alignment and understanding between
us, and that is why it works so well.”
Alastair Hinde MCIPS
Head of Business Support & Service Delivery at Sony
3. Canada
4. Latam
Brookfield Properties
Hays and Brookfield have worked together since 2010,
with Hays providing Temp, Perm and Contracting workforce
solutions across Technology, Finance and HR. In FY24,
we enhanced our partnership by providing DE&I advisory
services. With a tailored training programme, Hays is
helping Brookfield advance their culture of inclusivity
and commitment to an inviting work environment.
Symrise
Symrise is a leading German chemicals company
specialising in developing, producing and selling fragrance,
flavouring and food ingredients and cosmetic active
ingredients. In FY24, Hays and Symrise began a collaboration
in Spain to provide key roles within the Symrise ‘Experts’ unit.
We subsequently expanded our partnership to an ‘RPO’
model and have also delivered c.30 hires per month in
Colombia and Mexico. In April 2024, this partnership
was further extended across Latin America and Hays has
transitioned to become a strategic partner of Symrise. This
means actively participating in decision-making discussions
with internal hiring managers, where our advisory role has
helped to enhance Symrise’s recruitment processes.
37 Hays plc Annual Report & Accounts 2024
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Divisional operating review
DIVISIONAL
OPERATING
REVIEW
We report our business in four operating divisions, Germany, UK&I, ANZ
and RoW. Germany, the UK and Australia are each key countries.
Included in Rest of World are our eight focus countries (Austria,
France, Italy, Japan, Poland, Spain, Switzerland and the USA) and 20
emerging countries.
38 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

GERMANY
H2 performance impacted by tough economic conditions and client cost controls.
Our largest market of Germany saw net fees decrease by 7%
to £351.8 million, with fees and activity slowing through H2 24
and particularly in Q4. Operating profit
(3)
decreased by 31% to
£68.0 million, although adjusting for two fewer working days, which
impacted fees and profit by £3.5 million, fees decreased by 6% and
operating profit by 27%. Conversion rate was 19.3% (FY23: 26.2%),
or 20.1% WDA.
Having been resilient during FY23 and H1 24, despite a
deteriorating economic outlook, demand for skilled Contractors
and Temps decreased in H2 24, which led to lower YoY volumes
including Q4 down 6%. Additionally, average hours worked per
Contractor declined by 8% in Q3 and 10% in Q4, primarily driven
by client cost controls. This led to a negative fee and operating
profit impact of c.£16 million YoY, reducing conversion rate.
Temp and Contracting, (82% of Germany fees), decreased by 7%,
or down 6% WDA. This was driven by 1% decline in volumes and
6% from materially lower average hours worked in H2 24. Pricing
and mix remained solid and is expected to remain steady in H1 25.
As previously reported at our Q4 results, overall Temp and
Contracting volumes in June 2024 were down 6% YoY and we
expect a further 2% decline in volumes in Q1 25, driven by lower
new starter numbers. Temp margin was flat versus the prior year.
In Perm, activity slowed through the year and fees decreased by
5%, including Q4 down 20%. This resulted from a 12% decrease
in Perm volumes, partially offset by a 7% increase in our average
Perm fee.
At the specialism level, our largest specialism of Technology
(33% of Germany fees), decreased by 12%, with Engineering, our
second largest, down 3%. Accountancy & Finance decreased by 4%,
Construction & Property was up 3%, with HR down 13%. Fees in our
Public sector business (15% of Germany fees) increased by 4%.
Although conditions were tough, and after several years of
significantly outperforming the market, in FY24 we consolidated
our market-leading share in Germany. Fees with outsource/MSP
clients were flat in the year, demonstrating greater resilience than
more transactional parts of the market, and overall we are very
well-positioned to benefit from recovery when it comes.
Operating performance
Year ended 30 June 2024 2024 2023
Actual
growth
LFL
growth
Net fees £351.8m £382.0m (8)% (7)%
Operating profit
(3)
£68.0m £100.2m (32)% (31)%
Conversion rate
(1)
19.3% 26.2%
Period-end consultant
headcount
(2)
1,858 2,044 (9)%
Note: unless otherwise stated, all growth rates discussed on this page are
LFL YoY net fees and profits, representing organic growth of operations at
constant currency.
(1) Conversion rate is the proportion of net fees converted into operating profit
(before exceptional items).
(2) Closing consultant headcount at 30 June.
(3) Operating profit was stated before exceptional charges, as detailed in note 5
to the Consolidated Financial Statements on page 166. There were no
exceptional charges in FY23.
Permanent
18%
Temporary
82%
Public
15%
Private
85%
Net fees by contract type Net fees by sector
Key actions taken in FY24
• Restructured the business appropriately for market
conditions, particularly in H2. Details of the resulting
exceptional costs are provided in notes 4 and 5 to
the consolidated financial statements.
• Consultant headcount decreased by 9% YoY, including
a 10% reduction YoY in H2.
Net fees by specialism
Technology: 33%
Engineering: 27%
Accountancy and Finance: 17%
Life Sciences: 5%
Sales and Marketing: 4%
Construction and Property: 4%
Other: 10%
A
B
C
D
E
F
G
A
B
C
D
E
F
G
39 Hays plc Annual Report & Accounts 2024
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Divisional operating review continued
UK & IRELAND
Markets slowed through the year, particularly in Perm, significantly impacting profit.
In the United Kingdom & Ireland (UK&I), net fees decreased by 15%
to £225.7 million. Operating profit
(3)
of £6.4 million represented a
decrease of 78% versus the prior year, at a conversion rate of 2.8%
(FY23: 10.8%).
Driven by decreased client and candidate confidence, Perm fees
and activity slowed materially through H1 and, after a period of
relative stability in H2, decreased again in the lead-up to the General
Election. Temp was less impacted, although down YoY due to
lower volumes. Against this backdrop, we actively managed
costs, down 8% YoY, as we aligned capacity to market conditions
and reduced our back-office and overhead costs as part of our
exceptional restructuring programme. Given the pace of decline
in fees through the year, we incurred negative operating profit
leverage, which was magnified by a weaker June fee exit rate.
Temp (57% of UK&I), decreased by 13%, with Temp volumes down
12% and the mix of price and margin down 1%. Our Perm business
saw fees decrease by 17%, with volumes down 26%, partially offset
by a 9% increase in average Perm fee. The Private sector (68% of
UK&I fees) declined by 17%, with the Public sector down 10%
including a slowdown in June 2024.
All UK&I regions traded broadly in line with the overall UK&I
business, except for Northern Ireland, down 5%, and the South East,
down 21%. Our largest region of London decreased by 18%, while
Ireland declined by 10%. Direct outsourced fees with Enterprise
clients performed strongly, up 12%.
Our largest UK&I specialism of Accountancy & Finance decreased
by 13%, with Construction & Property down 12%. Technology and
Office Support decreased by 29% and 19% respectively.
Operating performance
Year ended 30 June 2024 2024 2023
Actual
growth
LFL
growth
Net fees £225.7m £266.1m (15)% (15)%
Operating profit
(3)
£6.4m £28.7m (78)% (78)%
Conversion rate
(1)
2.8% 10.8%
Period-end consultant
headcount
(2)
1,629 1,935 (16)%
Note: unless otherwise stated, all growth rates discussed on this page are
LFL YoY net fees and profits, representing organic growth of operations at
constant currency.
(1) Conversion rate is the proportion of net fees converted into operating profit
(before exceptional items).
(2) Closing consultant headcount at 30 June.
(3) Operating profit was stated before exceptional charges, as detailed in note 5
to the Consolidated Financial Statements on page 166. There were no
exceptional charges in FY23.
Permanent
43%
Temporary
57%
Public
32%
Private
68%
Net fees by contract type Net fees by sector
Key actions taken in FY24
• Despite tough market conditions, we maintained
our market share in UK&I and actions were taken
to restructure the business appropriately for market
conditions. Details of the resulting exceptional costs
are provided in notes 4 and 5 to the consolidated
financial statements.
• Our actions will help to increase our profit and
conversion rate when markets recover.
• Consultant headcount decreased by
16% YoY.
Net fees by specialism
Accountancy and Finance: 20%
Construction and Property: 16%
Technology: 15%
Office Support: 9%
Education: 9%
HR: 3%
Other: 28%
A
B
C
D
E
F
G
A
B
C
D
E
F
G
40 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

AUSTRALIA & NEW ZEALAND
Markets slowed sharply through the year, but significant actions taken
to align capacity to current market conditions.
In Australia & New Zealand (ANZ), net fees decreased by 20% to
£139.7 million, with operating profit
(3)
down 61% to £11.5 million.
This represented a conversion rate of 8.2% (FY23: 17.0%).
Currency impacts were negative in the year, decreasing net
fees by £12.8 million and operating profit by £2.4 million.
As a result of changing our ANZ leadership in H2 23, we undertook
a restructuring of the business, focusing on improving consultant
productivity and driving operational efficiencies. Overall costs
decreased by 12%, driven by 21% lower average consultant
headcount YoY, partially offset by our own cost inflation. We also
conducted a full review of operational management capacity,
which we aligned to market conditions. This said, the pace of
decline in fees through the year meant we incurred negative
operating profit leverage.
Temp (65% of ANZ) decreased by 16%, with volumes down 17%,
but remained sequentially stable through H2. Fees and activity in
the Public sector continued to reduce, and we saw lower activity in
some large Enterprise clients. Perm fees decreased by 28%, with
volumes down 24% and slowing through the year. The Private
sector (63% of ANZ fees), declined by 23%, with Public sector
fees down 16%.
Australia, 92% of ANZ, saw fees decrease by 19%. New South
Wales and Victoria decreased by 23% and 18% respectively.
Queensland fell by 14%, with ACT down 24%. At the ANZ specialism
level, Construction & Property (20% of fees), decreased by 24%,
with Technology down 19%. Accountancy & Finance decreased
by 18%, with Banking down 25%, although HR was less impacted,
down 16%. New Zealand fees decreased by 36%.
We enter FY25 with positive conversion rate momentum and are
well-positioned to benefit from market recovery when it comes.
Operating performance
Year ended 30 June 2024 2024 2023
Actual
growth
LFL
growth
Net fees £139.7m £188.4m (26)% (20)%
Operating profit
(3)
£11.5m £32.1m (64)% (61)%
Conversion rate
(1)
8.2% 17.0%
Period-end consultant
headcount
(2)
729 1,071 (32)%
Note: unless otherwise stated, all growth rates discussed on this page are
LFL YoY net fees and profits, representing organic growth of operations at
constant currency.
(1) Conversion rate is the proportion of net fees converted into operating profit
(before exceptional items).
(2) Closing consultant headcount at 30 June.
(3) Operating profit was stated before exceptional charges, as detailed in note 5
to the Consolidated Financial Statements on page 166. There were no
exceptional charges in FY23.
Permanent
35%
Temporary
65%
Public
37%
Private
63%
Net fees by contract type Net fees by sector
Key actions taken in FY24
• Although conditions in ANZ remain challenging, our
management team’s decisive actions and increased
rigour are improving our operational performance.
Productivity increased by 1% YoY in FY24.
• We restructured appropriately for market conditions.
Details of the resulting exceptional costs are provided
in notes 4 and 5 to the consolidated financial
statements.
• ANZ consultant headcount decreased by
32% YoY.
Net fees by specialism
Construction and Property: 20%
Technology: 16%
Accountancy and Finance: 12%
Office Support: 11%
HR: 6%
Sales and Marketing: 3%
Other: 32%
A
B
C
D
E
F
G
A
B
C
D
E
F
G
41 Hays plc Annual Report & Accounts 2024
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Divisional operating review continued
REST OF WORLD
EMEA slowed through the year, negatively impacting operating profit.
Stability and improved profitability in H2 in China and the USA.
Fees in our Rest of World (RoW) division, which comprises 28
countries, decreased by 11%. Fees in Temp (39% of RoW) were
resilient and flat YoY, whilst Perm was down 17% as markets
slowed through the year, particularly in EMEA. Operating profit
(3)
decreased by 46% to £19.2 million, with RoW operating costs
down 8% YoY, representing a conversion rate of 4.8% (FY23: 7.9%).
Currency impacts were negative, decreasing fees by £11.1 million
and operating profit by £0.6 million.
EMEA ex-Germany (64% of RoW) fees decreased by 7%. France,
our largest RoW country, decreased by 6%, as activity slowed
through the year, particularly in Q4, with the impact of elections
being felt across Northern Europe. Southern Europe was much more
resilient, with Portugal and Italy producing record performances
and increasing by 10% and 8% respectively, and the UAE delivering
record fees, up 10%. Switzerland and Poland decreased by 8% and
26% respectively. In response to market conditions, we reduced
EMEA ex-Germany headcount by 15% YoY, primarily in H2.
The Americas (21% of RoW) fees decreased by 21%. Conditions
were tough throughout the region in H1, although we saw
stabilisation and then some early signs of recovery in the USA in
Q4. USA fees declined by 19%, Latin America by 25% and Canada
by 23%. Overall, the Americas was modestly loss-making in H1,
although encouragingly returned to profit in H2.
Asia (15% RoW) fees decreased by 13%, with mainland China
down 14%, including H2 up 4%, and our actions taken to reduce
costs drove a return to China profitability. Japan and Malaysia
fees decreased by 5% and 8% respectively.
A key part of our focused strategy is delivering 25% conversion
rates in each country, and to deliver materially greater profits
across the Group. That said, given many markets are currently
facing cyclical pressure, we will give our businesses an appropriate
time to improve their profitability. So, while we are not satisfied
with our overall RoW profitability, we are confident our actions
will improve performance, particularly in our Americas and Asian
Focus countries, where productivity is currently increasing.
Operating performance
Year ended 30 June 2024 2024 2023
Actual
growth
LFL
growth
Net fees £396.4m £458.1m (13)% (11)%
Operating profit
(3)
£19.2m £36.0m (47)% (46)%
Conversion rate
(1)
4.8% 7.9%
Period-end consultant
headcount
(2)
2,829 3,540 (20)%
Note: unless otherwise stated, all growth rates discussed on this page are
LFL YoY net fees and profits, representing organic growth of operations at
constant currency.
(1) Conversion rate is the proportion of net fees converted into operating profit
(before exceptional items).
(2) Closing consultant headcount at 30 June.
(3) Operating profit was stated before exceptional charges, as detailed in note 5
to the Consolidated Financial Statements on page 166. There were no
exceptional charges in FY23.
Permanent
61%
Temporary
39%
Public
2%
Private
98%
Net fees by contract type Net fees by sector
Key actions taken in FY24
• We restructured the RoW business appropriately
for market conditions, in the Americas and Asia in H1
and in EMEA in H2. Details of the resulting exceptional
costs are provided in notes 4 and 5 to the consolidated
financial statements.
• Overall consultant headcount in the RoW division
decreased by 20% YoY. EMEA ex-Germany consultant
headcount decreased by 18%, the Americas decreased
by 31% and Asia was down 14%.
Net fees by specialism
Technology: 27%
Accountancy and Finance: 11%
Construction and Property: 9%
Engineering: 7%
Life sciences: 7%
Sales and Marketing: 6%
Other: 33%
A
B
C
D
E
F
G
A
B
C
D
E
F
G
42 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

To assist investors in their analysis of Hays, we present our net fees, operating profit, headcount
and conversion rate since FY16. A downloadable version of our financial results is also available.
HISTORICAL COMPARISONS
FY16–24
Closing consultant headcount
Operating profit by division
(1)
(£m)
Net fees by specialism
(%)
Conversion rate
(2)
(%)
Net fees by division
(£m)
10,000
FY16
Germany
FY24FY23FY22FY21FY20FY19FY18FY17
8,000
6,000
4,000
2,000
0
UK & Ireland Australia & New Zealand Rest of World
2,219 812 2,024 1,213
2,522 911 1,948 1,503
2,847 1,000 1,917 1,700
3,013 1,008 1,960 1,801
2,689 811 1,840 1,560
2,866 945 1,759 1,620
3,710 1,136 2,175 2,016
3,540 1,071 1,935 2,044
2,829
6,268
6,884
7,464
7,782
6,900
7,190
9,037
8,590
7,045
729 1,629 1,858
250
FY16 FY24FY23FY22FY21FY20FY19FY18FY17
200
150
100
50
0
22 44 52 63
27 63 42 81
41 69 47 86
42 66
49
91
17 48 17 53
13 40 12 31
40 52 43 76
36 32 29 100
19
181
212
243
249
135
95
210
197
105
12 6 68
Germany UK & Ireland Australia & New Zealand Rest of World
100
FY16 FY24FY23FY22FY21FY20FY19FY18FY17
80
60
40
20
0
9734 15 15 20
10733 14 15 21
9733 14 15 22
9733 13 15 23
9633 12 15 25
9534 12 14 26
9634 11 14 26
8636 11 14 25
11534 10 15 25
Technology A & F C & P Office Support OtherEngineering
40
FY16 FY24FY23FY22FY21FY20FY19FY18FY17
22.3
9.4
15.2
17.7
10.4
13.6
22.0
22.7
22.2
30
20
10
0
Germany UK & Ireland Australia & New Zealand Rest of World Group
1,500
FY16 FY24FY23FY22FY21FY20FY19FY18FY17
1,200
900
600
300
0
230 134 272 175
291 181 253 230
339 199 258 276
368 199 264 300
340 171 226 260
312 160 201 245
417 196 263 314
458 188 266 382
396
810
955
1,073
1,130
996
918
1,189
1,295
1,114
140 226 352
Germany UK & Ireland Australia & New Zealand Rest of World
(1) FY24 operating profit is stated before exceptional charges of £80.0 million. FY20 operating profit is stated before exceptional charges of £39.9 million. FY19 is
stated before exceptional charges of £15.1 million. There were no exceptional charges between FY16 and FY18 or between FY21 and FY23.
(2) FY24, FY20 and FY19 conversion rates are shown on a pre-exceptional basis.
43 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

CHIEF FINANCIAL
OFFICER’S
REVIEW
Given challenging markets, we focused on
productivity and managing costs. We delivered
c.£60m in annualised savings, half of which
are structural. Looking ahead, our ongoing
efficiency programmes are expected to
deliver a further c.£30m in savings by FY27.
Decrease in LfL
Group net fee
income
(12)%
FY23: 6%
Decrease in Group
operating profit
(5)
(46)%
FY23: (9)%
Decrease in Profit
before tax
(92)%
FY23:(6)%
Year-end net cash
£56.8m
FY23: £135.6m
Cash from
operations
(4)
£112.3m
FY23: £199.3m
Conversion rate
(3)
9.4%
FY23: 15.2%
Cash conversion
(8)
107%
FY23: 101%
Operating performance
Year ended 30 June (£m) 2024 2023
Actual
growth
LFL
growth
Turnover
(1)
6,949.1 7,583.3 (8)% (6)%
Net fees
(2)
1,113.6 1,294.6 (14)% (12)%
Pre-exceptional operating profit
(5)
105.1 197.0 (47)% (46)%
Post-exceptional operating profit 25.1 197.0 (87)%
Profit before tax 14.7 192.1 (92)%
Pre-exceptional basic earnings per share
(5)
4.03p 8.59p (53)%
Post-exceptional basic earnings per share (0.31)p 8.59p (104)%
Cash generated by operations
(4)
112.3 199.3 (44)%
Core dividend per share 3.00p 3.00p –
Special dividend per share – 2.24p (100)%
Note: unless otherwise stated all growth rates discussed in the Finance Director’s Review are LFL YoY net fees and profits, representing organic growth of operations
at constant currency.
(1) Net fees of £1,113.6 million (FY23: £1,294.6 million) are reconciled to statutory turnover of £6,949.1 million (FY23: £7,583.3 million) in note 5 to the Consolidated
Financial Statements.
(2) Net fees comprise turnover less remuneration of temporary workers and other recruitment agencies. LFL (like-for-like) net fees and profits represent organic
growth of continuing operations at constant currency.
(3) Conversion rate is the proportion of net fees converted into pre-exceptional operating profit
(5)
.
(4) Cash generated by operations is stated after IFRS 16 lease payments, which we view as an operating cost.
(5) FY24 operating profit and EPS are presented before exceptional costs of £80.0 million, of which £42.2 million relates to restructuring of our operations across the
Group. The remaining £37.8 million is non-cash and comprises £15.3 million relating to the impairment of goodwill in our US business and £22.5 million relating to
the impairment of intangible assets. FY20 and FY19 operating profit and basic earnings per share are stated before exceptional charges. There were no
exceptional charges in FY18, FY21, FY22 and FY23.
(6) The underlying Temp margin is calculated as Temp net fees divided by Temp gross revenue and relates solely to Temp placements in which Hays generates net
fees, and specifically excludes transactions in which Hays acts as an agent on behalf of workers supplied by third-party agencies, and arrangements where the
Group provides major payrolling services.
(7) FY20 net cash excludes £118.3 million of deferred tax payments.
(8) Operating cash conversion represents the conversion of pre-exceptional operating profit
(5)
to cash generated from operations
(4)
.
44 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

Pre-exceptional
operating profit
(5)
(£m)
Pre-exceptional
conversion rate
(3)
(%)
250
FY18
Conversion rate
FY24FY23FY22FY21FY20FY19
200
150
100
50
0
25
20
15
10
5
0
243.4
248.8
135.0
95.1
210.1
197.0
105.1
Fees and turnover
Turnover for the year ended 30 June 2024 decreased by 6%
(8% on a reported basis). Net fees for the year ended 30 June 2024
decreased by 12% on a like-for-like basis, and by 14% on a reported
basis, to £1,113.6 million. This represented a like-for-like fee decline
of £152.3 million versus the prior year.
The decrease in fees was due to lower volumes in both Temp
and Perm, partially offset by increases in our average fees per
placement, which were driven by the impact of wage inflation and
our management actions. The higher net fee decline compared to
turnover was due to the relatively resilient performance in Temp
fees versus Perm, and the impact of greater resilience in our
MSP contracts.
Temp fees (59% of Group) decreased by 8%. Temp volumes
declined by 7% YoY, with a further 2% or c.£16 million fee impact
from lower average hours worked per contractor in Germany.
Partially offsetting this, we saw an increase of 1% from mix,
margin and rates, which included our underlying Temp margin
(6)
down 40bps YoY at 15.5%. This was primarily due to resilience
in Enterprise clients, which tend to be slightly lower margin but
where volumes are higher.
Perm fees (41% of Group) decreased by 17%. Perm volumes
decreased by 25% as job inflow decreased and hiring processes
extended as FY24 progressed. As with prior years, this was partially
offset by good growth in our average Perm fee, up 8%.
Operating profit and conversion rate
FY24 pre-exceptional
(5)
Group operating profit of £105.1 million
represented a LfL decrease of 46% (down 43% WDA). Group
conversion rate
(3)
decreased by 580bps YoY to 9.4% (9.7% WDA).
Like-for-like administrative expenses decreased by 6% YoY or
£64.5 million (£89.1 million on a reported basis, down 8%). This
was driven by a 9% lower average Group consultant headcount,
lower commissions and bonuses, and reduced operational
overhead spend. This was partially offset by our own salary
increases and underlying cost inflation, notably in property
and insurance costs.
Since our FY23 preliminary results, our actions have reduced
our costs per period
(8)
by c.£5 million, equating to annualised
Group cost savings of c.£60 million. Of these savings, c.£30 million
arose from the 18% reduction in consultant headcount. A further
c.£30 million of savings is more structural and resulted from our
decisive response to increasingly challenging market conditions
and to improve our operational performance. We restructured
operations and back-office functions, and closed or merged 17
offices in our network in FY24, including 12 in Q4, ending FY24 with
236 offices. Collectively, these actions resulted in FY24 exceptional
restructuring charges of £42.2 million
(5)
, detailed below. In addition,
we expect our ongoing restructuring actions will deliver further
annualised back-office cost reductions of c.£30 million by the
end of FY27.
Working-day adjustments
As previously reported, our Germany business had two fewer
working days versus the prior year, which impacted our fees
and operating profit by c.£3.5 million. Therefore, on a WDA basis
Group operating profit was £108.6 million
(5)
, down 43% YoY, and
represented a conversion rate of 9.7%
(3)
. There are no material
working-day impacts in FY25.
Foreign exchange
Exchange rate movements decreased net fees and operating profit
by £28.7 million and £4.2 million, respectively. This resulted from
the strengthening in the average rate of exchange of sterling versus
our main trading currencies, notably the Australian dollar. Currency
fluctuations remain a significant Group sensitivity.
Impairment of goodwill, intangible assets and
exceptional restructuring charge
During FY24, the Group incurred an exceptional charge of
£80.0 million (FY23: £nil). Of this, £15.3 million resulted from
the partial impairment, in H1, of the carrying value of goodwill
relating to the 2014 Veredus acquisition in the USA, given ongoing
challenges in US trading conditions. The remaining Veredus
goodwill balance at 30 June 2024 is £7.2 million. During the year, a
Group-wide project was initiated to transform our IT infrastructure
to better support the operations of the business. This led the
Directors to conclude that certain intangible assets would either
no longer be used in the Group’s operations or that their carrying
value was impaired, and this resulted in an impairment charge of
£22.5 million. Both the goodwill and intangible impairment charges
are material non-cash items that, based on their size and nature,
are considered to be exceptional.
As noted at the top of this page, in a direct and decisive
response to increasingly challenging market conditions and a
clear slowdown in most markets, we restructured the business
operations of several countries across the Group, to better align
business operations to market opportunities and reduce operating
costs. The restructuring exercise led to the redundancy of a number
of employees, including senior and operational management and
back-office positions. As reported at our Q4 results, the combined
costs relating to this were £42.2 million and are considered
exceptional given their size and impact on business operations.
The cash impact of the exceptional charge was £22.9 million in
FY24, with a further £17.8 million cash outflow expected in FY25.
We estimate that these restructuring actions will result in
c.£30 million per annum in longer-term cost savings, which are
included in the overall c.£60 million of annualised cost savings
resulting from our FY24 actions.
45 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

Net finance charge
The net finance charge for FY24 was £10.4 million (FY23: £4.9 million).
The increase YoY was primarily due to a £1.3 million charge on
defined benefit pension scheme obligations (FY23: credit of
£1.1 million) and is non-cash. The non-cash interest charge on
lease liabilities under IFRS 16 was £5.0 million (FY23: £4.2 million)
and net bank interest payable (including amortisation of
arrangement fees) was £4.0 million (FY23: £1.7 million). The
Pension Protection Fund levy was £0.1 million (FY23: £0.1 million).
We expect the net finance charge for FY25 to be c.£10 million,
broadly in line with FY24.
Taxation
Taxation for the year on profit before exceptional items was
£30.7 million (2023: £53.8 million), representing a pre-exceptional
(5)
effective tax rate (ETR) of 32.4% (2023: 28.0%). The tax charge on
post exceptional profit was £19.6 million, representing an effective
tax rate on reported profits of 133%, due to the lower effective tax
credit on exceptional costs.
The increase in the pre-exceptional ETR year-on-year is primarily
driven by the geographic mix of operating profit, notably the higher
proportion of profits made in Germany, which has one of our
highest country tax rates and which accounted for 65% of group
profits in the year. We expect the Group’s ETR will be c.32% in
FY25, unless our geographic profit mix changes materially.
Earnings per share
The Group’s pre-exceptional basic earnings per share
(5)
(EPS) of
4.03p was 53% lower than the prior year, with post-exceptional EPS
of (0.31)p, down 104%. The reduction was primarily driven by 46%
lower pre-exceptional operating profit. In addition, we incurred a
modestly higher net finance charge and a higher ETR, both noted
above. The impact on EPS was partially offset by a 1% reduction
in average shares in issue, arising from our FY23 share
buyback programme.
Strong balance sheet and cash generation
Our net cash position at 30 June 2024 was £56.8 million. We
converted 107% of operating profit
(5)
into operating cash flow
(4)
,
up YoY (FY23: 101%
(4)
). We saw a working capital outflow of
£16.5 million in FY24 (FY23: £28.7 million outflow), driven by an
increase in debtor days to 36 days (FY23: 33 days), largely due
to greater resilience in our Enterprise client business and relative
resilience in Germany and EMEA, each of which have longer
payment terms than the Group average. Debtor days remain below
pre-pandemic levels and our aged debt profile remains strong.
Group bad debts remain in line with FY23 and are at historically
low levels.
Cash tax paid in the year was £26.4 million (FY23: £65.8 million)
and included some pre-payments to certain tax authorities.
Net capital expenditure was £23.4 million (FY23: £29.1 million),
with continued investments in infrastructure and cyber security.
We expect capital expenditure will be c.£30 million in FY25.
Company pension contributions were £18.2 million
(FY23: £17.7 million) and net interest paid was £4.0 million
(FY23: £1.7 million). The cash impact of the exceptional
restructuring charge in FY24 was £22.9 million.
During the year, we paid a £32.6 million final core dividend for
FY23, a £15.0 million FY24 interim dividend and a special dividend
of £35.7 million. During H1, we also purchased £12.3 million in
shares under our Treasury share buyback programme announced
in September 2023, which was completed during FY24.
Earnings per share
(5)
(p)
15
FY18
Pence per share
FY24FY23FY22FY21FY20FY19
10
5
0
11.44
11.92
5.28
3.67
9.22
8.59
4.03
Operating profit
(5)
to free cash flow
(£m)
200
Operating
profit
Free
cash
flow
Exceptional
Items
Net
interest
paid
Tax
paid
Lease
payments
Working
capital
Non-cash
(including
IFRS 16)
Cash from operations
(4)
£112.3m (FY23: £199.3m)
150
100
50
0
105.1
(5)
74.7 (16.5)
(51.0)
(26.4)
(4.0)
(22.9)
59.0
Chief Financial Officer’s review continued
46 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

Retirement benefits
The Group’s defined benefit pension scheme position under
IAS 19 at 30 June 2024 has resulted in a surplus of £19.4 million,
compared to a surplus of £25.7 million at 30 June 2023. The
decrease in surplus of £6.3 million was driven by a decrease in
expected returns from scheme assets and a change in financial
assumptions, notably a decrease in discount rate, partially offset
by company contributions.
During the year, the Group contributed £17.7 million of cash to
the defined benefit scheme (2023: £17.2 million), in line with the
agreed deficit recovery plan. The Trustees are currently performing
our 2024 triennial valuation review. The 2021 triennial valuation
quantified the actuarial deficit at £23.9 million on a Technical
Provisions basis. Our long-term objective continues to be reaching
full buy-out of the scheme, and therefore our recovery plan
remained unchanged and comprised an annual payment of
£16.7 million from July 2021, with a fixed 3% uplift per year.
The scheme was closed to new entrants in 2001 and to future
accrual in June 2012.
Free cash flow priorities
Our business model remains highly cash generative. The Board’s
free cash flow priorities are to fund the Group’s investment
and development, maintain a strong balance sheet, deliver a
progressive, sustainable and appropriate core dividend and to
return any surplus cash to shareholders through a combination
of special dividends and share buybacks, subject to the
economic outlook.
The Board has proposed an unchanged final dividend of 2.05
pence per share, giving a full-year dividend of 3.00 pence per share.
This represents pre-exceptional dividend cover of 1.34x, below our
target dividend cover range of 2.0-3.0x earnings. Given the Board’s
confidence in the Group’s strategy and long-term prospects, plus
our strong financial position, the Board considers an unchanged
dividend payment is appropriate.
Our policy for returning surplus cash to shareholders remains
unchanged and is based on paying capital above our cash buffer
at each financial year-end (30 June) of £100 million, subject to
the economic outlook. At 30 June 2024, our net cash position was
£56.8 million, and therefore the Board does not propose a return of
surplus capital to shareholders in respect of FY24. As a reminder,
we have a strong track record of paying cash to shareholders, with
c.£950 million in core and special dividends paid in respect of FY17
to FY23, and additionally £93.2 million of share buybacks since
April 2022.
Treasury management
The Group’s operations are financed by retained earnings and
cash reserves. In addition, the Group has in place a £210 million
revolving credit facility, which reduces in November 2024 to
£170 million and expires in November 2025, and we are actively
planning the renewal process. This provides adequate headroom
versus current and future Group funding requirements.
The covenants within the facility require the Group’s interest
cover ratio to be at least 4:1 (ratio at 30 June 2024: 34.2:1) and
its leverage ratio (net debt to EBITDA) to be no greater than 2.5:1
(at 30 June 2024, the Group held a net cash position). The interest
rate of the facility is on a ratchet mechanism with a margin payable
over Compounded Reference Rate in the range of 0.70% to 1.50%.
At 30 June 2024, £145 million of the committed facility was
undrawn (30 June 2023: £200 million of the committed facility
was undrawn).
The Group’s UK-based Treasury function manages the Group’s
currency and interest rate risks in accordance with policies and
procedures set by the Board, and is responsible for day-to-day cash
management, the arrangement of external borrowing facilities, and
the investment of surplus funds. The Treasury function does not
operate as a profit centre or use derivative financial instruments
for speculative purposes.
James Hilton
Chief Financial Officer
21 August 2024
Closing net cash
(7)
(£m)
500
FY18 FY24FY23FY22FY21FY20FY19
400
300
200
100
0
122.9
129.7
366.2
410.6
296.2
135.6
56.8
47 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

SUSTAINABILITY IN
THE WORLD OF WORK
Our Sustainability
Framework
Sharing expertise to
make a positive
social impact
HAYS
PURPOSE
Driving standards
for marketplace
excellence
Transitioning
for the
environment
Having a clear
people agenda
as a business
I
n
c
l
u
s
i
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m
p
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Our commitment and Sustainability Framework
Hays aims to be a purpose-led organisation, benefiting society
by investing in lifelong partnerships that empower people and
organisations to succeed. Our core company value is ‘Do the
right thing’, and it is a central pillar of our strategy. Our values
help to define how we do business, and how we interact with
our many stakeholders.
We are committed to being a sustainable business in its widest
sense, as defined by our values, the United Nations Sustainable
Development Goals (UN SDGs) and our participation in the
United Nations Global Compact. Our Sustainability Framework
is focused on the areas of highest materiality to Hays across
Environmental, Social and Governance (ESG) issues.
Purpose is at the centre of our framework, and our colleagues
help drive our sustainability strategy. This can be advocating
for our climate ambitions, participating in our ‘Helping for
your tomorrow’ community programme, being active in our
Employee Resource Groups, or upholding the high standards
that underpin the way we work.
48 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

Focusing on social impact
We seek to positively contribute and add value to society through
employment and the world of work. For this reason, we have
deliberately doubled the weighting of societal categories within
our framework. We believe Hays can have the greatest stakeholder
impact in the societies we operate in via our social initiatives. Our
focus is on helping people with their careers and skill development,
and helping organisations find the talent they need to thrive.
Our goal is to provide clients with access to the most diverse,
equitable and inclusive skilled talent pools globally. Achieving this
requires progress in numerous areas, and will take continuous
investment in people, culture, technology and sustainability.
We want Hays to be recognised as an inclusive place of work, one
which makes positive social impacts everywhere we operate –
and shares our experiences and expertise with the wider world.
Sustainability is a key strategy enabler. Our policies and actions
are designed to materially – and permanently – reduce our
environmental impact, ensure fair rates of tax are paid, nurture an
equitable and fair culture, and ensure discrimination and labour
exploitation are not tolerated. We are also focused on a just and
effective transition for the environment.
We explain our actions and progress aligned to our framework,
the UN SDGs and our participation in the United Nations Global
Compact. This includes progress versus annual objectives,
as agreed by our ESG Committee, and longer-term targets.
Integration of the UN SDGs
We first adopted three UN SDGs in FY21. We believe they present
an opportunity in terms of pursuing a fairer, more equitable and
sustainable economic future. Our aim is to focus on those goals
where we can have the greatest impact, given our role in
economies and societies.
To integrate the UN SDGs we undertook a broad appraisal of each
goal, in the context of our global Hays operations. We based our
appraisal on how we operate in our key specialisms, our strategic
priorities, and stakeholder feedback received. The aim was to use
the analysis to maximise our positive contributions, and drive our
sustainability objectives.
We considered all 17 goals In mapping and considering the
materiality of each UN SDG. However, we believe there are
nine which are material in terms of our business activities, our
stakeholder expectations and value creation. The table on the next
page provides an explanation of these.
ESG indices and ratings
We participate in a number of investor ratings and assessments,
including S&P Global, Sustainalytics, MSCI, Ecovadis and
Bloomberg. We are also part of the FTSE4Good Index Series.
Global Index Provider FTSE Russell confirms that Hays plc has
been independently assessed according to the FTSE4Good criteria
and has satisfied the requirements to become a constituent of the
FTSE4Good Index Series. Created by FTSE Russell, the FTSE4Good
Index series is designed to measure the performance of
companies demonstrating strong ESG practices.
49 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

UN SDG Relevance in our business and stakeholder
context
Examples of our contribution in action
Addressing climate change is a significant element of
our sustainability strategy. We present Hays’ risks and
opportunities in our TCFD report. By delivering on our science-
based reduction targets, we can establish credibility as a
leader in recruitment and workforce solutions. Key sectors
include Sustainability, Technology, Construction & Property
and Engineering. This SDG is also about how we engage our
people and help raise awareness and collaborate with other
stakeholders, particularly clients and suppliers.
Awarded a ClimatePartner Accreditation for climate
commitment and action.
Shortlisted for climate work in Green Business Awards 2024.
Group-wide activities marking Earth Day 2024.
We work from 236 offices worldwide. As a global leader in
Construction & Property and Engineering recruitment, Hays
is well placed to help supply much of the talent that will help
to make cities more sustainable, including energy efficiency
and building retrofit and civil engineering projects to protect
communities from flooding and other natural disasters.
Working to find talent in the Green Economy.
Supporting city tree planting projects and undertaking
volunteer litter picks.
Focus on energy efficient buildings and renewable energy
sources for our offices.
This is a strategic priority in terms of our DE&I agenda, as well
as linked to how we access the widest pool of talent to serve
clients. This SDG is linked with our respect for human rights
and our approach to mitigate modern slavery and human
trafficking risk. It is further linked to our Finance, HR, Legal
and Technology specialisms in terms of levelling up,
inclusion and empowerment.
26 DE&I Employee Resource Groups across all six
dimensions of diversity.
Supporting clients with DE&I, with inclusive recruitment
practices, and by providing DE&I services.
Focusing on inclusive employment and employability skills
with our ’Helping for your tomorrow’ programme.
This SDG directly links with our core recruitment business in
all our sectors, including how we innovate internally, and our
focus on sustainability in its widest sense. It also relates to
how we deploy and utilise technology, and collaborate with
clients in sectors key to infrastructure and innovation.
Chief Technology Officer appointed in FY24 driving a new IT
transformation programme.
Training our people in the use of open-source AI.
Client collaborations such as from the UK Construction &
Property team in support of construction worker wellbeing.
As a recruitment and workforce solutions business, this SDG
is fundamental to our operations. It relates to the candidates
we place, our own labour practices and the influence we have
in encouraging respect for human rights in our supply chain.
It is linked to our ‘Helping for your tomorrow’ programme,
which is focused on driving inclusive employment within
less advantaged groups.
New collaboration with the Slave-Free Alliance.
New Human Rights Statement published on Hays website.
Completion of our desk-based human rights review.
Gender equality is a key part of our DE&I agenda, including
targets for female leadership and our pay gap reporting
commitments. It links with our the sourcing of talent for
leadership roles.
Progressing towards our gender balance leadership target.
Enhancements to and extension of family friendly policies.
Group-wide support for gender diversity and celebration of
International Women’s Day.
This SDG is relevant in terms of the development of
candidates, our client service offering, our people and our
community engagement, plus our Education specialism.
Partnering with schools through our ’Helping for your
tomorrow’ community programme.
Development of the Hays learning curriculum and offer.
Providing open access training via Hays My Learning.
As a people business, good health and wellbeing is a key
focus. It links through to our benefits packages which covers
topics such as parental leave and access to private medical
cover. It is relevant to a number of our specialisms, including
Life Sciences and Sustainability.
Held our first global wellbeing webinar.
Participation in the CCLA benchmark on mental health.
Wellbeing focus and offer in every Hays region.
This is a holistic goal, capturing much of the ethos of the
other 16 UN SDGs. It focuses on the benefits of greater
collaboration between organisations to strengthen the
foundations of, and mindset for, sustainable development.
It resonates with our Purpose, which is to invest in lifelong
partnerships. We recognise that when we collaborate with
our stakeholders, we can have a greater positive impact.
Being a signatory to the UN Global Compact.
Participating in partnerships such as with the professional
environmental institute IEMA and the Slave-Free Alliance.
Supporting over 100 charitable partnerships globally as part
of our ‘Helping for your tomorrow’ community programme.
Sustainability continued
50 Hays plc Annual Report & Accounts 2024
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Our double materiality assessment process
Close understanding
of our most material
ESG issues will help
us deliver value for
stakeholders and drive
sustainable long-term
business success.
INTRODUCTION TO
OUR MATERIALITY ASSESSMENT
We have commenced the process to identify and assess our material
impacts, risks and opportunities to better inform our ESG strategy.
1
2
3
4
5
Background research to understand business context
Verisk Maplecroft appraised our governance, strategy, operations and reporting
practices. They reviewed key company and industry documents, including our
previous materiality work, performed peer group benchmarking, examined
Group KPIs and gained insights across key geographies.
Validation and Board approval
The proposed materiality matrix will then be put forward to the Board for approval.
This Board approval will also confirm, which of the ESG issues are material. These
ESG issues will then be directional for policy development, risk management,
objective setting, ongoing stakeholder engagement, reporting and disclosures.
Identify relevant ESG issues
To determine our most relevant impacts, risks and opportunities across our value
chain, Verisk Maplecroft considered a number of sources, including their bespoke
risk indices, global ESG reporting standards and frameworks, capital market
expectations and media reports. Noting future compliance requirements, issues
were mapped against the European Sustainability Reporting Standards. This led
to our final list of relevant ESG issues. Terminology was refined and the issues
further clarified with definitions pertaining to our operating context.
Assessing the ESG issues and stakeholder engagement
Verisk Maplecroft created a detailed materiality scoresheet which was then
completed by internal stakeholders. This prompted consideration of both positive
and negative impacts, whether an actual or potential impact, and provided the
opportunity for internal stakeholders to comment in relation to the short, medium
and longer term. ESG issues were scored under ‘impact materiality’ and ‘financial
materiality’. Likelihood of the impact materialising was also captured, and
appropriate weightings applied. The resulting draft materiality matrix was
then put forward for discussion and refinement with external stakeholders.
Define internal and external stakeholders
We jointly considered our business structure and reach to define clusters of
multi-disciplinary internal and external stakeholders. External stakeholders include
clients, candidates, community partners, third-party contractors, industry bodies,
investors and suppliers. Internal stakeholders were identified considering a mix
of professional subject expertise and geographical responsibilities.
Working with expert consultants, Verisk Maplecroft, we have prepared our provisional Group double
materiality assessment, as part of our preparations to comply with the EU Corporate Sustainability Reporting
Directive. The assessment considers outward impacts on society and the environment, as well as the inward
financial risks and opportunities.
To conduct our double materiality assessment, we have a structured five step process.
51 Hays plc Annual Report & Accounts 2024
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Hays’ Provisional Double Materiality Matrix
Impact on environment & society
(outward)
Environment
Social
Governance
Business sustainability
1
2
3
4
5
1 2 3 4 5
Impact on enterprise value
(inward)
Negligible
Negligible
Hays’ provisional double materiality matrix
Provisional views (weighted average of scores out of 5)
ESG Issue
Outward
Impact
Financial
R/O
1
GHG emission reductions 3.1 2.5
2
Climate transition & adaptation 3.3 3.1
3
Resource use & waste management 1.9 1.6
4
Attracting, developing & retaining talent 4.2 4.1
5
Employee engagement & wellbeing 3.7 3.6
6
Diversity, equity & inclusion 4.0 3.3
7
Community impact 2.6 1.9
Topic
Outward
Impact
Financial
R/O
8
Business ethics 3.8 3.5
9
Governance & oversight 3.4 3.4
10
Policy & industry engagement 2.2 1.9
11
Data protection & cyber security 3.4 3.6
12
Sustainable procurement 2.4 1.9
13
Digital transformation & technology 4.0 4.1
14
Client service excellence 4.1 4.1
15
Sustainable growth & business leadership 4.1 4.0
16
Attracting, nurturing & placing candidates 4.3 4.2
5
6
7
8
9
10
11
12
13
15
16
2
3
1
4
14
Sustainability continued
Key
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Materiality and framework alignment
The table below shows the ESG issues identified from our
double materiality assessment and their alignment with our own
Sustainability Framework, plus the relevant European Sustainability
Reporting Standards (ESRS). This is part of our preparations ahead
of ESG reporting requirements as driven by the EU Corporate
Sustainability Reporting Directive (EU CSRD).
All ESG issues are important as we are committed to being a
responsible and sustainable business. However, we recognise that
those ESG issues, identified as material, will provide us with the
greatest opportunity to drive our long-term sustainable success.
Once our material issues are confirmed, we will also confirm which
corresponding ESRS topic is required for our disclosures to meet
requirements of the EU CSRD.
ESG Issues relevant to Hays Hays Sustainability Frameworkalignment Corresponding ESRS topic* For more information on
the relevant ESG issue
refer to pages
1
GHG emission reductions
Climate action E1. Climate change 68
2
Climate transition & adaptation
Climate action
Green Economy
E1. Climate change 67-78
3
Resource use & waste management
Minimising impacts E5. Resource use &
circular economy
69
4
Attracting, developing & retaining talent
Talent development S1. Own workforce 21-22, 26-27, 57, 82
5
Employee wellbeing & engagement
Wellbeing & engagement S1. Own workforce 21, 26-27, 57-58,
103
6
Diversity, equity & inclusion
Diversity & Inclusion
Inclusive Employment
S1. Own workforce 23-25, 59
7
Community impact
Community action S3. Affected communities 60-61
8
Business ethics
Business ethics G1. Business conduct 63-65, 83
9
Governance & oversight
Business ethics G1. Business conduct 63, 89-97
10
Policy & industry engagement
Business ethics G1. Business conduct 64
11
Data protection & cyber security
Clients & candidates S4. Consumers & end-users 63, 84
12
Sustainable procurement
Business ethics G1. Business conduct 64
13
Digital transformation & technology
Clients & candidates S4. Consumers & end-users 28-31, 63, 84
14
Client service excellence
Clients & candidates S4. Consumers & end-users 32-37, 63
15
Sustainable growth & business leadership
Governance & ethics G1. Business conduct 10, 16-17, 63, 102
16
Attracting, nurturing & placing candidates
Clients & candidates S2. Workers in the value chain 10-11, 63
* ESRS disclosure will only be required for those ESG issues, which are finally confirmed and approved as material by the Board.
Material issues will be directional in terms of
policy development, reporting and disclosures,
risk management, objective setting and
ongoing stakeholder engagement.
Next steps are to include appraising our existing reporting
capabilities against relevant ESRS requirements and devising
a plan to enhance them.
We have identified that disclosures will be required across a
number of Hays entities, operating inside the EU, in relation to
FY26. The EU CSRD will eventually apply to the whole Hays Group,
in relation to FY28.
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Sustainability continued
ESG AT
A GLANCE
At Hays we understand that our people are key to driving our success as a responsible business.
They enable us to create a positive stakeholder difference for society and the planet.
Focus on people
and social impact
Our people embody the Hays values, with a
shared sense of purpose. We develop our own
people, focus on wellbeing and engagement,
prioritise DE&I and give back to community
Fostering an inclusive culture
With our strategic approach to DE&I we progressed
leadership objectives as well as messages of allyship,
inclusion and intersectionality, furthered Employee
Resource Groups, enhanced people policies and
increased client engagement through FAIRER
Consulting.
26
No. of Hays DE&I Employee Resource Groups
43%
Female leadership at Hays
Prioritising wellbeing
and engagement
We strengthened our
global focus on wellbeing,
with champions and leads
confirmed across all regions.
In UK&I, we were a ’top
improver’ in the CCLA
corporate mental health
benchmark.
71%
Global Engagement Score
Investing in our people
We supported our people’s development
from early career to senior leadership.
46
Average training
days for a first
year new joiner
3,842
Internal
promotions
56
Participants in the
ILMP leadership
programme
Community action with ‘Helping for your tomorrow’
Our community engagement programme had its most successful year yet,
focusing on inclusive employment and skills development through charitable
partnerships and volunteering.
41%
Volunteering participation rate
100+
Community partners
In Germany our community efforts were recognised with the HR Excellence
Award (#HREA) in the Sustainability Management & Social Engagement
category for our ‘Helping for your tomorrow’ programme.
Social
54 Hays plc Annual Report & Accounts 2024
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Driving standards for
marketplace delivery
Reinforcing business ethics, governance
and oversight.
How we collaborate as an organisation and
create value for clients and candidates.
Ensuring the good conduct of our people as
a key success factor.
Excellence for clients and candidates
We sought feedback from clients and candidates
in order to offer the best possible service and to
foster positive interactions.
>1,100
Jobs filled daily
Respecting human rights
We established a new collaboration with the
Slave-Free Alliance, inviting them to conduct a best
practice gap analysis of our policies and working
approach, with a view to evolving our risk
mitigation.
We published our first Human Rights Statement,
identifying our most salient human rights.
Tax contribution
Taxes pay for important public
services. Our transparent tax
strategy ensures that the tax
due is paid in the appropriate
jurisdiction at the right time.
£378m
Taxes paid
Transitioning for the environment
Taking action on climate and minimising our environmental impact, plus our
contribution to the Green Economy.
Helping our people contribute to environmental stewardship.
Ambitious reduction targets
Our SBTI-approved science-based
climate targets are aligned to 1.5
°
C.
We are listed as a Financial Times
European Climate Leader 2024 for
our emission reductions.
-27%
Scope 1 & 2 reductions (base-year 2020)
-15%
Scope 3 business travel reductions
(base-year 2020)
Green Economy jobs
Our ‘Green Labs’ global network of
specialist recruitment consultants grew,
helping to fulfil the increasing demand
for ESG and environmental related skills
and roles.
We collaborated with clients and
organisations such as the environmental
institute IEMA, to help deliver insights on
the world of work and the Green Economy.
CDP Climate performance
We received a B, placing us in the Management
band. We align with the European average and are
higher than the commercial & consumer services
sector average.
B
CDP climate
Global action for Earth Day
Every region took action in respect of Earth Day,
with colleagues participating in environmental
related competitions and volunteering, avoiding
single-use plastics, planting trees, and engaging
in new e-learning.
Governance
Environment
55 Hays plc Annual Report & Accounts 2024
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SOCIAL
Hays helps people develop their careers and skills, by helping organisations find the talent they need to thrive. We seek to add societal
value through employment and the world of work.
We focus on our own people and the communities in which we work and live to deliver social impact.
FY24 objective Status Progress
Explore regional approaches to wellbeing and better share
good practice.
Achieved Wellbeing champions and leads confirmed in all
regions and global best practice sharing calls in place.
Enhancements to wellbeing offerings in all regions
during FY24. New global wellbeing proposal for FY25.
Address the Hays leadership and management competency
framework to include clear reference to sustainability,
recognising ESG issues can drive long-term success.
Achieved Wording for ‘sustainable success’ written for the
competency framework and a leadership session
training plan framed, ready for deployment in FY25.
Foster a culture of inclusion and allyship and further promote
the development of Employee Resource Groups. Enhanced
executive sponsors, global structures, and leadership training.
Ongoing Focus on leadership – DE&I incorporated in personal
objectives and allyship training delivered. First global
International Women’s Day and Pride celebrations held.
Address diversity across Hays, at all levels and regions, by
focusing on a data-driven approach to enhance diverse talent
attraction & retention.
Ongoing Increased understanding of diverse communities across
Hays by using self select anonymous data on gender,
age, sexual orientation, trans identity, disability status,
educational background and care giving status.
Contribute to the wider inclusive employment agenda through
consultancy services, client partnership and delivery of
thought leadership.
Ongoing As FAIRER Consulting we invested in digital marketing
and partnerships, focusing on relevant DE&I communities
the wider HR community, and a sector-based approach.
We delivered products and services in relation to training,
strategy consultancy and leadership development.
Promote community engagement with our ‘Helping for
your tomorrow’ programme. Grow volunteering hours
and employee participation rate YoY.
Achieved Employee volunteering participation increased to 41%, up
105% and the number of volunteering hours increased to
28,064 up 59% YoY.
Deploy new awards to acknowledge meaningful community
contributions as part of ‘Helping for your tomorrow’.
Achieved Winners of the awards were announced in December 2023.
FY25 objectives
Revisit and refresh Hays’ global People and Culture strategy with a view to enhancing the attraction, retention and engagement of talent.
Deliver additional support and tools for colleagues around financial wellbeing and mental health as part of overall wellbeing strategy.
Foster a culture of inclusion and allyship with development of Employee Resource Groups, executive sponsors, global structures,
leadership training and focus on data.
Expand awareness of the FAIRER brand and the DE&I consulting service offer, particularly in the German market.
Further community impact with ‘Helping for your tomorrow’ reaching more than 8,500 individuals and exceeding 200K community hours.
Inspire and enable our people to give back, delivering at least 25,000 volunteering hours and attaining a 40%+ participation rate.
As a people business, we’re strongly committed to a social
purpose for workplace engagement and community impact.
Volunteering
hours
28,064
FY23: 17,673
Volunteering
participation
41%
FY23: 20%
Internal
promotions
3,842
FY23: 4,506
Women in
leadership
43%
FY23: 44.3%
Engagement
score
71%
FY23: 76%
Hays
colleagues
c.11,100
FY23: c.13,000
Sustainability > Social
56 Hays plc Annual Report & Accounts 2024
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Talent development
Investing in training and development is about enabling our people
to reach their potential, and equipping them to do the best job
possible. We support learning, succession planning and career
development. We provide blended learning solutions with specific
courses, on-the-job training, secondments, in-person training,
virtual and on-line options, coaching and mentoring.
We invest in all cohorts. New joiners are typically recruitment
consultants learning the role and how to be effective, and we
focus on driving Hays’ culture and workplace service standards.
Our country heads and senior managers are more focused on
leadership. Our award-winning International Leadership and
Management Programme (ILMP) challenges participants to
explore their leadership style and develop personally.
In FY24, we ran three ILMP cohorts, totalling 56 participants.
Our online Hays learning hub ‘Go1’ was extended through EMEA.
We want our people to have fulfilling and successful careers,
and this year 3,842 colleagues secured an internal promotion.
In Focus: Training in open-source AI, Americas
In the Americas, colleagues have established an Optimising AI Hub
to ensure our recruitment consultants are using open-source AI in
a way that is compliant with all regulations, secure and adding
value to our clients. Our ability to leverage AI will contribute to
delivering the best service to clients and candidates.
Training is being undertaken and developed to help
colleagues optimise their use of AI. This will improve efficiency
and accuracy, creativity and innovation, data searches, insights,
and recommendations, and enable us to discover new
opportunities with clients, partners and suppliers, as well
as advance our knowledge.
Wellbeing and engagement
We support colleagues by helping to find solutions to help them
overcome external issues and contribute to their overall sense of
wellbeing. This links to Group strategy by improving retention and
driving growth. We focus on wellbeing across four key aspects of
wellbeing relating to (i) physical wellbeing, (ii) mental wellbeing,
(iii) social wellbeing, and (iv) personal wellbeing.
Wellbeing is supported by our People and Culture teams. Initiatives
include further training of Mental Health First Aiders, specific
wellbeing sessions and the introduction of engagement tools.
Our first global wellbeing webinar was also delivered.
In FY24, we significantly enhanced our performance in CCLA
Corporate Mental Health Assessment, making the ‘top improvers’ list.
We scored highest in ‘management and commitment’, although we
recognise there is more to do in performance reporting.
We seek our people’s feedback through our annual survey, ‘Your
Voice’. Engagement levels are in line with industry norms, however
there was a slight decline from 76% to 71%. We believe this reflects
an economically challenging year. Engagement is a key management
focus and we are committed to addressing feedback.
We know that it is important to our people to work for
an organisation that takes its social and environmental
responsibilities seriously. This was reported at a score of 77%.
In Focus: Wellbeing app and incentives, EMEA
A new wellbeing app, ‘Humanoo’, has been launched across EMEA
to increase employee engagement and have one platform to unite
the region. Our first-year activation goal of 30% was exceeded, with
a 42% activation rate.
Various walking challenges have been organised, encouraging
colleagues to walk extra steps each day. Humanoo also provides
personalised health plans and rewards efforts with ’diamonds’,
which can be converted into gift cards, tree planting or plastic
waste collection. The wider EMEA region has collected 445,368
diamonds, planted 24 trees and collected 6kg of plastic.
In Focus: New Parental Leave Kit, Asia
In rolling out enhancements to the ‘Family friendly’ policies in Hays
Asia the opportunity was taken not just to drive the standards
offered to our people, but to also take a holistic approach with
greater awareness and support from the leadership teams, with
greater understanding of the parental experience.
Spearheaded by Mabel Ng, Head of HR, a parental leave kit was
developed. This not only detailed the benefit changes but also
focused on upskilling leaders to have supportive conversations
and create a psychologically safe environment. The same work
fostered a keen sense that supporting parents and carers is
something that should be focused on. A new Employee Resource
Group, ‘Parents and Carers at Hays’ was then launched, further
fostering a supportive workplace community.
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Sustainability > Social continued
UK&I key achievements for FY24 & mental health goals for FY25
Area of focus FY24 Goal Progress Moving forward
Mental Health First Aid
roll out
Train 50 MHFAs 73 MHFAs trained in-house and our
MHFAs have held over 200 mental health
first aid conversations
Reach 100 MHFAs. Evolve
our MHFA programme to
better support MHFAs to
include opportunities to
reflect, learn and continue
to develop their MHFA skills
Improve MH literacy of
senior leaders
Deliver one MHFA
leadership cohort
Two leadership cohorts totalling 22 senior
leaders including our UK&I CEO and COO
completed MHFA training
Deliver one MHFA
leadership cohort
Ensure managers have the
skills and knowledge to
support employee wellbeing
Train 50 managers in our
in-house Managing Well
workshop
122 managers successfully completed
Managing Well, gaining knowledge and tools
to support their own mental wellbeing and
that of their team
Train a further 50 managers
Develop and launch
Leading Well, aimed
at senior leadership
Ensure employees feel well
supported by their manager
Ensure Your Voice score for
‘My manager cares about
my wellbeing’ is 85%+
2024 Your Voice score for ‘My manager cares
about my wellbeing’, 87%
Maintain our score at
over 85%
CCLA Mental Health Index Improve on our 2023 score We were recognised as a top improver from
2023 to 2024, moving from Tier 4 to Tier 3
Improve on our 2024 score,
particularly in relation to
performance reporting
and impact
Ensure our wellbeing
initiatives and programmes
are fit for purpose
Ensure Your Voice score
for ‘Hays provides the
programmes and initiatives
to support my health and
wellbeing’ is 75%+
2024 Your Voice score for ‘Hays provides the
programmes and initiatives to support my
wellbeing’, 75%
Maintain our score at 75%
Provide easy-to-access,
inclusive specialist mental
health support for our
employees and their
immediate family
Implement Sonder to
replace our traditional
EAP, digital doctor, and
our proactive wellbeing
tool POWR
Successfully implemented Sonder, achieving
40% activation in the first six months
Achieve 50% activation rates
Create a safe space for
employees who identify
as male to talk about their
health and access relevant
help and support
Set up a men’s health forum November 2023: ran a successful men’s
health panel discussion, with senior leaders
sharing lived ill-health experiences
January 2024: held two men’s health focus
groups to learn from employees on creating
an intervention to support men’s health
March 2023: launched our men’s health
drop-in, a bi-monthly peer-to-peer call for
experience sharing
Continue to evolve the
men’s health drop-in
In Focus: Progress on mental health in the UK&I
Last year we set out our two-year wellbeing plan with a sharp focus
on mental health (MH), and we are pleased to report significant
progress against our mental health goals in the UK&I.
We continue to enable all employees to make positive choices
for their wellbeing, at every stage of theirlife and career. We have
worked hard to ensure MH remains front and centre of our UK&I
wellbeing agenda, recognising its linksto financial, physical, and
social strategy and the principles ofgoodwork.
In our strategy we seek to understand the root causes of the
challenges faced by our people. The emphasis is on prevention,
ensuring leaders and line managers have the confidence and
knowledge to support wellbeing and can effectively signpost to
best-in-class support and resources.
This year we worked closely with our employee networks to
further understand how to continuously improve access to and
engagement with our initiatives. We further extended our reach,
focusing on clients and candidates. We were delighted to be
‘HighlyCommended’ for the Employee Initiative Of The Year at
theInside Out Awards for our partnership with Band Of Builders,
whichsaw us supporting the charity’s efforts to raise awareness,
reduce stigma and signpost mental health support within the
constructionindustry.
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Diversity, equity and inclusion (DE&I)
We consider DE&I across a breadth of personal characteristics,
recognising people are unique. We want our people to feel included
and free to be themselves.
We have committed to DE&I, understanding its importance in
terms of engagement, retention, creativity, productivity and
organisational success.
Our strategic approach includes a focus on people in terms of how
we attract and retain our own talent, nurturing a culture of inclusion
and allyship, and on how we deliver in the marketplace in terms of
our services, clients and partners.
During the year, we continued to drive a multifaceted approach in
terms of leadership, Employee Resource Groups, communication
and awareness campaigns, developing data insights, learning and
development, inclusive hiring and furthering policies.
FAIRER Consulting, our specialist DE&I consultancy which forms
part of our advisory services, helped clients to expand and diversify
their talent pools and build inclusive cultures.
In Focus: Being a Disability Confident employer, UK&I
Hays UK&I introduced the ‘Work with Me’ passport as a place for
colleagues to share information about a disability, neurodivergence,
mental health problem, physical health or learning difficulty. This
aims to further support managers and employees to have open
conversations about what they might need to be successful in
alignment with the UK&I Workplace Adjustments Policy.
“The REACH network has become such an
asset and outlet for the business, a true safe
space in drop-in sessions for people to get the
support they need to be the best they can be.
Raising awareness of various conditions has
definitely made an impact, lots of little wins
have added up to a big difference.”
Rachael Richards
Business Director
In Focus: Supporting national reconciliation, ANZ
We launched our Innovate Reconciliation Action Plan, a two-year
strategy that reaffirms our commitment to reconciliation and
outlines how we will continue to create meaningful, respectful
relationships with Aboriginal and Torres Strait Islander peoples
that elevate equity and inclusion, in the workplace and society.
It outlines how we will continue to identify opportunities to further
the economic and social prosperity of Aboriginal and Torres Strait
Islander peoples and communities.
This year, in honour of Reconciliation Week, Hays participated
in the Indigenous Literacy Foundation’s Great Book Swap, with
colleagues making donations and purchasing books. Recognising
that reconciliation is not limited to Reconciliation Week, colleagues
also set up a new book club – Reading for Reconciliation.
“FAIRER Consulting stands at the forefront of
workplace inclusion. Our aim is to build a fairer
world of work by eliminating structural barriers.
Our vision is based on a desire to promote
fairness of opportunity and outcomes by
tackling conscious and unconscious biases
and working towards the promotion of
consciously inclusive practices.”
Dan Robertson
FAIRER – Managing Director
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03
Helping for your tomorrow
Our flagship community engagement programme ‘Helping for your tomorrow’ (HFYT)
is how we mobilise our people to deliver community action, enable our charitable
partnerships and focus on the power of inclusive employment to deliver societal benefit.
Community engagement
‘Helping for your tomorrow’ enables our people to volunteer, using
time and expertise to work with individuals and community groups
to develop in their education, skills and general employability.
We encourage colleagues worldwide to get involved under the
guidance of our global ‘Helping for your tomorrow’ steering group.
This year James Hilton, CFO became its new executive sponsor.
We also launched our ‘Create a better tomorrow’ interview series to
share news internally, and the Hays Helps Awards to recognise
teams of colleagues, who have significantly driven activation and
impact in their local country.
In Focus: Recognition for community impact, Germany
Colleagues in Germany picked up the HR Excellence Award (#HREA)
in the Sustainability Management & Social Engagement category,
for our ‘Helping for your tomorrow’ community programme. The
#HREA is a highly respected award recognising outstanding
successes, ideas, projects and campaigns.
In delivering ‘Helping for your tomorrow’, colleagues have
collaborated with some of the key strategic partner organisations,
including; JOBLINGE, Haus des Stiftens and Queermentor. They
also recognise the efforts of the some 50 internal ‘Helping for your
tomorrow’ ambassadors, who bring the programme to life, as well
as the colleagues who volunteer, contributing to greater equality.
Sustainability > Social continued
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Helping for your tomorrow – FY24 highlights
Our global community engagement programme went from
strength to strength.
We made progress in building relationships with new
strategic partners, enhancing our volunteering and enabling
colleagues worldwide to contribute to local initiatives.
Highlights:
• 4,699 employees volunteered (41% of our
global population)
• we undertook 28,064 volunteering hours
• we helped 7,000+ individuals with employability skills
• we fundraised and donated more than £295K
• we collaborated with more than 100
community partners.
In launching our new internal community engagement
awards, the UK, Germany and France won the Impact Award,
which recognises a substantial growth in volunteering hours.
The highest level of employee participation was achieved by
Poland, New Zealand, Chile and the United States, resulting
in them receiving the Activation Award 2023.
India dramatically increased the employee activation level by
more than 4000%, winning our Phoenix Award.
“I firmly believe that we have a
responsibility to give back to our
communities. I take immense pride in the
fundraising and volunteering work carried
out by Hays colleagues across the globe.
That’s why I was honoured to be recently
appointed as the executive sponsor of
‘Helping for your tomorrow’, because
volunteering and charity work hold a
special place in my heart. This year,
I’ll continue to be directly involved by
running business classes to help raise the
employability of disadvantaged youths.”
James Hilton,
Chief Financial Officer
Our Priority SDGs Commitment to the UN Global Compact
Principle 5 – the elimination of discrimination
In Focus: Sharing expertise and learning, UK&I
In the UK colleagues set up ‘Flourish’ working with charity
‘EveryYouth‘ to help end youth homelessness through social
mobility. Flourish is a pro-bono service for employers to help
disadvantaged young people secure jobs with real prospects.
Features include: employer awareness sessions, mentoring,
bursary support, Learning Management System (LMS) access and
other holistic support, such as budgeting and mental health.
Several young people are now in job opportunities, eight pilots
have been enabled with employers and there is a further pipeline
of 40 potential job opportunities. Flourish was also implemented
within Hays and a young person was successfully appointed into
a UK team. Access to the Hays LMS has provided wellbeing,
employability and skills support to over 250 people through
the EveryYouth network.
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GOVERNANCE
We recognise the importance of high standards as part of our reputation
for trust in the marketplace.
Doing things in the right way is fundamental in building trust and in being a respected market leader. We recognise that we have a shared
reputation with our clients and a strong reputation helps us win business, be an employer of choice and be a better investment.
FY24 objective Status Progress
Establish and progress key activities in preparation for the
new EU Corporate Sustainability Reporting Directive (CSRD)
and to inform group ESG strategy.
Ongoing CSRD Working Group convened. Completed appraisal of
entities in scope and our provisional double materiality
assessment for the Group.
Enhance our approach to human rights, with a particular
focus on modern slavery risk.
Ongoing Modern Slavery Working Group convened. Completed
good practice review (gap analysis) in collaboration with
expert partners Slave-Free Alliance.
Strengthen cyber security from a strategic and operational
perspective, progressing improvements with a new global
team as well as vulnerability scanning and IT controls.
Ongoing Progressed as part of the IS Transformation programme.
Director of Information Security and Data Protection
appointed to support Hays global operations. Vision
to implement a standard and externally accredited
approach, endorsed by Executive Leadership Team.
FY25 objective
Complete gap analysis of EU CSRD reporting requirements and commence data collection for business entities/countries required to
report in 2026.
Formulate action plan to implement improvements as per the Slave-Free Alliance recommendations and progress in priority areas.
To make further appointments to the Information Security and Data Protection team, building capacity and road mapping for the delivery
of consistent processes and controls Group-wide.
No. of clients served
c.37,000
FY23: c.40,000
No. of candidates
placed
c.280,000
FY23: c.320,000
Taxes paid
£378m
FY23: £449m
Sustainability > Governance
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Clients and candidates
We want both candidates and clients to have the best possible
experience in terms of their interactions with Hays and to have
the best matches when it comes to clients’ needs and candidates’
work and career aspirations.
One of the ways we add value is through the research and thought
leadership pieces we publish and facilitate. During the year, we
published various reports, blogs and articles covering topics such
as salaries, what workers want and sector-specific trends as well
as more general developments such as the adoption of AI.
We handle personal and confidential data, thus cyber security and
data protection is a top priority. During FY24 we progressed our IT
transformation programme and were pleased to welcome a new
Director of Information Security and Data Protection.
In Focus: Respecting candidates, EMEA
Candidate respect has been a focus in France, with training on
‘recruiting without discrimination’ and by seeking feedback at key
stages of the process. Candidate satisfaction surveys are sent ‘in
real time’ and returns confidentially analysed by the Compliance
department. Measuring satisfaction and accounting for candidate
and client expectations have been key in developing an excellent
and inclusive service.
“I was pleasantly surprised by the quality of the candidate follow-up
during my recruitment, experiencing a lot of kindness and interest
which is not always the case with recruitment firms.” Candidate
from Lyon
In Focus: Mental health in construction, UK&I
UK&I Construction & Property have partnered with charity ‘Band
of Builders’ (BOB) to raise mental health awareness and prevent
suicide. Hays has visited 570 construction clients to talk about
mental health. Site merchandise has been re-branded to display
‘Text BOB to 85258’ and with our presence on over 1,000 UK
construction sites, more and more workers are aware.
The partnership is important because temporary workers are
often unable to access help and support in the same way as a
permanent employee might. BOB have received a significant
uplift in help requests and were shortlisted for the 2024 ‘Inside Out’
Employer Award, and were highly commended for the partnership.
Governance and oversight
Our ESG Committee, chaired by MT Rainey, Non-Executive Director,
held its inaugural meeting and we became participants in the UN
Global Compact. This further demonstrates our commitment to
sustainable business from our Board.
Whilst our PLC Board has overall responsibility, the ESG Committee
has been formed to enable more regular and detailed attention to
ESG strategy and specific issues. The inaugural ESG Committee
meeting was held in March 2024 with a schedule to convene every
three months. In addition, to help drive our key priorities, our CEO
and CFO have ESG-related personal objectives. We publish the
CEO versus Employee pay ratio as part of our Annual Report and
Accounts remuneration disclosures in the governance report.
“Establishing the new ESG Committee as a full
Sub Committee of the Board has been a really
important development in governance at Hays.
Held outside the rhythm of regular Board
meetings, a full agenda can be devoted to
key ESG issues, allowing the Committee
to engage much more deeply on a range
of topics that are often driven to the
margin of regular Board meetings.
Crucially, as ESG issues are reported back to
the main Board, more strategic connections
can be made between the work of the Board,
and the changing legislative and cultural
context in which the business operates.
Specifically, as Workforce Representative
on the Board I’ve been able to further highlight
this work in the ESG Committee, recognising
its increasing strategic importance. I welcomed
the opportunity to Chair this new Committee
and I think it demonstrates that Hays intends
to drive a strategic and cohesive approach to
ESG going forward.”
MT Rainey
NED and Chair of ESG Committee
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Collaborating with the Slave-Free Alliance
We formed our Modern Slavery Working Group to help
steer our new collaboration with the Slave-Free Alliance,
recognising the importance of the issues and the opportunity
it offers us as a people business. The Slave-Free Alliance
have conducted a gap analysis, which included a review of
company policies, procedures and documented working
practices and conducted a series of interviews across
various functions and operational geographies. Their
recommendations include an amendment to how we
consider risk, and note increasing requirements such as
the EU Corporate Sustainability Due Diligence Directive.
“Slave-Free Alliance is proud to partner with Hays and
support its anti-modern slavery initiatives. We completed a
comprehensive gap analysis on the business, comprising
document reviews and multi-stakeholder discussions. We
independently reviewed Hays’ understanding of its modern
slavery and labour exploitation risks across its operations
and supply chain, and current due diligence activities.
Through the analysis, Slave-Free Alliance detailed risk areas
and the proportionate steps that can be taken to prevent
and mitigate these risks. Slave-Free Alliance also identified
opportunities for Hays to progress its human rights agenda.
The process was a success, and Slave-Free Alliance
commends Hays for its transparency and willingness to
digest the findings and implement further improvements.
We look forward to further engagements on these initiatives.’’
Rachel Hartley
Consultancy Director, Slave-Free Alliance
Business ethics
In FY24, we clearly set out our first Human Rights Statement.
This explains the international conventions by which we are guided,
including the International Labour Organization Core Conventions
and United Nations Declaration on Human Rights. The Statement
details the human rights considered most salient to our business.
We expect and request our suppliers to also aim for high ethical
standards and to operate in an ethical, legally compliant and
professional manner by adhering to our Supplier Code of
Conduct and exerting influence within their own supply chain.
We are pleased to have formed a new collaborative partnership
with the Slave-Free Alliance. Our aim is to further strengthen our
policies and working practices that address modern slavery and
human trafficking as well as the broader respect of human rights.
Our Modern Slavery Statement and our Human Rights Statement
are both available to view on our website.
We are committed to our own Code of Conduct and Ethics Policy.
All staff within Hays are expected to act with integrity and honesty
and behave in a way that is above reproach, and to treat people
fairly, act with courtesy, respect diversity and communicate openly.
We encourage our people to speak up and raise concerns. We offer
employees a confidential reporting line, managed by a third party,
accessible by telephone or online, 24 hours a day, 365 days a year,
(as allowed under applicable law, employees may submit reports
to the confidential line anonymously in over 100 languages).
We have a zero-tolerance approach to bribery and corruption.
All employees are required to comply with the Hays Anti-Bribery
and Corruption Policy and undertake annual training and audits.
Under the policy, the offer or acceptance of any form of bribery
is prohibited, including facilitation payments.
Hospitality, gifts and improper offers or payments that seek to
induce or reward improper performance or might appear to place
any person under an obligation are prohibited. As part of our policy
on anti-bribery and corruption, we have a zero-tolerance approach
to tax evasion and the facilitation of tax evasion.
We expect Hays employees to adhere to high ethical and
legal standards globally. Conflicts of interest that interfere with
performance or independence are prohibited. We expect staff to
communicate transparently and honestly with clients, candidates,
business partners, suppliers, governments and regulatory bodies,
within the framework of privacy and confidentiality.
In Focus: Supplier due diligence, Germany
In FY24, Hays reported under the requirements of the
German Supply Chain Due Diligence Act requiring companies
to monitor human rights and environmental risks in their supply
chain. In addition to the Hays Global Supplier Code of Conduct,
the Compliance team in Germany has continued to evolve its focus
on supplier due diligence, deploying enhanced risk analysis and
establishing a reporting system for potential violations.
Annual and ad hoc risk analysis is conducted with the help of
an external service provider. Risks are considered in relation to
country data and industry figures. Suppliers are rated based
on the assessed level of risk and the potential impact severity.
Assessment results influence the selection of suppliers and
business contracts, as well as internal processes and training.
In Focus: Positive behaviours and culture, ANZ
Matthew Dickason, Regional Director and CEO Asia Pacific
communicates with employees to underpin a positive culture,
reinforcing the Hays values. Subjects include our leadership
commitment to a healthy workplace that embodies safety,
respect and inclusivity, inclusion policies and wellbeing
support and encouraging people to speak up.
Positive behaviours are being celebrated with initiatives such as
the Business Enablement and Kudos Awards which recognises
colleagues for exceptional performance. The Kudos Awards have
been allocated for building partnerships, doing the right thing and
teaching others by sharing expertise.
Sustainability > Governance continued
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Our approach to tax
Taxation is essential to fund vital public services and when paid
fairly ensures a level playing field for businesses, regardless of size.
We manage our tax affairs to ensure that the correct amount of tax
is paid in the appropriate jurisdiction at the right time.
Hays does not pursue any artificial or aggressive tax planning
arrangements, defining such measures as transactions not driven
by a valid commercial outcome or transactions that lack significant
economic substance. Hays strives to remain competitive by
seeking to mitigate tax costs by reviewing commercially motivated
activities, while having full regard for reputation and responsibilities.
We do not condone the criminal evasion of tax nor the facilitation
of tax evasion, whether undertaken by an employee or a partner.
Controls are in place to detect and prevent such activities, whilst
guidelines and training are provided to ensure all employees are
aware of their responsibilities to report suspicious activities.
Tax risk is managed through internal control policies and
procedures, training and compliance programmes, and proactive
engagement between the Group Tax team and the broader
business. Hays adopts a transparent, proactive approach with tax
authorities. We comply with our tax filing, reporting and payment
obligations globally on a timely basis. From time to time a tax
authority may have interpreted tax legislation, and therefore tax
treatment, in a different manner to Hays. Where this occurs, we
aim to work collaboratively with the tax authority to achieve an
early resolution. The total amount of taxes we pay and collect is
significantly more than the tax we pay on our profits.
We present opposite our total Group tax contribution for FY24.
This includes taxes borne by and collected by Hays in relation
to our economic and employment activities. Taxes collected by
Hays are not a cost to the Group but instead are collected from
customers and employees on behalf of the government.
These comprise:
Indirect taxes: VAT collected represents net VAT. We are charged
VAT (Input VAT) on our purchases of goods and services and we
charge VAT (Output VAT) in turn on our services and account for
this value add or net VAT to the government.
Employee taxes: These include employee income taxes, employee
social security contributions and similar payments.
Our Priority SDGs Commitment to the UN Global Compact
Principle 1 – protection of internationally proclaimed human rights
Principle 2 – not be complicit in human rights abuses
Principle 3 – uphold freedom of association and right to collective bargaining
Principle 4 – elimination of all forms of forced and compulsory labour
Principle 5 – effective abolition of child labour
Principle 10 – work against all forms of corruption, extortion and bribery
VAT/GST collected: £446m
Employment taxes collected:
£648m
Other taxes: £2m
Taxes collected
Taxes borne by Hays are a cost to the Group and comprise:
• employer taxes: Employment-related taxes borne by Hays
inrespect of its role as an employer, including employer
socialsecurity contributions and similar payments
• corporate income taxes: Corporate income taxes paid
on ourGroup profits, and withholding taxes
• other payments: These are other payments, including
stampdutyand apprenticeship levy
Employment taxes borne: £348m
Corporate taxes borne: £26m
Other taxes borne: £4m
Taxes borne
Our tax strategy is available at https://www.haysplc.com/governance.
More information on our corporate governance is on page 91.
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ENVIRONMENT
Hays is taking action to address the challenges of climate change
and reduce our environmental impact.
We recognise that people, planet and the economy are interconnected. Hays aims to play a positive role by prioritising our own action on
climate and in helping to source green talent and skills in the world of work. Communities and the natural environment are identified as a
key stakeholder on page 18.
FY24 objective Status Progress
Undertake a readiness review of our GHG reporting process
and FY23 data, in preparation for external assurance and
verification of data.
Complete We have identified and implemented a number
of enhancements to our GHG reporting process.
Develop and deploy new e-learning to enhance environmental
awareness and action amongst our people.
Complete We launched a new environmental e-learning in our
CEMEA region in conjunction with Earth Day 2024.
Develop and revise plan for carbon reduction to focus on
emissions hotspots as informed by FY23 reporting across
scope 1, 2 and 3.
On-going Working with our external consultants we have
planned a number of internal engagements to explore
the opportunities for, and the implications of, further
reductions across (i) the purchase of goods and services,
(ii) fleet and business travel, and (iii) electricity and heating.
FY25 objective
Develop a structured approach for scope 3 emissions reductions by targeting engagement with suppliers and landlords.
Develop a clear process for evidencing Group-wide renewable energy sources and deliver training with support materials to enhance
people’s understanding and to encourage further adoption of renewable energy sources.
Further our GHG reporting in preparation to move to assurance and verification and with consideration of future targets.
CDP Climate
benchmark
B
FY23: B Management Level
Scope 1, 2 &
selected Scope 3
(1)
emissions
18,246
FY23: 16,778. FY20 base
year: 23,527
Total Group
emissions
58,095
FY23: 58,857. FY20
base year: 66,086
Sustainability > Environment
(1) Selected scope 3 emissions guiding our investment in beyond value chain mitigation carbon-related projects are scope 3 business travel and scope 3 fuel and
energy related activities.
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We have committed to:
• 50% reduction in scope 1 & 2 emissions by 2026 versus
2020 baseline, as approved by the SBTi (1.5°C trajectory)
• 50% reduction in scope 3 emissions from purchased
goods, services & capital goods by 2030 versus 2020
baseline, as approved by the SBTi (1.5°C trajectory)
• 40% reduction in absolute scope 3 emissions from
business travel by 2026 against a 2020 baseline,
as approved by the SBTi (1.5°C trajectory)
• transition to 100% renewable energy where there is
a viable market solution for electricity supply
• invest in beyond-value chain mitigation projects in relation
to emissions that equate to our scope 1 & 2, scope 3
business travel and scope 3 transition and distribution
losses, until at least 2026
Climate action
We have made a number of public commitments which include
GHG emission reduction targets approved by the Science Based
Targets Initiative (SBTi).
We have set our targets in line with the Paris Agreement’s
1.5
°
C trajectory. Recognising new guidance and with a deeper
understanding of our carbon footprint, particularly in terms of
scope 3, we have moved away from the previous use of terminology
including ‘Carbon Neutrality’ and ‘Offsets’. To date we have been
focused on making progress against our near-term targets ahead
of setting any longer-term targets. This is work to do and remains
part of our ambitions for Net Zero.
We continued our participation in the CDP Climate submission,
retaining our B score. We delivered climate-related external
communications and updated colleagues on our climate-related
actions and progress, in connection with, and to mark, the United
Nations’ Climate Conference (COP 28).
We were listed in the Financial Times as one of Europe’s Climate
Leaders of 2024 which recognises businesses that have achieved
reductions in their scope 1 and 2 GHG emissions intensity.
The Group Sustainability team gained better visibility of reduction
initiatives via a new climate action tracker. This will allow idea
sharing and stimulate action, in addition to the engagement
and support of our global Net Zero Working Group.
During the year our Climate Committee met, considering climate-
related risks and opportunities. This covered our work on future
climate scenarios in line with the Task Force on Climate-related
Financial Disclosures (TCFD), and was also informed by the latest
reports on climate change and the current effects of climate
change. Representation on the Climate Committee has been
increased to further strengthen linkages with the Executive
Leadership Team and Group-wide perspectives.
Since 2021 we have been investing in a carbon sequestration
project beyond our direct value chain to help with the general
mitigation of atmospheric carbon and in the pursuit of additional
benefits in relation to biodiversity and livelihoods.
This year we were recognised as a ClimatePartner certified
company. This results from our compliance with their five steps
of climate action in terms of disclosure of carbon footprint, having
reduction targets, implementing reduction measures, supporting
climate projects and disclosing progress.
In FY24 we conducted an independent readiness review of
our GHG reporting, in preparation to move to limited assurance.
This has helped implement various process improvements. We will
now work towards attaining limited assurance, potentially in FY25.
In Focus: Replacing fossil fuel vehicles, ANZ
Hays ANZ is transitioning its motor fleet to electric, despite
infrastructure challenges as local EV infrastructure is less developed
than in Europe. As infrastructure improves, Hays ANZ will be
looking to add more EVs.
Employees must select cars below an emission threshold of 160
CO
2
grams per kilometre. Whilst EVs aren’t yet fully suitable, hybrid
engines are a good alternative and make up 25% of fleet vehicles.
As numbers grow with hybrid vehicles, Hays ANZ is looking to
halve its fleet emissions by 2027, against a 2022 base year.
In Focus: Addressing business travel, Germany
A new Travel Policy has been introduced to help guide and support
colleagues when undertaking business trips, to better consider
and limit carbon emissions, for example by travelling by train rather
than flying and travelling second class rather than business class.
“As a service provider, many greenhouse gases
are generated when travelling on business, in
addition to the goods and services purchased.
The new successful travel policy sets out a
clear path for more climate-friendly business
travel by holding business meetings online
wherever possible and sensible, reducing
short-haul flights, and making train journeys
more attractive – also with combined benefits
for employees’ private rail journeys.”
Swanhild Klink
Sustainability Manager, Hays Germany
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Sustainability > Environment continued
GHG Reporting
Our reporting for GHG emissions is 1 April 2023 to 31 March 2024.
We gather data in relation to every office globally to calculate
our GHG emissions, working with our external experts. Our GHG
emissions, methodology and calculations are in alignment with
the GHG Protocol corporate reporting standard.
We report as shown in our GHG emissions table across scopes 1, 2
and relevant categories of scope 3 and in accordance with
obligations under The Companies (Directors’ report) and Limited
Liability Partnerships (Energy and Carbon Report) Regulations
2018, whereby we follow an operational control approach.
Progress year on year
Following our assurance readiness review, we enhanced our
reporting process with further granularity and checks. This has
contributed to what can be viewed as limited progress this year.
Hays scope 1, 2 and 3 emissions (1 April-31 March reporting year)
2024 2023 2020
(1)
(Restated)
Emissions Source
UK and
offshore
Global
(excluding
UK and
Offshore)
Global
(Including
UK and
offshore)
UK and
offshore
Global
(excluding
UK and
Offshore)
Global
(Including
UK and
offshore)
% Change
in total
emissions
(vs 2023
year)
UK and
offshore
Global
(excluding
UK and
Offshore)
Global
(Including
UK and
offshore)
% Change
in total
emissions
(vs 2020
base year)
Scope 1 386 5,028 5,414 645 4,763 5,408 0% 807 4,635 5,442 -1%
Operational Fuel 70 675 745 11 779 790 -6% 12 743 755 -1%
Vehicle Fuel 315 4,353 4,669 634 3,984 4,618 1% 795 3,892 4,687 0%
Scope 2 market-based 361 4,443 4,804 345 3,580 3,925 22% 1,815 6,726 8,541 -44%
Purchased Electricity and
DistrictHeating 333 4,334 4,668 297 3,541 3,838 22% 1,815 6,716 8,531 -45%
Electric Vehicles 27 104 131 48 39 87 51% - 10 10 1210%
Scope 2 location-based 566 4679 5245 684 4,444 4,926 6% 1,265 6,277 7,542 -30%
Scope 3 3,000 44,877 47,877 8,544 40,980 49,524 -3% 9,718 42,385 52,103 -8%
Business Travel 281 4,874 5,154 372 4,545 4,917 5% 757 5,320 6,077 -15%
Fuel and Energy-related activities 188 2,686 2,873 282 2,246 2,528 14% 503 2,964 3,467 -17%
Purchased Goods and Services
(3)
3 26,823 26,826 3,455 23,077 26,532 1% 3,045 20,337 23,382 15%
Capital Goods 0 2,540 2,540 1,148 3,992 5,140 -51% 1,582 5,505 7,087 -64%
Waste
(4)
71 275 346 71 317 388 -11% 78 322 400 -14%
Employee Commuting
andHomeworking
(5)
2,458 7,679 10,137 3,216 6,803 10,019 1% 3,753 7,937 11,690 -13%
Total tonnes of CO
2
e 3,747 54,348 58,095 9,534 49,323 58,857 -1% 12,340 53,746 66,086 -12%
Beyond value-chain mitigation
–Scope 1, 2 market-based and
selected
(2)
Scope 3 emissions 1,215 17,031 18,246 1,644 15,134 16,778 9% 3,882 19,645 23,527 -22%
S1, S2 and selected
(2)
S3
intensityratio per FTE 0.41 1.79 1.46 0.54 1.45 1.25 17% 1.23 2.13 1.90 -23%
Total intensity ratio per FTE 1.25 5.73 4.66 3.16 4.72 4.37 7% 3.90 5.82 5.33 -13%
Overall Group Energy
Consumption
(6)
4043 34011 38054 5,846 30,652 36,498 4% 8,763 33,411 42,174 -10%
FTE (average) 2,987 9,493 12,480 3,021 10,455 13,476 -7% 3,162 9,236 12,398 1%
(1) As explained in our FY23 annual report, in FY23 we restated our 2020 base year after conducting our most comprehensive data gathering. There is no restatement
to prior year figures in FY24. The FY23 restatement was driven by additional travel data, updated emissions factors, inclusion of heating and cooling emissions and
a more conservative appraisal of renewable energy consumption. The 2020 base year emissions were restated, with scope 1 decreasing from 5,928 tonnes (-8%),
scope 2 increasing from 6,165 tonnes (up 39%) and selected scope 3 increasing from 6,630 (up 44%). The restated base year 2020 figures are used in relation to
our Science Based Targets and other commitments, to monitor and report our progress on reducing emissions.
(2) Selected scope 3 emissions are our scope 3 business travel and scope 3 fuel and energy related activities. These guide our investment in beyond value chain
mitigation carbon-related projects and are used in our ‘S1. S2 and selected S3 intensity ratio per FTE’.
(3) Supplier specific data has been used to calculate emissions for the top 30 suppliers (which represent around 75% of Hays spend). Where available and identified,
carbon emissions disclosed in the public domain were applied. For the 23 of these top 30 where no such data was available (and for those suppliers outside of
the top 30 representing the additional 23% of Hays spend), Quantis spend-based emission factors were applied, adjusted for inflation to 2023.
(4) Where primary waste type data was unavailable, municipal, plastic, glass, bio-waste and paper waste at each site was assumed using office footprint estimates.
(5) An employee survey was deployed to understand homeworking and commuting patterns. If a country had a 10% or higher response rate, this data was used
to extrapolate for any non-responders. For countries with a less than 10% response rate, a country specific emission factor was applied for the commuting
emissions, and for homeworking, the calculation was based on the office attendance policy. Homeworking emissions were based on an emission factor for the
energy consumption of a single room per day. Homeworking has only been calculated since 2021, and has been included in the FY23 2020 base year restatement.
(6) Total energy consumption includes energy consumed for heating (natural gas, district heating), power (electricity) and transport (company leased vehicles,
expensed mileage claims) across scope 1, 2 and 3.
Our scope 1 emissions have remained flat YoY. A key focus in
this area is our car fleet. We are transitioning to EVs to reduce
our impact, however this was offset by more in-person meetings.
Our scope 2 market-based emissions are up 22%, mainly resulting
from stricter assessment of renewable energy usage where energy
is provided by landlords, and overall in obtaining in-dated renewable
certification. Given the operation of our business we expected our
energy consumption to remain relatively flat year-on-year however
we have seen increase of 4%. Some of this is attributed to grid
consumption factors which have been applied to calculate our
emissions where primary data was unavailable.
Our scope 3 emissions are down 3%, reflecting lower emissions
from purchasing trends. There was a small YoY increase in
business travel, again driven by in-person meetings, but also
reflecting better enhancements to our data gathering process.
Overall, total Group GHG emissions decreased by 1% YoY.
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Beyond value-chain mitigation
We have invested in an afforestation project in Eastern
Uruguay, the Guanare Afforestation Project. This covers
22,000 hectares of previously degraded farming which is
being regenerated into forest. The project seeks to store
around seven million tonnes of CO
2
over its lifetime, with
annual carbon absorption of nearly 130,000 tonnes.
The project has been independently assessed and supports
five of the UN SGDs, with around 10,000 local people
benefiting, in addition to the biodiversity gains.
Earth Day 2024 – global action
We support Earth Day annually, raising awareness and
encouraging colleagues to take positive action. In FY24
action was taken right across the Group.
In ANZ the ‘Plant a Tree’ initiative was launched, and
for every 10 placements made, a tree is planted in the
Yarra Yarra Biodiversity Corridor. This is helping to restore
the natural landscape and reconnect habitats. In Asia,
colleagues replaced fake plants with real plants, focused
on greener commutes, supported the reduction of energy
consumption and produced an employee guide which was
made available to all employees globally.
In UK&I and Germany, colleagues volunteered with litter
picks and garden projects. In CEMEA, our environmental
e-learning was launched. In the USA, a competition
supported activities including eating less meat, ditching
plastic, using sustainable products, carpooling and taking
public transport.
We hosted a LinkedIn webinar ‘How to Find a Green Job’.
The event was attended by 1,400 participants with questions
raised from those already working in sustainability-related
roles and those wishing to transition into such roles. After
the event, a further 14,600 views were reported.
Kirsty Green-Mann, Group Head of Sustainability, said:
“It was fantastic to see such a range of Hays activities
world-wide. Whilst the scale of the environmental challenge
can be daunting, it is great to see that colleagues care and
will act.”
We note our two intensity ratios have increased slightly YoY.
Although our office footprint reduced by 16 in FY24, most of
the consolidation came in our second half, meaning our average
office footprint in FY24 only fell slightly. This compared to Group
headcount down 15%, as a result of economic challenges.
Progress against targets and base year
Our Scope 1 & Scope 2 market-based emissions are down 27%
against the base year. This is the average of our scope 2 market-
based emissions being down 44%, reflecting our progress with
transition to renewables, and Scope 1 emission being down 1%
against the base year. We consider that further progress on our 50%
reduction target is achievable, particularly by further transitioning
our car fleet to EVs.
Scope 3 emissions relating to the purchase of goods and services
and capital spend is down 4% against the base year. A focus on
suppliers and supplier engagement is critical to achieving the 50%
reduction target. We have initiated organisational changes such as
with our IS transformation, which will assist in terms of supplier
engagement and spend efficiency.
Scope 3 business travel is down 15% against the base year. Whilst
we have made progress, we recognise this will need a concerted
effort to make good progress towards our target reduction of 40%.
In relation to other commitments, 35% of our electricity consumption
is reported as renewable. This is less than in previous years due to
our detailed process to verify renewable energy sources. Wewill
continue to focus on this and look to strengthen engagement with
our office landlords and energy providers.
We have continued investment in our beyond-value chain
mitigation project, recognising the role of carbon sequestration
andadded benefits, considering biodiversity and livelihoods.
Our two intensity ratios have decreased by 10% and 13%
respectively against the base year, reflecting progress made with
climate-related initiatives and our overall emissions reductions.
Minimising impacts
We recognise we have an impact on natural resources in relation
tothe things we purchase, use and consume and then in terms
of how we dispose of them. We seek to minimise our impacts by
championing an approach of reduce, reuse, recycle. To minimise
our property-related environmental impacts, we are largely
dependent on the engagement of our people and our landlords.
Our landlords are important in waste management and recycling.
Where possible, we encourage a structured approach to
environmental management. In the UK, we maintained
accreditation to the international standard ISO 14001.
We recognise the intrinsic link between wellbeing and environment
and we want our people to feel empowered to take positive action.
To engage our people, we run internal communication and
awareness campaigns, encourage green champions and Employee
Resource Groups and support environmentally related volunteering.
In Focus: Team tree planting, Americas
A Hays team partnered with the City of Calgary in a tree planting
initiative. The team worked together towards a common goal of
planting as many trees as possible, enhancing the local area and
contributing towards the environment whilst building relationships
In Focus: Points for the Environment, EMEA
The Green@Hays incentive challenged colleagues in offices across
France and Luxembourg and rewarded the winners. This year the
efforts of colleagues in La Rochelle won the first Green@Hays prize.
“At Hays, we love the challenges! When
the Green challenge starts, we participate
to be rewarded during our annual company
conference. As we are aware of climate
change, we are motivated to do the right thing.”
Green Ambassador
Lille, France
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Green Economy
‘Green Labs’ is our global network of specialist recruitment
consultants working across various sectors and specialisms
around the world. They are helping to fulfil the increasing
demand for environment-related skills and roles as well as
broader ESG-related roles. In this way, we are using our core
service provision to assist with the transition to a low-carbon
economy and develop organisations that are better equipped
for sustainability.
We are seeing increasing demand and opportunities for
placements in corporate sustainability, sustainable finance,
sustainable building, green energy, carbon management, circular
economy, environmental management or sustainable transport.
We continue to raise our profile through various activities such
as our partnership with the IEMA in the UK, organising business
events in EMEA, speaking at conference events in Asia, utilising
networks such as participation in the Energy & Sustainability
Committee with the New York Building Congress in the USA
and participating in trade events in Germany.
In Focus: Green client collaborations, Asia
Colleagues in Hong Kong have been working to collaborate
with clients to help inform and promote the sustainability agenda,
recognising that sustainability professionals are in high demand.
Activities include partnership videos and events such as ‘Bridging
the Green Skills Gap: Strategies for Building a Skilled & Sustainable
Workforce’. This involved Rethink, LinkedIn, Hong Kong Green
Finance Association and the British Chamber of Commerce.
“The global demand for green skills is outpacing
the growth in talent, creating a significant green
skills gap. This presents both a challenge and
an opportunity. Jobseekers with green skills
will find themselves increasingly employable,
while businesses that invest in green upskilling
for their workers are likely to see better
retention rates.
Corporate partnerships play a crucial role in
addressing this demand. Our collaboration
with Hays is a prime example – Hays has
been instrumental in advancing our mission by
sourcing and nurturing green skills within their
organisation and advocating for greater skills
development across the whole economy. Hays’
efforts support a more sustainable future and
together we are working towards an economy
where green skills are abundant and diverse.
Partnerships like ours are key to closing the
green skills gap and fostering a more inclusive
and sustainable economy.”
Sarah Mukherjee MBE,
IEMA CEO
Our Priority SDGs Commitment to the UN Global Compact
Principle 7 – support a precautionary approach to environmental challenges
Principle 8 – promote greater environmental responsibility
Principle 9 – encourage environmentally friendly technologies
Sustainability > Environment continued
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TASK FORCE ON CLIMATE-RELATED
FINANCIAL DISCLOSURES
This statement contains the Group’s TCFD disclosure in accordance with FCA requirements of
Equity Listed UK corporates. The Company has provided responses across the four TCFD pillars,
and 11 recommended disclosures, achieving consistency with Listing Rules, and aims to advance
the maturity of its climate-related actions and disclosures on an annual basis. We have considered
the TCFD Annex and applied it where relevant. This statement is also provided in respect of the
Companies Act 2006 and the requirements of section 414CB (as amended by the Companies
Climate-related Financial Disclosures) Regulations 2022.
Pillar 1: Governance
Recommendation 1: Oversight
The plc Board is responsible for our overall risk management
strategy, which includes climate-related risks and opportunities,
and responsibility is delegated to the Executive Leadership Team
(ELT). The Board-level ESG Committee has further oversight in
relation to climate-related strategy. All receive climate-focused
updates with primary responsibility for addressing climate-related
matters being a matter for the ELT. The CEO, who sits on the plc
Board and runs the ELT, has overall accountability for climate-
related matters and risk appetite.
The Audit and Risk Committee assists in risk oversight (as
described within the Risk Management section of the Annual
Report and Accounts). The Executive Risk Committee reviews
the effectiveness of the risk management systems and process,
including internal assurance of key controls to mitigate identified
climate-related risks.
The Group Risk Committee is responsible for assisting the ELT in
providing strategic leadership, direction, reporting and oversight
of the Group’s risk framework. The remit and responsibility of
the Committee covers the whole of the Group’s business.
Board of Directors
Top-down risk management
Ongoing risk mitigation and control review
Bottom-up risk management
Business leadership identifies, assesses,
monitors and manages risk
Audit and Risk Committee
Group Risk
Committee
Group ERM
Internal Audit
ESG Committee
Climate
Committee
Chief Executive
Executive Leadership Team
Net Zero
Working Group
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TCFD continued
In addition to risks, we identified several key business opportunities.
In the short-term, we can develop and scale our service offerings
in low-carbon markets, including jobs in construction retrofit and
infrastructure. Also, we can recruit talent to meet job growth in
ESG and sustainability professions. We also identified short-term
opportunities to reduce energy-related operating costs by focusing
on strategies to reduce office energy use and business travel.
In the short-and-medium term, we identified an opportunity to
attract and retain talent (and to mitigate future carbon pricing) by
committing to SBTi GHG reduction targets, and setting an ultimate
ambition to achieve Net Zero.
We stress-tested the resilience of our R&Os strategy under two
different climate scenarios, including a ‘1.5°C scenario with a
disorderly transition’ and a ‘3+°C scenario and with a failure to
transition’. Our scenario analysis was based on the Network for
Greening the Financial System’s (NGFS) climate framework.
We used the NGFS Climate Scenarios to stress-test key climate-
related risks and opportunities. These are developed to show
a range of higher and low risk outcomes, using integrated
assessment modelling, given the interrelationships between
physical and transition risks.
We chose a 1.5°C climate scenario (Divergent Net Zero) to
stress-test our transition R&Os. Indications are that key drivers
such as high carbon pricing and strong policy reaction (towards
a low-carbon economy) will most likely result in strong job growth
in low-carbon and ESG and sustainability professions.
For physical risks, we selected a 3+°C climate scenario (Current
Policies). The projected financial impact from increased cyclonic
weather events is low (4.5% average for all locations). In addition,
the impact on Hays’ infrastructure of an increased risk from inland
flooding is low.
Recommendation 4: Impact of climate-related risks
on our business and strategy
Our governance structure as detailed in Pillar 1 ensures that
climate-related risks are implicit in our business planning, forecasts
and risk reviews, along with the associated financial implications.
In preparing the Consolidated Financial Statements, the Directors
have considered the impact of climate change on the Group and
have concluded that there is no material impact on financial
reporting judgements and estimates (as discussed in note 3
to the Financial Statements). This follows assessment by the
Climate Committee of climate impacts evident during the year,
the climate-related risks and their mitigation, and the oversight
provided by the ESG committee. With the current assessments,
climate-related risks are not expected to have a material impact on
the long-term viability of the Group. The Directors do not consider
there to be a material impact on the carrying value of goodwill or
other intangibles or on property, plant and equipment.
Materiality is defined in relation to the realised or anticipated
financial impact, in both percentage terms and actual threshold
values, as per our risk management practices.
Within our risk management process, climate risk has been
considered and monitored. It features in our Group risk register but
has not been deemed material and is therefore not considered to
be a principal risk.
Recommendation 2: Assessment and management
The Climate Committee is responsible for identifying, reviewing,
and assessing climate-related matters and acting as a conduit into
risk management, business planning, the ELT and ESG Committee.
The Climate Committee meets bi-annually and comprises
members of the ELT, the Chief Risk Officer, the Group Head of
Sustainability, the Group Financial Controller and the Deputy
Company Secretary. Initially responsible for coordinating with
third-party support to deliver climate-related scenario analysis and
for ensuring integration of climate-related risks and opportunities
into strategic and financial planning, this Group has evolved and
matured to not only review risk and opportunities connected with
the future climate scenarios but to also considers the present
manifestation of climate-related impacts in relation to the risks
and opportunities they present.
Internal Audit ensures that processes and controls to mitigate
climate-related risks are monitored and any weaknesses addressed.
The Net Zero Working Group, comprising global senior managers
and department heads, meets at least bi-annually with the remit
of supporting and driving our GHG reporting and, importantly, the
projects and activities to progress our climate ambitions and GHG
emission reductions as well as to address localised climate-related
risk and pursue climate-related opportunities.
‘Green Labs’ is our global network of senior operators that are
focused on client and recruitment opportunities in relation to ESG
and Green Economy roles – specifically those which arise from
climate change and a transition to a low-carbon economy.
Pillar 2: Strategy
Recommendation 3: Risks and opportunities
The key climate-related risks and opportunities (R&Os) identified
were those considered to be significant to the development, financial
performance, and financial position and/or prospects of Hays.
For short-term risks (0-5 years) we focused on energy supply costs,
as this would have the most immediate impact on operations.
Future carbon pricing and investment in renewable energy sources
could lead to higher utility bills, travel costs and rental prices.
Medium-term risks (5-10 years) include those arising from a
transition to a low-carbon economy. Specifically, we looked at risk
of unrealised fees from missed opportunities in new and emerging
markets, loss of potential candidates and clients (who prefer to
work with recruiters focused on the Green Economy and which
have strong sustainability credentials), and reductions in market
supply for sectors and geographies with high levels of transition
risk, including the fossil fuel sector (<1% of Group fees, see
scenario comparison).
In the medium term, we also considered physical risks to our key
assets. Specifically, those resulting from an increase in frequency
and intensity of extreme weather events such as cyclones and
floods. We focused on risks to our data centres, as they are a
vital asset with significant impact to business continuity.
No long-term risks (10+ years) were considered to be material to
our current business strategy and operations. There is significant
uncertainty in assessing the risk impacts in this timeframe,
though management will continue to monitor country or
regional economic disruption brought on by climate events
and respond accordingly.
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The major strategic implications for our business can be summarised
by reference to the major scenarios described as follows:
Highest physical risks,
low transition risks
This scenario, Current Policies, assumes
only currently implemented policies
are preserved, leading to the highest
physical risks of all NGFS scenarios.
Emissions grow until 2080, leading
to about 3°C of warming and severe
physical impacts from climate and
weather-related events. This includes
irreversible changes like sea level rise.
• The need to plan for extreme
weather events (cyclones and
flooding) that disrupt data centres,
impacting business operations,
including fee generation.
• Global or regional economic
disruption arising from the impact on
sectors with supply chains that are
heavily concentrated in locations of
high risk.
General risks and
opportunities
Risks and opportunities that are
independent of climate scenarios. This
includes those resulting from energy
supply costs, technology innovations
and environmental policies. In addition,
voluntary business-led climate action
(despite weak policies) and ongoing
global warming (despite strong policies)
can result in both transition and physical
climate-related risks.
• Increased extraction and production
costs for non-renewable energy
sources continue to increase,
resulting in exposure to increased
utility and rental costs.
• Increased extraction and production
costs for non-renewable energy
sources results in less job growth
in the fossil fuel sector, resulting
in portfolio revenue exposures in
these industries.
• The need to adapt core services to
grow market share in emerging
low-carbon and sustainability
markets in response to non-climate-
related drivers such as technology
innovation, environmental
regulations, resource scarcity
and behavioural changes.
• The development and scaling of
new and emerging services to
support clients.
• Ability to attract and retain talent.
Highest transition risks,
lowest physical risks
Divergent Net Zero reaches Net Zero by
2050, but with high transition risks due
to divergent policies introduced across
sectors and a quicker phase out of
fossil fuels. Emissions are in line with
a climate goal giving at least a 50%
chance of limiting global warming to
below 1.5°C by the end of the century.
• Disruption in sectors and geographies
with high levels of transition risk (e.g.
fossil fuels), leading to higher portfolio
revenue exposure and job losses.
• Increased competition for market
share of new, emerging low-carbon
and sustainability markets with
implications for client numbers
and/or increased costs associated
with bidding.
• Increased costs associated with
carbon pricing for GHG inventory,
e.g. costs for purchasing of
certified carbon offsets.
Current Policies (3+°C) Both scenarios Divergent Net Zero (1.5°C)
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TCFD continued
R&O scenario summary
Risk (Timeframe) Current Policies (3+°C) Divergent Net Zero (1.5°C)
R1. Energy supply costs (0-5 years)
Increase in utility costs and
rental prices as a result of higher
energy prices.
MINIMAL IMPACT
Carbon pricing remains low and investment
costs in renewable sources is minimised,
resulting in lower rises in energy costs. Energy
costs may increase due to non-climate-related
drivers like increased energy production costs.
LOW IMPACT (£1.0 million annual profit)
Energy prices increase due to carbon pricing
and rapid renewable energy investment but are
mitigated to some degree by energy and GHG
reduction targets and strategies.
R2. Changes in market supply (5-10 years)
Portfolio revenue exposure
and job losses to sectors and
geographies with high levels
of transition risk (e.g. fossil
fuel sector).
MINIMAL IMPACT
Policy reaction remains low, resulting in minimal
negative impact to jobs associated with fossil
fuels or other high-carbon industries. Non-
climate-related drivers (resource scarcity,
technology advancements, etc.) may still
drive change in market supply.
LOW IMPACT (<1% of annual net fees)
High policy reaction results in a shift in market
supply away from jobs supporting carbon
intensive industries such as those related to
fossil fuel extraction and production, or other
high-carbon industries.
R3. Changes in market demand (5-10 years)
Loss of market share of new,
emerging low-carbon and
sustainability markets results in
a reduction in client numbers
and/or increased costs
associated with bidding.
MINIMAL IMPACT
Policy reaction remains low, resulting in minimal
shift in market towards a low-carbon economy.
Non-climate-related drivers (resource scarcity,
technology advancements, etc.) may still drive
change in market demand.
MEDIUM IMPACT (1% of annual net fees)
High policy reaction (carbon pricing and related
regulations) results in a shift in market demand
towards jobs supporting a transition to a
low-carbon economy.
R4. Changes in behaviour (5-10 years)
Loss of market share/earnings
and ability to attract and retain
employees (talent).
MINIMAL IMPACT
Policy ambition remains low, resulting in less
influence on customer and workforce preferences
for companies with greener credentials.
LOW IMPACT (0.5% of annual net fees)
Some shift in employee and customer
preferences to companies with greener
credentials.
R5. Corporate GHG emissions (5-10 years)
Carbon fee for GHG inventory,
including costs for additional
purchasing of certified
carbon offsets.
MINIMAL IMPACT
Policy reaction remains low, resulting in no carbon
pricing or additional regulations with respect to
regulating GHG emissions. Some cost savings are
still achieved through GHG reduction measures.
LOW IMPACT (<£2.5 million annual profit)
High policy reaction results in rapid increases
incarbon pricing and related policy regulations
on GHG emissions.
R6. Extreme weather events (5-10 years)
Extreme weather events
(cyclones and flooding)
disrupt data centres, impacting
business operations, including
fee generation.
LOW IMPACT
Increased damage (represented by decrease in
national GDP) from cyclonic events and flooding
is marginal, 4.5% (average for all locations) for
cyclonic events and 26% for flooding (Germany)
within the 5-10-year timeframe.
MINIMAL IMPACT
Increased damage from cyclonic events
and flooding is minimal, 2.7% (average for
all locations) for cyclonic events and 16%
for flooding (Germany) within the 5-10-year
timeframe.
Key
Agreed impact ranges
Minimal: no significant financial impact
Low: <1% annual net fees (<£10 million) | <£2.5 Million annual profit
Med: 1%-4% annual net fees (£10-20 million) | £2.5-10 Million annual profit
High: +4% annual net fees (+£40 million) | >£10 million annual profit
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Opportunity (Timeframe) Current Policies (3+°C) Divergent Net Zero (1.5°C)
O1. Develop and scale services into low-carbon markets (0-5 years)
Secure talent to deliver projects
via the growth of sustainability-
related roles and focus, e.g.
sustainability, expansion into
new and emerging sectors,
clean-tech, green finance, etc.
MINIMAL IMPACT
Policy ambition remains low. Growth in the
clean-tech market is slow, resulting in less
growth in low-carbon markets. However,
non-climate-related drivers may still drive
growth in clean-tech.
HIGH IMPACT (>4% of annual net fees)
High policy reaction and fast clean-tech growth
drive new low-carbon markets. Significant
potential for expansion in low-carbon markets.
O2. Commitment to GHG reduction targets and a Net Zero ambition (5-10 years)
1. Improve competitive
position to attract and retain
a motivated workforce.
2. Reduced risk of energy and
carbon pricing and future
reporting mandates.
MINIMAL IMPACT
Policy reaction remains low, resulting in no
carbon pricing or additional regulations with
respect to regulating GHG emissions. Some
benefit from general increase in energy
costs due to non-climate-related drivers
(e.g. supply, demand).
MEDIUM IMPACT (1-2% of annual net fees)
High policy reaction leads to high carbon pricing
and related climate regulations, in addition to
fast growth in the clean-tech sector. This in turn
creates a high demand for recruiters who are
committed to the transition towards a low-
carbon economy.
O3. Reduce business travel (0-5 years)
Reduce GHG emissions and
operating costs associated with
Hays’ business travel.
MINIMAL IMPACT
Minimal policy reaction results in no carbon tax
on jet fuel. Reducing business travel still results
in significant cost savings.
LOW IMPACT (<2.5% million profit)
High policy reaction results in carbon pricing
on jet fuel and higher business travel costs.
A 40% reduction in Hays’ business travel reduces
existing travel costs and protects Hays from
cost increases due to carbon pricing.
O4. Reduce energy use in office spaces (0-5 years)
Reduce costs and emissions
associated with office
energy consumption.
MINIMAL IMPACT
Minimal policy reaction results in no carbon
pricing or increase in energy efficiency
standards. Reducing office energy use still
results in significant operational cost savings.
LOW IMPACT (<2.5% million profit)
High policy reaction results in carbon
pricing and stricter energy efficiency mandates.
Reducing office footprint lowers existing energy
costs and minimises any cost increases due to
policy changes.
Recommendation 5: Resilience of our strategy
In response to the identified transition R&Os, the Group continues
to grow recruitment practices focused on sustainability and
ESG-type roles to support the talent needed for low-carbon
and sustainability job growth.
In addition, we committed to SBTs and carbon reduction measures
to reduce our exposure to future carbon pricing and energy costs.
As part of our reduction planning, we have identified three main
areas of focus: (i) engagement of landlords and suppliers,
(ii) business travel and fleet, and (iii) electricity and heating.
To help mitigate physical risks to our data centres, we
are transitioning to cloud-based hosting. This will increase
geographical diversity of data storage and backup, reducing
our reliance on any one specific data centre location (see R&O
response summary).
The spread of our office footprint, whereby offices are rented, and
the ability of our people to work remotely, also provides resilience
within our operations.
Pillar 3: Risk management
Recommendation 6: Process for identifying risks
Specific climate R&O (existing and emerging) are updated,
reviewed and assessed by the Climate Committee in an annual
review process.
Recommendation 7: Process for managing risks
The composition of the Climate Committee, the deployment of
the Group-wide enterprise risk management framework, and other
senior operational leaders as part of the Net Zero Working Group,
allow for a holistic, top-down and bottom-up view on key R&Os
facing Hays.
The materiality of the R&O is based on the likelihood (of the R/O
occurring) and impact (should the R/O occur) on business strategy
and operations. Priority is then given to R&Os with the highest
potential financial impact.
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TCFD continued
Recommendation 8: Integrating climate-related risks
Top climate-related risks are integrated into relevant risk registers,
which are reviewed by senior management and consolidated
annually to inform the risk management process.
Outputs from the risk assessment are shared with the Audit and
Risk Committee on an annual basis. The Executive Board, which is
responsible for managing overall Group risks, then determines how
the specific risks identified should be managed.
This process allows the Group to determine the relative
significance of climate-related risks within the overall risk
management process. Hays’ risk governance and management
processes are detailed within the Principal Risks section of the
Annual Report and Accounts.
The Climate Committee provides a further forum and mechanism
to help integrate climate-related risks, and to ensure time is
dedicated to appraising them.
Pillar 4: Metrics and targets.
Recommendation 9: Metrics to assess risks
and opportunities
Our internal metrics and targets help us measure and manage
financial risk associated with potential future carbon-related risks
and opportunities (R&Os). We publish scope 1, 2 and 3 emissions
in the Sustainability section of our Annual Report and Accounts,
giving comparative years (more information on page 68).
Risk (Timeframe) Response strategy and FY24 actions Link to risks/
opportunities
R1. Energy supply costs (0-5 years)
Increase in utility costs and
rental prices as a result of
higher energy prices.
Having set our public commitments and science-based targets, we continue
to target emission reductions as driven by our Net Zero Working Group, and
working with our external consultants, ClimatePartner. We have a Carbon
Reduction Plan which we update and publish annually on our corporate
PLC website.
We have continued to address energy costs and GHG emissions through
targeted efficiency programmes, including replacing conventional PCs with
more energy-efficient laptops, engaging landlords and favouring energy-
efficient buildings and equipment. Energy cost savings are also part of
our focus on reducing office space with new ways of working. We are also
transitioning to renewable energy sources which helps to protect us from
fossil fuel price volatilities and increases in relation to both climate and
security issues.
O2. Commitment
to GHG reduction
targets and a Net
Zero ambition
O4. Reduce energy
use in office spaces
R2. Changes in market supply (5-10 years)
Portfolio revenue exposure
and job losses to sectors and
geographies with high levels
of transition risk (e.g. fossil
fuel sector).
We are working to support the transition to a low-carbon economy and grow
the related opportunities in new areas as demand for fossil fuel declines. Our
specific focus on sustainability and ESG roles is primarily through our ‘Green
Labs’ network, which continues to grow after being established in FY22. After
an initial focus on sectors such as engineering and construction and property,
we are seeing it expand in sectors such as finance and banking.
O1. Develop and
scale services into
low-carbon markets
R3. Changes in market demand (5-10 years)
Loss of market share of new,
emerging low-carbon and
sustainability markets results
in a reduction in client numbers
and/or increased costs
associated with bidding.
Our recruitment focus on Sustainability-related roles and ESG-related
roles launched in FY22. Demand for these roles has grown, with clients
seeing increasing opportunities as well as having to respond to legislative
requirements. We have also experienced more and more clients taking
greater interest in our own climate strategy and performance, and were
therefore pleased to have become ClimatePartner accredited this year
for our good practice approach to climate.
O1. Develop and
scale services into
low-carbon markets
O2. Commitment
to GHG reduction
targets and a Net
Zero ambition
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Recommendation 10: Targets used to manage risks
and opportunities
We have committed to:
• 50% reduction in absolute scope 1 and 2 emissions by 2026
against a 2020 baseline, as approved by the SBTi in line with
a 1.5°C trajectory
• 50% reduction in absolute scope 3 emissions from purchased
goods and services and capital goods by 2030 against a 2020
baseline, as approved by the SBTi in line with a 1.5°C trajectory
• 40% reduction in absolute scope 3 emissions from business
travel by 2026 against a 2020 baseline, as approved by the SBTi
in line with a 1.5°C trajectory
• transition to 100% renewable energy in all offices where there is
a feasible market solution for electricity supply.
As our governance structure integrates climate into our business
planning, forecasting, strategy and risk reviews, other internal
objectives and targets exist, such as growing net fees in relation
to our role in growing the Green Economy, and the reduction of
our overall office footprint.
Recommendation 11: Disclosure of GHG emissions
We are committed to GHG reporting, and disclose our footprint
across scope 1, 2 and relevant scope 3 emissions. We continue
to pursue good practice and have undertaken a readiness
review ahead of our plan to move to subject our reporting
to Limited Assurance.
Our GHG reporting enables us to understand the impact of our
reduction initiatives and informs us where we should focus most
to have the biggest impact.
We keep pace with climate-related impacts, developments and
external metrics which act as key drivers for climate-related R&Os.
These include future possible carbon pricing mechanisms,
changes in policy ambition for climate change mitigation, growth
in sustainability-related jobs, and changes in the frequency and
intensity of regional extreme weather events such as cyclonic
storms and flooding.
Risk (Timeframe) Response strategy and FY24 actions Link to risks/
opportunities
R4. Changes in behaviour (5-10 years)
Loss of market share/earnings
and ability to attract and retain
employees (talent).
We continue to communicate our climate strategy and progress to both
external and internal stakeholders. This is with internal and external webinars
which in FY24 we ran in conjunction with COP28 and, in April 2024, with Earth
Day. We publish progress in our Annual Report and Accounts, our ESG Report
and in our Carbon Reduction Plan which is available from the corporate PLC
website. We continue to participate in CDP Climate and again achieved the ‘B’
Management ranking in FY24.
O1. Develop and
scale services into
low-carbon markets
O2. Commitment
to GHG reduction
targets and a Net
Zero ambition
R5. Corporate GHG emissions (5-10 years)
Carbon fee for GHG inventory,
including costs for additional
purchasing of certified
carbon offsets.
We continue to monitor our progress against our SBTs and seek to drive
emission reductions as our primary focus. In 2021, we invested in a Beyond
Value Chain Carbon Mitigation project. We have invested in relation to our
scope 1, scope 2, scope 3 Business Travel and scope 3 T&D losses.
O2. Commitment
to GHG reduction
targets and a Net
Zero ambition
R6. Extreme weather events (5-10 years)
Extreme weather events
(cyclones and flooding)
disrupt data centres, impacting
business operations, including
fee generation.
The risk to our operations is mitigated by the spread and rented nature of
our office footprint and with the continuation of our people being able to
work remotely. In relation to our data centres, we continue our transition
to cloud-based hosting, with the increased geographical diversity of data
storage and backup. Our IS transformation, now underway, is driving greater
unity of our operating systems and will help further mitigate localised risks.
R4. Change
in behaviour
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Opportunity (Timeframe) Response strategy and FY24 actions Link to risks/
opportunities
O1. Develop and scale services into low-carbon markets (0-5 years)
Secure talent to deliver projects
via the growth of sustainability-
related roles and focus, e.g. in
sustainability, expansion into
new and emerging sectors,
clean-tech, green finance, etc.
Our specific focus on sustainability-related roles and ESG-related roles
is primarily through our ‘Green Labs’ network, which continues to grow
after being established in FY22. After an initial focus on sectors such as
engineering and construction and property, we are seeing it expand in
sectors such as finance and banking.
R2. Change in
market supply
R3. Change in
market demand
R4. Change
in behaviour
O2. Commitment to GHG reduction targets and a Net Zero ambition (5-10 years)
1. Improve competitive
position to attract and retain
a motivated workforce.
2. Reduced risk of energy and
carbon pricing and future
reporting mandates.
Having set our public commitments and science-based targets, we continue
to target emission reductions as driven by our Net Zero Working Group and
working with our external consultants ClimatePartner. We have a Carbon
Reduction Plan which we update and publish annually on our corporate PLC
website. We communicate progress to our people as part of our employee
engagement activities. This year we ran an internal Group-wide webinar in
conjunction with COP28 and an external webinar in conjunction with Earth
Day in April 2024.
R1. Energy
supply costs
R5. Corporate
GHG emissions
O3. Reduce business travel (0-5 years)
Reduce GHG emissions and
operating costs associated
with Hays’ business travel.
This year, we have continued to focus on reducing business travel with
new sustainable travel principles as part of revisions prepared for our Group
Environment Policy. We also continued to enable remote and virtual working.
R5. Corporate
GHG emissions
R4. Change
in behaviour
O4. Reduce energy use in office spaces (0-5 years)
Reduce costs and emissions
associated with office
energy consumption.
We have continued to address energy costs and GHG emissions through
targeted efficiency programmes, including replacing conventional PCs with
more energy-efficient laptops (with up to 65% energy savings), engaging
landlords and favouring energy-efficient buildings and energy-efficient
equipment for our offices. Energy cost savings are also part of our focus
on reducing office space with new ways of working.
R1. Energy
supply costs
R5. Corporate
GHG emissions
R4. Change
in behaviour
TCFD continued
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PRINCIPAL
RISKS
The Board has overall responsibility for the Group’s internal control
systems and for reviewing their effectiveness.
Managing risks to achieve our strategic priorities
We focus on key risks which could impact the achievement of
our strategic priorities and objectives and, therefore, on the
performance of our business.
Risk governance – identifying, evaluating and
managing risk
The Board has overall responsibility for the Group’s internal risk
and control systems and for reviewing their effectiveness. This
has been designed to assist the Board in making better, more
risk-informed, strategic decisions with a view to creating and
protecting shareholder value. In practice, the Board delegates
the task of implementing its policies on risk and control to
management and needs to assure itself on an ongoing basis that
management is responding appropriately to these risks and controls.
Ownership and responsibility for operating risk management and
controls is vested in management by the Board, and management
needs to provide leadership and direction to ensure the Group’s
overall risk-taking activity is appropriate and cascaded to, and
managed appropriately with, employees in order that the business
is operated within the agreed level of risk appetite. To manage the
effectiveness of this, both the Board and management need to rely
on adequate line functions, including monitoring and assurance
functions, both within the Group and with external advisers.
As such, the organisation operates the ‘Three Lines of Defence’
model as a way of explaining the relationship between these
functions and demonstrating how responsibilities are allocated:
• the first line of defence: responsibility to own and manage risk
• the second line of defence: responsibility to monitor and
oversee risk
• the third line of defence: functions that provide
independent assurance.
The Group Executive Risk Committee (GERC), chaired by the Chief
Risk Officer and having been reset during FY24, has reformed to be
centred around a smaller membership group in order to be more
agile and responsive surrounding key and material risks within the
Group. The GERC continues to assist the Executive Leadership
Team and the Board in providing strategic leadership, direction,
reporting and oversight of the Group’s risk framework, together
with identifying any emerging risks that may become apparent
during the course of the year. The GERC also offers the opportunity
to review and discuss changes in risk profile, from either an internal
or external perspective, including emerging risks. The Board and
management continue to consider emerging risks, to ensure
appropriate internal processes are defined in order to confirm
that emerging risks are reviewed and monitored across the Group.
Principal risks
Board, Audit and Risk Committee and Group Executive Risk Committee
Risk management policy & standards
Three Lines of Defence
Bottom up
Business and
operational and
emerging risks
First line of
defence:
• Operational
management
controls
• Policies and
procedures
• Financial
reporting manual
• Internal control
policies
Ownership &
management
Second line of
defence:
• Financial control
• Security
• Risk management
• KPIs
• Compliance &
support functions
• Group Risk
Committee
Monitor
& oversight
Third line
of defence:
• Internal audit
• External advisers
• Regulatory reviews
Independent
assurance
Top down
Group strategic and
emerging risks
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Principal Risks continued
Risk identification and impact –
enterprise risk management
The Board oversees the Group-wide enterprise risk management
framework, which allows for both a holistic, top-down and
bottom-up view of key risks facing the business, with Hays’ risks
being analysed on a gross (pre-mitigation) and net (post-mitigation)
basis. Risk registers are maintained at a regional, country and
function level, which are reviewed and approved by their respective
Boards and by senior management. These risks are reviewed and
consolidated in conjunction with the Group risk register, which
is reviewed at least annually by the GERC and submitted to the
Board thereafter, in order to enable it to carry out its risk oversight
responsibilities. This exercise involves a current and forward
look at various risks affecting the business and prioritises them
according to risk impact and likelihood, which enables the Board
to assess both the risks and the effectiveness of the mitigations in
managing those risks. Risks covered include strategic, operational,
financial and reputational risks, as well as compliance and
people-related risks. Each risk on the risk register is assigned
an appropriate owner, with current and future risk mitigation
procedures detailed, with the continuing monitoring of these
risks undertaken on an ongoing basis to ensure that these are
being reviewed and maintained appropriately. The enterprise risk
management framework and emerging risk process is updated
and presented to the Audit and Risk Committee at least annually
to allow the Board to assess the effectiveness of the risk
management processes and systems.
Risk attributes
When considering risk appetite the Board considers this in terms
of the following attributes:
• experience of the management team globally
• strong balance sheet, including the level of operational gearing
• clear and open communication channels.
Our risk appetite
Responsibility for the level of risk that the Group is willing to accept
is vested in the Board, and the principal risks have been mapped
through our risk appetite process in order to identify the tolerance
levels and to assess both the current and future mitigating
actions required.
From this exercise, the Board is able to determine what an
acceptable level of risk is for the Group, cognisant that Hays has
an established and proactive approach to measuring performance
and considers risk an integral part of the decision-making process.
Due to the nature of the recruitment market, being a cyclical
business and sensitive to macroeconomic conditions, Hays
operates to a measured risk appetite position, due to the lack
of forward visibility of fees and, as a consequence, increases
the overall risk environment.
Emerging risks
Following the requirements of the UK Corporate Governance Code
2018, the Board again undertook a formal exercise using horizon
scanning to identify, assess and monitor emerging risks that may
impact the business. Risk discussions on both a top-down and
bottom-up basis seek to identify any changes across Hays’ risk
environment. The assessment considered potential risks across
a number of areas, being: Strategic/Economic, Reputation/
Regulatory, Technology, and Environmental. Each identified
emerging risk was then plotted by impact and time horizon
onto an emerging risk radar.
Emerging risks and the horizon scanning process continues to
be embedded into the risk programme going forward, to further
ensure that emerging risks are being considered, captured and
monitored. The Board formally reviewed the emerging risks,
however the assessment did not require any changes to the
existing identified principal risks.
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Description Category
and trend
Alignment
to strategy
Mitigation
A. Macroeconomic/cyclical business exposure/inflation
Following a strong economic recovery after
the COVID-19 pandemic, the global economic
outlook has further deteriorated over the last
12-18 months, with significant concerns
about the impact of levels of inflation and
level of interest rates on the trajectory of
economic activity.
Over the next 1-2 years, this will lead
to increased concerns about a global
recession/economic slowdown, which has
been exacerbated by the continuing invasion
of Ukraine by Russia, together with the Israel
– Palestine conflict. As a result, the levels
of business confidence could be negatively
impacted, as businesses consider Permanent
and Temporary hiring decisions. Candidate
confidence may also reduce, and their
propensity to change jobs may also
be reduced.
After c.20 years of low levels of inflation,
the material increase in inflation over the
last 12-24 months led to significant cost
pressures on our business. Our ability to
increase prices has been more limited in
FY24 due to greater market pressure, but
we continue to focus on defending and
improving pricing going forward through
greater operational rigour and more dynamic
pricing where possible. If we cannot drive
consultant productivity forward, in line
with inflation (both our external pricing and
internal cost inflation) our conversion rate
and therefore underlying level of productivity
will be diminished.
In addition, the ongoing conflict between
Ukraine and Russia and the resulting impact
on supply chains across Europe, the current
geopolitical environment, with tensions
between the west and Russia and the US
and Greater China, could all individually
and collectively further damage business
confidence and the wider global economy.
Financial
Hays has continued to diversify its operations to
include a balance of both Temporary and Permanent
recruitment services to Private and Public sector
clients and operates across 33 countries and 21
sector specialisms.
Progress is being made to further diversify the
business to reduce the Group’s reliance on Germany,
UK and ANZ, which currently represent 65% of the
Group’s net fees.
Hays’ cost base is highly variable and carefully
managed to align with business activity, and can be
flexed and scaled accordingly to react to the individual
markets. Temporary recruitment tends to be more
resilient in times of economic uncertainty or downturn.
Continued review of standard Terms of Business
pricing for Perm and Temp business across the Group,
and at either annual review or renewal, a review of
contracted pricing/margins for Enterprise Solutions
business continues to be undertaken.
Ongoing focus on cost management initiatives and
efficiency projects to increase automation and reduce
costs. Hays is highly cash-generative, requiring low
levels of asset investment, with cash collection being
a priority, resulting in maintaining the elimination of
Group net debt and a continued year-end net cash
positive position for the ninth consecutive year.
The focused strategy is designed to capitalise on
structural growth opportunities, increasing business
resilience and being less prone to economic cycle.
Profitable Growth
Focus
Develop networks
Enhance
Enable
Risk trend
Increasing
Decreasing
No change
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Principal Risks continued
Description Category
and trend
Alignment
to strategy
Mitigation
B. Business model
The Group faces increasingly growing
competition, especially in mature markets
where recruitment methodologies and
systems are more evolved and competitive.
There is also an increasing use of digital
technologies for recruitment services and
an increasing trend towards insourced,
outsourced and offshore recruitment models,
especially in the Perm market. In addition,
generalist recruiters are entering specialist
markets, resulting in associated margin
pressures, which together may materially
impact the business should Hays not
continue to take appropriate actions
and respond and evolve effectively.
Social media (LinkedIn), internet-enabled
digital dynamics and recruitment value chain
disintermediation, together with the rate of
development in the use of Al and machine
learning, have continued to increase the risk
to the Hays business model. Over the course
of recent years, coupled with a number
of external factors such as regulation
(statement of works) increases, the
potential exists for job losses in sectors
and geographies with both high levels of
climate transition risk and a greater move
to automation.
Operational
Financial
Strategic
Hays continues to monitor, assess and evaluate the
current service offering in order to test the resilience
and adaptability of the business model to evolving
risks, industry trends and opportunities, including social
media, AI and insourcing, and continues to invest in
our online presence to provide a high-quality customer
experience. Our key relationships, such as with
LinkedIn, increase our exposure to online professional
networking and recruitment portals, enhance our
value proposition for both clients and candidates
and improve consultant productivity.
Our expert and specialist consultants are trained in
utilising and taking advantage of social media and
other digital technologies to enhance their day-to-day
activities in providing the best-quality candidates for our
clients. We continue to leverage our broad geographical
and sectoral footprint to win and maintain a significant
number of multi-specialism contracts with large
corporate organisations, which will strengthen our
relationships with those clients and increase our
share of their recruitment spend. Significant investment
made in recent years has enhanced Hays’ data science
capabilities and has significantly improved our
approach to engaging with candidates. We continue
increasing emphasis and focus in supporting
candidates into bridging the green skills gap
and transitioning to sustainability-related roles.
C. Talent
The Group is reliant on its ability to attract,
train, develop, engage and retain sufficient,
high-quality and diverse talent to protect the
business it has today and fulfil the long-term
strategic growth plans of tomorrow. Over the
past 24 months, we have increasingly seen a
war for talent and have seen our business
directors, managers and fee earners under
unprecedented headhunting attacks from
in-house recruiters and competitors.
In recent years, there has been increased
competition for talent in the market and Hays’
strategy continues to be, wherever possible,
to grow and nurture talent internally into
senior roles, supported by appointments
of external experienced professionals
where appropriate.
People
Financial
Hays provides a defined and sustainable career
development path for new hires, starting with a
structured induction programme and ongoing training
as they advance their careers, supported by formalised
performance and career tracking. Development Centres
focus on the progress of high-potential individuals,
providing further development opportunities and
helping to identify any talent gaps and training needs.
Hays continues to roll out the International Leadership
& Management Programme, which focuses on senior
leadership and development and is aligned with the
Group’s business strategy.
‘Our Hays Story’ has a clearly articulated Purpose and
Values, with a demonstrable commitment to DE&I,
green credentials, employee wellbeing, flexibility and
corporate social responsibility, and has set clear global
and regional DE&I objectives and action plans. Overall,
our remuneration packages are competitive, including
an employee benefit programme, together with
a long-term incentive scheme that is offered to
broadly 350 senior managers, which encourages a
performance-led culture and aids retention. Succession
plans identify future potential leaders of the business
and produce individual development plans in which
to harness and cultivate talent, aligned to the Hays
Leadership and Management DNA framework.
The Group’s standard employment contracts include
notice periods and non-solicitation provisions in the
event of an employee leaving.
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Description Category
and trend
Alignment
to strategy
Mitigation
D. Regulatory/compliance
The Group operates in 33 countries, with each
operating its own legislative and regulative,
environments, compliance requirements and
tax rules, especially for temporary workers,
with any non-compliance increasing the
Group’s exposure to potential legal,
financial and reputational risk.
Legal
Financial
Reputational
Compliance and monitoring processes are tailored to
specific specialisms, ensuring additional focus is given
to higher-risk specialisms such as Education in the UK,
Construction & Property in Australia, and specialised
corporate contracts for Enterprise Solutions clients.
Employees receive the respective training in regard to
the operating standards applicable to their role, with
additional support provided by compliance functions,
regional legal teams and, where necessary, external
advisers. All staff receive regular training to ensure
that legal and compliance updates are understood
and applied. In territories where legislation sets out
additional compliance requirements, specialists are
also employed.
Dedicated compliance auditors conduct sample checks
to ensure that the appropriate candidate vetting checks
and due diligence obligations are carried out in line with
legal and contractual requirements.
The Group holds all standard business insurance cover,
including employers’ liability, public liability and
professional indemnity insurance.
E. Reliance on technology/cyber security
Our dependence on technology in our
day-to-day business, which includes delivery
of IT efficiency and infrastructure change
programmes, means that any systems
failures due to technical issues or malicious
cyber attacks may have a significant impact
on our operations and the ability to deliver
our services if they continued for a number
of days and, as such, could negatively
impact both our financial performance
and reputation, due to the resulting loss
of productivity.
Over the course of the year, the threat of a
cyber attack continues to increase in both
sophistication and volume and globally we
continue to see an increase in phishing
attacks, social engineering and malicious
code being reportedly added into software
products, which could prove to be an entry
point for an attack. In addition, as the reliance
on third parties increases, notably as
the business utilises cloud services and
support providers, our exposure in this
area also increases.
Operational
Financial
Reputational
The Group’s technology strategy is continually reviewed
to ensure that the systems across the Group support
its strategic direction with the new CTO driving a new
IT transformation programme.
Ongoing asset life-cycle management programmes
mitigate risks of hardware and software obsolescence.
Technology systems are currently housed in
various data centres across the Group and have
the capacity to cope with a data centre’s loss through
the establishment of disaster recovery sites. These are
physically based in separate locations to the ongoing
operations and intrinsically linked to the business
continuity plans. In order to support this, robust due
diligence on IT partners and software products
is undertaken.
Across the Group we have established a dedicated
ISDP officer and security teams in order to ensure that
the systems are robustly protected from unauthorised
access, both externally and internally, ensuring system
monitoring and antivirus software are in place and
up-to-date, with regular testing of these environments
by external providers.
In addition, we use external advisers to perform
regular external and internal penetration tests, on both
a physical and logical basis, on key sites, systems and
operations, implementing required improvements
resulting from these tests as part of a continuous
improvement process.
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Principal Risks continued
Description Category
and trend
Alignment
to strategy
Mitigation
F. Artificial Intelligence (AI)
The increasing use of AI in recruitment is both
a risk and an opportunity for the business,
with the rate of development in AI over the
last 12-24 months being substantial, with the
increased use of AI and machine learning
technologies having the potential to
significantly disrupt and challenge our
business model.
It is key therefore that as a business we fully
understand the threat and opportunity this
presents, and keep pace with the speed
of change in this area, which includes the
impact of increased legislation, such as the
EU Artificial Intelligence Act, which specifically
focuses in on recruitment as a high risk area,
with the potential of significant fines if found
to be in breach or non-conformance, which
could negatively impact our financial
performance and reputation.
Operational
Financial
Reputational
More recently, the growth in AI has become increasingly
significant across different business sectors, and as a
result the business’s AI strategy is continually reviewed
in the light of local market trends and competitors’
activity. AI is not only limited to basic tools to help
consultants create CVs, the rapid growth in this area
has seen this extended to using complex pre-defined
algorithms which are able to match candidates from
an available pool collected from different sources to
produce short lists of candidates.
In addition, as AI solutions are becoming increasingly
popular in supporting back office functions, where
focus is given to lowering the cost of processing,
the opportunities of utilising AI in these areas are
constantly under review, with use cases considered
in terms of effectiveness and cost benefit analysis.
G. Data protection/privacy
The business works with confidential and
personal data in all 33 countries on a daily
basis under a variety of laws, regulations
and technologies, including within the supply
chain. Failure to process, store and transmit
this data on a compliant basis could result
in a material data breach and could expose
the Group to potential legal, financial and
reputational risks in the form of penalties
and loss of business.
Since the introduction of the General Data
Protection Regulation (GDPR), other non-EU
countries have continued to introduce similar
legislation, which has increased the risk in
this area.
Legal
Financial
Reputational
Robust policies and procedures for processing, storing
and transmitting confidential and personal data are
in place across the Group, both on a physical and
logical basis.
Comprehensive data protection and information
security policies and procedures are in place across
the Group and, where data protection and privacy
legislation allow, protective email monitoring
programmes are in place to address potential
areas of concern, to best protect our confidential
information and candidates’ personal data.
With the increased threat of cyber-attacks globally,
further attention has been focused in this area including
a dedicated ISDP officer, with security vulnerability
assessed as part of the ongoing IT strategy across
the Group.
External advisers are engaged to perform regular
external and internal penetration tests, on both a
physical and logical basis on key sites, systems and
operations, implementing the required improvements
resulting from such tests as part of a continuous
improvement process.
Annual training programmes are also reviewed and
updated to ensure the programmes reflect new
regulations, where relevant.
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Description Category
and trend
Alignment
to strategy
Mitigation
H. Contracts
The Group enters into contractual
arrangements with clients, some of
which can be complex and/or with onerous
terms, which can also be impacted by local
regulatory requirements, especially in relation
to Temp/Contracting markets, which can
increase the Group’s risk exposure, especially
in more litigious environments.
Operational
Financial
Reputational
During client contract negotiations, management seek
to minimise risk and ensure that the nature of risks and
their potential impact are understood.
Our global legal team has the depth of knowledge and
experience to enable them to advise management on
the level of risk presented in increasingly onerous
contracts, with clear guidelines in operation.
Between the Chief Financial Officer and the Group
General Counsel, all commercial contracts with onerous
non-standard terms are reviewed in accordance with
the Group’s risk appetite. In addition, the Group’s
Insurance Manager reviews onerous contracts and,
where necessary, engages with insurance providers to
ensure, where possible, that risks are suitably covered
and that policies will respond appropriately.
Operational reviews are performed by regional
compliance teams on a risk basis across key contracts
to confirm compliance and adherence to agreed terms
and agree improvements to the way in which services
are delivered to clients.
Assurance work is undertaken in key markets by
Internal Audit to ensure contractual obligations are
appropriately managed.
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VIABILITY
STATEMENT
In accordance with the UK Corporate Governance Code, the
Directors have assessed the viability of the Group, taking into
consideration a number of key factors, including our business
model, our strategy and our principal risks (as set out on pages
1 to 85).
Assessment period
The Directors believe that a three-year period ending 30 June 2027
is the most relevant period over which to provide the viability
statement, being supported by the appraisal of the principal risks
and mitigating internal controls. A three-year period also reflects
our strategic planning cycle, which covers the same period, and
considers the fast-moving and cyclical nature of the recruitment
industry. Collectively, these factors allow the Directors to form a
reasonable expectation, on the basis that there are no unforeseen
events outside of the Group’s control that would inhibit the Group’s
ability to continue trading, that using a three-year period it is
possible to form a reasonable expectation as to the Group’s
longer-term viability.
Process to assess the Group’s long-term
prospects
As in prior years, the Board undertook a strategic business review
in the current year which took into account the Group’s current
financial position and the potential impact of the principal risks
set out on pages 79 to 85.
In addition, and in making this statement, the Board carried out a
robust assessment of the principal risks facing the Group, including
those that would threaten the Group’s business model, future
performance and liquidity. While the review has considered all the
principal risks identified by the Group, the resilience of the Group to
the occurrence of these risks in severe yet plausible scenarios has
been evaluated.
Financial position
At 30 June 2024, the Group had net cash of £56.8 million
compared to cash of £135.6 million at 30 June 2023. The
Group had a good working capital performance, with significant
management focus on cash collection, average trade debtor days
remained below pre-pandemic levels at 36 days (2023: 33 days),
with the increase versus prior year being caused by the relative
resilience of our Enterprise clients who typically have longer
payment terms. The Group has a history of strong cash generation,
tight cost control and flexible workforce management.
The Group has an unsecured revolving credit facility of £210 million
that reduces in November 2024 to £170 million and expires in
November 2025. The Directors anticipate no problems in renewing
the facility, based on good early engagement with lenders, and fully
intend to do so. This provides considerable headroom against
current and future Group funding requirements. At 30 June 2024,
£145 million of the facility was undrawn.
Assessment of viability
The Board approves the annual budget, which is based on
submissions from the Group’s divisions, following a thorough
review process. The Board also reviews monthly management
reports and quarterly forecasts. The output of the planning and
budgeting processes has been used to perform base case
projections for viability purposes, under prudent assumptions:
• FY25 net fees and operating profit in line with the
approved budget
• Modest, single digit net fee growth in FY26 and FY27
• Working capital movements expected to be broadly neutral
• That the Group’s revolving credit facility is extended beyond
the viability period
• Future dividends are in line with current policy
Where appropriate the climate related risks and opportunities,
as described in the TCFD report on pages 71 to 78, have been
incorporated into the base case projections.
A sensitivity analysis of the Group’s cash flow was performed to
model the potential effects should the principal risks occur either
individually or in unison. The sensitivity analysis modelled a range
of severe, but plausible, downside scenarios against the base
case projections, including a worsening of the macroeconomic
environment and intensified competition, increasing inflation and
the potential impact of climate change, with a range of recovery
scenarios considered. The ‘Stress Case’ scenario assumes that
the Group experiences a severe further deterioration in market
conditions in H2 FY25, followed by a period of only gradual
recovery through the viability period.
In all scenarios, the Group remains viable throughout the three-year
viability period and is forecast to maintain a strong balance sheet,
with significant headroom against both its revolving credit facility
and banking covenants. Management assumes no material
change to banking covenants upon renewal.
The Directors are satisfied that the Group would be able to respond
to such scenarios with a range of measures including, but not
limited to:
• Quickly decreasing headcount through natural attrition
• Reductions in discretionary spend
• Deferral of capital expenditure
• Further rationalisation or restructuring of business operations
• Reduction in cash distributions to shareholders
Given the nature of the Temporary and Contract recruitment
business, significant working capital inflows typically arise in
periods of severe downturn, thus protecting liquidity, as was the
case during the Global Financial Crisis of 2008/09 and which we
again experienced during the COVID-19 pandemic.
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Set against these downside trading scenarios, the Board also
considered key mitigating factors, including the geographic and
sectoral diversity of the Group, its balanced business model across
Temporary, Permanent and Contract recruitment services, and
the focus on building a more resilient business, underpinned
by the Group’s clear strategy and focus on operational rigour.
Furthermore, whilst our key markets have become increasingly
challenging throughout FY24, skill and talent shortages are
widespread across our major markets and are expected to remain
so for the foreseeable future; the Directors are therefore satisfied
that the demand for recruitment services will continue, supporting
the resilience of our business model.
The Directors also considered a reverse stress test scenario to
understand the reduction required to cause a breach of financial
covenants or loss of solvency. The conclusion from the reverse
stress test is that the likelihood of the scenarios occurring is
remote and therefore does not represent a realistic threat to
the viability of the Group.
Conclusion on viability
Based on the above assessment, the Directors have concluded that
they have a reasonable expectation that the Group will be able to
continue in operation and meet its liabilities as they fall due over
the three-year period to 30 June 2027.
Going concern
The Group’s business activities, together with the factors likely to
affect its future development, performance and position, are set
out in the Strategic Report. The financial position of the Group,
its cash flows and liquidity position are described in the Finance
Director’s Review, with details of the Group’s treasury activities,
long-term funding arrangements and exposure to financial risk
included in notes 19 to 21 to the Consolidated Financial Statements.
The Group’s unsecured revolving credit facility of £210 million,
reducing to £170 million in November 2024, expires in November
2025. Whilst the expiry of the facility is outside of the 12 month
going concern period, the Directors anticipate no problems in
renewing the facility, based on good early engagement with
lenders, and fully intend to do so.
The Group has sufficient financial resources which, together with
internally generated cash flows, will continue to provide sufficient
sources of liquidity to fund its current operations, including its
contractual and commercial commitments and any proposed
dividends. The Group is therefore well placed to manage its
business risks. After making enquiries, the Directors have formed
the judgement at the time of approving the financial statements,
that there is a reasonable expectation that the Group has adequate
resources to continue in operational existence throughout the
going concern period, being at least 12 months from the date of
approval of the Consolidated Financial Statements. For this reason,
they continue to adopt the going concern basis of accounting in
preparing the Consolidated Financial Statements.
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NF & SIS
NON-FINANCIAL
AND SUSTAINABILITY
INFORMATION STATEMENT
The table below sets out where stakeholders can find relevant
non-financial and sustainability information within this Annual
Report in line with the reporting requirements contained in
sections 414CA and 414CB of the Companies Act 2006.
Reporting
requirements
Policies or standards with
which we govern our approach
(1)
Additional information
Environmental matters,
including climate-
related disclosures
Group Environmental and Sustainability Policy Environment on pages 66 to 70
Carbon Reduction plan GHG reporting on page 68
Task Force on Climate-related
Financial Disclosures
Climate-related financial disclosures as defined in
section 414CA(2a) Companies Act 2006:
Governance – (a) on page 71
Strategy – (d), (e) and (f) on page 72
Risk management – (b) and (c) on page 76
Metrics and Targets – (g) and (h) on page 77
Employees Internal HR policies Talent Development on page 57
Our DE&I approach on page 23
Driving employee engagement on page 25
Directors’ Remuneration Policy Remuneration Report on pages 126 to 143
Human rights Modern Slavery Statement Business ethics on page 64
Supplier Code of Conduct
Human Rights Statement
Social matters ‘Helping for your tomorrow’, our volunteering
initiative
Helping for your tomorrow on page 60
Our customers on page 32
Anti-bribery and
anti-corruption
Code of Conduct Business ethics on page 64
Anti-bribery and Corruption Policy
Whistleblowing Policy
Group Tax Strategy Our approach to tax on page 65
Additional information
Description of business model on page 2
Non-financial key performance indicators on page 15
Description and management of principal risks and impact of business activity on pages 79 to 85
(1) Certain policies, standards and guidelines are published on haysplc.com.
The Strategic Report was approved by the Board and signed on its behalf by:
Doug Evans
Company Secretary
21 August 2024
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GOVERNANCE
How the Hays Board sets strategic direction
and provides oversight and control
90 Chair’s introduction to governance
92 Board of Directors
96 Our governance framework
97 Division of responsibilities
98 Key activities of the Board
100 How the Board works
102 How the Board considered stakeholders in the year
103 How the Board monitors culture
104 Board evaluation
106 Nomination Committee Report
112 Audit and Risk Committee Report
118 ESG Committee Report
120 Remuneration Report
145 Directors’ Report
148 Statement on Directors’ responsibilities
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Chair’s Introduction to Governance
CHAIR’S INTRODUCTION
TO GOVERNANCE
Board evolution
The Board continued its focus on Board composition and
succession this year. Board diversity remains a key priority at Hays,
with a variety of viewpoints contributing to robust discussions and
better decision-making. On the recommendation of the Nomination
Committee, the Board approved the appointment of two new
Non-Executive Directors and the succession of the Senior
Independent Director this year.
We were delighted to welcome Helen Cunningham and Anthony
Kirby to the Board with effect from March and April respectively.
They both bring a wealth of experience to the Board and we are
already benefiting from their contributions.
You can read more about Helen and Anthony’s first few months
onthe Board and their induction programme on page 111.
During the year, Peter Williams announced his intention to step down
from the Board, having completed a nine-year tenure. On behalf of
the Board, I would like to thank Peter for his commitment and
extensive and valued contribution to the Board and its Committees
over the past nine years. The Nomination Committee considered
the key requirements and skill set required for the new Senior
Independent Director, and after careful consideration, atthe
February Nomination Committee and Board meetings it was
agreed that Cheryl Millington should succeed Peter as the Senior
Independent Director (SID), given her experience and knowledge of
the Group. The Board further approved, on the recommendation of
the Nomination Committee, the appointment of Zarin Patel as the
Chair of the Audit and Risk Committee. Zarin,who is a Chartered
Accountant, has a wealth of accounting and financial experience
and is an experienced AuditChair.
Focus on ESG
Our ESG initiatives continue to be an important area of focus, and
the Board was pleased to establish an ESG Committee this year to
enable more detailed discussion and time to focus on delivering
our sustainability strategy.
You can read more about our sustainability strategy and the work
of the ESG Committee on pages 118- 119.
Stakeholder engagement
The Board is responsible for ensuring our business is sustainable
in the long term by respecting and taking account of the needs and
views of all our stakeholders in our decision-making process. We
continue to recognise the vital importance of effective stakeholder
engagement and, on behalf of the Board, I conducted a number of
meetings in late FY23 and early FY24 with major investors to hear
their views on our Chief Executive Officer succession process.
This year, the Board visited a number of our regional businesses
and took the opportunity to engage with employees to better
understand local issues and gain an insight into their operations.
You can read more about our Workforce Engagement sessions
onpage 103.
This year’s AGM will take place at the offices of UBS, London on
20 November, and we are looking forward to the opportunity to
once again meet shareholders in person.
Dear Shareholder
I am pleased to introduce our Governance Report for the year
ended 30 June 2024. This report sets out the important work that
the Board and its Committees have undertaken during the year and
how we have ensured effective corporate governance procedures
are in place that balance the interests of our stakeholders. The
Board recognises that strong corporate governance underpins the
delivery of our strategy and evolves to meet the changing needs of
the Group. During the year, the remit of the Audit Committee was
broadened to include more oversight of risk management, and
we were pleased to establish an ESG Committee.
Organisational change
As I reference in my introduction on page 1, this has been ayearof
significant operational and strategic transition at Hays. As announced
in last year’s report, Dirk Hahn joined the Board as Chief Executive
Officer on 1 September. As someone with a deep understanding of
our business, Dirk has been able to have an immediate impact as
shown in the updated strategy and actions he has taken so far.
The Board believes the updated strategy setsHays up well to
emerge strongly from the challenging backdrop for our industry.
We continually monitor progress against our strategy and during
our Strategy Day offsite in May wealso took the opportunity to step
back and review key areas ofthe business and market developments.
The Board recognises the importance of a strong, diverse
and skilled Executive Leadership Team and, as detailed in the
Nomination Committee Report, the Board played a key role with
the succession planning for the new Chief People Officer and
Chief Technology Officer. You can read more about Deborah
and Tim’s roles in leading our transformation onpages 20-31.
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Governance at a glance
GOVERNANCE AT A GLANCE
Code compliance
During the year ended 30 June 2024, Hays complied with all of the provisions of the Corporate Governance Code 2018 (2018 Code).
Hays plc is subject to the Code issued by the Financial Reporting Council (available at frc.org uk). The Board notes the release by the FRC
of the revised Corporate Governance Code 2024 (2024 Code) in January 2024, and, as directed by the 2024 Code, we will work to ensure
full compliance with all elements of the new Code over the next couple of years. As a listed company, Hays is required to report on how it
has applied the principles of the 2018 Code and this is set out in the following pages. The table below shows where shareholders can find
further information on how the Company has applied the principles of the 2018 Code.
2024 Governance highlights
Looking forward
The Board is confident that despite the challenging market
conditions, Hays is well positioned under Dirk’s leadership and the
updated strategy to emerge even stronger, and deliver growth and
value for all our stakeholders.
I would like to thank all my colleagues for their hard work and
continued dedication this year, and my fellow Board members and
Executive Leadership Team for continuing to provide strong
leadership. As we look to the year ahead, I am confident Hays is
well positioned for long-term success and sustainable growth for
all our stakeholders.
Andrew Martin
Chair
21 August 2024
Board leadership and Company purpose Page
A – An effective Board 92-95
B – Purpose, values and culture 20-27
C – Governance framework and Board resources 96
D – Stakeholder engagement 102
E – Workforce policies and practices 103
Division of responsibilities Page
F – Board roles 97
G – Division of responsibilities 97
H – Non-Executive Directors 97, 100
I – Key activities of the Board in 2024 98-99
Composition, succession and evaluation Page
J –Appointments to the Board 107-108
K – Board skills, experience and knowledge 107
L – Annual Board Evaluation 104
Audit, risk and internal controls Page
M – Financial reporting, External Auditor and
Internal Audit
112-117
N – Review of 2024 Annual Report and Accounts 114
O – Risk management and internal controls 116
Remuneration Page
P – Linking remuneration with purpose and strategy 124-125
Q – Remuneration Policy 125
R – Performance outcomes in 2024 129
2
new NEDs joined
the Board
70%
Board Independence
50%
women on the Board
Female Senior
Independent
Director appointed
New Board level
ESG Committee
New Chief
Executive appointed
New Chief People
Officer appointed
New Chief Technology
Officer appointed
Exceeded Parker
Review Diversity
Target
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Andrew Martin
Chair
N
Appointed
12 July 2017
Skills, competencies and experience
Andrew is an experienced Chair and has
extensive experience in business, finance
and corporate governance across several
sectors. He brings valuable knowledge in
developing strategy and has a strong focus
on delivering value for all stakeholders. He
is an Associate of the Institute of Chartered
Accountants and the Chartered Institute
of Taxation.
From 2012 to 2015, Andrew was Chief
Operating Officer for Compass Group plc,
having previously been their Group Finance
Director from 2004 to 2012. Before joining
Compass Group, he was Group Finance
Director at First Choice Holidays plc
(now TUI Group plc) and prior to that held a
number of Senior Finance roles at Granada
Group plc and was a partner at Arthur
Andersen. Andrew also previously served
as a Non-Executive Director of easyJet plc
and as a Non-Executive Director of the
John Lewis Partnership Board.
External appointments
Non-Executive Chair of Intertek Group plc
and Chair of Nomination Committee.
Dirk Hahn
Chief Executive Officer
Appointed
1 September 2023
Skills, competencies and experience
Dirk has been with Hays for over 25 years
and, prior to his appointment as CEO, was
a member of the Hays Executive Board and
Managing Director of Hays Germany and
Continental Europe, Middle East and Africa.
During his tenure at Hays, Dirk has held
roles including CEO of Hays’ German
speaking countries and Nordics, and
Group Head of Strategy, as well as other
senior positions internationally. In his early
career at Hays, Dirk ran the Information
Technology and Engineering sectors within
Hays in Germany. Dirk has an MBA from
the University Tübingen, Germany.
James Hilton
Chief Financial Officer
Appointed
1 October 2022
Skills, competencies and experience
James has extensive experience in finance,
audit and risk management and, having
worked at Hays for more than 15 years,
understands the Group’s operations at all
levels. James is an Economics graduate
from Cambridge University, and qualified
as a Chartered Accountant with KPMG.
James joined Hays in 2008 from the
Investment Banking division of Dresdner
Kleinwort, where he specialised in
Corporate Broking and M&A Advisory.
Prior to his appointment to the Hays Board,
James held a number of senior finance
roles at Hays, including Head of Investor
Relations, UK Financial Controller,
European Finance Director and
Group Financial Controller.
BOARD OF
DIRECTORS
Board Committees
A
Audit and Risk Committee
R
Remuneration Committee
N
Nomination Committee
E
ESG Committee
W
Designated NED for Workforce Engagement
Committee Chair
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Helen Cunningham
Independent Non-Executive Director
A
R
N
Appointed
1 March 2024
Skills, competencies and experience
Helen brings extensive HR functional
expertise and has specialist knowledge
in remuneration, ESG and Board and
Executive succession planning. She also
has global experience in leading cultural
transformation and talent management, as
well as M&A and Divestments programmes.
Helen is currently the Chief People
Officer at Inchcape plc, where she has
responsibility for People and Culture
strategy, as well as Corporate
Communications and Employee
Engagement. Prior to joining Inchcape,
Helen held numerous senior People
leadership and strategy roles at Mitie
Group PLC, Bureau Veritas Group and
Nationwide Building Society.
External appointments
Chief People Officer at Inchcape plc.
Anthony Kirby
Independent Non-Executive Director
A
R
N
Appointed
1 April 2024
Skills, competencies and experience
Anthony brings extensive experience in
senior operational and human resources
roles across a number of sectors.
Anthony is currently Chief Executive Officer,
Serco UK and Europe. In this role, he is
responsible for a business that operates
across Citizen Services, Defence, Health &
Facilities Management and Transport &
Community Services, employing more than
30,000 people across 12 countries. Prior
to this role, Anthony served as Group Chief
Operating Officer at Serco. He joined Serco
as Group HR Director in 2017. Anthony also
has a wealth of experience from more than
17 years at Compass Group Plc.
External appointments
Chief Executive Officer, Serco UK
and Europe.
Joe Hurd
Independent Non-Executive Director
A
R
N
E
Appointed
1 December 2021
Skills, competencies and experience
Joe has significant global experience in
consumer-facing technology businesses.
He also brings expertise as an independent
public board director, advising on strategic
growth, ESG, workforce engagement,
innovation, governance, compensation,
board recruitment and diversity.
Joe began his career in corporate and
securities law with Linklaters, before
establishing himself as an entrepreneur
with successful start-ups Friendster
and VideoEgg. Previously he served as a
Non-Executive Director of GoCo Group plc
(now Future plc) and as an Independent
Director of SilverBox Engaged Merger Corp I.
From 2009 until 2012, Joe served in the
Obama Administration as a political appointee
at the Department of Commerce, serving
on the White House Business Council.
External appointments
Chief Executive Officer and Managing
Partner of Katama Group LLC. A Non-
Executive Director of Trustpilot Group plc.
A nominated member of Lloyd’s Council.
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Board of Directors continued
Cheryl Millington
Senior Independent Non-Executive Director
A
R
N
Appointed
17 June 2019
Skills, competencies and experience
A strategic technology leader, Cheryl also
brings extensive general management,
data and people experience to the Board.
Cheryl was Chief Digital Officer of Travis
Perkins plc from 2016 to 2018, Executive
Director, IT, for Waitrose from 2012 to 2016
and Chief Information and Data Officer for
Asda Stores Ltd from 2009 to 2012. Prior
to those positions, Cheryl held senior
management roles at HBOS plc, Innogy
plc and National Power plc, and began
her career as a management consultant
with Price Waterhouse. Cheryl has also
previously served as a Non-Executive
Director of National Savings and
Investments, Intu Properties plc
and Equiniti Group plc.
External appointments
Non-Executive Director of Atom Bank plc
and Chair of Remuneration Committee.
Non-Executive Director of AXA Insurance
UK plc. Non-Executive Director of Orbit
Private Holdings Ltd, where she is a
member of the Human Capital Committee.
Susan Murray
Independent Non-Executive Director
A
R
N
Appointed
12 July 2017
Skills, competencies and experience
Susan brings extensive experience in
international consumer goods and services
businesses. She has specialist knowledge
and experience in strategy, marketing,
remuneration and general management.
Susan is a former Chair of Farrow & Ball,
and a former Non-Executive Director of
Mitchells & Butlers plc, Compass Group plc,
Pernod Ricard S.A., Imperial Tobacco plc,
Enterprise Inns plc, Aberdeen Asset
Management plc, SSL International plc,
2 Sisters Food Group and Wm Morrison
Supermarkets plc. She is also a former
Chief Executive of Littlewoods Stores
Limited and former Worldwide President
and Chief Executive of The Pierre Smirnoff
Company, part of Diageo plc.
External appointments
Senior Independent Director and Chair of
Remuneration Committee at Grafton Group
plc. Senior Independent Director of William
Grant & Sons Limited.
Zarin Patel
Independent Non-Executive Director
A
R
N
Appointed
1 January 2023
Skills, competencies and experience
Zarin brings expertise in managing
transformation within complex digital-
centric businesses. She also has wide-
ranging experience across finance,
investment and customer in both
executive and non-executive roles.
Zarin spent 15 years at each of KPMG and
the BBC, where she was Chief Financial
Officer for nine years. From 2014 to 2016,
she was the Chief Operating Officer of The
Grass Roots Group plc. Previously, Zarin
was a Non-Executive Director of Post
Office Limited and an independent member
of the Audit and Risk Committee of John
Lewis Partnership plc. Zarin is a member
of the Institute of Chartered Accountants
in England and Wales and has recent
and relevant financial experience.
External appointments
Non-Executive Director, Senior Independent
Director and Chair of the Audit and Risk
Committee of Anglian Water Services
Limited. Senior Independent Director and
Chair of the Audit and Risk Committee of
Pets at Home Group plc. A Non-Executive
Director at HM Treasury and Chair of the
Audit and Risk Committee. A trustee
of National Trust and Chair of its
Audit Committee.
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MT Rainey
Independent Non-Executive Director
W
A
R
N
E
Appointed
14 December 2015
Skills, competencies and experience
An experienced media and advertising
professional, MT has worked extensively
in the UK and US. She brings a wealth of
corporate, commercial and enterprise
experience to the Board, as well as a
passion for diversity, sustainability and
corporate ethics.
MT founded the advertising agency Rainey
Kelly Campbell Roalfe, which she grew to a
top 20 agency before it was sold to Y&R, a
subsidiary of WPP plc, and where MT was
CEO then Chair until 2005. In addition, she
was Chair of the leading digital strategy
agency Th_nk Ltd from 2008-2015.
Previous non-executive directorships held
by MT include WH Smith plc, STV Group
plc and Pinewood Group plc. MT has a
Masters degree from Glasgow University.
External appointments
Non-Executive Director of Clear Channel
Outdoor Holdings Inc., Chair of Lighthouse
Centre for the Arts, Chair of Charlotte
Street Partners.
Doug Evans
General Counsel & Company Secretary*
Appointed
4 February 2013
Skills, competencies and experience
A law graduate from Rhodes University
who began his career with Webber Wentzel
in South Africa, specialising in corporate
and commercial law before moving
in-house. Doug has previously held the
posts of Company Secretary & Corporate
Legal Director at Exel plc, and Group
General Counsel at Royal Mail Limited.
Prior to joining Hays, Doug was an
Executive Director, Company Secretary &
General Counsel at Mitchells & Butlers plc.
* Rachel Ford was appointed as General Counsel
on 12 August 2024 and will be appointed as
Company Secretary on 26 August 2024, in
succession to Doug Evans, who is retiring
after 11 years at Hays.
Director tenure
Board gender diversity
Board ethnic diversity
0 – 3 years: 60%
3 – 6 years: 10%
6+ years: 30%
Male: 50%
Female: 50%
Asian/Asian British: 10%
Black/African/Caribbean/Black British: 10%
White British or other White: 80%
Directors who served throughout the year
Peter Williams
Non-Executive Director
Peter Williams stepped down from his position as Senior Independent Director and
Chair of Audit Committee on 20 February 2024.
Alistair Cox
Chief Executive Officer
Alistair Cox stepped down as Chief Executive Officer on 31 August 2023.
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OUR GOVERNANCE
FRAMEWORK
The Board is committed to ensuring there is a strong and effective system of
governance in place to support the execution of the Company’s strategy.
The Matters Reserved for the Board and the Terms of Reference
of all Board Committees are available on our website.
The Board
The Board is the principal decision-making body in the Company. It is collectively responsible for promoting the long-term success
of the Company, for the benefit of all its stakeholders. It sets the Group’s strategy and provides support and constructive challenge
to senior management within a framework of effective controls.
Board Committees
The Board delegates certain matters to Committees which report to the Board at every meeting.
The Committees’ Terms of Reference are reviewed and approved annually by the Board.
Nomination
Committee
Assists the Board
by keeping the Board
composition under
review and makes
recommendations in
relation to appointments.
Group Executive Risk
Committee
An executive committee responsible
for strategic direction and oversight
of the Group’s risk framework.
Audit and Risk
Committee
Oversees the Group’s
financial reporting and
reviews the integrity of
the Group’s Financial
Statements, the adequacy
and effectiveness of the
Group’s system of internal
control and risk
management and
relationship with the
External Auditor.
Disclosure Committee
An executive committee which
ensures compliance with the
obligations of the UK Market Abuse
Regulation and supports the Board in
assessing when Hays may have inside
information, and ensures accurate
and timely disclosure.
ESG Committee
Monitors and
oversees the Group’s
Environmental, Social
and Governance
responsibilities
and activities.
Chief Executive Officer
Responsible for the day-to-day
running of the Group’s business
and performance, and for the
development and implementation
of business strategy.
Remuneration
Committee
Determines the Directors’
Remuneration Policy.
Approves performance-
linked pay and share
incentive plans.
The Committee
also reviews workforce
policies and practices.
Executive Leadership Team
(ELT)
Responsible for helping the
CEO implement strategy, meet
commercial objectives and
improve operating performance
and financial performance.
Executive Level Committees
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DIVISION OF
RESPONSIBILITIES
Whilst our Directors take collective responsibility for the activities of the Board,
some of our roles are described in greater detail below.
Non-Executive Directors
Chair Senior Independent Non-
Executive Director
Independent Non-Executive
Directors
Andrew Martin Cheryl Millington Anthony Kirby
Helen Cunningham
Joe Hurd
MT Rainey
Susan Murray
Zarin Patel
• Leadership and effective operation of
the Board
• Chairs the Board and the Nomination
Committee and sets Board agendas
• Encourages constructive challenge and
facilitates effective communication
between Board members
• Ensures effective two-way
communication with shareholders
and stakeholders
• Ensures that all Directors receive
clear and accurate information on
a timely basis
• Ensures the views of all stakeholders are
understood and considered appropriately
in Board discussions and decision-making
• Ensures the effectiveness of the
Board and enables the annual review
of effectiveness
• Responsible for the composition and
evolution of the Board, together with
the Nomination Committee and SID
• Acts as a sounding board for the Chair
• Serves as an alternative contact and
intermediary for other Directors
and shareholders
• Leads the Chair’s annual performance
appraisal and succession in due course
• Provide strong, independent and external
perspectives to Board discussions and
enhance robust and constructive
debate and optimal decision-making
• Bring independent judgement
and oversight on issues of strategy,
performance and, through the Board’s
Committees, on matters such as
remuneration, risk management systems,
financial controls, financial reporting and
the appointment of new Directors
• Scrutinise the executive management in
meeting agreed objectives and monitoring
the reporting of performance
Executive Directors
Chief Executive Officer Chief Financial Officer
Dirk Hahn James Hilton
• Day-to-day management of the Group’s business
• Formulates strategic business objectives for Board approval
and implements approved strategic objectives and policies
• Manages and optimises the operational and financial
performance of the business in conjunction with the
Chief Financial Officer
• Fosters a good working relationship with the Chair
• Chairs the Executive Leadership Team and develops
senior talent within the business for succession planning
• Manages the Group’s financial affairs
• Supports the Chief Executive Officer in the implementation
and achievement of the Group’s strategic objectives
• Oversees Hays’ relationships with the investment community
• Represents Hays externally to all stakeholders, including the
government and regulators, customers, Pension Trustees for the
Company’s defined benefit pension schemes, lenders, suppliers
and the communities we serve
Company Secretary
General Counsel & Company Secretary
Doug Evans
• Secretary to the Board, its Committees and the Executive
Leadership Team
• All Directors have access to the advice of the General Counsel
& Company Secretary
• Responsible for advising the Board on all governance matters
and ensuring that Board procedures are followed
• Supports the Chair in ensuring that the Directors receive
accurate, timely and clear information
• Advises and keeps the Board updated on any changes to the
Listing and Transparency Rules requirements and best practice
corporate governance developments
97 Hays plc Annual Report & Accounts 2024
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KEY ACTIVITIES
OF THE BOARD
Stakeholders Principal risks Strategic priorities
Focus area Stakeholders Principal risks Strategic
priorities
Strategy and operations
1
2
3
4
A
B
C
D
E
F
G
H
Key activities Decisions and outcomes
• Regular strategy sessions, including a dedicated Strategy Day with members of
the Executive Leadership Team and senior management, to consider key strategic
priorities and challenges in the short, medium and long term. Presentations to the
Board were provided at the Strategy Day on areas including a market overview
from the corporate brokers, technology strategy, AI, marketing strategy, product
development, data strategy and a deep dive of the US business
• Deep-dive sessions in Singapore, Australia and Switzerland on regional businesses,
receiving presentations from senior management on business performance, the
state of the market, strategy, succession planning and opportunities
• CEO report presented at each Board meeting, with key updates on strategy, people
and operations
• Regular presentations from the newly appointed Chief Technology Officer on a new
Technology Operating Model, cyber security and emerging technology
• Monitored progress against culture, behaviours, DE&I strategy which supports the
long-term planning and future direction of the Group
• Presentations from the Chief Financial Officer on transformation of the Finance function
• Approved update to the Group strategy
• Approved new contract with LinkedIn
• Approved a new Technology
OperatingModel
• Approved Master Services Agreement
with Cognizant
Finance
1
2
4
A
B
C
D
H
Key activities Decisions and outcomes
• Presentations from the Chief Financial Officer on Group trading performance foreach
period, including market data, budgets, outlook andcash flow
• Interim and full year results and trading updates
• Received regular updates on the UK Defined Benefit Pension Scheme
• Investor relations reports detailing market movements and trends
• Approval of the interim and full year
results for publication
• Recommended a final dividend of
2.05p per share
• Approval of the annual budget and
operating plans
1
Employees
2
Candidates
3
Clients
4
Shareholders
5
Communities
6
Suppliers
7
Host countries and governments
A
Macroeconomic/cyclical business exposure/inflation
B
Business model
C
Talent
D
Regulatory/compliance
E
Reliance on technology/cyber security
F
Artificial Intelligence (AI)
G
Data protection/privacy
H
Contracts
Profitable Growth
Focus
Develop networks
Enhance
Enable
The Board met during the year for seven scheduled Board
meetings and one Strategy Day. The Chair, in conjunction with the
Chief Executive Officer and General Counsel & Company Secretary,
plans a detailed programme of activities prior to the start of the
year, taking into account outputs from the annual Board Evaluation.
The Board also recognises the importance of maintaining some
flexibility in the schedule to enable the Board to consider evolving
areas of strategy. On the evening before most scheduled Board
meetings, the Board and the General Counsel & Company
Secretary typically meet by themselves or with the local
management teams to build relationships and hear about
issues impacting the business and opportunities available.
A typical Board meeting will comprise the following elements:
• Performance reports from the Chief Executive Officer and
Chief Financial Officer
• Deep-dive reports into areas of strategic importance, such as
regional operating performance, marketing, technology and people
• Updates from the Chairs of our Board Committees
• Update from the Designated Workforce Engagement Director;
• Investor relations reports
• Legal and governance updates, including whistleblowing
updates, and approval of the Modern Slavery Statement
• Time for the Chair to discuss matters with the Non- Executive
Directors without Executives present.
The table below provides further insight into the key activities of the
Board during the year.
98 Hays plc Annual Report & Accounts 2024
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Focus area Stakeholders Principal risks Strategic
priorities
Technology
1
2
3
4
5
6
7
A
B
C
D
E
F
G
H
Key activities Decisions and outcomes
• Several presentations from the new Chief Technology Officer on Technology Strategy
and the development of a new Technology Operating Model to better align with
business needs to enable growth and adoption of emerging technologies, including AI
• Audit and Risk Committee considered the Information Security and Data Protection
Plan and IT Disaster Recovery
• Approved Master Services
Agreement with new third party
service provider, Cognizant
People and culture
1
A
B
C
D
E
Key activities Decisions and outcomes
• Review of the Group’s Executive and Board succession plans
• Received feedback from Designated Workforce Engagement Director
• Discussed progress on the Group’s Global DE&I strategy
• Reviewed results of employee engagement survey
• Visits to local sites and employee engagement activities
• Considered and approved invitations under the Group’s all-employee share plans
• Appointment of new Chief Executive
Officer, Chief Technology Officer,
Chief People Officer, General Counsel
&Company Secretary
• Appointment of two new Non-Executive
Directors, a new Senior Independent
Director and new Chair of the Audit
and Risk Committee
Internal controls and risk management
1
2
3
4
5
6
7
A
B
C
D
E
F
G
H
Key activities Decisions and outcomes
• Presentations from Chief Risk Officer to consider changes to the Group’s principal
and emerging risks and the effectiveness of internal controls and risk management
• Reviewed Audit and Risk Committee discussions on internal controls, stress testing
and risk mitigation across the business
• Approval of risk appetite statement and
changes to principal and emerging risks
• Review of the annual insurance
programme
• Approved widening the remit of the Audit
Committee to include more risk matters
ESG
1
2
3
4
5
6
7
A
B
C
D
E
F
G
H
Key activities
• Considered recommendation from partnership with Slave Free Alliance to progress
Hays Modern Slavery policies
• Received updates on customer experience
• Reviewed TCFD disclosures
• Regular updates on governance, legal and regulatory matters
• Reviewed regular reports on the legal and compliance matters from the Company
Secretary, including from the Company’s whistleblowing arrangements
• Approval of updated Board Diversity Policy
• Reviewed the Company’s compliance with the 2018 Code
• Discussed the results of the Board effectiveness review and progress against actions
Decisions and outcomes
• Approved Group Human Rights Statement
• Approved the establishment of a Board
level ESG Committee
• Review and approval of Modern Slavery
Statement and partnership with Slave
Free Alliance
• Approved the Company becoming
signatories to UN Global Compact
99 Hays plc Annual Report & Accounts 2024
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HOW THE
BOARD WORKS
Conflicts of interest
Directors have a duty to avoid a situation where they have, or could
have, a direct or indirect interest that conflicts, or may conflict, with
the interests of the Company. Any conflicts or potential conflicts
identified are considered and, as appropriate, authorised by the
Board in accordance with the Company’s Articles of Association.
The conflicts of interest register is reviewed annually to ensure
it is up to date and that there are no new conflicts to consider.
No new conflicts were recorded this year that would impact
the independence of any of the Directors.
The Board has established a policy permitting its Executive
Directors to hold only one external non-executive directorship,
subject to any possible conflict of interest. This ensures that
Executive Directors retain sufficient time for and focus on the
Company’s business, whilst allowing them to gain external Board
exposure as part of their leadership development. Executive
Directors are permitted to retain any fees paid for such services.
While the Company does not have a similar policy for Non-
Executive Directors, their key external commitments are reviewed
each year to ensure that additional commitments do not adversely
impact their time commitment to Hays and that they remain
compliant with investor guidance on ‘overboarding’. Before
committing to an additional appointment, Directors confirm the
existence of any potential or actual conflicts; and provide the
necessary assurance that the appointment will not adversely
impact their ability to continue to fulfil their role at Hays. Directors
are required to obtain formal approval from the Board ahead of
undertaking any new external appointments.
Training and development
During the year, the Directors received regular presentations
from management teams and external advisers to develop their
understanding of the business and its operating environment.
• At the Board strategy offsite meeting, the Board had the
opportunity to meet with members of the management team
to review the Group’s strategy and discuss the potential
opportunities and risks of AI. They also met with external
advisers to discuss the impact of the current macroeconomic
environment and political landscape.
• The Audit and Risk Committee received regular updates on the
internal controls programme and the associated proposed UK
Corporate Governance and Audit Reforms.
• At each meeting, the Remuneration Committee receives a
market update on remuneration developments and changing
regulatory requirements.
• The ESG Committee received a briefing from external
consultants, Verisk Maplecroft, on the external ESG landscape.
Directors’ indemnities
The Company maintains Directors’ and Officers’ liability insurance
which provides appropriate cover for legal actions brought against
its Directors. Each Director has been granted indemnities in respect
of potential liabilities that may be incurred as a result of their
position as an officer of the Company. A Director will not be covered
by the insurance in the event that they have been proven to have
acted dishonestly or fraudulently.
Board composition
As at the date of this report, our Board comprised seven
independent Non-Executive Directors, the Chair of the Board and
two Executive Directors. The composition of the Board is subject
to regular review by the Nomination Committee to ensure that it
has the right balance of skills, tenure and experience, taking into
account the Board Diversity Policy. All new appointments follow a
formal and rigorous search process, which is led by the Nomination
Committee. This year, the Board and Nomination Committee
continued their focus on reviewing Board composition and
executive succession planning to ensure the right mix of skills and
experience to support the updated strategy. This activity resulted
in several new appointments this year. More information on the
appointment process for these roles is outlined in the Nomination
Committee Report on page 106-111.
Each Board member brings a wide range of skills and experience
from different business backgrounds. The skills matrix on page
107 details some of the skills and experience considered to be
particularly important to the execution of our strategy. The skills
matrix is reviewed at least annually.
Independence of Directors and time commitment
During the year, the Board considered the independence of
each of the Non-Executive Directors by reviewing their external
commitments and tenure. The Board concluded that each of the
Non-Executive Directors is independent in character and judgement
in line with the definition set out in the 2018 Code and there are
no business or other circumstances that are likely to affect the
independence of any Non-Executive Director.
Prior to making new appointments, each prospective Non-Executive
Director is asked to confirm they will have sufficient time to
discharge their responsibilities effectively and that they had
no conflicts of interest.
Annual election and re-election of Directors
In accordance with the 2018 Code, all Directors are subject to
annual re-election by shareholders. Each of the Non-Executive
Directors seeking appointment or reappointment at this year’s
AGM are considered to be independent in judgement and
character. Having received advice from the Nomination Committee,
the Board is satisfied that each Director standing for election or
re-election is qualified for election/re-election by virtue of their
skills, experience and commitment to the Board.
Non-Executive Director appointments are initially for a period
of three years, and may be renewed for two further terms of
three years subject to recommendation from the Nomination
Committee, taking into account individual contribution, length
of service of the Board overall and its future needs.
Details of the Executive Directors’ service contracts and the Chair’s
and the Non-Executive Directors’ letters of appointment are set
out in the Directors’ Remuneration Report on page 142. These
documents are available for inspection at the registered office
of the Company during normal business hours and at the Annual
General Meeting.
100 Hays plc Annual Report & Accounts 2024
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Board and Committee attendance
During the year, the Board met a total of seven times in person, providing video conference facilities if required by any Directors. In addition,
the Board held a Strategy Day in May. In the event that a Director was unable to attend a meeting, they received all the papers and had the
opportunity to raise any matters in advance of the meeting.
Board
Audit and
Risk Committee
Nomination
Committee
ESG
Committee
†
Remuneration
Committee
Alistair Cox
(1)
2 of 2 – – – –
Dirk Hahn
(2)
5 of 5 – – – –
James Hilton 7 of 7 – – – –
Andrew Martin 7 of 7 – 6 of 6 – –
Helen Cunningham
(3)
1 of 1 1 of 1 1 of 1 – 1 of 1
Anthony Kirby
(4)
1 of 1 1 of 1 1 of 1 – 1 of 1
Joe Hurd 7 of 7 4 of 4 6 of 6 2 of 2 4 of 4
Cheryl Millington 7 of 7 4 of 4 6 of 6 – 4 of 4
Susan Murray 7 of 7 4 of 4 6 of 6 – 4 of 4
Zarin Patel 7 of 7 4 of 4 6 of 6 2 of 2 4 of 4
M T Rainey 7 of 7 4 of 4 6 of 6 2 of 2 4 of 4
Peter Williams
(5)
5 of 6 2 of 3 5 of 5 – 3 of 3
(1) Stepped down from the Board on 31 August 2023. Attendance shown is of those meetings which took place during tenure.
(2) Joined the Board on 1 September 2023. Attendance shown is of those meetings which took place during tenure.
(3) Joined the Board on 1 March 2024. Attendance shown is of those meetings which took place during tenure.
(4) Joined the Board on 1 April 2024. Attendance shown is of those meetings which took place during tenure.
(5) Stepped down from the Board on 20 February 2024. Attendance shown is of those meetings which took place during tenure.
† ESG Committee met 2 times in FY24, but in FY25 will meet 4 times
101 Hays plc Annual Report & Accounts 2024
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HOW THE BOARD CONSIDERED
STAKEHOLDERS IN THE YEAR
Section 172 duties Relevant disclosure and page number
Likely
consequences of
Board decisions
in the long term
Chief Executive Officer’s review on page 4-13
Our strategic priorities on page 13
Key performance indicators on page 14-15
Stakeholder engagement on page 16-19
Financial Review on page 38-47
Principal Risks and Uncertainties on
page 79-85
Statement of Viability on page 86-87
Materiality Assessment on page 51
Interests of
theCompany’s
employees
People and Culture on page 21
Key performance indicators on page 14-15
Stakeholder engagement on page 16-19
How the Board Monitors Culture 103
Need to foster
theCompany’s
business
relationships
withsuppliers,
customers
andothers
Our strategic priorities on page 13
Creating value for our stakeholders on page 16
Customers on page 32
Stakeholder engagement on page 18-19
Materiality Assessment on page 51
ESG Committee Report on page 118
Impact of the
Company’s
operations on the
community and
environment
Our strategy priorities on page 13
Stakeholder engagement on page 18-19
TCFD disclosure on page 71
Environment on page 66
ESG Committee Report on page 118
Section 172(1) statement
During the year the Board has acted in accordance with Section 172(1) of the Companies Act 2006. Each Director has acted in the
way they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a
whole. We believe that in order to progress our strategy and achieve long-term sustainable success, the Board must consider all
stakeholders relevant to a decision and satisfy itself that any decision upholds our value of ‘doing the right thing’.
Further information on how section 172(1) has been applied by the Directors can be found throughout the Annual Report:
Engagement with shareholders
The Board maintains strong lines of communication with
shareholders and proactively engaged with them during the year
to understand their views on strategy, performance and other
matters, such as CEO succession.
• The Board received reports and updates from the Investor
Relations team summarising, key feedback from our
principal shareholders
• The Chief Financial Officer hosted quarterly results
presentations and took questions from investors and analysts
• The Executive Directors and Investor Relations team
participated in roadshows and events across the world with
the investor community
• The Chair of the Remuneration Committee corresponded with
major institutional shareholders in relation to the Directors’
Remuneration Policy renewal at the November 2023 AGM,
and Executive pay
Annual General Meeting
At the 2023 Annual General Meeting, all resolutions were passed
with voting in support ranging from 70.90% to 88.46%.
Resolutions 18 (Authority to allot shares) and 19 (Disapplication
of pre-emption rights) received a vote of just over 20% against
the Board’s recommendations. The Board engaged with our
major institutional shareholders to explain the Board’s rationale
in proposing these resolutions and to ensure that its views were
understood. As explained in the Notice of 2023 AGM, the Directors
have no present intention to exercise the share capital authorities
reflected in these resolutions, which provide appropriate flexibility
in line with investor body guidelines.
The Company’s 2024 AGM will be held at 12 noon on 20 November
2024 at the offices of UBS, 5 Broadgate, London EC2M 2QS.
Section 172 duties Relevant disclosure and page number
Desirability of
theCompany
maintaining a
reputation for
high standards of
business conduct
Stakeholder engagement on page 16-19
Key performance indicators on page 14-15
People and Culture on page 21
Sustainability and the world of work on page 48
Principal Risks and Uncertainties on
page 79-85
Board evaluation on page 104
Division of responsibilities on page 97
Annual Report on Remuneration on page 120
Need to act
fairly between
members of
the Company
Stakeholder engagement on page 18-19
S. 172(1) statement on page 102
102 Hays plc Annual Report & Accounts 2024
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HOW THE BOARD
MONITORS CULTURE
YourVoice surveys
YourVoice is one of the principal tools the Board uses to gauge
employee sentiment and gather candid feedback from all areas of
the Group. MT Rainey and the ESG Committee spent a significant
amount of time reviewing the results of the annual employee
engagement survey, which included data on how engaged our
workforce is compared to our peers and how Hays’ values link to
our purpose and affect colleague behaviours. The ESG Committee
will continue to monitor actions being taken in response to the
survey over the course of the next year.
More information on how we monitor and assess employee
engagement can be found on page 21.
Workforce policies and procedures
The Board receives regular reports of escalated incidents and
instances of whistleblowing and fraud, together with the status
of investigations and, where appropriate, management actions
to remediate the issues identified.
During the year, the Remuneration Committee considered policies
for workforce pay. The ESG Committee heard from the Group Head
of Diversity, equity and inclusion about the process being made on
the Group DE&I initiatives. More information on our DE&I approach
is on page 23.
Town halls
Throughout the year, the Chief Executive Officer, Chief Financial
Officer and the executive management team held town hall
meetings, which Hays employees were invited to attend. These
discussions took place at significant points in the year, such as
following key financial results announcements.
Workforce Engagement Director
As our Designated Workforce Engagement Director, MT Rainey is
responsible for championing the ‘employee voice’ in the Boardroom
and strengthening the link between the Board and employees. MT’s
activities this year have enabled her to feed back on what she hears
first-hand, which has continued to provide valuable insights that
have helped inform a range of strategic Board discussions.
Site visits and employee focus groups
Board members frequently undertake site visits to gain further
insight into our culture by meeting colleagues whilst observing the
Group’s operations in action. Informal interactions allow the Board
to speak to colleagues directly and understand what matters to
them. Through written summaries included in the papers for
Board meetings, MT is able to provide feedback on what she
hears first-hand.
During the Board site visits this year to Asia, Australia and Europe,
MT Rainey, together with Helen Cunningham, Joe Hurd and
Cheryl Millington, met with small groups of local employees
to gather feedback.
Key themes raised during these focus group meetings included:
• culture and working practices
• technology tools
• brand and marketing
• YourVoice Surveys
The Board uses several tools to monitor and assess culture,
listen to colleagues and act on what they say.
103 Hays plc Annual Report & Accounts 2024
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BOARD
EVALUATION
The Board operates a three-year cycle of evaluations. Year one of the cycle comprises
an externally facilitated evaluation. Years two and three are internally facilitated reviews
using a questionnaire format. In all years, the evaluation assesses the effectiveness of
the Board and its Committees.
FY23 internal evaluation
In FY23 the Board carried out an internal evaluation process using an online evaluation tool provided by Independent Audit Limited.
The progress made to address the findings of the FY23 evaluation is set out below.
Key themes Progress made in FY24
Board administration, agendas, meetings – to facilitate greater debate The Chair and General Counsel & Company Secretary developed
an updated forward planner to enable more focus on around the
strategic opportunities, challenges and drivers
Non-Executive Director engagement outside of meetings with
Executives and the business
Greater time was scheduled for Board engagement activities
while on site trips to allow the Board to engage more with each
other and with senior leaders in the business
Succession planning at Board level The Board’s mix of skills, experience and knowledge was
enhanced by with the addition of two new Non-Executive
Directors and a female Senior Independent Director
Succession planning at Executive level Succession reviews were held for key Executive Leadership
Team roles resulting in the appointment of a new CEO, CTO
and CPO
Building wider stakeholder understanding Establishment of ESG Committee to give additional time to
consider employee engagement matters and the development
of the Hays sustainability strategy
The impact on stakeholders was factored into key
decision-making during the year, including the Executive
appointments, Technology Operating Model and the review
of the Modern Slavery Statement
Year 1 – FY22
Externally led evaluation: A detailed, independent
assessment of the Board, Committees and
individual Directors.
Year 2 – FY23
Internally led evaluation: A self-assessment
evaluation, with a focus on Board dynamics,
Board composition and succession.
Year 3 – FY24
Internally led evaluation: A self-assessment
evaluation, with a focus on Board dynamics,
Board composition and succession.
Year 1
External
Year 2
Internal
Year 3
Internal
104 Hays plc Annual Report & Accounts 2024
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FY24 internal evaluation
The Board decided to use the online self-evaluation tool provided
by Independent Audit Limited again in FY24 because it would allow
direct comparison with the prior year and enable the direct input
of each Board member to be kept confidential. As in FY23,
the objective was to provide an assessment of the Board’s
effectiveness and governance, including the effectiveness
of the Chair, Committees and individual Directors.
In May 2024, all the Directors completed the online evaluation
questionnaire provided by Independent Audit. As in FY23, the
questionnaire covered a broad range of topics, ranging from
strategy, risk, finance, people and culture to board dynamics,
composition and succession. The respondents rated questions
on a sliding scale and were encouraged to provide additional
open feedback in comment boxes.
The findings were analysed and compiled into a detailed report
with key themes identified, and then presented for discussion at
the July Board meeting. The output of the evaluation was that the
Board is operating effectively, with strong Board dynamics and
contribution, and a good culture of open and inclusive discussions
– driven by values and simplification with improving governance
under a new Senior Independent Director and Audit and Risk
Committee Chair. The Board’s support on the strategic priorities
and transformation programme also remains strong. There was
recognition that the focus on Board succession planning in FY23
and continuing into FY24 had resulted in a good mix of skills and
experience on the Board.
Areas that were highlighted to progress in FY25 included
technology and people strategies. Both of these have been
key areas of focus in FY24 and the appointment of the new
CTO and CPO are expected to have an impact in FY25.
There was also feedback on enhancing how the Board discusses
and oversees risk management; this again has been addressed in
part by widening the remit of the Audit Committee to allow more
time for risk deep-dives.
A summary of the FY24 evaluation themes and proposed actions
for FY25 are set out in the table below. Progress against the key
areas of focus will be presented in the FY25 Annual Report.
Chair and Director evaluation
This year the Senior Independent Director (SID), Cheryl Millington
offered 1:1 meetings with the Board to gather feedback on the
Chair of the Board, Andrew Martin, and also used a questionnaire
from Independent Audit to facilitate the evaluation. The Board
completed a questionnaire which assessed areas such as
relationships with Non-Executive Directors/key stakeholders/
shareholders, leadership of the Board and support/guidance/
constructive challenge of the Executive Directors. The SID used
the output from the 1:1 meetings and the questionnaire to inform
discussion at the July Board meeting, following which the SID
met with the Chair to provide feedback. The Board considered the
Chair’s leadership, performance and overall contribution to be of
a high standard during the year.
Andrew Martin, the Chair, met with each Director to discuss
their individual contributions and performance, together with
any training and development needs. Following these reviews,
the Board remains satisfied that, in line with the 2018 Code, all
Directors are able to allocate sufficient time to the Company
to enable them to discharge their responsibilities as Directors
effectively and that any current external appointments do not
detract from the extent or quality of time which any Director is
able to devote to the Company.
FY24 internal evaluation
Key themes FY25 proposed actions
Technology as part of strategy Continued focus on execution of the new Technology Operating
Model, use of AI and cyber preparedness
Engage with the newly appointed service provider, Cognizant
People strategy and culture Continued focus on executive succession planning and
development, employee engagement and the Company’s
purpose and values
Board reports There is an opportunity to improve the quality of Board reporting
through, consistent executive summaries and articulating the
key issues to better facilitate focused Board discussions
Succession planning at Executive level Notwithstanding the progress made in FY24, more focus in
FY25 on talent management and giving potential successors
exposure to the Board
Risk Continue to allow time for risk deep-dives to enhance
understanding of the extent to which the risk management
approach impacts the business operations, in particular relating
to data, AI, cyber and contract risk
105 Hays plc Annual Report & Accounts 2024
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Dear Shareholder
I am pleased to present the Nomination Committee’s 2024 report,
which sets out the role of the Committee and its work during
the year.
The development and execution of our long-term strategic
objectives and promotion of the interests of all our stakeholders
is dependent on having effective leadership at both Board and
Executive level. The Committee has played a vital role in the past
year in supporting the Board with succession planning, ensuring
the Board and the Executive Leadership Team have the right
balance of skills, experience and diversity of thought and
perspective necessary to deliver on our strategy.
To support the Board succession planning process, a skills matrix
is regularly reviewed to ensure the Board and its Committees
have and maintain the skills required to deliver the strategy
and objectives in the longer term.
As we announced last year, the primary focus for the Nomination
Committee in FY23 and into the beginning of FY24 was the
succession planning and appointment process for our new Chief
Executive Officer, Dirk Hahn. More information on this process is
on page 108.
Following a robust process, which you can read more about in the
report that follows, the Committee was pleased to recommend
the appointment of two new Non-Executive Directors, Helen
Cunningham and Anthony Kirby, the appointment of Cheryl
Millington as our Senior Independent Director and Zarin Patel
as Chair of the Audit and Risk Committee.
The Committee also played a key role supporting the Chief
Executive Officer with the succession planning for the new
Chief People Officer and Chief Technology Officer.
The Committee reviewed its Board Diversity Policy and reiterated
its commitment to the Parker Review and FTSE Women Leaders
Review targets on ethnic and gender diversity. We are pleased to
report that the Board is exceeding the targets it set for itself on
gender and ethnic diversity, as detailed on page 95.
The Committee will continue to assist the Board to monitor
changes to the wider organisational structure, including re-shaping
our people and culture agenda and monitoring the level of diversity
in the executive pipeline.
Following an internally facilitated effectiveness review this year,
I am pleased to report that the process demonstrated that the
Committee continues to operate effectively.
Andrew Martin
Chair of the Nomination Committee
21 August 2024
Succession planning has remained a key
priority for the Nomination Committee
this year. We were pleased to announce
the appointment of two new directors,
Helen Cunningham and Anthony Kirby.
They both have the skills and experience
to support the next stage of Hays’
transformation journey.
NOMINATION
COMMITTEE REPORT
106 Hays plc Annual Report & Accounts 2024
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Role of the Committee
The role of the Committee is summarised below and detailed
in full in its Terms of Reference, a copy of which is available on
the Company’s website.
The main responsibilities of the Committee are to:
• review the structure, size and composition (including
skills, knowledge, experience, diversity and balance of
Executive and Non-Executive Directors) of the Board and
its Committees and make recommendations to the Board
with regard to any changes
• consider succession planning for Directors and other
senior executives
• identify and nominate for the approval of the Board
candidates to fill Board vacancies
• keep under review the time commitment expected from
the Chair and the Non-Executive Directors.
Membership and meetings
The Committee is appointed by the Board. It is chaired by the
Chair of the Board and comprises the Non-Executive Directors,
all of whom are independent, save for the Chair who was
independent on appointment. The names and qualifications
of the Committee’s current members are set out in the
Directors’ biographies on pages 92 to 95.
The Committee meets as required and did so on six occasions
during the year, and attendance by members can be seen on
page 101. The Chief Executive Officer attends by invitation.
Key activities this year
The key areas of focus at the Committee’s meetings during the year are set out below:
• Reviewed Board composition with reference to the existing mix of skills, knowledge, experience and diversity on the Board and the
skills needed to support the next phase of Hays’ strategy. The skills matrix set out below details the key skills and experience that
our Board has determined is important to the execution of our strategy. The skills matrix is reviewed at least annually to support
succession planning
• Continued its focus on succession planning for Executive leadership roles
• Reviewed the composition of the Board and its Committees
• Board Diversity Policy reviewed to ensure it remained aligned with the requirements of the Listing Rules, best practice and the
Company’s DE&I strategy
• Recommended to the Board the appointment of a new Chief Executive Officer, Chief Technology Officer and Chief People Officer,
two new Non-Executive Directors and a new Senior Independent Director
• Reviewed the Committee’s Terms of Reference, concluding the Terms of Reference remained appropriate prior to making a
recommendation to the Board for approval
Directors’ key skills and experience
Dirk
Hahn
James
Hilton
Andrew
Martin
Helen
Cunningham
Joe
Hurd
Anthony
Kirby
Zarin
Patel
Cheryl
Millington
Susan
Murray
MT
Rainey
Executive and strategic leadership
Finance
Audit and risk
Market transformation
Technology and innovation
AI
International experience
ESG
Remuneration and strategic
people development
Recruitment industry, sales
Customer
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Board succession planning
The Committee has a rigorous and transparent procedure for the appointment of new directors to the Board. When the need to appoint a
director is identified, such as when a Director is approaching the end of their tenure on the Board, the Committee reviews the experience,
skills and knowledge required, taking into account the Board’s skills matrix and existing composition. We engage executive search firms
to develop a diverse list of possible candidates who meet the role specification. Suitable candidates are then interviewed by Committee
members. The process is led by the Chair of the Board who, receives support from the General Counsel & Company Secretary and the
Directors. Further detail on the work led by the Committee this year is set out in the table below:
Board succession planning activity Process and Outcome
Tenure of Non-Executive
Directors and review of
Director independence
Appointments to the Board are made for initial terms not exceeding three years and are ordinarily limited
to three such terms in office subject to recommendation from the Nomination Committee, taking into
account individual contribution, length of service of the Board overall and its future needs.
In its succession planning, the Committee takes into consideration that the 2018 Code indicates that
non-executive directors should not serve more than nine years on a Board.
Preparation for recruitment
As Peter Williams was approaching his nine years on the Board, the Committee was tasked with
reviewing the succession planning for his role as Senior Independent Director and Chair of the
Audit and Risk Committee.
During FY24, the Committee appointed executive search firm Buchannan Harvey, who are independent
of the Company and all the Directors, to support with the search for a new non-executive director.
The Committee considered the skills and experience required against the skills and experiences of
our Board using the skills matrix on page 107. Based on this, the tailored recruitment criteria and role
specifications were developed to outline the appropriate skills and experience required to ensure the
Board continued to comprise members who were qualified to carry out these vital roles.
The Committee identified the need for two Non-Executive Directors with recent experience in people
and culture.
Shortlist and election
The Committee ensured that the recruitment process was conducted in line with the Board Diversity
Policy, in particular that diverse candidates from a wide variety of backgrounds were included in the
shortlist. Interviews were conducted by the Committee members, with support from the Chief Executive
Officer and the General Counsel & Company Secretary.
Appointments
During the year the Committee recommended, in succession to Peter Williams:
• the appointment of Zarin Patel, as Chair of the Audit and Risk Committee with effect from 21 February 2024
• the appointment of Cheryl Millington as Senior Independent Director with effect from 21 February2024.
The Committee further recommended the appointment of:
• Helen Cunningham – as an Independent Non-Executive Director and member of the Audit and Risk,
Remuneration and Nomination Committees, with effect from 1 March 2024
• Anthony Kirby – as an Independent Non-Executive Director and member of the Audit and Risk,
Remuneration and Nomination Committees, with effect from 1 April 2024.
Succession and induction
On appointment, Helen Cunningham and Anthony Kirby took part in a tailored and comprehensive
induction programme designed to give them a thorough understanding of the Group’s business,
governance and stakeholders. You can read more about this on page 111.
Executive Leadership Team succession planning
Succession planning for the Executive Leadership Team
Succession planning at executive level continued to be a priority for the Committee and during the year it led the process to appoint the
new Chief Executive Officer, Chief Technology Officer and Chief People Officer. Please see the table below for more detail.
Chief Executive Officer
On 23 February 2023, it was announced that Alistair Cox would be stepping down as Chief Executive
Officer, after 16 years of service in the role. The Nomination Committee led the search on behalf of the
Board to identify and recruit a new Chief Executive Officer.
A small working group was formed at the outset consisting of the Chair, Susan Murray, Cheryl Millington
and Zarin Patel. The working group was responsible for the day-to-day oversight of the recruitment
process to ensure progress was being made against the agreed plan. The Committee, with the
assistance of Egon Zehnder, who is independent of the Company, and all the Directors, led the search
for a new Chief Executive Officer, with support from the General Counsel & Company Secretary. With
reference to the Board Diversity Policy, the Committee agreed a role profile setting out the preferred
attributes, relevant skills, experience and expertise necessary for the next CEO. Egon Zehnder conducted
an internal and external market scanning exercise to produce a diverse longlist of candidates.
Nomination Committee Report continued
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Executive Leadership Team succession planning continued
Chief Executive
Officer continued
The Chair and other members of the Committee considered the candidates and produced a list of shortlisted
internal and external candidates. This was followed by an extensive interview process, which included interviews
with the Chair and members of the working group, and presentations to the whole Board. Following interviews,
the Nomination Committee met to discuss feedback and a final meeting was held on 22 August 2023 to agree
a recommendation to the Board.
Following approval by the Board, Dirk Hahn was appointed as the Company’s new Chief Executive Officer on
1 September 2023.
Chief Technology
Officer
The Company announced in September 2024 that Steve Weston intended to retire from Hays as Chief Customer
and Information Officer, having served the Company for nearly 15 years. Following a rigorous external search
and selection process led by Spencer Stuart, the Committee appointed Tim Fulton as Chief Technology Officer,
initially on an interim basis in September 2024 and then on a permanent basis, with effect from January 2024.
Chief People Officer
Sandra Henke stepped down as Global Head of People & Culture, having served the Company for nearly 26 years.
Following a rigorous external search and selection process led by Egon Zehnder, the Committee recommended
to the Board the appointment of Deborah Dorman as Chief People Officer, with effect from 10 June 2024.
Board diversity
The Board believes that a diverse Board, with Board members contributing a range of views, insights, perspectives and opinions, will improve
the Board’s decision-making and effectiveness. The Board is also committed to increasing diversity across all operations of the Group.
During the year, the Board approved an updated Board Diversity, Equity and Inclusion Policy (the Policy). The Policy is available on the
Company’s website. The Board outlined its ongoing commitment to the Parker Review and FTSE Women Leaders Review and is pleased
to report it is exceeding the targets it set itself for gender and ethnic minority representation on the Board.
Board Diversity Policy target Target met? Board diversity as at 30 June 2024
At least 40% of the individuals on the Board of Directors are women. • 50% of the individuals on the Board of
Directors are women.
A least one of the senior positions (Chair, Chief Executive, Senior
Independent Director, Chief Financial Officer) on the Board of Directors
is held by a woman.
• The Senior Independent Director is
a woman.
At least 10% of Directors are from a minority ethnic background.
• Two members of the Board of Directors
(20%) are from minority ethnic backgrounds.
Board and Executive diversity disclosure
Information on the gender and ethnicity representation of the Board and Executive Leadership Team as at 30 June 2024 is set out below in
accordance with Listing Rule 9.8.6(9).
The data was collected as part of an annual declaration process and obtained on a voluntary self-reported basis. Individuals were asked to
disclose their gender and ethnicity using the options shown in the left-hand columns of the below tables, and therefore included the option
not to specify an answer. This data was collated by the group secretariat team and held securely and in accordance with the Group’s data
protection processing guidelines.
Gender identity
Number of
Board members % of the Board
Number of senior
positions on the Board
(Chair, CEO, CFO, SID)
Number in Executive
Management
% of Executive
Management
Men 5 50% 3 12 85.71%
Women 5 50% 1 2 14.29%
Other categories 0 0 0 0 0
Not specified/prefer not to say 0 0 0 0 0
Ethnic background
Number of
Board members % of the Board
Number of senior
positions on the Board
(Chair, CEO, CFO, SID)
Number in Executive
Management
% of Executive
Management
White British or other White
(including minority-white groups) 8 80% 4 13 92.86%
Mixed/Multiple Ethnic groups 0 0 0 0 0
Asian/Asian British 1 10% 0 0 0
Black/African/Caribbean/Black British 1 10% 0 1 7.14%
Other ethnic group, including Arab 0 0 0 0 0
Rachel Ford replaced Doug Evans as General Counsel on 12 August 2024, and will be appointed as Company Secretary on 26 August 2024.
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Director performance
Having reviewed the independence and contribution of Directors,
the Committee confirms that the performance of each of the
Directors standing for election or re-election at the 2024 AGM
continues to be effective and demonstrates commitment to their
roles, including independence of judgement, commitment of time
for the Board and Committee meetings, and any other duties.
Board induction and development
We have a comprehensive and tailored induction programme in
place for directors when they join the Board to ensure their smooth
transition and enable them to gain an understanding of all major
aspects of the business. This includes an introduction to our
strategy, culture and values, alongside our governance framework,
and sustainability strategy. When joining the board, a new
non-executive director typically meets individually with each
Board and ELT member, and with senior leadership from key
areas of the business to gain an insight into their respective areas
of responsibility as well as with key advisers. The General Counsel
& Company Secretary briefs new directors on Company policies,
Board and Committee procedures, and core governance practice,
which includes Directors’ duties and Market Abuse Regulations.
They also receive induction materials, including recent board
and committee papers and minutes, strategy papers, investor
presentations, Matters Reserved for the Board and the board
committees’ Terms of Reference. A Q&A with our new
Board induction programme
Non-Executive Directors, Helen Cunningham and Anthony Kirby, is
on page 111
The General Counsel & Company Secretary ensures that directors
are provided with updates on changes in the legal and regulatory
environment in which the Group operates. These are incorporated
into the annual agenda of the board’s activities along with wider
business and industry updates; the Chair also keeps under review
the individual training needs of board members. In addition the
Group’s principal external advisers provide updates to the board,
at least annually, on the latest developments in their respective
fields, and relevant update sessions are included in the board’s
strategy meetings.
Board Evaluation
During FY24, in accordance with Code Provision 21, the
effectiveness of the Board and its Committees was assessed
through a Board Evaluation process, conducted internally. The
detailed process and outcomes are set out on pages 104 to 105.
Priorities for FY25
Key areas of focus in FY25 include:
• Continuing to monitor Board composition and tenure
• Continuing to oversee the development of a strong and diverse
pipeline for executive and senior leadership succession
Briefing from Company
Secretary on Company
policies, Board and
Committee procedures,
and core governance
practice
An induction into
our strategy, culture,
values, and governance
framework and
sustainability strategy
Induction materials,
including recent Board
and Committee papers
and minutes, strategy
papers, investor
presentations, Matters
Reserved for the Board
and Committees’ Terms
of Reference are shared
on the Hays Board portal
Individual meetings with
Board and Executive
Leadership Team
members to ensure new
Directors gain an insight
into their respective
areas of responsibility,
and build relationships
with key advisers
Introduction
to Hays
Induction
materials
Company
policies and
Board
procedures
Director &
Executive
briefings
Nomination Committee Report continued
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What are your first impressions as a
Non-Executive Director of Hays plc?
I am honoured to have joined Hays’ Board this year and my first
impressions of the business surpass my already high expectations!
It is a business which puts the customer at the heart of what it
does day in and day out, and truly lives to its purpose and values.
Hays recognises that the world of work is in constant flux;
different expectations of the international workforce, the impact
of regulatory requirements and technological disruptions all playing
a part in the extent of change. Yet all I have observed is positivity
and a determination of colleagues at all levels to be a market
leader. Iam enthused to be part of the Hay’s growth story!
How effective have you found your induction
programme in preparing you as a Non-Executive
Director and for Board discussions?
Hays’ induction for Non-Executive Directors is extremely thorough
and started before I formally attended any Board meetings.
Forshareholders, clients and candidates, it’s important to work
towards the highest standards of governance and certainly the
Board members are super role models in this regard. From my own
induction, I particularly valued spending one to one time with the
Chair, NEDs, the Executive Leadership Team members and visiting
various operations. These meetings gave me an excellent insight
into the opportunities and challenges the business is dealing with
which has helped immensely in my preparation for Board discussions.
What are your thoughts on the NEDs’ responsibility
towards other stakeholders, for example towards
employees, and society?
Beyond our legal duties as Directors, I feel responsible for helping
ensure everyone who encounters Hays has the best possible
impression of the business. As a Board member, we are particularly
responsible for being role models for Hays’ values and culture.
Culture can make a business or break it, so I think our strong
workforce engagement as Board members helps to develop
a culture we can all be proud of.
Of equal importance is our role and contribution to the
communities in which we operate, and as a responsible business
Hays certainly plays a substantial role in supporting this through
a number of community partnerships.
After few months at Hays, how would you
describe Hays culture?
I would describe the culture as open, transparent and engaging.
Everyone I have met from different regions around the Group have
shown all these three cultural markers in abundance. I can see,
hear and feel that as I go around the organisation.
How effective have you found your induction
programme in preparing you as a Non-Executive
Director and for Board discussions?
The induction was very comprehensive, with nothing off limits,
which is always great to see for NEDs. The business is at an
exciting stage with a relatively new CEO who has the ambition to
make Hays a solid, dependable and deliverable business. It will be
great to be able to contribute to, and support, that ambition over
the coming years.
Do you have any other thoughts or ideas you would
like to share with colleagues based on your first
few months on the Board?
This is an exciting business, with great potential and opportunities
for growth, for customers, colleagues and shareholders. The
market dynamics of this sector means we have to be agile and
nimble to respond to those dynamics, but never forgetting that
focus and consistency of delivery is critical. The colleagues who
I have met are determined, ambitious and above all good people,
who want to do good things for all our stakeholders – that, for any
business, is key.
Q&A
with Helen Cunningham
Independent Non-Executive Director
Q&A
with Anthony Kirby
Independent Non-Executive Director
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Dear Shareholder
I am delighted to introduce my first report as Chair of the Audit
and Risk Committee and would like to convey my thanks to Peter
Williams for his leadership of the Committee over the previous
five years. This report is intended to provide shareholders with an
insight into the key areas considered by the Committee, together
with how the Committee has discharged its responsibilities during
the year.
The Committee plays an important role in ensuring the integrity
of the financial reporting, the internal control environment and
risk management processes. This has included ensuring that
the financial reporting is aligned with the latest requirements
and guidance from regulators, that it is fair, balanced and
understandable, and that all matters disclosed and reported
upon meet the needs of our stakeholders. During the year, the
Committee updated its Terms of Reference to increase its focus
on risk matters, including the evolution of the Group’s systems of
internal control, ESG reporting and its assurance, as well as on
a variety of matters aligned with the Group’s principal risks.
Cyber security risk continues to be one of the Group’s principal
risks and an area where we remain vigilant given the increasingly
complex nature of cyber attacks. The Committee has had a
number of updates from our new Chief Technology Officer,
Tim Fulton, on Information Security and Data Protection, including
cyber security policies, controls and cyber maturity plans, and
this will continue to be a focus in FY25. IT recovery and business
continuity plans were also reviewed and a plan to increase their
maturity was agreed.
In April 2024, we received a letter from the Financial Reporting
Council’s (FRC) Corporate Reporting Review Team regarding the
FRC’s review of the Group’s interim report for the period ended
31 December 2023. The FRC stated that there were no ‘questions
or queries’ relating to the report. The FRC did highlight certain
matters which Hays was asked to consider in relation to the 2024
Annual Report and Accounts. Further information on our response
can be found on page 114. The Committee and management
welcome the FRC’s drive for continuous improvement in the quality
of reporting, and responded by providing the FRC with clarifications
and indicating enhancements to disclosures, which have been
reflected in this Annual Report, where appropriate.
The Committee met four times during the year. Throughout the
year, the Committee also ensured that separate meetings with the
Chief Financial Officer, Head of Internal Audit/Chief Risk Officer and
the External Auditor took place (without management present) in
order to provide an open forum for issues to be raised, and I also
held separate meetings, on behalf of the Committee, with senior
management within Hays and with PwC on a regular basis. After
each meeting, I reported back to the Board on the Committee’s
activities, and matters of particular importance. In February 2024,
the Committee commissioned an independent External Quality
Assessment of the Internal Audit function against the new
International Internal Audit Standard due to be in force in 2025.
The Committee has continued to monitor the Internal Controls
project which has continued to progress well, being focused initially
on improving controls around financial reporting whilst monitoring
and adapting to changes to the UK Corporate Governance Code
by the FRC. We have agreed our strategy and approach around
scope and attestation, implemented a new controls and policies
governance system and continued to develop the first and second
lines of defence. In 2025, the Committee will focus on defining
material non-financial operating controls and our approach on
attestation, as well as an Audit and Assurance Policy.
The report in the coming pages provides an oversight of the
Committee’s deliberations and activities over the year as well as
a summary of the key activities for FY25. I would like to thank all
those involved for their dedication and hard work in achieving the
improvements that they have delivered over FY24.
Zarin Patel
Chair of the Audit and Risk Committee
21 August 2024
I am pleased to present the Committee’s
report for 2024. This report is intended to
provide shareholders with insights into
key areas considered by the Committee,
together with how the Committee
discharged its responsibilities during the
year in providing robust assessments
of controls and risk and ensuring the
integrity of financial reporting.
AUDIT AND RISK
COMMITTEE
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Key activities during the year
During the year, the Committee reviewed and, where
appropriate, challenged:
• The Group’s half-year results and Annual Report and Accounts,
ahead of their review by the Board
• Finance updates on business reporting and significant reporting
and accounting matters, including going concern, statements
of viability and distributable reserves, prior to any declaration
of dividends
• Risk updates, including a deep-dive of cyber security and the
IT control environment, as well as IT recovery and business
continuity planning
• The external audit plan and subsequent updates on delivery of
the external audit and reporting from the External Auditor on the
Group’s financial reporting and observations on the internal
financial control environment
• Reviewed the Committee’s Terms of Reference and
recommended updates to the Board to increase the
Committee’s focus on risk matters
• The internal audit plan, results of internal audit activities and
monitoring the implementation of actions from audits
• The finance transformation programme, commenced in March
2024, which aims to implement globally consistent and efficient
finance processes and controls
• The risk management and internal controls framework and
its effectiveness, together with the Group’s principal risks.
• Progress reports on the Group’s response and ongoing activities
related to the UK government’s proposals on audit and corporate
governance reforms due to be reported from 2026
• Management’s assessment of material litigation
• Reporting on our TCFD disclosures in the Group’s ESG Report
• Assessment of fraud risk and effectiveness of controls to
minimise the risk of loss or misstatement
• Group tax strategy, tax compliance and the effectiveness of tax
related controls and tax governance.
Role of the Committee
The key responsibilities of the Committee are to:
• monitor the integrity of the Group Financial Statements,
including annual and half-year reports, interim management
statements, and other formal announcements relating to its
financial performance, and review and report to the Board on
significant financial reporting issues and judgements, going
concern, statement of viability and distributable reserves
• review the content of the Annual Report and advise the
Board whether, taken as a whole, it is fair, balanced and
understandable and provides the information necessary
for shareholders and stakeholders to assess the Group’s
performance, business model and strategy
• recommend to the Board, for approval by shareholders,
the appointment, reappointment or removal of the
External Auditor
• review the effectiveness and audit quality of the external
audit and the Auditor’s independence
• monitor the relationship with the Company’s External
Auditor, including consideration of fees, audit scope
and terms of engagement
• on engagement of the External Auditor, review the policy for
the provision of non-audit services and monitor compliance
• monitor and review the Company’s internal control and risk
management systems
• monitor and review the effectiveness of the Company’s
Internal Audit function
• review external reporting sustainability-related disclosures
and sustainability KPIs including any definitions, data
sources and levels of assurance overall.
The Committee’s Terms of Reference are available on the
Company’s website.
Membership and meetings
The Committee is appointed by the Board from its Independent
Non-Executive Directors. Biographies of the Committee’s
current members are set out on pages 92 to 95.
Peter Williams, Senior Independent Director and Chair of the
Audit and Risk Committee, stepped down from the Board with
effect from 20 February 2024. Zarin Patel succeeded Peter
Williams as Chair of the Audit and Risk Committee with effect
from 21 February 2024. Zarin Patel is a Chartered Accountant
and has recent and relevant financial experience. All Committee
members have experience and competence relevant to
the sector.
The Committee discharges its responsibilities through a series
of scheduled meetings during the year, the agenda of which
is linked to events in the financial calendar of the Company.
The Committee met four times during the financial year and
attendance by members at Committee meetings can be seen
on page 101.
The Committee has a periodic and structured forward-looking
planner. This is designed to ensure that responsibilities
are discharged in full during the year and that regulatory
developments continue to be brought to the Committee’s
attention. Meeting content is regularly reviewed with
management and the External Auditors, evolving to support
appropriate discussion. An update is provided to the Board
following each meeting.
The Committee commissions reports from external
advisers, the Head of Internal Audit/Chief Risk Officer or
Group management, as required, to enable it to discharge
its duties. The Chief Financial Officer attends its meetings, as
do the External Auditor and the Head of Internal Audit/Chief
Risk Officer, both of whom have the opportunity to meet
privately with the Committee Chair, in the absence of Group
management. The Chair of the Board and the Chief Executive
Officer are also invited to, and regularly attend, Committee
meetings. The Deputy Company Secretary acted as
Committee Secretary.
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Financial reporting
The Committee is responsible for reviewing the half year
and annual financial results, including the Annual Report, with
management, focusing on the integrity of the financial reporting
process, compliance with relevant legal and financial reporting
standards and application of accounting policies and judgements.
During the year, the Committee considered management’s
application of key accounting policies, compliance with disclosure
requirements and relevant information presented on significant
matters of judgement to ensure the adequacy, clarity and
completeness of half year and annual financial results
announcements. The Committee undertook a detailed review
before recommending to the Board that the Group continues to
adopt the going concern basis in preparing the annual financial
statements. The Committee also reviewed various materials to
support the statements in the Annual Report on risk management
and internal control and the assessment of the Group’s long-term
viability – see page 86 for more details. The FRC carried out
a review of Hays’ interim report for the six months ended
31 December 2023. No significant questions or queries
were raised, and the Group took into consideration their
recommendations when preparing this Annual Report.
Viability and going concern
The Committee considered the Group’s Viability and Going
Concern Statements (as set out on page 86), their underlying
assumptions and the longer term prospects of the Group based on
reports prepared by management. The Committee challenged the
viability modelling by considering the base case liquidity headroom
and the net impact of the agreed downside and stress-test
scenarios applied, the mitigation actions available and a range of
recovery scenarios considered: a worsening of the macroeconomic
environment and intensified competition; increasing inflation; and
the potential impact of climate change. The Committee has also
reviewed the Group’s reverse stress test.
The Committee gave careful consideration to the period of
assessment and took into account a wide range of factors,
including the Group’s cash flows, solvency and liquidity
positions, and concluded that the time period of three
years remained appropriate.
The Committee evaluated going concern over an 12-month period
based on budgets, business plans and cash flow forecasts and the
stress testing performed based on the Group’s principal risks and
the current macroeconomic environment, and satisfied itself that
the going concern basis of preparation is appropriate.
Fair, balanced and understandable
To support the Board’s confirmation that the Annual Report and
Accounts, taken as a whole, is considered to be fair, balanced
and understandable, and provides the information necessary for
shareholders to assess the Company’s position, performance,
business model and strategy, the Committee oversaw the process
by which the Annual Report and Accounts was prepared, which
runs in parallel with the process followed by the External Auditor.
The review of the Company’s Annual Report and Accounts took
the form of a detailed assessment of the collaborative process of
drafting them, which involves the Company’s Investor Relations,
Company Secretariat; and Finance functions, with guidance and
input from other relevant functions and external advisers. It ensured
that there is a clear and unified link between this Annual Report and
Accounts and the Company’s other external reporting, and between
the three main sections of the Annual Report and Accounts.
The Committee therefore recommended to the Board (which the
Board subsequently approved) that, taken as a whole, the 2024
Annual Report and Accounts is fair, balanced and understandable
and provides the necessary information for shareholders to
assess the Company’s position and performance, business
model and strategy.
Effectiveness and audit quality of the
External Auditor
The appointment, review and relationship with the external audit
firm and the annual review of the effectiveness of the external
audit is a responsibility that is delegated to the Committee.
The Committee monitors the effectiveness and audit quality of the
External Auditor continuously through the year. PwC presents their
audit plan, risk assessment and audit findings to the Committee,
identifying their consideration of the key audit risks for the year and
the scope of their work. These reports are discussed throughout
the audit cycle. These risks were: recoverability of trade receivables;
valuation of pension scheme liabilities; provisions; valuation of
intangible assets; carrying value of goodwill; and classification
of exceptional items. In their reports to the Committee at both the
half year and full year, the External Auditors considered these risks
to be appropriately addressed and raised no significant area of
concern in these or any other areas of their review and audit. The
Committee has the opportunity after each meeting to meet with
the lead audit partner without management present. This provides
opportunity for open conversations and allows the Committee
to assess whether the External Auditors have appropriately
challenged management’s analyses.
As well as this regular monitoring, the annual effectiveness
review in respect of FY24 was conducted during the year under
the guidance of the Committee Chair, on behalf of the Committee,
and covered amongst other things a review of the audit partners,
audit resource, planning and execution, Committee support and
communications, and PwC’s independence and objectivity. Overall
feedback was positive with an improved overall rating versus prior
year; noting minor improvement areas were suggested in relation
to feedback from specific countries, which were discussed and
implemented, with actions having been taken into account for
the FY24 PwC audit. Based on these reviews, the Committee
was satisfied with the performance of PwC in the fulfilment of its
obligations as External Auditor and of the effectiveness of the audit
process in FY24. Consequently, the Committee recommended to
the Board that PwC be reappointed as External Auditor at the AGM.
Audit and Risk Committee continued
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Significant issues considered during the year
In reviewing both the half- and full-year Financial Statements, the following issues of significance were considered by the Committee and
addressed as described. These matters are described in more detail in notes 1 to 3 to the Consolidated Financial Statements.
Issue Nature of the risk How the risk was addressed by the Committee
Debtor recoverability
The recoverability of trade debtors and the level of
provisions for bad debts are considered to be areas of
significant judgement due to the pervasive nature of
these balances to the Financial Statements and the
importance of cash collection in the working capital
management of the business.
The Committee considered the level and ageing
of debtors, together with the appropriateness of
the provisioning matrix and the consistency of
judgements used to measure the expected credit
losses. Having discussed the level of provisions both
with management and with the External Auditor, the
Committee satisfied itself that the provision levels
are appropriate.
Provisions
While there are no individually material balances within
provisions, and management does not consider it to
be reasonably possible that any of the provisions
will materially change in the next 12 months, the
calculation of each provision requires the use of
assumptions and, in certain cases, advice from
third-party experts.
The Committee considered the level of provisions,
the assumptions used in the calculations and, where
relevant, the advice received from third-party experts.
Having discussed the value of the provisions with
management and the External Auditor, the Committee
is satisfied that the value of provisions is appropriate.
Exceptional items
During the year, the Group incurred an exceptional
charge of £80.0 million. Of this, £42.2 million relates to
a restructuring charge and the remaining £37.8 million
is non-cash, comprising a £22.5 million charge relating
to impairment of intangible assets and a £15.3 million
charge relating to the partial impairment of goodwill in
the US business.
The classification of items as exceptional requires
judgement, including considering the nature,
circumstances, scale and impact of transactions
upon the Group’s results.
The Committee considered the nature and
circumstances of the restructuring costs deemed
by management to be exceptional, as well as the
judgements and estimates made by management
in calculating exceptional costs, including provisions
for restructuring and legal settlements.
The Committee considered the intangible assets
that were deemed by management to be impaired,
with reference to the Group’s IT transformation
programme and the impact caused by the cancellation
of certain in-flight projects and a change to the Group’s
technology strategy. The Committee challenged
management’s judgements and assumptions used
in calculating the impairment of intangible assets.
The Committee assessed the carrying value of
goodwill by reviewing a report by management
which set out the values attributable across the
cash-generating units (CGU), compiled using projected
cash flows based on assumptions related to discount
rates and future growth rates. The Committee also
considered the work undertaken by PwC and
management’s sensitivity analysis on key
assumptions. In particular the Committee considered
the US business, and challenged management around
on assumptions made in respect of future growth
rates and the discount rate to be applied to the
future cash flows.
Having discussed the exceptional items with both
management and the External Auditor, the Committee
concluded that the items disclosed as exceptional
are appropriate.
115 Hays plc Annual Report & Accounts 2024
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Audit and Risk Committee continued
Auditor independence and non-audit services policy
The Committee believes that the issue of non-audit services to
Hays is closely related to External Auditor independence and
objectivity. The Committee recognises that the independence
of the External Auditor may reasonably be expected to be
compromised if they also act as the Company’s consultants and
advisers. Having said that, the Committee accepts that certain
work of a non-audit nature is best undertaken by the External
Auditor. To keep a check on this, the Committee has adopted a
policy to ensure that the provision of any non-audit services by its
External Auditor does not impair its independence or objectivity.
The key features of the non-audit services policy are as follows:
• the provision of non-audit services provided by the Company’s
External Auditor be limited to a value of 70% of the average audit
fees over a three-year period
• any non-audit project work which could impair the objectivity or
independence of the External Auditor may not be awarded to
the External Auditor
• delegated authority by the Committee for the approval of
non-audit services by the External Auditor is as follows:
Authoriser Value of services per non-audit project
Group Financial Controller Up to £25,000
Chief Financial Officer Up to £100,000
Audit Committee Above £100,000
Having reviewed Hays’ non-audit services policy this year, including
the Authority level of the CFO, the Committee is satisfied that
adequate procedures are in place to safeguard the External
Auditor’s objectivity and independence.
External Audit fees
The three-year average audit fee was £2.1 million. Accordingly, the
maximum value of non-audit services that PwC could have been
engaged by Hays to provide during the financial year 2024 was
£1.5 million. The total fee for non-audit services provided by PwC
during the 2024 financial year was £0.3 million (2023: £0.2 million),
largely reflecting the FY24 half-year review fee of £0.1 million
(2023: £0.1 million). A small number of other assurance services
were provided as permitted under the 2019 FRC Ethical Standard
for which total costs were £122k (2023: £102k). The Company
did not pay any non-audit fees to PwC on a contingent basis.
A summary of the fees paid to the External Auditor is set out
in note 7 to the Consolidated Financial Statements.
Audit tender
PwC was appointed as the Group auditor in 2016 and, in
accordance with The Competition Market Authority’s Statutory
Audit Services Order 2014 (CMA Order), the Company will initiate
an audit tender process next year. The tender process will be
overseen by the Committee.
In respect of FY24, the Company has complied with the CMA
Order, with Jon Sturges holding the role of lead audit partner
since FY22.
Risk management and internal control
The Board is responsible for the adequacy and effectiveness of the
Group’s internal control system and risk management framework.
In order to fulfil its responsibilities the Board has delegated
authority to the Committee.
To establish an assessment from both a financial and operational
control perspective, the Committee looks to the work of the Internal
Audit function, specifically whether to consider whether significant
process and control weaknesses have been identified, then
subsequently improved and monitored, and that risks have been
identified, evaluated and managed. The Committee reviews the
Group’s internal control systems and receives updates on the
findings of Internal Audit’s investigations at every meeting, prior
to reporting any significant matters to the Board.
The Committee considered the Group’s risk assessment process,
which included coverage across the regions, countries and
functions within the Group, reviewing the effectiveness of the risk
methodology employed, the risk mitigation measures implemented
and future risk management and monitoring. The assessment
considers each risk on a gross basis (pre-mitigations), the
effectiveness of the mitigations in place and the resulting net risk
(post-mitigations) to the business. Each net risk is then reviewed
against the Group’s risk appetite position and, where necessary,
if the net risk is greater than the risk appetite, additional mitigation
plans will be put in place.
Due to the increasing focus on risk governance, the Committee
has started to develop a program to increase the maturity of the
Group’s current risk management framework, with a focus in FY25
on the risk appetite framework, introducing a series of deep dives
on material areas of risk and reviewing the model for assessing
emerging risks to the Group. The framework will enhance the
Group’s risk culture and will further enable risk-informed decision
making for all business operations within the acceptable risk
appetite position.
Further to the reports received by the Committee, which set out
the Group’s processes, systems and assurance processes, the
Committee has concluded that it has complied with its obligations
under the 2018 Code in relation to the assessment of risk together
with the monitoring and review of the effectiveness of internal
controls and risk management. The Board, through the Audit and
Risk Committee, is satisfied that the internal control framework
is effective but acknowledges that the Internal Controls project
is progressing to enhance internal financial controls, which both
the Board and Committee will continue to monitor in FY25.
2.5
£(m)
FY22 FY24FY23FY22FY24FY23
2.0
1.5
1.0
0.5
0
£1.8m
£2.1m
£2.4m
£0.2m £0.2m
£0.3m
Audit fee
(exc. non-audit fees for
assurance services)
Non-audit fee
116 Hays plc Annual Report & Accounts 2024
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In Focus: Cyber security and technology
infrastructure focus
Cyber security and IT disaster recovery is one of Group’s
principal risks (see page 83). Hays’ systems are fundamental
to the day-to-day running of the business and over the course of
the year the threat of a cyber attacks continued to increase. The
Committee received deep-dives into cyber security-related risks
this year, including progress updates on the mitigation, remediation
and contingency plans for these risks.
The Hays IT team commissioned an external scan of Hays’
technology assets utilising a specialist cyber security SaaS
platform. The findings were discussed with the Committee
along with a structured plan to improve cyber security maturity.
The Committee will continue to receive regular updates on cyber
and information security in FY25.
Internal Audit
The Committee oversees and monitors the work of the Internal
Audit and Risk function. Its remit is to provide independent and
objective assurance over the Group’s principal risks and controls.
Its purpose, authority and responsibilities are defined in the Group
Audit Charter, which is reviewed and approved by the Committee.
The Internal Audit function consists of the Head of Internal
Audit and a team of Internal Auditors, supported by KPMG
as the co-source provider, specifically supporting IT audits
and language support across the Group.
The Group Head of Internal Audit has direct access to the
Committee and meets regularly with both the Committee and its
Chair, without the presence of management, to consider the work
of Internal Audit. The Committee approved the programme of work
for the Internal Audit function in respect of FY24, as it continues to
focus on addressing both financial and overall risk management
objectives across the Group. The Internal Audit plan remains
under review during the year, allowing the Committee to
address any changes in risk profile, business objectives
and the external environment.
During the year, 29 Internal Audit reviews were undertaken with the
FY24 plan focused around rotational country audits, sourcing and
delivery teams, reflecting increased use across the business, IT
and cyber, compliance projects, and client contract management.
The findings were reported to both the Board and the Committee,
with recommendations tracked and progress reported back to
the Committee.
No material weaknesses were identified as a result of risk
management and internal control reviews undertaken by
Internal Audit during the reporting period.
Internal Audit effectiveness
During the year, Internal Audit was subject to both an internal
effectiveness review and an external quality assessment (EQA).
The EQA concluded that the Internal Audit function was
effective, with a sound methodology in place, and processes
were effective and robust. No areas reviewed were considered
to be of concern, although a small number of best practice
improvement recommendations were made, including that
the Internal Audit function will perform its work in line with all
the mandatory elements of the Chartered Institute of Internal
Auditors International Professional Practices Framework.
Following the EQA, an action plan was put in place to
implement the findings and track progress
The internal effectiveness assessment considered a questionnaire
which assessed performance in a number of areas, including audit
work, risk management support, advisory work and value. The
questionnaire was completed by the senior management team,
which included the Chief Executive Officer, Chief Financial Officer
and General Counsel & Company Secretary. The results were
reported and discussed by the Committee at the May
2024 meeting.
Following the discussion, the Committee concluded that Internal
Audit was an effective provider of assurance over risks and
controls and it was agreed that the Committee Chair would
address any key actions with the Head of Internal Audit to
take forward into FY25.
Minimum Standard
The FRC’s ‘Audit Committees and the External Audit: Minimum
Standard’, (the “Minimum Standard”), was published in May 2023.
In September 2023, the Committee noted the introduction of
the Minimum Standard and approved changes to the Terms of
Reference to align with the new requirements. This Committee
Report describes how the Committee has met the requirements
throughout the year.
Audit Committee effectiveness
The Committee’s effectiveness in discharging its duties during
the year was assessed as part of the Board internal evaluation in
accordance with the Code. The performance of the Committee and
its work during the year were considered to be effective when
measured against its term of reference and general audit
committee best practice.
Priorities for FY25
The Committee is mindful of the evolving regulatory environment
and will continue to monitor guidance as it is published.
Key areas of focus in FY25 include:
• Continuing to develop our Internal Controls Framework and
monitor the progress of the Internal Controls project, the
definition of material operating controls and a strategy
for their attestation
• Development of an Audit and Assurance Policy
• Plans to meet CSRD reporting requirements and for increased
assurance over ESG data
• Risk deep-dives into Data Privacy, AI Ethical Use Frameworks,
Cyber security, IT transformation and IT recovery and business
continuity planning, amongst other areas of risk
• Preparation for an external audit tender
117 Hays plc Annual Report & Accounts 2024
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Dear Shareholder
I am delighted to introduce the first report of the ESG Committee.
The Committee was established this year in recognition of the
increased focus on sustainability for the Board and Hays, and to
allow more time to engage more deeply on ESG matters to ensure
we are managing our ESG- related risks and taking advantage of
the opportunities.
The Committee met twice this year and received updates on a wide
range of topics, ranging from the YourVoice employee engagement
survey and the, Company’s ambitious green-house gas emission
reduction targets to the Group’s DE&I strategy.
During the year, the Committee, along with the Audit and Risk
Committee, paid careful attention to developing ESG regulation,
including the implementation of ESG reporting frameworks. At the
first meeting, the Committee heard an external perspective from
expert consultants, Verisk Maplecroft, on ESG trends, opportunities,
and Hays benchmarking relative to its peers. We also received an
update on preparation for the European Corporate Sustainability
Reporting Directive and the commencement of a provisional
double materiality assessment, which you can read more
about on pages 51.
Reviewing reports on themes and issues that matter to our
employees is a key responsibility for the Committee. The YourVoice
survey is one of the principal tools the Board uses to gauge employee
sentiment and engagement. As the Workforce Engagement
Director, I was given open access to the platform, allowing me to
review the data and free text responses. I spent a considerable
amount of time exploring answers, helping me to get a strong
understanding of the issues being expressed. This was followed-up
by a deep-dive review of the results at the ESGCommittee.
In my role as Workforce Engagement Director, I serve as a direct
conduit between the Board and employees. My activities this year
have continued to provide valuable insights, and these employee
perspectives have been factored into Board discussions and
decision-making. Through the employee engagement forums we
held this year Helen Cunningham, Joe Hurd, Cheryl Millington and
I had the opportunity to listen directly to what employees had to say.
The groups operated on a confidential basis, and while discussion
was intended to be informal, a series of questions were used to
open-up topics for discussion. You can read more about this on
page 103.
Looking ahead to next year, the Committee will continue its focus
on people matters, including employee engagement and DE&I.
The Committee will continue to monitor sustainability KPIs to
ensure that the Company is making progress against its external
commitments and effectively managing sustainability risks
and opportunities.
I would like to thank the members of the Committee and the
management team for their commitment to ESG matters, and
look forward to continuing our work next year.
MT Rainey
Chair of the ESG Committee and Designated Workforce
Engagement Director
21 August 2024
Establishing the new ESG Committee
reflects the focus theBoardis placing
on this increasingly important topic.
Ihope this inaugural report gives a sense
of how we are approaching this complex
and critical businessactivity.
ESG
COMMITTEE
118 Hays plc Annual Report & Accounts 2024
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ESG strategy
At its first meeting the Committee received a presentation from the
Group Head of Sustainability on ESG strategy and our Sustainability
Framework, which you can read more about on page 48.
The Committee considered a number of topics central to the
delivery of the ESG strategy:
Provisional double materiality assessment
During the year, a provisional double materiality assessment
was commenced, with support from expert consultants Verisk
Maplecroft. This is intended to align to the requirements of EU
CSRD and help inform ESG strategy. Key activities included peer
benchmarking, internal and external stakeholder interviews, and
a risk and opportunity analysis. You can read more about our
provisional double materiality assessment on pages 51-53.
Climate
The Committee received an update on Hays’ ambitious greenhouse
gas emission reduction targets and the steps taken during the year
to increase visibility of the Group-wide climate action. You can read
more about this on pages 66-68.
Modern slavery risk mitigation
The second meeting received an update on human rights strategy
and in particular on the review of Hays policies and procedures
that address modern slavery. During the year, Hays partnered
with Slave Free Alliance who conducted an independent review of
modern slavery and labour exploitation risks across our operations
and supply chain. The review included a review of Company
policies, procedures and documented working practices and a
series of interviews across various functions and operational
geographies. The Committee is supportive of the efforts to
strengthen our practices in this area and the recommendations
from our collaborative partnership with Slave Free Alliance.
More information can be found on page 64.
Employee engagement
Employee engagement and wellbeing is an important area of focus
for the Committee.
During the year, the Committee received deep-dive presentations
on the results and insights from the 2024 YourVoice employee
engagement survey. MT Rainey was given open access to the
platform, allowing her to review the data and free text responses,
and then the Committee reviewed an analysis of the results broken
down by demographic variables, such as business unit, gender
and job level. You can read more about YourVoice on page 25.
DE&I is fundamental to Hays attracting diverse talent and
maximising our people’s potential. At the second meeting this year,
the Group Head of DE&I updated the Committee on the Group’s
DE&I strategic vision and the three-year plan, which you can read
more about on page 23.
Role of the Committee
The role of the Committee is summarised below and
detailed in full in its Terms of Reference, a copy of which
is available on the Company’s website.
The Committee is responsible for:
• Assisting the Board in its oversight of sustainability
strategy, ensuring it is aligned with the Company’s
purpose, strategy, culture, vision and values
• Ensuring that the sustainability strategy is fully integrated
into every aspect of our business, and overseeing updates
and progress against our targets and commitments
• Monitoring the Company’s progress and performance
against the Group’s sustainability strategy, including its
related targets
• Providing support and guidance to management on
sustainability matters, as appropriate
• Monitoring the business’s engagement with
stakeholders, including customers, colleagues, suppliers,
the community, shareholders and the government, on
sustainability and corporate responsibility matters
• Monitoring external developments on sustainability
• Approving the Committee report on its activities
and reviewing sustainability content in the Company’s
Annual Report and the standalone Sustainability Report
• Reviewing the Company’s Modern Slavery Statement
prior to approval by the Board
Membership and meetings
The Committee consists of three Non-Executive Directors.
The Committee is chaired by MT Rainey, and the other
Committee members are Zarin Patel and Joe Hurd. All
other Directors are invited to attend if they wish. The
Deputy Company Secretary acts as the Secretary of
theCommittee.
Other attendees include: General Counsel & Company
Secretary, Chief Financial Officer, Group Head of Investor
Relations and the Head of Sustainability.
The Committee held two scheduled meetings in the year.
Attendance at the meetings can be found on page 101.
Further information on the Group’s ESG and sustainability
agenda can be found on page 48.
119 Hays plc Annual Report & Accounts 2024
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Dear Shareholder
FY24 was the first year under the operation of the Remuneration
Policy (‘the Policy’) which was approved by shareholders at the
2023 AGM with a favourable vote of 93.20%.
Last year’s FY23 Remuneration Report received a favourable
advisory vote of 98.86%.
Backdrop to FY24 targets and FY24
businessreview
The targets for FY24 were set against an increasingly challenging
market backdrop that had already impacted the Group’s trading
performance in the second half of FY23. Whilst a key aspect of the
new focused strategy is to improve the Group’s trading resilience
and to build greater diversity within its profit generation, the
inherent cyclicality of the business means that the setting of
the incentive target ranges needs very careful consideration to
be appropriately robust and stretching in a rapidly changing
externalmarket.
The Committee carefully thought about the targets it should apply
to the Annual Bonus and Performance Share Plan (‘PSP’) award
for FY24. As in FY23, the Committee decided to widen the range
around profit targets for the FY24 Annual Bonus to reflect the
greater than normal level of uncertainty on FY24 earnings and to
ensure that any maximum bonus target would require a level of
profit achievement well above external consensus forecasts
from the time when the targets were originally set.
The Group’s pre-exceptional Operating Profit and EPS result in
FY24 was significantly impacted by the increasingly challenging
market environment, with reduced client and candidate confidence,
leading to longer time-to-hire and a reduction to our Perm and
Temp placement productivity. We undertook significant action
during the year to align our consultant capacity to market demand,
restructure our business and back-office operations, reducing
our cost base by c£60m on an annualized basis. This ultimately
delivered a pre-exceptional operating profit result of £105.1m and
pre-exceptional EPS of 4.03p. While this was a robust result in the
current market, the outcomes were both well below the target
range set forFY24.
We maintained a strong balance sheet through the year and our
cash performance was strong with 107% conversion of Operating
Profit to Operating Cash Flow, and although our Group DSOs
increased modestly these remained below pre-pandemic levels
and we again saw very low levels of bad debts. Our strong balance
sheet position together with the Board’s confidence in our strategy
and long-term prospects led to our decision to maintain our
full-year dividend at 3.00p in line with FY23.
FY24 Annual Bonus
The FY24 Annual Bonus was based on EPS, Cash Conversion and
individual strategic objectives.
As noted above, a wider than normal range was put around the
on-target EPS levels to ensure that there was additional stretch
to achieve the maximum target, which was appropriate given
the increased level of macroeconomic uncertainty.
The Committee takes great
care in assessing remuneration to
ensure it is reflective of underlying
Company performance.
REMUNERATION COMMITTEE
REPORT
120 Hays plc Annual Report & Accounts 2024
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The FY24 targets for EPS were set against an increasingly
challenging market backdrop. The Group’s trading environment
proved more difficult than expected in FY24, most notably in our
Perm recruitment business which became more challenging across
the majority of our markets. Despite the decisive management
action taken through the year to right-size the business, restructure
operations and closely manage costs, ultimately the Group’s profit
performance was well below the ambitions set at the start of the
year and therefore the EPS element of the bonus did not meet the
entry threshold resulting in a zeropayout.
As noted in the previous section, the Group’s cash performance
was strong in the year. This drove a Group Cash Conversion of
107%, which delivered a maximum pay-out result against this
element of the FY24 Annual Bonus.
After careful consideration the Committee believes that the
out-turn of the Annual Bonus is commensurate with the
Company’s performance. No discretion has been exercised.
The 2021 (FY22) Performance Share Plan
(PSP) vesting
In the context of the uncertain economic backdrop in 2021, as the
world continued to emerge from the Covid-19 pandemic, long-term
target setting was challenging, and the Committee therefore took
further time to carefully consider the financial targets for the PSP
to ensure they were sufficiently robust and stretching.
The EPS targets anticipated there would be a return to growth
and the Committee also strengthened the Cash Conversion range,
increasing it from 71% – 101% to 80% – 110%, while maintaining
a payment of 45% of this element for 85% achievement.
The Committee also felt it was appropriate to return to a maximum
grant of 200% of salary for the Executive Directors, having restricted
the grant to 150% of salary in the prior year due to the very
challenging economy during the Covid pandemic.
While the economic out-look anticipated a positive return to
growth, during the last two years the market and the geopolitical
and macroeconomic backdrop have become increasingly
challenging. This has affected the final EPS out-turn. The Group’s
Cash Conversion performance over the last three years has been
strong with good control over costs and returns to shareholders
have included special dividends.
The Committee undertook a careful review of the PSP outturn
and is satisfied that the overall PSP outcome fairly reflects, and
is aligned with, the performance achieved. No discretion has
beenexercised.
Following the assessment of performance, the 2021 (FY22) PSP
vested at 52.59% reflecting the three-year Performance Period that
ended on 30 June 2024. Alistair Cox is a participant in this PSP.
Dirk Hahn and James Hilton are not participants as they were
not on the Board at the time of grant.
Alistair’s shares that vest under the 2021 (FY22) PSP will now be
held for a further two years before release in 2026. During this
Holding Period they will be subject to Clawback conditions.
Full details of the Executive Directors’ remuneration for FY24
can be found in the Single Figure on page 126 and the full
Annual Report on Remuneration on pages 126 to 144.
Remuneration Policy renewal
As stated above, at the AGM on 15 November 2023, the
Committee sought shareholder approval for our Remuneration
Policy (the ‘Policy’), under the normal three-year renewal cycle.
We were pleased to receive a favourable vote of 93.20% and
would like to thank shareholders for their support as well as
their comments and feedback during the consultation process.
The 2023 Policy comprises a FTSE conventional bonus plus
performance-based LTIP. The Executive Directors’ pension
is aligned with that of the wider workforce (their pension
contribution is currently 4% of base salary) and includes
post-employment shareholding requirements, as well as
malus and clawbackprovisions.
The Policy continues to support the Company’s strategic
programme. Under the incentive structure, outcomes are based on
the key measures of success. There is a short-term focus on profit
via the annual bonus and a long-term focus on cash generation
through the Performance Share Plan (‘PSP’).
Cash generation is felt to be critical to fund our strategic growth
initiatives to ensure the business outperforms the market, and so
that the business maintains an attractive and appropriate returns
policy. Appropriate ESG targets, considered on materiality, are
included in personal and strategic objectives.
The Committee will continue to monitor the effectiveness of
the current approach to pay and, to the extent that more material
changes to our approach to pay are considered, we would suitably
engage with shareholders about our proposals and seek approval
for a new Policy where necessary.
Incoming CEO – Dirk Hahn
As stated in last year’s Report, the Board was delighted to welcome
Dirk Hahn, previously Managing Director of Hays Germany and
CEMEA, as our new Chief Executive from 1 September 2023.
The Committee approved the remuneration for Dirk Hahn which
is in line with the Remuneration Policy for new Executive Directors.
His salary was set at £620,000 pa upon appointment,which is
substantially lower than the previous CEO whose salary was
£822,274. Dirk’s salary will be kept under review as he builds
experience in the role. His pension aligns with that of the
majority of the UK workforce (currently 4%) in line with the Policy.
These arrangements were disclosed in the 2023 AGM notice.
Dirk had already worked for Hays for over twenty years prior to his
appointment as CEO and he retains legacy interests in incentive
arrangements granted in relation to his previous role. In the
interests of full transparency, the Single Figure of Remuneration
includes a value relating to these legacy interests, notwithstanding
that they relate to his previous role. The final award under these
legacy schemes will be delivered following the end of FY25. In
order to support achievement of his shareholding requirements
Dirk has agreed to use a portion of his legacy cash awards to
purchase Hays’ shares.
121 Hays plc Annual Report & Accounts 2024
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Departure terms for CEO – Alistair Cox
The Committee has also agreed the terms for the departure of
Alistair Cox who stood down from the Board on 31 August 2023.
He is serving his twelve months’ notice from 24 August 2023 to
23 August 2024 when his employment terminates. Part of his
notice from 1 September 2023 to 23 August 2024 is being served
on Garden Leave. During this time, he is only being paid his
contractual entitlements in line with the Policy. He is entitled to an
FY24 Annual Bonus pro-rated for the period he was actively serving
as CEO in the business from 1 July 2023 to 31 August 2023.
After due consideration, the Committee has agreed to exercise
its discretion under the plan rules and award Alistair Good Leaver
status in recognition of his significant contribution over his 16years
with the business. Where relevant, all outstanding performance-
based awards will be pro-rated for time and will only vest based on
performance at the end of the relevant Performance Period and in
line with the planrules.
All Alistair’s departure terms fully comply with the Remuneration
Policy and are covered in section 2.6. For full transparency, as part
of his notice period falls into FY25 (1 July 2024 to 23 August 2024),
remuneration for this period is also disclosed in 2.6.
Alistair will comply with post-employment shareholding
requirements as per the Policy.
Remuneration for FY25
FY25 Salary review
For FY24, the Committee was very cognisant of the rising Cost of
Living issues affecting the wider workforce. Across the business it
was determined that no increase would be given to some senior
employees. Instead, their pay review budget was distributed to
eligible employees below this level. The Committee followed this
approach and no increases were given to the Executive Directors
or members of the Executive Leadership Team (‘ELT’). There was
also no adjustment to the Chair’s fee or the fees in relation to the
Non-executive Directors for FY24.
For FY25, a pay review budget was established at 3% for the
eligible workforce and this has been applied to the CEO, Dirk
Hahn and members of the Executive Leadership Team (‘ELT’).
Upon appointment of James Hilton as CFO in October 2022, the
Committee determined that his remuneration arrangements would
be set at a significant discount to the previous incumbent. As noted
in the 2022 Remuneration Report the Committee committed to
keeping his salary under review as he developed in the role.
As James transitions into his third year as Board Director at Hays
and following a review of performance to date and contribution
in role, the Committee determined his base salary will move from
£420,000 to £470,000 for FY25. This represents an 11.9% increase
comprising 3% in line with the wider workforce and 8.9% to
recognise his growth into role. His revised salary remains 17%
below the previous incumbent’s salary (£564,627). The Committee
has concluded that this revised salary suitably responds to the
highly competitive talent market which continues to apply for
experienced CFO roles and also represents a fair reflection of
his experience and contribution in the role since appointment.
There are no other changes to benefits.
Pension
In line with the Policy approved at the November 2023 AGM,
pensions for Executive Directors remain in line with the eligible
workforce and are currently 4% of salary.
Annual Bonus for FY25
Annual Bonus potential is 150% of salary. Annual Bonus targets will
be retrospectively disclosed in the FY25 report.
2024 (FY25) PSP grant
The current combination of Cash Conversion, EPS and relative
TSR metrics will be maintained for this award. Given the continuing
uncertain economy, the Committee is currently in the process of
further considering and finalising the detailed targets for the financial
metrics to ensure they are suitably robust and challenging. Once
finalised, we intend to disclose these on our website in advance of
the 2024 AGM. Any shares that vest under the 2024 (FY25) grant
would be subject to a further two-year Holding Period. The PSP is
subject to both Malus and Clawback conditions.
The intention is to grant 200% of salary to the Executive Directors.
122 Hays plc Annual Report & Accounts 2024
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Other Committee activities in FY24
In addition to determining the remuneration for the incoming CEO,
the Committee has also reviewed and approved the remuneration
for other Specified Individuals on the ELT including the new Chief
People Officer and new Chief Technology Officer.
The Committee published the results for the Gender Pay Gap in
April 2024 and has continued to monitor actions being taken
within the Company to close the gap.
The Committee maintains an interest in the wider workforce
remuneration structures and market conditions and received a
briefing on each of Hays’ locations prior to determining the pay
review for FY25. It also received a briefing on the terms of the EU
Pay Transparency Directive.
The Committee also wrote to over twenty of our largest
shareholders and proxy voting agencies to provide an update
on how we intended to apply the Remuneration Policy.
Clear reporting and transparency
We aim to make the Directors’ Remuneration Report clear, concise
and easy to follow and have included an At A Glance page to help
summarise key areas of interest. The full Remuneration Report
can be found on pages 126 to 144.
We trust that this report demonstrates how we balance
performance, reward and underlying associated behaviours
and that we place great importance on our duty not only to
shareholders but to our wider workforce and other stakeholders,
and that we are aware of the greater societal issues and market
sentiment. We are especially vigilant as the market, economic and
political situations and their impact continue to be felt in the
varyingeconomies.
Susan Murray
Chair of the Remuneration Committee
21 August 2024
See the Committee’s Terms of Reference online at haysplc.com
Membership and Meetings
Four formal meetings were held during FY24 – one in each
of July and August 2023 then one in each of January and
May 2024. Attendance is shown on page 101. In addition,
members participated in other discussions as required.
This report is structured as follows:
Section What it includes
Letter from the Remuneration Committee Chair Page 120
Remuneration At A Glance Page 124
Annual Report on Remuneration Page 126 This report is divided into sections:
1. Single Figure of Remuneration – page 126
2. Long-term value creation – page 132
3. Remuneration in the broader context – page 137
4. Statement of implementation of the Remuneration Policy
in the following financial year – page 141
5. Governance – page 143
Our full current Remuneration Policy Our full current 2023 Remuneration Policy as applicable to
FY24 can be found on our website at haysplc.com under
Governance and then Remuneration
When determining the Remuneration Policy and its implementation
each year, the Committee considers the factors set out in Provision
40 of the UK Corporate Governance Code, namely:
• Clarity – We aim to clearly and transparently disclose our
remuneration structure within the Remuneration Policy and
Remuneration Report, including how it aligns to our strategic
goals. We engage with shareholders prior to making any
significant changes.
• Simplicity – We operate a simple incentive structure in line with
typical UK listed company practice, with performance metrics
fully aligned to strategy.
• Alignment to culture – Our Global Principles of Remuneration
demonstrate how our remuneration links to our Purpose and
Values and are available to all employees. We operate a
high-performance model, with a high proportion of
remuneration based on variable pay.
• Predictability – The scenario graphs in the Remuneration Policy
demonstrate the range of potential remuneration outcomes
under different performance scenarios including the effect
of a change in the Company’s share price.
• Proportionality – A high proportion of remuneration is based on
variable pay. Our PSP has a total five-year life-span and Executive
Directors have shareholding guidelines in and post-employment,
to ensure alignment with shareholders’ interests.
• Risk – The Committee retains discretion to adjust the outcome
of the formulaic results if they feel these do not adequately
reflect the underlying performance of the Company. Malus
and Clawback apply to both the Annual Bonus and PSP.
123 Hays plc Annual Report & Accounts 2024
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Business context
How did we perform?
Incentive arrangements:
Supporting our key strategic priorities
Remuneration for FY24: What did Executive Directors earn during the year?
Alignment with shareholders
Dirk Hahn and James Hilton did not participate in the 2021(FY22) PSP that vested in FY24.
Dirk Hahn and James Hilton did not participate in
this PSP. Alistair Cox’s award vested at 52.59% of
maximum (see page 130).
Alistair Cox (CEO
until 31 August 2023)
received a pro-rated
bonus (see page 127)
Both the CEO and CFO were recently appointed to the Board (in
September 2023 and October 2022 respectively), and are therefore
expected to build up their shareholdings over the course of their tenure.
• Net fees of £1,113.6 million, representing 12% LfL decline,
set against increasingly challenging market conditions.
Despite this, productivity was at near record levels and
increased 1% versus prior year.
• Pre-exceptional operating profit of £105.1 million
delivered pre-exceptional EPS of 4.03 pence per share.
Whilst operating profit decreased versus prior year,
management’s focus on driving operational rigour
and managing consultant capacity meant we
reduced costs by an annualised c.£60 million.
• A good cash performance, with year-end net cash of
£56.8 million and cash conversion of 107%, driven by
DSOs of 36 days being maintained below pre-Pandemic
levels. The increase versus prior year of 33 days is due
to the relative resilience of our Enterprise clients, that
typically have longer payment terms.
• Supported by a strong balance sheet and the Board’s
confidence in our strategy, the core dividend of 3.00
pence per share is being held in-line with prior year.
• Financial metrics (80%) place
emphasis on profit and maintain
focus on cash returns and
business efficiency.
• Personal objectives (20%)
provide building blocks to
longer-term strategic goals.
• The cash element (50%)
focuses on the long-term
business efficiency and return
to shareholders through
dividend payments.
• The EPS element (30%) is a key
performance measure aligned
with shareholder interests.
• The TSR element (20%) directly
measures shareholder returns
relative to industry peers.
Incentive arrangements continue to have a short-term focus on profit and
a long-term focus on cash generation.
Bonus
FY24 Bonus
2021 (FY22) PSP
PSP
CEO
38% of maximum
CEO
21% beneficially
owned
CFO
32% beneficially
owned
CFO
39% of maximum
In-employment shareholding requirements
REMUNERATION
AT A GLANCE
0%EPS (60%)
100%
90%
95%
Cash Conversion (20%)
Personal - CEO (20%)
Personal - CFO (20%)
0 20 40 60 80 100
70.44%Cash Conversion (50%)
57.89%
0%
EPS (30%)
TSR (20%)
0 20 40 60 80 100
0 50 100 150 200
21%
32% 200%
200%
Dirk Hahn
In-employment shareholding requirements
200% of salary
James Hilton
Dirk Hahn 1,376
James Hilton 695
Single figure £000s
Fixed pay
Bonus
Legacy incentives
0 300 600 900 1200 1500
124 Hays plc Annual Report & Accounts 2024
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Overview of Remuneration Policy: How will Executive Directors be paid in FY25?
The Remuneration Policy was approved at the 15 November 2023 AGM with a favourable vote of 93.20%
Fixed pay
Base salary,
pension and
benefits
• 3% salary increase for FY25 for Dirk Hahn. James Hilton received an 11.9% increase comprising 3% in line
with the wider eligible workforce and 8.9% recognising his growth into role.
• Salaries for FY25 will be: CEO (Dirk Hahn) – £639k; CFO (James Hilton) – £470k.
• Benefits package remains unchanged – includes health insurance and car-related benefits.
• Pension contribution of 4% in line with the wider workforce.
Bonus
Short-term
variable
remuneration
50% Cash
50% deferred into shares for three years
• To align reward to key annual objectives relating to the Group’s financial and operational strength.
• Maximum opportunity unchanged at 150% of salary for all Executive Directors.
• Performance measures for FY25 will be based on financial targets (80%), weighted towards profit with
the balance based on personal/strategic goals (20%).
PSP
Long-term
variable
remuneration
3-year performance period
2-year holding period
• To incentivise the delivery of sustained long-term performance and align with share price and dividend growth
over the long term.
• Maximum opportunity unchanged at 200% of salary for all Executive Directors.
• Performance measures for the 2024 (FY25) PSP will be Cash Conversion (50%), EPS (30%), TSR (20%).
Shareholding
guidelines
• To ensure that Executive Directors’ interests are aligned with those of shareholders over the longer-term.
• No change to in-employment and post-employment shareholding requirements from the 2023 Policy.
Measure Focus
Bonus – short-term agility
60% EPS
Short-term focus on profit
1 4
20% Cash Conversion
Cash returns and business efficiency
4
20% Personal/Strategic
Aligned to long-term business goals
3 4 5
PSP – long-term sustainability and focus
50% Cash Conversion
Long-term business efficiency
4 5
30% EPS
Strategic direction of the business
1 2 4 5
20% Relative TSR
Directly measures shareholder returns
1
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Performance measures for FY24: How does our reward framework align with our strategy?
125 Hays plc Annual Report & Accounts 2024
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ANNUAL REPORT
ON REMUNERATION
Section 1 – Total Reward for FY24
1.1 FY24 Single Figure for Executive Directors
The Single Figure of Remuneration and the subsequent details of the figures reflect the facts that:
• Alistair Cox stepped down as CEO on 31 August 2023. His remuneration therefore is from 1 July 2023 to 31 August 2023; and
• Dirk Hahn was appointed as CEO from 1 September 2023. His remuneration therefore is from 1 September 2023 to 30 June 2024.
Single Figure of Remuneration (audited)
The following table shows the total Single Figure of Remuneration for each Executive Director in respect of qualifying services for FY24.
Comparative figures for FY23 have also been provided. Details of NED fees are set out in Section 1.2 on page 131.
FY24 FY23
£000s
Alistair Cox
CEO up to
31 Aug 2023
Dirk Hahn
CEO from
1Sep 2023
James Hilton
CFO
Alistair Cox
CEO
James Hilton
CFO from
1 Oct 2022
Salary (Note 1) 139 515 420 822 315
Benefits (Note 2) 7 101 12 44 11
Pension (Note 3) 6 21 17 99 13
Total Fixed Remuneration 152 637 449 965 339
Annual Bonus (Note 4)
(a)
75 294 246 643 251
PSP (Note 5)
(b)
611 n/a n/a 841 0
Legacy incentives
(c)
n/a 445 n/a n/a n/a
Total Variable Remuneration 686 739 246 1,484 251
Total Remuneration 838 1,376 695 2,449 590
Total (excluding legacy incentives) 838 931 695 2,449 590
(a) The value shown for Dirk Hahn, relates to the award earned during the period following his appointment to the Board. Dirk Hahn also earned a bonus of EUR12k for
the period from 1 July 2023 to 31 August 2023 in respect of his previous role. The value for Alistair Cox relates to the period 1 July 2023 to 31 August 2023 while
he was still on the Board as CEO. He is not entitled to a bonus for the period 1 September 2023 to 30 June 2024 (remainder of FY24) nor for the period 1 July 2024
to 23 August 2024 when he ends employment.
(b) The value of the 2021 (FY22) PSP (vesting in October 2024) is based on a share price of £0.9878 which was calculated using an average for the final quarter of
the financial year in accordance with the Regulations as the vesting will occur after the date of this Report. The share price on award was £1.533 being the closing
price on the day preceding the grant date. As such, no part of the value shown above is attributable to share price growth. The award vested at 52.59% of the
maximum. More information is shown on page 130. The figure shown for Alistair Cox has not been pro-rated as he has been employed for the whole performance
period. The PSP figures for the award that was granted in 2020 (FY21) and vested in 2023 now reflect the actual vesting price on 20 November 2023 of £1.055.
No shares were released but moved into their Holding Period. Neither Dirk Hahn nor James Hilton were participants in either of these executive director schemes.
(c) Dirk Hahn had legacy interests in long-term incentives awarded in respect of his previous role as MD Germany & CEMEA. Although these awards were granted
in relation to his previous role, the amounts are being declared in the interests of full transparency. A legacy bonus of EUR150k was granted in 2021 and payable
in June 2024 subject to continued employment. This is not stated in the Single Figure table as it has no performance conditions. It equates to £127k using the
year-end exchange rate of £1.00 = EUR1.1798. He also had an interest in a legacy LTIP arrangement which vests in 2025, linked to profitability of the German
business in the periods to the end of FY23, FY24 and FY25. An amount of €525k (equivalent to £445K using the same exchange rate) is included in the table above
and relates to the element based on performance to the end of FY24. The final vesting level for this award will be determined and delivered following the end of
FY25. To the extent that his CEO shareholding requirements have not been reached, it has been agreed that he will use a portion of his legacy awards to purchase
Haysshares.
Components of the Single Figure and how the calculations are worked out
The following tables and commentary explain how the Single Figure has been derived.
1.1.1 Salary – note 1 (audited)
What has happened
It was determined that there would be no salary increases for FY24 for eligible employees who earned salaries equivalent to £100k or
above. In line with this decision, there were no increases to salaries for the executive directors for FY24.
Executive Director Annual Salary for FY24 Increase over FY23 Annual Salary for FY23
Alistair Cox £822,274 0.0% £822,274
Dirk Hahn – salary on appointment £620,000 n/a n/a
James Hilton £420,000 0.0% £420,000
The salary levels for Alistair Cox and Dirk Hahn shown in the Single Figure of Remuneration table in 1.1 above are the pro-rated amounts
for their service in FY24.
Section 1 – Total reward for FY24
In this section:
1.1
FY24 Single Figure for
Executive Directors
1.1.1
Salary
1.1.2
Benefits
1.1.3
Pension
1.1.4
Annual bonus
1.1.5
PSP
1.2
FY24 fees for
Non-Executive
Directors (‘NED’s)
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1.1.2 Benefits – note 2 (audited)
What has happened
There were no changes to Policy in FY24.
£000s
Executive Director
Private Medical
Insurance (PMI)
(1)
Life Assurance
(1)
Income
Protection
(1)
Car/Car
Allowance
(2)
Housing
Allowance
(4)
Tax Assistance
(5)
Total
FY24
Alistair Cox 0 3 3 1 n/a 0 7
Dirk Hahn
(3)
4 4 n/a 17 66 10 101
James Hilton 3 1 n/a 8 n/a 0 12
FY23
Alistair Cox 3 18 15 8 n/a 0 44
James Hilton 3 1 n/a 7 n/a 0 11
(1) PMI, Life Assurance and Income Protection figures represent the annual premiums. Figures have been pro-rated in relation to service in FY24. Alistair Cox
receives PMI but his pro-rated premium for the period 1 July to 31 August 2023 is below £1K. Dirk Hahn and James Hilton do not receive Income Protection.
(2) Alistair Cox and James Hilton could have chosen to have a car allowance of £20k pa and £18k pa respectively or take a Company car and any residual car
allowance depending on car choice. They have both opted for an electric car and receive a cash allowance to cover the residual value of their benefit. The figures
shown therefore are the benefit-in-kind value of the car plus the annual residual car allowance. Dirk Hahn has a car allowance of £20k pa which has been pro-rated
in line with his service.
(3) Dirk Hahn’s benefits have been pro-rated in line with his service for the period 1 September 2023 to 30 June 2024. The amount shown for his PMI is a mandatory
figure set by the German authorities and which forms part of the mandatory Company German social security payment.
(4) The amount shown relates to Dirk Hahn’s UK housing allowance as he is normally resident in Germany. This equates to £5,000 net per calendar month.
However, the tax treatment is different in the UK and Germany. The gross up for tax purposes varies in each location. The figure shows the total amount taking
this into consideration.
(5) Dirk Hahn is also entitled to tax assistance regarding the completion of UK and German tax returns, up to a maximum value of £10,000 pa. The actual value
of this benefit for FY24 was not known at the time of finalising this report and therefore the actual amount will be disclosed in the FY25 Remuneration Report.
Fortransparency purposes, the maximum he is allowed to claim is reported above.
1.1.3 Pension – note 3 (audited)
What has happened
There has been no change to the Policy. Executive directors receive a pension allowance of 4% of salary, in line with the majority of the
relevant workforce.
£000s
Executive Director Pension
FY24
Alistair Cox 6
Dirk Hahn 21
James Hilton 17
FY23
Alistair Cox 99
James Hilton 13
1.1.4 Annual Bonus – note 4 (audited)
What has happened
The figure shown is the total bonus awarded in relation to the performance in the year, including the portion that is deferred. The maximum
opportunity under the Policy is 150% of salary.
For bonus awarded in relation to FY24 performance, 50% of the figure shown is deferred into shares for three years. There are no further
performance conditions but leaver terms apply.
The cash element of the bonus award is subject to Clawback for three years from award. The deferred element is subject to Malus for the
three-year Holding Period.
Alistair Cox was entitled to a bonus for the period he worked in FY24 ie from 1 July 2023 to 31 August 2023.
The bonus amount shown for Dirk Hahn is pro-rated for the period 1 September 2023 to 30 June 2024.
For completeness, Dirk Hahn also received a bonus of EUR12k in relation to his previous role of MD Germany & CEMEA. This was a
pro-rated amount relating to the period 1 July 2023 to 31 August 2023.
127 Hays plc Annual Report & Accounts 2024
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Annual Report on Remuneration continued
Calculation of actual results (audited)
Annual Bonus FY24 outcome Alistair Cox Dirk Hahn James Hilton
Performance condition Weighting
Threshold
performance
required
(0% of
element
vests)
Maximum
performance
required
(100% of
element
vests) Actual performance
Achievement %
of maximum
Bonus
value
£000s
Achievement %
of maximum
Bonus
value
£000s
Achievement %
of maximum
Bonus
value
£000s
EPS* 60% 5.71p 9.02p 4.03p 0.00% 0 0.00% 0 0.00% 0
Cash Conversion 20% 63.5% 101.0% 106.95% 100.00% 42 100.00% 155 100.00% 126
Personal Alistair Cox 20% – 100% 80% 80.00% 33 – – – –
Personal Dirk Hahn 20% – 100% 90% – – 90.00% 139 – –
Personal James Hilton 20% – 100% 95% – – – – 95.00% 120
Total FY24 100% These totals are in the
FY24 Single Figure
36.00%
of max
54.00%
of salary
75 38.00%
of max
57.00%
of salary
294 39.00%
of max
58.50%
of salary
246
* Both the target and actual performance were based on budget exchange rates.
Therefore actual performance varies from reported performance due to movements in
exchange rates during the year.
Of which
cash – 50% 37.5
Of which
cash – 50% 147
Of which
cash – 50% 123
Of which
deferred
– 50% 37.5
Of which
deferred
– 50% 147
Of which
deferred
– 50% 123
Use of discretion
The Committee has carefully reviewed the actual results and considered the underlying performance of the Company, as well as the effect
of market and economic circumstances. The Committee has also considered any impact on the Company’s key stakeholders and the
input of the executives in achieving the final outcomes. After careful reflection, the Committee feels that the formulaic outcome of the
FY24 bonus is fair and justified and has exercised no discretion.
Personal objectives (Auditable)
Personal objectives are weighted at 20% of the Executive Directors’ Annual Bonus potential (a maximum of 30% of base salary).
They comprise specific issues that should be achieved during the financial year to safeguard the business and contribute to, or form,
the essential building blocks of our future long-term strategic priorities. As a result, some details of the executives’ objectives cannot
be fully disclosed due to their commercial sensitivity. However, the key major themes of the objectives and the executives’ broad
achievements are summarised below. Targets for the CEO were set in the context of his appointment and short-term objectives
required to position the Group for long-term success.
Dirk Hahn – CEO: overall score 18/20 = 90%
Personal Objective Outcome
Revisit the Group 5-year strategy, including:
Clarify the strategy for UK, Australia and Germany and
the strategy to grow other key countries.
Consideration of how current levels of cyclicality might
be reduced
The strategy has been updated. It has been communicated internally and
externally and is in the process of being implemented.
Clear focus across the business on delivering high drop-through of fee growth
to operating profit when end markets recover.
Score: 3.5/4
Technology transformation:
Outline the medium/long term plans for Technology,
including the needs of the organisation to support the
strategy/future business, planned future structure of the
Technology function, consideration of internal versus
outsourced resource, and timescales to implement.
Develop a clear plan to appropriately manage cyber risk.
Develop succession planning within the Technologyfunction.
Progress towards transformation of Technology in line with long-term goals.
A new Chief Technology Officer (‘CTO’) has been appointed. Provided clear
guidance to the CTO of early priorities and has given the CTO the support,
guidance and confidence to build a much more effective team and lead the
outsourcing discussion. This has culminated in the appointment of Cognizant
as our Technology service provider.
Strengthening expertise in key roles including the appointment of a Data
Protection and Information Security Head.
Score: 4/4
Review risk management process:
Drive risk management through the business, with
clear understanding of risks and mitigating actions.
Develop clear reporting/monitoring of risks arising
from emerging technologies, including a clearer
understanding of AI risks and opportunities.
The Executive Risk Management Committee has been refreshed with a clear
Terms of Reference.
An improved risk management framework has been put in place and
endorsed by the Board
Score: 3/4
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Personal Objective Outcome
Succession Planning:
Start to map out the approach to future Succession
Planning, and then work with a new Chief People Officer on
detailed plans.
Start the process to embed succession planning
comprehensively across the whole business.
A new Chief People Officer (‘CPO’) was appointed.
Supported and implemented several senior management changes.
Formed a new Executive Leadership Team (‘ELT’).
Challenged and supported senior team members to improve the “strength
and depth” of their own teams (eg the Technology function).
Ongoing work alongside the new CPO to strengthen succession planning
across the business.
Score: 3.5/4
Communications and inclusivity:
Build and develop strong working relationships with the Board.
Establish the new Executive Leadership Team and ensure
collegiate and inclusive environment.
Ensured a positive and constructive environment at ELT and at Board level.
Has created a more inclusive environment across the organisation.
Worked to develop positive relationships with all stakeholders.
Score: 4/4
James Hilton – CFO – overall score 19/20 = 95%
Personal Objective Outcome
Trading, cost control and cash
Strong Group-wide management of productivity,
headcount and operating cost control.
Manage Group cash and debt management to culminate
in a strong year-end cash position and DSO performance.
Close management of the front and back office headcount, and overhead cost
spend. £60m pa cost savings delivered, including £30m in structural savings.
Consultant productivity increased 1% despite a challenging market backdrop.
DSO maintained at 36/37 days through the year with good overall age profile
and low write-offs.
The year-end cash position was £56.8m with the Cash Conversion rate 107%
4/4
Corporate Governance, Reporting and Risk
Further detailed development of the Group Audit &
Assurance policy, including Group Internal Control
processes and testing regime, fraud risk and financial
riskassessments.
Stewardship of the new Group ESG Committee and the
changes to reporting in areas such as Carbon and ED&I.
Updated Cyber Security handbook and response plan.
Develop a new forecasting and planning framework
Group Audit and Assurance policy is on target to meet objective for
attestation for FY26.
During FY24 a new ESG committee was established with two
meetings completed.
New SISO in place and the cyber security handbook is in the process of
being updated.
New business line reporting and KPI pack is now rolled out in quarterly
and monthly formats for all key and focus countries.
3/4
Global operating model for finance
Successful onboard of new Director of Finance
Transformation, and supporting team, and introduction
tobusiness.
Develop high level finance operating model plan, including
structure, cost savings and key deliverables.
Identification of a Shared Service Centre (“SSC”) strategy
including leverage of existing facilities and resources.
A new Director of Finance Transformation has been recruited and he and his
team onboarded and well established in the business. The Americas Region
finance transformation well underway with the SSC expanded and completed
for the Americas transformation. Further plans are underway to develop SSC
support in other languages for phase two.
A Long-term (4-5 year) plan for Finance transformation has been developed
with an ambitious cost saving objective.
4/4
Group cost saving plan
Identification and delivery of Group cost saving plan to
provide material protection to Group bottom-line
performance.
A plan was developed to reduce Group cost base by c£50m pa, with c£20m
structural cost savings. During FY24, delivered c£60m pa of cost savings,
including c£30m pa structural savings.
4/4
Global finance team and people development
Develop global Finance succession planning with action
plans for any significant gaps.
Work towards senior female representation in Finance
(down to level below Regional FD) consistent with Group
target of 50% by 2030.
Ensuring tracked and balanced short-list for key hires,
using 100% skills-based interviewing
The global Finance succession plan has been completed together with long
term development plans for key individuals.
There have been tracked and balanced short-lists for key hires, using 100%
skills-based interviewing.
4/4
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Annual Report on Remuneration continued
Alistair Cox
Alistair Cox stepped down from the Board with effect from 31 August 2023 and was eligible for a pro-rated bonus for the two-month period
spent actively employed (with an effective opportunity of 25% of salary). His bonus had the same structure as Dirk Hahn and James Hilton
i.e. 80% based on financial targets and 20% based on personal performance. The details of the financial performance assessment are
described above. The personal element of his bonus was primarily assessed based on targets relating to the handover of responsibilities
to his successor, given his departure in the first quarter of the financial year. The Committee determined that an outcome of 80% of
maximum or 4% of his annual salary under the personal element was appropriate. The bonus will be subject to deferral in line with
the Policy.
1.1.5 PSP – note 5
PSP 2021 (granted in FY22) vesting in 2024 (audited)
The FY22 PSP is only applicable to Alistair Cox. Dirk Hahn and James Hilton did not participate in this award.
The award vested at 52.59%.
The 2021 (FY22) PSP targets were set at time the world was emerging from the COVID-19 pandemic, which made long-term target
setting challenging. At the time that the targets were set, despite a positive short term outlook, there was still considerable uncertainty
and volatility in the market. There was also limited visibility regarding long-term prospects, or the pace and trajectory for any
economicrecovery.
The Remuneration Committee was keen to spend appropriate time calibrating and reviewing the targets for the FY22 PSP awards to
ensure that they were sufficiently robust and stretching. The EPS targets took into account both internal and external forecasts from the
time the targets were set. The Committee also determined to strengthen the Cash Conversion rage and moved it from 71% – 101% to 80%
– 110%. However, an award of 45% of this element remained payable for cash conversion of 85%, with straight-line vesting for interim
levels of performance.
The Committee published details of the targets for the FY22 PSP on the Company website, in advance of the November 2021 AGM.
Although the targets were set in a time of uncertainty, the general view was that markets were becoming more buoyant and there was
a positive economic outlook. However, during the three-year Performance Period, the economy and geo-political situation have become
more challenging and therefore EPS targets have only partially been met. However, there has been good cash performance with DSOs
maintained below pre-pandemic levels.
Taking into account the above, the Committee concluded that the outcome represents a fair reflection of performance over the period.
No discretion has been exercised.
Awards will be subject to a two-year holding period which will ensure that participants remain aligned with longer-term shareholder
experience. The award is also subject to malus and clawback provisions.
The share price used to calculate the award was £1.533, being the closing price on the day preceding the grant date.
Performance Period 1 July 2021 to 30 June 2024
Grant date 5 October 2021
Vest date 5 October 2024 followed by a two-year Holding Period
Performance condition Weighting
Threshold
performance required
(25% of element vests)
Interim point
(45% of the element vests)
Maximum
performance required
(100% of element vests)
Actual
performance
PSP value achieved
as % of maximum
Relative TSR
(1)
20%
Median of the
comparator group -
Upper quartile of the
comparator group Below Median 0.00%
EPS
(2)
30% 18.91p - 25.60p 21.84p 57.89%
Cash Conversion
(3)
50% 80% 85% 110% 96.56% 70.44%
Total 100% 52.59%
(1) TSR is measured against a bespoke comparator group, with vesting subject to satisfactory financial performance as determined by the Committee. The comparator
group for the FY22 award is: Adecco SA, Kelly Services Inc, Manpower Inc, Page Group, Randstad Holdings nv, Robert Half International Inc, Robert Walters plc and
SThree plc.
(2) The Committee took the following into account when setting the EPS targets:
• EPS Budget (the setting of which is a robust and transparent process);
• The expectations of performance for years two and three;
• The strategic direction of the business over the period covered by the PSP award;
• Market conditions and visibility of future trading, and
• Analysts’ forecasts.
While there remained a degree of uncertainty regarding the long-term market and economic environment, the Committee was satisfied that the target range was
highly challenging, with full vesting requiring very significant growth when compared to results for both FY20 and FY21.
(3) The target range for Cash Conversion was increased in comparison to that applicable to prior awards (previously 71% to 101%). An award of 45% of this element is
payable for Cash Conversion of 85%, with straight-line vesting for interim levels of performance.
Notes:
There will be a two-year Holding Period post-vesting for the shares that vested as a result of the performance conditions being met. The award is subject to Malus for
the three-year Performance Period and Clawback during the two-year Holding Period.
130 Hays plc Annual Report & Accounts 2024
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Executive Director
% of FY22
salary
awarded
Face value
at award
£000s
Share price
at award
£
Maximum
number of
shares
excluding
dividends
Maximum
number of
shares
including
dividend
equivalent
shares
Number of
shares that
vested
including
dividend
equivalent
shares Vest date Release date
Value
(figure shown in
Single Figure of
Remuneration)
£000s
(1)
2020
(FY21) award
that vested in
2023 as stated
in the FY23
Single Figure
£000s
2020
(FY21) award
value restated
using share
price at
vest date
£000s
(2)
Alistair Cox 200 1,566 1.533 1,021,680 1,175,363 618,087
5 October
2024
5 October
2026 611 877 841
(1) The value of the 2021 (FY22) PSP is based on a share price of £0.9878 which was calculated using an average for the final quarter of the 2024 financial year in
accordance with the Regulations as the vesting will occur after the date of this report.
(2) The value of the 2020 (FY21) PSP disclosed in the 2023 Single Figure was based on a share price of £1.0991 which was calculated using an average for the final
quarter of the 2023 financial year in accordance with the Regulations as the vesting occurred after the date of the Report. The share price on award was £1.345.
The actual share price on the date of vesting was £1.055. The date of vesting was 20 November 2023. This price has been used to restate the value of the 2020
(FY21) PSP awards in the Single Figure for 2023 in the table above and the Single Figure table on page 126. Please note that no shares were released on this date.
The shares that vested were placed into their two-year Holding Period.
Performance conditions
The Committee believes that the performance conditions for all incentives:
• Are suitably demanding;
• Have regard to business strategy;
• Incorporate an understanding of business risk;
• Consider shareholder expectations; and
• Take into account, to the extent possible, the cyclicality of the recruitment markets in which the Group operates.
To the extent that any performance condition is not met, the relevant part of the award will lapse. There is no re-testing of performance.
1.2 Non-Executive Directors’ FY24 fees (audited)
The table below shows the current fee structure and actual fees paid in FY24.
£000s Non-Executive Director
Andrew
Martin
Chair
Peter
Williams
(1)
SID, R, N, A
Susan
Murray
R, N, A
MT
Rainey
(2)
R, N, A, W, E
Cheryl
Millington
(3)
SID, R, N, A
Joe
Hurd
(4)
R, N, A, E
Zarin
Patel
(5)
A, R, N, E
Helen
Cunningham
(6)
A, R, N
Anthony
Kirby
(7)
A, R, N
Total fee FY24 240 55 75 75 66 62 67 21 16
Taxable expenses FY24 – – – – – 5 – – –
Total FY24 240 55 75 75 66 67 67 21 16
Total fee FY23 240 86 75 75 62 62 31 – –
Taxable expenses FY23 – – – – – 2 – – –
Total FY23 240 86 75 75 62 64 31 – –
(1) Peter Williams stood down from the Board on 20 February 2024. His fee represents the period 1 July 2023 to 20 February 2024.
(2) MT Rainey became Chair of the ESG Committee which was established in FY24. There was no change to her fee. She remains the NED for Workforce Engagement.
(3) Cheryl Millington became SID on 21 February 2024.
(4) Joe Hurd – The total amount for Joe Hurd includes expenses incurred in execution of duties which are taxable for reporting purposes.
(5) Zarin Patel became Chair of the Audit & Risk Committee on 21 February 2024.
(6) Helen Cunningham joined the Board on 1 March 2024. Her fee represents the period 1 March 2024 to 30 June 2024.
(7) Anthony Kirby joined the Board on 1 April 2024. His fee represents the period 1 April 2024 to 30 June 2024.
Key – positions held during FY24
R Remuneration Committee member
A Audit & Risk Committee member
N Nomination Committee member
E ESG Committee member
SID Senior Independent Director
R N A E Chair of relevant Committee
W NED for Workforce Engagement
131 Hays plc Annual Report & Accounts 2024
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Annual Report on Remuneration continued
Section 2 – Long-term value creation
2.1 Outstanding Deferred Annual Bonus awards (‘DAB’)
(audited)
The table below shows the shares held under the DAB and those
that were awarded or vested during FY24. The shares that vested
related to deferred Annual Bonus from previous years. The DAB is
granted using conditional shares. Dividend equivalent shares which
accrue under the DAB have been included in the table below.
There are no further performance conditions.
Section 2 – Long-term value creation
In this section:
2.1
Outstanding Deferred
Annual Bonus
2.2
Share Options
2.3
Outstanding
PSP awards
2.4
Statement of Directors’
shareholding and
share interests
2.5
TSR chart and table
2.6
Payments to past
Directors/payment
for loss of office
during FY24
Executive Director
Awards
outstanding
at 1 July 2023
(1)
Dividend
equivalents
accrued to date
Awards granted
in FY24
Grant price
(market price at
date of award)
Face value of
award granted
in FY24
(at grant price)
Dividend
equivalents
accrued to date
Awards vesting
in FY24
Awards
outstanding as
at 30 June 2024
Alistair Cox 798,090 140,898 310,702 £1.035 £321,577 15,823 417,727 847,786
Dirk Hahn n/a n/a n/a n/a n/a n/a n/a n/a
James Hilton
(2)
0 0 121,308 £1.035 £125,554 6,177 0 127,485
(1) The opening balance shows number of shares at award and not any accrued cumulative dividend equivalents.
(2) James Hilton’s DAB granted in FY24 represented 50% of his bonus for the period 1 October 2022, the date of his appointment, to 30 June 2023.
Note: As per the Policy, 50% of any bonus award is deferred into shares. The shares granted in FY24 relate to the deferred annual bonus for FY23.
2.2 Share options (audited)
The executive directors participated in the UK Sharesave Scheme (approved by HMRC) on the same terms as other eligible employees.
The following table shows outstanding options over Ordinary shares held by the Executive Directors during the year ended 30 June 2024.
Executive Director
Scheme date of
grant
Balance
1 July 2023
Granted
during
2024 Exercised
Lapsed/
Cancelled
Balance
30 June
2024
Option
price
£
Exercise
date
Market
price on
date of
exercise
£
Gain
£000s
Date
from which
exercisable Expiry date
Alistair Cox 1 April 2021 6,293 – – 6,293 0 1.43 – – – 1 May 2024 31 October 2024
James Hilton 31 March 2022 7,692 – – – 7,692 1.17 – – – 1 May 2025 31 October 2025
Dirk Hahn 1 April 2021 6,300 – – 6,300 0 1.43 – – – 1 May 2024 31 October 2024
(1) Alistair Cox lapsed his share options when they became available as the share price was below the option price. Dirk Hahn joined the Sharesave scheme prior to
becoming CEO. He lapsed his shares when they became available as the share price was below the option price.
132 Hays plc Annual Report & Accounts 2024
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2.3 Outstanding PSP awards (audited)
The tables below show the outstanding PSP awards where vesting will be determined according to the achievement of performance
conditions that will be tested in future reporting periods. The awards are granted using conditional shares. All awards are subject to
Malus and Clawback.
2022 PSP (granted in FY23) vesting in 2025, followed by a two-year Holding Period (audited)
Performance period 1 July 2022 to 30 June 2025
Grant Date 21 September 2022
Vest date 21 September 2025 followed by a two-year Holding Period
Performance condition Weighting
Threshold
performance required
(25% of the element vests)
Interim point
(45% of the element vests)
Maximum
performance required
(100% of the element vests)
Relative TSR
(1)
20% Median of the
comparator group –
Upper quartile of the
comparator group
Cumulative EPS
(2)
30% 25p – 35p
Cash Conversion
(3)
50% 80% 85% 110%
Total 100%
(1) Relative TSR – measured against a bespoke comparator group, with vesting subject to satisfactory financial performance as determined by the Committee.
Thecomparator group for the FY23 award is: Adecco SA, Kelly Services Inc, Manpower Inc, Page Group, Randstad Holdings nv, Robert Half International Inc,
RobertWalters plc and SThree.
(2) EPS – the target ranges have been set taking into account a range of internal and external reference points. The range was increased from the FY22 grant.
While there remains a degree of uncertainty regarding the long-term market and economic environment, the Committee is satisfied that the target range is
highly challenging, with full vesting requiring very significant growth when compared to results for FY22.
(3) Cash Conversion – the target range for Cash Conversion was increased for the FY22 grant and remains the same for the FY23 grant. An award of 45% of this
element is payable for cash conversion of 85%, with straight-line vesting for interim levels of performance.
Notes:
There will be a two-year Holding Period post-vesting for any shares that vest as a result of performance conditions being met. The award is subject to Malus for the
three-year Performance Period and Clawback during the two-year Holding Period.
Executive Director
% of FY23
salary awarded
Face value
at award £000s
Share Price
at award £
Maximum number
of shares
Threshold number
of shares (25%)
Alistair Cox
(1)
200% 1,645 1.166 1,410,418 352,604
James Hilton
(2)
200% 840 1.166 720,411 180,102
(1) To the extent that the award vests, Alistair Cox’s award will be pro-rated in line with his employment service.
(2) The award was granted in relation to his appointment as CFO.
133 Hays plc Annual Report & Accounts 2024
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Annual Report on Remuneration continued
2023 PSP (granted in FY24) vesting in 2026, followed by a two-year Holding Period (audited)
As stated on page 143 of the Directors’ Remuneration report for FY23, the Remuneration Committee wanted to spend appropriate time
calibrating and reviewing the targets for the FY24 PSP to ensure they were sufficiently robust and stretching taking into account the
current economic circumstances. Following the completion of this process, the Remuneration Committee published details of the targets
for the FY24 PSP on the Company website, in advance of the 2023 AGM.
Performance period 1 July 2023 to 30 June 2026
Grant date 16 November 2023
Vest date 16 November 2026 followed by a two-year Holding Period
Performance condition Weighting
Threshold
(25% of the elementvests)
Interim point (45% of the element
vests)
Maximum
(100% of the elementvests)
Relative TSR
(1)
20% Median of the
comparatorgroup
– Upper quartile of the
comparator group
Cumulative EPS
(2)
30% 24p – 34p
Cash Conversion
(3)
50% 80% 85% 110%
Total 100%
(1) Relative TSR – the targets are consistent with prior years. TSR is measured against a bespoke comparator group, with vesting subject to satisfactory financial
performance as determined by the Committee. The comparator group for the FY24 award is: Adecco SA, Kelly Services Inc, Manpower Inc, Page Group, Randstad
Holdings nv, Robert Half International Inc, Robert Walters plc and SThree.
(2) EPS – given the inherent cyclicality of the sector, the Committee reviews the EPS targets for each performance period taking into account a range of internal and
external reference points. In particular, the Committee noted external forecasts for FY24 and potential impact on overall performance given the cumulative nature
of the targets. While the ranges are marginally lower that the FY23 grant, the Committee is satisfied that the target range is challenging, with full vesting requiring
significant growth when compared to results for FY23. For reference, the equivalent range for the FY23 grant was 25p to 35p.
(3) Cash Conversion – the target range for cash conversion remains the same for the FY24 grant. Consistent with prior years, 45% of this element is payable for cash
conversion of 85%, with straight-line vesting for interim levels of performance.
The award is subject to Malus for the three-year performance period and Clawback during the two-year Holding Period.
Executive Director
% of FY24
salary awarded
Face value
at award £000s
Share Price
at award £
Maximum number
of shares
Threshold number
of shares (25%)
Dirk Hahn
(1)
200% 1,240 1.083 1,144,967 286,241
James Hilton 200% 840 1.083 775,623 193,905
(1) The award was granted in relation to his appointment as CEO.
There was no award made to Alistair Cox for FY24.
Notes:
In line with the 2018 Corporate Governance Code, the Remuneration Committee will continue to have discretion to amend the final vesting levels of the PSP awards
should any formulaic assessment of performance not reflect a balanced view of the business performance during the performance period. The Committee may also
adjust targets or outcomes in certain circumstances (e.g. significant unplanned M&A activity).
134 Hays plc Annual Report & Accounts 2024
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2.4 Statement of Directors’ shareholdings and share interests (audited)
What has happened
The number of shares of the Company in which current directors had a beneficial interest and details of long-term incentive interests as at
30 June 2024 are set out in the table below.
Alistair Cox will comply with his post-employment shareholding requirements.
Executive Director
Shareholding
requirement
% of salary
Number of shares
owned outright
shares
Share price as
at 28 June 2024
Base salary as
at 1 July 2023
Actual share
ownership as
% of base salary Guidelines met
Alistair Cox 200% 2,643,958 £0.9450 £822,274 303% Yes
Dirk Hahn – joined Board on 1 September
2023 and building up shareholding 200% 138,871 £0.9450 £620,000 21% No
James Hilton – joined Board on 1 October
2022 and building up shareholding 200% 141,979 £0.9450 £420,000 32% No
Shares used for the above calculation exclude those with performance conditions, i.e. those awarded under the PSP which are still within
their Performance Period, any unexercised options, those shares subject to a period of deferral and any shares held in a private Trust
where the Executive Director is not a Trustee. They include vested shares where the Executive Directors have beneficial ownership, shares
independently acquired in the market and those held by a spouse or civil partner or dependent child under the age of 18 years. The share
price used is that of 28 June 2024 as 30 June 2024 fell on a Sunday.
The Executive Directors’ total shareholdings, including shares subject to deferral and including accrued dividend equivalents to 30 June
2024, but excluding Sharesave options, are shown below. For reference, their Sharesave options are shown in the table under 2.2 on
page 132.
Executive Director
Number of owned
outright shares
Value of owned
outright
shares
(2)
£
Number of
shares subject
to deferral/
Holding Period
(1)
Value of
shares subject
to deferral/
Holding Period
(2)
£
Number of total
vested and
unvested shares
(excludes any
shares with
performance
conditions)
Value of total
vested and
unvested shares
(excludes any
shares with
performance
conditions)
(2)
£
Share ownership
as % of base
salary using
vested and
unvested
shares
(3)
PSP share
interests including
dividends subject
to performance
conditions
Alistair Cox 2,643,958 £2,498,540 2,591,527 £2,448,993 5,235,485 £4,947,533 601% 2,785,238
Dirk Hahn 138,871 £131,233 0 £0 138,871 £131,233 21% 1,311,530
James Hilton 141,979 £134,170 127,485 £120,473 269,464 £254,643 60% 1,718,068
(1) Unvested shares will be subject to payroll deductions for tax and social security on vesting. Number includes dividend equivalent shares to date. Shares currently
in their Holding Period relating to the 2019 (FY20) PSP are due to be released in October 2024.
(2) Share price as at 28 June 2024 and used in the above table was £0.9450.
(3) The table above shows shareholding pre-tax. Our shareholding policy includes shares which are beneficially held or subject to a holding period and includes PSP
shares in their Holding Period and shares held under the DAB on an estimated post-tax basis. Shareholdings on an estimated post-tax basis for the current
Executive Directors are:
Alistair Cox: 462%
Dirk Hahn: 21%
James Hilton 47%
(4) Dirk Hahn and James Hilton have PSPs shown in their Holding Period that relate to grants made prior to their appointments as CEO and CFO respectively.
There have been no changes to the above holdings as at the date of this Report.
The table below shows the NEDs’ shareholdings as at 30 June 2024 – this table has been audited.
Non-Executive Director
Shares held at
30 June 2024
Shares held at
30 June 2023
Andrew Martin 190,088 190,088
Peter Williams as at 20 February 2024 when he stood down from the Board 63,982 63,806
Susan Murray 4,000 4,000
MT Rainey 48,845 48,845
Cheryl Millington – –
Joe Hurd 12,925 7,625
Zarin Patel 11,653 –
Helen Cunningham – n/a
Anthony Kirby – n/a
There have been no changes to the above holdings for current NEDs as at the date of this Report.
135 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

200
150
100
50
0
Source: Datastream
Hays plc
30 Jun
2014
30 Jun
2024
30 Jun
2023
30 Jun
2022
30 Jun
2021
30 Jun
2020
30 Jun
2019
30 Jun
2018
30 Jun
2017
30 Jun
2016
30 Jun
2015
FTSE 350
Annual Report on Remuneration continued
2.5 Total Shareholder Return (TSR)
The graph shows the value of £100 invested
in the Company’s shares compared to
the FTSE 350 Index. The graph shows
the total shareholder return generated
by both the movement in share value and
the reinvestment over the same period of
dividend income. The Committee considers
that the FTSE 350 is the appropriate index
because the Company has been a member of
this index throughout the period. This graph
has been calculated in accordance with
theRegulations.
Chief Executive historical remuneration
The table below sets out the total remuneration delivered to the Chief Executive over the last ten years, valued using the methodology
applied to the total Single Figure of Remuneration.
The 2023 figure has been restated to take into consideration the actual share price on date of PSP vesting.
Chief Executive 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023
2024
Alistair
Cox
2024
Dirk
Hahn
Total Single Figure (£000s) 2,826 3,996 2,796 2,993 3,009 2,666 1,468 2,590 2,548 2,449 838 1,376
Annual Bonus payment level achieved
(% of maximum opportunity) 98% 98% 66% 93% 97% 49% 0% 97% 89% 52% 36% 38%
PSP vesting level achieved
(% of maximum opportunity) 50% 100% 86% 60% 55% 70% 50% 50% 50% 80% 53% n/a
2.6 Payments to past Directors/payment for loss of office during FY24 (audited)
Alistair Cox stepped down as CEO and from the Board on 31 August 2023. Consistent with his contractual terms and the Remuneration
Policy, Alistair will be paid salary, pension and benefits in the normal way until the expiry of his 12-month notice period. Alistair will also
receive a payment in respect of unused accrued holiday as at the termination date equating to £41k, outplacement assistance to a
maximum of £50k, and a capped contribution to legal fees relating to his departure.
Alistair’s notice period began on 24 August 2023 and ends on 23 August 2024. The period he was on the Board from 1 July 2023 to
31 August 2023 is reflected in the Single Figure of Remuneration. From 1 September 2023 to 23 August 2024, he is serving the remainder
of his notice on Garden Leave. This period reflects the remainder of FY24 from 1 September 2023 to 30 June 2024, plus the period
1 July2024 to 23 August 2024 which falls into FY25. He is only paid his contractual salary, pension and benefits during this time. For
the remainder of FY24 this equates to £748k and for the period that falls into FY25 it represents £138k. Alistair did not receive a salary
increase for FY25.
After careful consideration, the Remuneration Committee exercised its discretion under the plan rules and determined that, in light of
his contribution to the business over the 16 years of his tenure, Alistair will be considered a ‘Good Leaver’ for incentive purposes. As a
Good Leaver Alistair will earn a pro-rata FY24 bonus in relation to the period worked in the business during the year from 1 July 2023 to
31 August 2023. In line with the Remuneration Policy, 50% of this bonus will be deferred for three years. He will retain his outstanding
deferred bonus awards from FY21, FY22 and FY23 which will be released at the end of the normal three-year deferral period. Fully
performance-tested PSP awards granted under the 2017 Policy will be released on departure in line with the 2017 Policy. Fully
performance-tested PSP awards granted under the 2020 Policy will be released following the end of the relevant Holding Period.
Unvested PSP awards granted in 2022 (FY23) will vest subject to time pro-rating and performance. No PSP grant was made to Alistair
Cox in 2023 (FY24). Malus and Clawback provisions are in place for both the DAB and PSP and all are subject to the relevant conditions.
Alistair will be bound by the post-cessation shareholding requirements in the 2023 Remuneration Policy, requiring him to retain Hays
shares for a minimum of 24 months following his departure from the business.
TSR
£
136 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

Section 3 – Remuneration in the broader context
3.1 Remuneration for employees below Board
Our remuneration philosophy is cascaded throughout the
organisation. Members of the Executive Leadership Team (‘ELT’)
are deemed ‘specified individuals’ under the Remuneration
Committee’s Terms of Reference and therefore have their
remuneration set by the Committee. Our ELT has an Annual Bonus
scheme that is measured against Group and Regional financial
targets and personal and strategic objectives. Of any award, 50%
is usually deferred into shares for three years and subject to Malus
provisions. The cash element is usually subject to Clawback
provisions for three years. Members of the ELT also usually
participate in the Performance Share Plan (PSP) with the
same performance conditions as the Executive Directors.
Employees below the ELT receive salary and benefits which are benchmarked to the local markets and countries in which they work.
These are reviewed annually. There is a strong tie of reward to performance which is recognised through annual bonuses, commission
or other non-financial recognition. Employees who hold key strategic positions or are deemed critical to the business through their
performance are also offered the opportunity to participate in the PSP with performance conditions normally based on Group EPS results
measured over one year. Any shares that crystallise at the end of the Performance Period have a further two-year Holding Period prior to
vesting. During this time there is also a personal performance underpin. In addition, nine countries offer a Sharesave plan to employees.
AResolution was passed at the 2016 AGM to enable the introduction of a US Stock Purchase Plan for employees in the USA and this
was launched in FY19.
As stated in our Remuneration Policy, each year, prior to reviewing the remuneration of the Executive Directors and the members of
the ELT, the Committee considers a report prepared by the Group Head of Reward detailing remuneration practice across the Group.
The report provides a regional overview of how employee pay compares to the market, any material changes during the year and includes
detailed analysis of basic pay and variable pay changes within the UK where all of the Executive Directors and most of the ELT are based.
While the Company does not currently directly consult with employees as part of the process of reviewing executive pay and formulating
the Remuneration Policy, the Company takes account of feedback from the broader employee population on an annual basis using the
engagement survey which includes a number of questions relating to remuneration.
MT Rainey is the Non-Executive Director appointed for workforce engagement and she attends various employee events and projects to
learn first hand about issues or concerns.
Section 3 – Remuneration in the broader context
In this section:
3.1
Remuneration
for employees
below Board
3.2
Change in Board
remuneration
compared to
other employees
3.3
CEO vs Employee
Pay Ratio
3.4
External
appointments
3.5
Relative importance
of spend on pay
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Annual Report on Remuneration continued
The table below summarises the above.
Principles Components
Operate a consistent
reward and performance
philosophy throughout
the business.
Provide a balanced
package with a strong
link between reward
and individual and
Group performance.
Encourage a material,
personal stake in the
business to give a
long-term focus on
sustained growth.
Base salary
Based on skill and experience
and benchmarked to
local market.
Annual Bonus
Employees who hold
positions that influence
the business strategy and
direction, or hold key roles
that have a direct effect
on business results, have
annual bonuses based on
a combination of Group,
Regional and/or local
business targets and personal
or strategic objectives.
For members of the ELT, 50%
of any bonus earned is usually
deferred into shares for three
years and is subject to Malus.
Performance Share Plan (PSP)
and Sharesave
Members of the ELT usually participate
in the same PSP Plan as Executive
Directors subject to Remuneration
Committee approval. The PSP is subject
to Malus and Clawback provisions.
ELT members are encouraged to
retain shares. Below the ELT, broadly
350 – 400 key employees each year
participate in a PSP which has a one-year
Performance Period and two-year
Holding Period. Financial targets
are normally based on Group
financial results.
Nominations are reviewed and approved
by the Remuneration Committee.
Employees in nine countries can
participate in a Sharesave scheme
with the option to purchase shares
after three years. A US Stock Purchase
Plan for employees in the USA was
launched in FY19.
Benefits
Benchmarked to local market
and can include pension, life
assurance, health cover and
discounted voluntary benefits.
In the UK the Executive
Directors participate in
the same plans as other
UK employees.
Every employee globally is
given at least eight hours of
paid volunteering per year to
allow them to give back to the
communities in which they live
and work.
Commission
Client-facing employees have
annual bonuses based on
personal objectives and/or
commission directly related
to personal business
performance.
YourVoice Survey
An annual global employee engagement
survey is conducted across all Hays’
employees in all countries to
ascertain overall engagement.
This includes a number of questions
relating to remuneration.
Timeline
Fixed
Variable
Long-term/Ongoing
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3.2 Change in Board’s remuneration compared to other employees
The following table sets out the change in the remuneration paid to Board Directors from FY20 to FY24 compared with the average
percentage change for Hays plc employees. Hays plc only employs the CEO and CFO and has contracts for services for the Chairman
and Non-Executive Directors.
The Executive Directors’ remuneration disclosed in the table below has been calculated to take into account base salary, taxable benefits
(excluding allowance in lieu of pension), and Annual Bonus (including any amount deferred).
The reasons for the changes between FY23 and FY24 are due to:
a) There was no increase to base salaries or NED fees for FY24.
b) Changes in taxable benefits mainly relate to premium changes, for example, in relation to private medical insurance or life assurance.
c) For FY23, James Hilton’s remuneration was pro-rated in line with his appointment to the Board on 1 October 2022. He has served a
full year in FY24.
d) Alistair Cox’s remuneration is pro-rated for FY24 in line with his service on the Board during the year from 1 July 2023 to 31 August 2023.
e) Dirk Hahn was appointed CEO on 1 September 2023. There is therefore no prior year comparison.
f) The Annual Bonus has a lower payout for FY24 than FY23.
g) Non-Executive Directors do not receive bonus or benefits.
% change
in salary/
fee FY24
vs FY23
% change
in taxable
benefits
FY24 vs
FY23
% change
in Annual
Bonus
FY24 vs
FY23
% change
in salary/
fee FY23
vs FY22
% change
in taxable
benefits
FY23 vs
FY22
% change
in Annual
Bonus
FY23 vs
FY22
% change
in salary/
fee FY22
vs FY21
% change
in taxable
benefits
FY22 vs
FY21
% change
in Annual
Bonus
FY22 vs
FY21
% change
in salary/
fee FY21
vs FY20
% change
in taxable
benefits
FY21 vs
FY20
% change
in Annual
Bonus
FY21 vs
FY20
% change
in salary/
fee FY20
vs FY19
% change
in taxable
benefits
FY20 vs
FY19
% change
in Annual
Bonus
FY20 vs
FY19
Former CEO
–AlistairCox -83% -84% -88.3% 5.0% 7.3% -38.2% 2.0% -2.4% -6.8% 2.5% -16% n/a -1.0% 0% -100%
CEO – Dirk Hahn n/a n/a n/a
CFO –JamesHilton 33.3% 9.0% -1.9% n/a n/a n/a – – – – – – – – –
Chair
–AndrewMartin 0.0% n/a n/a 5.0% n/a n/a 2.0% n/a n/a 2.3% n/a n/a 7.0% n/a n/a
SID and Chair of
Audit Committee
– PeterWilliams -36.0% n/a n/a 3.6% n/a n/a 1.2% n/a n/a 2.5% n/a n/a 18.0% n/a n/a
Chair of
Remuneration
Committee
– SusanMurray 0.0% n/a n/a 4.2% n/a n/a 1.4% n/a n/a 2.9% n/a n/a -1.0% n/a n/a
Chair of Workforce
Engagement
– MTRainey 0.0% n/a n/a 4.2% n/a n/a 1.4% n/a n/a 2.9% n/a n/a 13.0% n/a n/a
NED and SID
–CherylMillington 6.5% n/a n/a 5.0% n/a n/a 1.7% n/a n/a 1.8% n/a n/a 0% n/a n/a
NED – Joe Hurd 0.0% 150.0% n/a 9.4% n/a n/a n/a n/a n/a – – – – – –
NED and Chair of Audit
and Risk Committee
– Zarin Patel 116.1% n/a n/a n/a n/a n/a – – – – – – – – –
NED – Helen
Cunningham n/a n/a n/a – – – – – – – – – – – –
NED – Anthony Kirby n/a n/a n/a – – – – – – – – – – – –
Employees
ofHaysplc n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a
Notes:
Helen Cunningham joined the Board on 1 March 2024
Anthony Kirby joined the Board on 1 April 2024.
Peter Williams stepped down from the Board on 20 February 2024.
Zarin Patel became Chair of Audit & Risk on 21 February 2024.
Cheryl Millington became SID on 21 February 2024.
Zarin Patel joined the Board on 1 January 2023 and therefore FY24 is her first full year.
The difference shown for Joe Hurd relates to expenses incurred in execution of duties which are taxable for reporting purposes. Theamount incurred for FY24 was
£5k versus £2k in FY23.
Hays plc only employs the CEO and CFO and has contracts for services for the Chairman and Non-Executive Directors. There are no other employees in Hays plc.
139 Hays plc Annual Report & Accounts 2024
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Annual Report on Remuneration continued
3.3 CEO vs Employee Pay Ratio
This is the fifth year that we have been required to disclose the ratio of CEO remuneration to that of our employees at the median, 25
th
and
75
th
percentiles. The table below provides further details:
Year Method 25
th
percentile pay ratio Median pay ratio 75
th
percentile pay ratio
FY24 A 65:1 47:1 30:1
FY23 A 83:1 56:1 33:1
FY22 A 84:1 54:1 32:1
FY21 A 92:1 65:1 40:1
FY20 A 53:1 36:1 22:1
The following table provides salary and total remuneration information in respect of the employees at each quartile.
Year Element of pay 25
th
percentile Median 75
th
percentile
FY24 Salary £27,000 £27,930 £37,590
Total remuneration £33,963 £47,027 £74,370
We are committed to providing a total reward package for our employees that is competitive. The structure of remuneration for employees
is shown on pages 137 and 138. We anticipate that the ratio may vary significantly year to year as it will be influenced by the level of
variable pay earned such as commission and Annual Bonus and, in the case of PSP awards, by the level of vesting and share price
fluctuation.
This variation in remuneration will apply to both employees and the CEO. During the year, Alistair Cox stepped down as CEO and was
succeeded by Dirk Hahn. Their single figures have been combined to produce a total CEO pay figure (which includes the legacy incentives
for Dirk Hahn shown in the single figure table). This combined figure was lower than the total single figure for Alistair Cox in FY23, influenced
by Dirk Hahn’s lower salary and a lower bonus payout in FY24 compared to FY23. At the same time, the salary and total remuneration for
the median employee increased slightly from FY23 to FY24. This has resulted in a reduction in the pay ratio this year.
A greater portion of the package is variable at senior levels. The median pay ratio therefore reflects the pay, reward and progression
policies. The difference in ratio between FY24 and FY23 is therefore felt to be caused most likely by changes in variable pay.
In calculating the ratio, we have used methodology A, the same method used for the CEO Single Figure of Remuneration, as this is felt to
be the most accurate calculation and allows for a like-for-like comparison. Data is at 30 June 2024.
The UK employees included in the calculation are those who have been employed for the full FY24 and part-time employees have been
pro-rated to full-time equivalents to enable a realistic comparison as required under the legislation. We have excluded leavers and joiners
during the year as it is felt these would not allow an accurate reflection of the figures.
3.4 External appointments
The Company considers that certain external appointments can help to broaden the experience and contribution to the Board of the
Executive Directors. Any such appointments are subject to prior agreement by the Company and must not be with competing companies.
Subject to the Company’s agreement, any fees may be retained by the individual.
Alistair Cox joined the Board of RELX in April 2023.
Dirk Hahn and James Hilton do not hold any external appointments.
3.5 Relative importance of spend on pay
The table below sets out the relative importance of the spend on pay in FY24 and FY23 compared with other disbursements. All figures are
taken from the relevant Hays Annual Report.
Disbursements
from profit in FY24
£m
Disbursements
from profit in FY23
£m % change
Profit distributed by way of dividend £47.5m £83.4m -43.0%
Overall spend on pay including Directors £819.6m £868.8m -5.7%
140
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Section 4 – Statement of implementation of
Remuneration Policy in the following financial year
Below are the Remuneration Policy decisions for FY25.
Section 4 – Statement of implementation
of Remuneration Policy in the following
financial year
In this section:
4.1
Executive Directors
4.2
Non-Executive
Directors
4.3
Voting outcome
4.4
Service Contracts
4.1 Executive directors
Summary
Position Name
Base salary from
1 July 2024
Maximum bonus
potential as % of salary
Maximum PSP award
as % of salary Benefits and pension
CEO Dirk Hahn £638,600 150% 200% Pension is 4% of salary in line with the pension
level of the majority of UK employees.
CFO James Hilton £470,000 150% 200% Pension is 4% of salary in line with the pension
level of the majority of UK employees.
Dirk Hahn’s salary was increased by 3% for FY25 in line with the eligible workforce
Upon appointment of James Hilton as CFO in October 2022, the Committee determined that his remuneration arrangements would be set
at a significant discount to the previous incumbent. As noted in the 2022 Remuneration Report the Committee committed to keeping his
salary under review as he developed in the role.
In 2023 for FY24, no salary increases were awarded to senior roles across the group including the CFO. As James transitions into his
third year as Board Director at Hays and following a review of performance to date and contribution in role, the Committee has determined
his base salary will move from £420,000 to £470,000 for FY25. This represents an 11.9% increase comprising 3% in line with the wider
workforce and 8.9% to recognise his growth into role. His revised salary remains 17% below the previous incumbent’s salary (£564,627).
The Committee has concluded that this revised salary suitably responds to the highly competitive talent market which continues to apply
for experienced CFO roles and also represents a fair reflection of his experience and contribution in the role since appointment.
There are no changes to any benefits.
FY25 Annual Bonus
The weightings of the performance conditions remain as follows for FY25:
Performance condition Weighting
Financial
(profit and cash)
80% It should be noted that the Committee views the disclosure of the actual performance targets as commercially
sensitive. The Committee will aim to provide retrospective disclosure of the performance targets in the FY25
Remuneration Report to allow shareholders to judge the bonus earned in the context of the performance
delivered. In some instances, the detail of certain personal objectives may continue to be commercially
sensitive for an extended period.
Personal 20%
Total 100%
Of any award, 50% will be deferred into shares and held for three years from the date of award and will be subject to Malus conditions for
the three-year Holding Period.
Any cash award is subject to Clawback conditions for three years from the date of award.
2024 PSP (to be granted in FY25) vesting in 2027, followed by a two-year Holding Period
For the FY25 award, the metrics and weightings will remain consistent with last year. Given the current economic environment, the
Committee is again taking further time to carefully consider and determine the financial targets to ensure they are sufficiently robust and
stretching. Once finalised, these will be disclosed on our website in advance of the 2024 AGM.
Performance period 1 July 2024 to 30 June 2027
Vest date Three years from grant date followed by a two-year Holding Period
Performance condition Weighting Threshold performance required Maximum performance required
Relative TSR
(1)
20% Median of the
comparator group
Upper quartile of the
comparator group
Cumulative EPS
(2)
30% * *
Cash Conversion 50% * *
Total 100%
(1) TSR is measured against a bespoke comparator group, with vesting subject to satisfactory financial performance as determined by the Committee. The comparator
group for the FY25 award is: Adecco SA, Kelly Services Inc, Manpower Inc, Page Group, Randstad Holdings nv, Robert Half International Inc, Robert Walters plc and
SThree plc.
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Annual Report on Remuneration continued
(1) In setting EPS targets, the Committee will take into account the following factors:
• Budget (the setting of which is a robust and transparent process);
• Company budget for FY25 and the expectations for performance;
• Strategic direction of the business over the period covered by the PSP award;
• Market conditions and visibility of future trading;
• Analysts’ forecasts; and
• Threshold and maximum ongoing growth expectations for years two and three.
Notes:
There will be a two-year Holding Period post-vesting for any shares that vest as a result of performance conditions being met. The award is subject to Malus for the
three-year Performance Period and Clawback during the two-year Holding Period.
4.2 Non-Executive Directors
The Committee reviewed the Group Chair’s fee for FY25 and determined that it should be increased by 3% in line with the general pay
review for other eligible employees in the workforce. Base fees for the other NEDs have also been increased by 3%. The SID fee and
Committee Chair fees have also increased by 3% – this is the first increase to SID and Chair fees since 2018. It has also been agreed
that for FY25 and going forward that there will be an additional fee of £5,000 in the event that NEDs sit on more than two committees,
excluding the Nominations Committee, to recognise the additional workload. There is no fee for being the Chair of the Nomination
Committee. Fees for FY25 are shown below.
Position
Fee for
FY25
£000s
Fee for
FY24
£000s
Chair 247,542 240,332
Base fee 63,940 62,078
Committee Chair (including fee for NED responsible for workforce engagement) 13,390 13,000
SID 11,330 11,000
Fee for sitting on more than two committees, excluding the Nominations Committee 5,000 n/a
4.3 Voting outcome for the 2023 Remuneration Policy at the 15 November 2023 AGM and FY23 Directors’
Remuneration Report at the 15 November 2023 AGM
Votes Votes 2023 Policy % Votes FY23 Remuneration Report %
Votes for 1,307,126,011 93.20% 1,386,619,784 98.86%
Votes against 95,392,505 6.80% 15,993,637 1.14%
Votes withheld 291,633 – 196,728
4.4 Service contracts
The Committee’s policy for setting notice periods is that a maximum 12-month period will apply for Executive Directors. The Committee
may, in exceptional circumstances arising on recruitment, allow a longer period, which would in any event reduce to 12 months following
the first year ofemployment.
Current contract start date Unexpired term Notice period from Company Notice period from executive
Dirk Hahn 1 September 2023 Indefinite One year One year
James Hilton 1 October 2022 Indefinite One year One year
The Non-Executive Directors do not have service contracts with the Company, but are appointed to the Board under letters of appointment
for an initial three-year period. They have agreed to annual retirement and reappointment by shareholders at the Company’s Annual General
Meeting and, with the exception of the Chairman, appointments can be terminated immediately by the Company.
Non-Executive Director Date appointed to the Board Date of current letter of appointment Notice period
Andrew Martin 12 July 2017 28 August 2018 Three months
Susan Murray 12 July 2017 12 July 2017 None
MT Rainey 14 December 2015 14 December 2015 None
Cheryl Millington 17 June 2019 17 June 2019 None
Joe Hurd 1 December 2021 10 November 2021 None
Zarin Patel 1 January 2023 29 September 2022 None
Helen Cunningham 1 March 2024 6 February 2024 None
Anthony Kirby 1 April 2024 19 February 2024 None
Copies of contracts and letters of appointment are available for inspection at the Registered Office.
142 Hays plc Annual Report & Accounts 2024
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Section 5 – Governance
5.1 Remuneration Committee members and attendees
The table below shows the members and attendees of the
Remuneration Committee during FY24.
Section 5 – Governance
In this section:
5.1
Remuneration
Committee members
and attendees
5.2
Terms of Reference
5.3
Meetings in FY24
5.4
Advisers to the
Remuneration
Committee
5.5
Engagement with
shareholders
5.6
Considering risk
5.7
General governance
Remuneration Committee members Position Comments
Susan Murray Member from 12 July 2017 Independent
Peter Williams Member from 24 February 2015 to 20 February 2024 Independent
MT Rainey Member from 14 December 2015 Independent
Cheryl Millington Member from 17 June 2019 Independent
Joe Hurd Member from 1 December 2021 Independent
Zarin Patel Member from 1 January 2023 Independent
Helen Cunningham Member from 1 March 2024 Independent
Anthony Kirby Member from 1 April 2024 Independent
Remuneration Committee attendees Position Comments
Andrew Martin Group Chairman and attended by invitation Independent upon appointment on 23 July 2018
(member from appointment to Board on 12 July 2017
to date became Chairman).
Alistair Cox
Dirk Hahn
James Hilton
Chief Executive 1 July 2023 to 31 August 2023
Chief Executive from 1 September 2023
CFO
Attend by invitation but do not participate in any
discussion about their own reward.
Other executives The Group Head of Reward Attends by invitation as the executive responsible for
advising on the Remuneration Policy.
The Company Secretary Acts as Secretary to the Committee.
Deloitte Committee’s independent advisers during FY24 Attended by invitation.
No person is present during any discussion relating to his or her own remuneration.
5.2 Terms of Reference
The Board has delegated to the Committee, under agreed Terms of Reference, responsibility for the Remuneration Policy and for
determining specific packages for the Executive Directors, the Chairman and other senior executives. The Company consults with key
shareholders in respect of the Remuneration Policy and the introduction of new incentive arrangements. The Terms of Reference for
the Committee are available on the Company’s website, haysplc.com, and from the Company Secretary at the registered office.
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Annual Report on Remuneration continued
5.3 Meetings in FY24
The Committee normally meets at least four times per year. During FY24, it formally met four times as well as having ongoing dialogue via
email or telephone discussion. The meetings principally discussed the following key issues and activities:
• A review of the basic pay, bonus, PSP awards, and the personal objectives of the Executive Directors and other senior executives.
In particular the Committee focused on setting incentive targets given the ongoing uncertain market and economic circumstances;
• Finalised the Remuneration Policy following shareholder consultation;
• Consideration of the relationship between executive reward and the reward structures in place for other Group employees;
• Considered the requirements of the ongoing 2018 UK Corporate Governance Code and noted the changes set out in the incoming 2024
Code, along with other market and corporate governance updates;
• A review of the Committee’s Terms of Reference; and
• The review of the Gender Pay Gap reporting.
• The Committee also discussed and agreed the departure terms for the outgoing CEO, Alistair Cox and the remuneration package for the
incoming CEO, Dirk Hahn.
5.4 Advisers to the Remuneration Committee
Deloitte was appointed by the Committee as the independent adviser to the Committee with effect from November 2016 following a
competitive tender process. During FY24 Deloitte has advised the Committee on all aspects of the Remuneration Policy for Executive
Directors and members of the Executive Leadership Team.
The Committee is satisfied that the advice received was objective and independent. Deloitte is a member of the Remuneration
Consultants’ Group and the voluntary code of conduct of that body is designed to ensure objective and independent advice is given
to Remuneration Committees.
Deloitte’s total fee for FY24 in relation to Committee work was £137,150 excluding VAT. While fee estimates are generally required for each
piece of work and set fees have been agreed for certain regular work, fees are generally calculated based on time, with hourly rates in line
with the level of expertise and seniority of the adviser concerned. During the year, the wider Deloitte firm also provided HR consulting
services to Hays.
5.5 Engagement with shareholders
The Committee seeks to maintain an active and productive dialogue with investors on developments in the remuneration aspects of
corporate governance generally and any changes to the Company’s executive pay arrangements in particular. Following consultation in
2023, the Committee was pleased to have received strong shareholder support for its 2023 Remuneration Policy proposals, the Resolution
for which received a 93.20% vote in favour at the 15 November 2023 AGM.
The Committee engaged with major shareholders on the Policy renewal and welcomed the feedback it received which was predominantly
supportive, as it was in 2020. The Committee would like to thank those shareholders and proxy agencies who responded and appreciated
the feedback.
5.6 Considering risk
Each year, the Committee considers the executive remuneration structure in the light of its key areas of risk. The Committee takes into
consideration whether the achievement of objectives and any payment from plans have taken into account the overall risk profile of the
Company when it evaluates the executives’ performance.
5.7 General governance
The Directors’ Report on Remuneration has been prepared in accordance with Schedule 8 to The Large and Medium-sized Companies and
Groups (Accounts and Reports) Regulations 2008 (as amended), the revised provisions of the Code and the Listing Rules.
By order of the Board
Susan Murray
Chair of the Remuneration Committee
21 August 2024
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DIRECTORS’
REPORT
Strategic Report
A description of the Company’s business model and strategy is set
out in the Strategic Report along with the factors likely to affect the
Group’s future development, performance and position. An
overview of the principal risks and uncertainties faced by the Group
is also provided in the Strategic Report. The Company’s Section
172 statement can be on, page 102.
The Statement of Compliance with the Code for the reporting
period is contained in the Governance Report.
Information relating to matters addressed by the Audit and Risk,
Remuneration, ESG and Nomination Committees, which operate
within clearly defined Terms of Reference, are set out within the
Audit and Risk, Remuneration, ESG and Nomination Committee
Reports. Information relating to dividends and majority
shareholders can be found on page 196 under Shareholder
Information.
Disclosures required under Listing Rule 9.8.4R
The information required to be disclosed in accordance with Listing
Rule 9.8.4R of the Financial Conduct Authority’s Listing Rules can
be located in the following pages of the Annual Report and
Accounts:
Section Information to be included Page
(4) Details of long-term
incentive schemes
130
The above table sets out only those sections of LR9.8.4R which are
relevant. The remaining sections of LR9.8.4R are not applicable.
In accordance with Section 414CB of the Companies Act 2006, all
of the matters above are incorporated by reference into this
Directors’ Report.
The purpose of this report is to provide information to the
members of the Company, as a body. The Company, its directors,
employees, agents or advisers do not accept or assume
responsibility to any other person to whom this document is shown
or into whose hands it may come and any such responsibility or
liability is expressly disclaimed. This report contains certain
forward-looking statements with respect to the operations,
performance and financial condition of the Group. By their nature,
these statements involve uncertainty since future events and
circumstances can cause results and developments to differ from
those anticipated. The forward-looking statements reflect
knowledge and information available at the date of preparation
of this report. Nothing in this report should be construed as a profit
forecast.
Related party transactions
Details of the related party transactions undertaken during the
reporting period are contained in note 28 to the Consolidated
Financial Statements.
Post-balance sheet events
There have been no significant events to report since the date of
the balance sheet.
Hays is incorporated in the UK and registered as a public limited company in England and Wales.
Its headquarters are in London and it is listed on the main market of the London Stock Exchange.
Financial instruments
Details of the financial instruments used by the Group are set out in
notes 19 to 21 to the Consolidated Financial Statements. A general
outline of Hays’ use of financial instruments is set out in the
treasury management section on page 47 of the Finance
Director’s Review.
Directors
Biographies of the serving directors of Hays are provided on pages
92 to 95 of this report. During the year, Helen Cunningham and
Anthony Kirby were appointed as directors on 1 March 2024 and
1 April 2024, respectively. Peter Williams stepped down from the
Board on 20 February 2024. Alistair Cox stepped down from the
Board on 31 August 2023 All the other Directors served on the
Board throughout FY24. Cheryl Millington is the Senior Independent
Director and MT Rainey is the Designated NED for Workforce
Engagement.
General powers of the directors
The powers of the Directors are contained in the Company’s
Articles of Association (Articles). These powers may be exercised
by any meeting of the Board at which a quorum of three directors
is present. The power of the Board to manage the business is
subject to any limitations imposed by the Companies Act 2006, the
Articles or any directions given by special resolution of the
shareholders applicable at a relevant time.
The Articles contain an express authority for the appointment of
Executive Directors and provide the directors with the authority to
delegate or confer upon such directors any of the powers
exercisable by them upon such terms and conditions and with
such restrictions as they see fit. The Articles contain additional
authorities to delegate powers and discretions to committees and
subcommittees.
Directors’ powers to allot and buy back shares
The directors have the power to authorise the issue and buyback of
the Company’s shares by the Company, subject to authority being
given to the directors by the shareholders in general meeting,
applicable legislation and the Articles.
Appointment and replacement of directors
Shareholders may appoint any person who is willing to act as a
director by ordinary resolution and may remove any Director by
ordinary resolution. The Board may appoint any person to fill any
vacancy or as an additional director, provided that they are
submitted for election by the shareholders at the AGM following
their appointment. Specific conditions apply to the vacation of
office, including cases where a director becomes prohibited by law
or regulation from holding office, or is persistently absent from
directors’ meetings, or if all of the other appointed directors request
his or her resignation or in the case of mental incapacity or
bankruptcy.
Directors’ indemnities
The Company continues to maintain third-party directors’ and
officers’ liability insurance for the benefit of its directors. This
provides insurance cover for any claim brought against directors
or officers for wrongful acts in connection with their positions.
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The directors have also been granted qualifying third-party
indemnities, as permitted under the Companies Act 2006, which
remain in force. Neither the insurance nor the indemnities extend to
claims arising from fraud or dishonesty and do not provide cover
for civil or criminal fines or penalties provided by law.
Directors’ interests
Details of the interests of Hays’ directors and their connected
persons in the Ordinary shares of the Company are outlined in the
Remuneration Report.
Share capital
Hays has one class of Ordinary shares which carry no right to fixed
income or control over the Company. These shares may be held in
certificated or uncertificated form. On 30 June 2024, the Company
had 1,600,433,092 fully paid Ordinary shares in issue, of which
15,550,496 Ordinary shares were held in treasury by the Company.
During the year ended 30 June 2024, Hays purchased 12,000,000
Ordinary shares of 1 pence, representing 0.75% of shares in issue,
for a total consideration of £12,239,387, excluding costs. In
accordance with the authority conferred by the Company’s
shareholders at the AGM on 9 November 2022, the shares
purchased are held in treasury and will be utilised to satisfy
employee share-based award obligations over the next two years.
The rights and obligations attaching to the Company’s Ordinary
shares are contained in the Articles. In brief, the Ordinary shares
allow holders to receive dividends and to exercise one vote on a
poll per Ordinary share for every holder present in person or by
proxy at general meetings of the Company. They also have the
right to a return of capital on the winding-up of the Company.
There are no restrictions on the size of holding or the transfer of
shares, which are both governed by the general provisions of the
Company’s Articles and legislation. Under the Articles, the Directors
have the power to suspend voting rights and the right to receive
dividends in respect of Ordinary shares and to refuse to register a
transfer of Ordinary shares in circumstances where the holder of
those shares fails to comply with a notice issued under Section
793 of the Companies Act 2006. The Directors also have the power
to refuse to register any transfer of certificated shares that does
not satisfy the conditions set out in the Articles.
The Company is not aware of any agreements between
shareholders that might result in the restriction of transfer of voting
rights in relation to the shares held by such shareholders.
Treasury shares
As Hays has only one class of share in issue, it may hold a
maximum of 10% of its issued share capital in treasury. As at
30 June 2024, 0.97% of the Company’s shares were held in
treasury. Legislation restricts the exercise of rights on Ordinary
shares held in treasury.
The Company is not allowed to exercise voting rights conferred by
the shares while they are held in treasury. It is prohibited from
paying any dividend or making any distribution of assets on
treasury shares.
Once in treasury, shares can only be sold for cash, transferred to an
employee share scheme or cancelled. The shares are held in
treasury and will be utilised to satisfy employee share-based award
obligations. During FY24, Hays transferred 7,743,933 shares out of
treasury to satisfy the award of shares under the Company’s
employee share schemes.
Shares held by the Employee Benefit Trust
The Hays plc Employee Share Trust (the Trust) is an employee
benefit trust which is permitted to hold Ordinary shares in the
Company for employee share schemes purposes. 179 shares were
held by the Trust as at the year end. Shares held in the Trust may
be transferred to participants of the various Group share schemes.
No voting rights are exercisable in relation to shares unallocated to
individual beneficiaries.
Dilution limits in respect of share schemes
The current Investment Association (IA) guidance on dilution limits
(formerly the responsibility of the Association of British Insurers)
provides that the overall dilution under all share plans operated by a
company should not exceed 10% over a 10-year period in relation
to the Company’s share capital, with a further limitation of 5% in
any 10-year period on executive plans. The Company’s share plans
operate within IA recommended guidelines on dilution limits.
Political donations
The Company made no political donations during the financial year
ended 30 June 2024 (2023:nil) and the Board intends to maintain
its policy of not making such payments.
Going concern
The Group’s business activities, together with the factors likely to
affect its future development, performance and position, are set
out in the Strategic Report. The financial position of the Group, its
cash flows and liquidity position are described in the Chief
Financial Officer’s Review, with details of the Group’s treasury
activities, long-term funding arrangements and exposure to
financial risk included in notes 19 and 20 to the Consolidated
Financial Statements. The UK Corporate Governance Code 2018
requires the Directors to assess and report on the prospects of the
Group over a longer period. This longer-term viability statement is
set out on page 86.
Disclosure of information to the Auditor
So far as the Directors who held office at the date of approval of
this report are aware, there is no relevant audit information of
which the External Auditor is unaware and each Director has taken
all steps that he or she ought to have taken as a Director to make
himself or herself aware of any relevant audit information and to
establish that the External Auditor is aware of that information.
This confirmation should be interpreted in accordance with Section
418 of the Companies Act 2006.
2024 Annual Report & Financial Statements
On the recommendation of the Audit and Risk Committee and
having considered all matters brought to the attention of the Board
during the financial year, the Board is satisfied that the Annual
Report & Financial Statements, taken as a whole, is fair, balanced
and understandable. The Board believes that the disclosures set
out in the Annual Report provide the information necessary for
shareholders to assess the Company’s performance, business
model and strategy.
Annual General Meeting
The Company’s AGM will be held at 12 noon on 20 November 2024
at the offices of UBS, 5 Broadgate, London EC2M 2QS. The Notice
of Meeting sets out the resolutions to be proposed at the AGM and
gives details of the voting record date and proxy appointment
deadline for that Meeting. The Notice of Meeting is contained in a
separate circular to shareholders which is being mailed or otherwise
provided to shareholders at the same time as this report.
By order of the Board
Doug Evans
Company Secretary
21 August 2024
Directors’ report continued
146 Hays plc Annual Report & Accounts 2024
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STATEMENT OF DIRECTORS’
RESPONSIBILITIES
The Directors are responsible for preparing the Annual Report
and the Accounts in accordance with applicable law and regulation.
Company law requires the Directors to prepare Financial
Statements for each financial year. Under that law the Directors
have prepared the Group Financial Statements in accordance with
UK-adopted international accounting standards and the Company
Financial Statements in accordance with United Kingdom Generally
Accepted Accounting Practice (United Kingdom Accounting
Standards, comprising FRS 101, ‘Reduced Disclosure Framework’,
and applicable law).
Under company law, 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 Group and Company and of the
profit or loss of the Group for that period. In preparing the Financial
Statements, the Directors are required to:
• select suitable accounting policies and then apply them
consistently
• state whether applicable UK-adopted international accounting
standards have been followed for the Group Financial
Statements, and United Kingdom Accounting Standards,
comprising FRS 101, have been followed for the Company
Financial Statements, subject to any material departures
disclosed and explained in the Financial Statements
• make judgements and accounting estimates that are reasonable
and prudent
• prepare the Financial Statements on the going concern basis
unless it is inappropriate to presume that the Group and
Company will continue in business.
The Directors are responsible for safeguarding the assets of the
Group and Company and hence for taking reasonable steps for the
prevention and detection of fraud and other irregularities.
The Directors are also responsible for keeping adequate
accounting records that are sufficient to show and explain the
Group’s and Company’s transactions and disclose with reasonable
accuracy at any time the financial position of the Group and
Company and enable them to ensure that the Financial Statements
and the Directors’ Remuneration Report comply with the
Companies Act 2006.
The Directors are responsible for the maintenance and integrity of
the Company’s website. Legislation in the United Kingdom
governing the preparation and dissemination of Financial
Statements may differ from legislation in other jurisdictions.
Each of the Directors, whose names and functions are listed in the
Governance Report, confirm that, to the best of their knowledge:
• the Group Financial Statements, which have been prepared in
accordance with UK-adopted international accounting standards,
give a true and fair view of the assets, liabilities, financial position
and profit of the Group
• the Company Financial Statements, which have been prepared in
accordance with United Kingdom Accounting Standards, give a
true and fair view of the assets, liabilities and financial position of
the Company
• the Strategic Report includes a fair review of the development
and performance of the business and the position of the Group
and Company, together with a description of the principal risks
and uncertainties that they face
• the Annual Report and Accounts, taken as a whole, is fair,
balanced and understandable and provides the information
necessary for shareholders to assess the Company’s position,
performance, business model and strategy.
In the case of each Director in office at the date the Directors’
Report is approved:
• so far as the Director is aware, there is no relevant audit
information of which the Group’s and Company’s Auditors are
unaware
• they have taken all the steps that they ought to have taken as a
Director in order to make themselves aware of any relevant audit
information and to establish that the Group’s and Company’s
Auditors are aware of that information.
By order of the Board
Dirk Hahn
Chief Executive Officer
James Hilton
Chief Financial Officer
21 August 2024
Hays plc
Company Registered No. 02150950
The Directors are responsible for preparing the Annual Report and the Accounts
in accordance with applicable law and regulation.
147 Hays plc Annual Report & Accounts 2024
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FINANCIAL
STATEMENTS
149 Independent Auditors’ Report
155 Consolidated Group Financial Statements
187 Hays plc Company Financial Statements
148 Hays plc Annual Report & Accounts 2024
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INDEPENDENT AUDITORS’ REPORT
TOTHE MEMBERS OF HAYS PLC
REPORT ON THE AUDIT OF THE
FINANCIAL STATEMENTS
Opinion
In our opinion:
• Hays plc’s group financial statements and company financial
statements (the “financial statements”) give a true and fair view
of the state of the group’s and of the company’s affairs as at
30 June 2024 and of the group’s loss and the group’s cash flows
for the year then ended;
• the group financial statements have been properly prepared in
accordance with UK-adopted international accounting standards
as applied in accordance with the provisions of the Companies
Act 2006;
• the company financial statements have been properly prepared
in accordance with United Kingdom Generally Accepted
Accounting Practice (United Kingdom Accounting Standards,
including FRS 101 “Reduced Disclosure Framework”, and
applicable law); and
• the financial statements have been prepared in accordance with
the requirements of the Companies Act 2006.
We have audited the financial statements, included within the
Annual Report & Accounts (the “Annual Report”), which comprise:
the Consolidated Balance Sheet and Hays plc Company Balance
Sheet as at 30 June 2024; the Consolidated Income Statement, the
Consolidated Statement of Comprehensive Income, the
Consolidated Cash Flow Statement, the Consolidated Statement of
Changes in Equity and the Hays plc Company Statement of
Changes in Equity for the year then ended; and the notes to the
financial statements, comprising material accounting policy
information and other explanatory information.
Our opinion is consistent with our reporting to the Audit and Risk
Committee.
Basis for opinion
We conducted our audit in accordance with International
Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. Our
responsibilities under ISAs (UK) are further described in the
Auditors’ responsibilities for the audit of the financial statements
section of our report. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our
opinion.
Independence
We remained independent of the group in accordance with the
ethical requirements that are relevant to our audit of the financial
statements in the UK, which includes the FRC’s Ethical Standard,
as applicable to listed public interest entities, and we have fulfilled
our other ethical responsibilities in accordance with these
requirements.
To the best of our knowledge and belief, we declare that non-audit
services prohibited by the FRC’s Ethical Standard were not
provided.
Other than those disclosed in Note 7, we have provided no
non-audit services to the company or its controlled undertakings in
the period under audit.
Our audit approach
Overview
Audit scope
• We performed full scope audits on 23 components;
• In addition, for a further two components, we performed specific
procedures on certain account balances or classes of
transactions within each component based on either the size or
risk profile of those accounts;
• Specific audit procedures in relation to various Group activities,
including over the consolidation, share based payments,
taxation, pensions, certain costs classified as exceptional items,
the Group’s revolving credit facility and associated interest
charges and the carrying value of goodwill were performed by
the Group team centrally; and
• We performed a statutory audit of the company.
Key audit matters
• Recoverability of trade receivables (group)
• Recognition and presentation of exceptional items (group)
• Carrying value of investments (parent)
Materiality
• Overall group materiality: £8.2 million (2023: £9.5 million)
basedon5% of the average of the last three years’ group
profitbefore tax and exceptional items (2023: 5% of the group’s
profit before tax).
• Overall company materiality: £8.6 million (2023: £7.0 million)
based on 1% of total assets, with certain procedures restricted
by the amount of materiality available for allocation.
• Performance materiality: £6.1 million (2023: £7.1 million) (group)
and £6.4 million (2023: £5.3 million) (company).
The scope of our audit
As part of designing our audit, we determined materiality and
assessed the risks of material misstatement in the financial
statements.
Key audit matters
Key audit matters are those matters that, in the auditors’
professional judgement, were of most significance in the 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) identified by the auditors, including 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, and any comments we make
on the results of our procedures thereon, 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.
This is not a complete list of all risks identified by our audit.
Presentation of exceptional items is a new key audit matter this
year. Valuation of provisions, which was a key audit matter last
year, is no longer included because of the settlement of an ongoing
matter in the year meant we expended less audit effort than in
previous years. Otherwise, the key audit matters below are
consistent with last year.
149 Hays plc Annual Report & Accounts 2024
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Independent auditors’ report tothe members of Hays plc continued
Key audit matter How our audit addressed the key audit matter
Recoverability of trade receivables (group)
Refer to the Audit and Risk Committee Report, Note 2, Note 3
andNote 18 to the Financial Statements for the Directors’
disclosures of the related accounting policies and estimates.
At 30 June 2024, total trade receivables balances included in Note
18 were £754.3 million (2023: £727.0 million), net of provisions of
£18.6 million (2023: £19.2 million).
The recoverability of trade receivables and the level of provisions
for expected credit losses are considered to be a key audit matter
due to the significance of these balances to the Financial
Statements and the judgements required in making appropriate
provisions.
• In order to test the recoverability of trade receivables we
performed the following procedures:
• We obtained an understanding of management’s process for
developing its provision for expected credit losses on trade
receivables;
• In each location within full scope of our audit we validated the
ageing profile of trade receivables;
• In respect of management’s expected credit loss model: we
assessed the mathematical accuracy of the model;
• we assessed whether the expected credit loss provision was
calculated in accordance with the Group’s provisioning policy;
• we agreed the historical data included in the model to
previously audited information;
• we assessed the appropriateness of forward looking risk
factors incorporated in management’s model to third party
supporting information; and,
• we considered the sensitivity of changes in the forward looking
risk factors to the valuation of the provision.
• Our testing also took into consideration the appropriateness of
key assumptions included in management’s expected credit loss
model and assessed whether there was any indication of
management bias in the estimate.
We challenged management as to whether the expected credit loss
provision appropriately reflected the level of risk in the total
receivables balance, which included considering general economic
conditions and individual counterparty credit risk.
Based on the procedures performed, we noted no material issues
arising from our work.
Recognition and presentation of exceptional items (group)
Refer to the Audit and Risk Committee Report and Notes 2, 3 and 5
to the Consolidated Financial Statements for the Directors’
disclosures of the related accounting judgements and details of the
exceptional items.
The Group recorded exceptional items of £80.0 million (2023: £nil)
which were included on the Consolidated Income Statement and
disclosed within the Annual Report and Accounts.
The presentation of these items as exceptional is judgmental and
has a significant impact on the reader’s interpretation of the results
of the Group as detailed in the financial statements. Due to the
material nature and number of exceptional items this year, we
focused on the presentation of these items to assess whether they
were treated consistently with the Group’s accounting policy and
had been appropriately explained and disclosed. We also assessed
whether there was any indication of costs being accrued as
exceptional items that didn’t yet meet the conditions for
recognition.
In order to test the appropriateness of the presentation and timing
of recognition of items considered to be exceptional in line with
management’s policy, we performed the following procedures:
• We obtained an understanding of management’s process for
identifying and approving costs recognised as exceptional in
nature;
• We performed substantive audit procedures on a sample of
exceptional items and agreed them to corroborating evidence.
This included procedures at certain overseas locations in scope
for our Group audit as well as those performed centrally;
• We obtained an understanding of the nature of the items subject
to our testing and corroborated management’s rationale for
classification as exceptional in accordance with the Group’s
accounting policy on such items;
• As part of our testing we also assessed whether the exceptional
items had met the conditions for being recognised in the year
ended 30 June 2024; and,
• We assessed the appropriateness and completeness of the
disclosures relating to these exceptional items, and whether
there was equal prominence of GAAP and non-GAAP measures
within the Annual Report and Accounts.
We did not encounter any material issues through these audit
procedures.
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How we tailored the audit scope
We tailored the scope of our audit to ensure that we performed
enough work to be able to give an opinion on the financial
statements as a whole, taking into account the structure of the
group and the company, the accounting processes and controls,
and the industry in which they operate.
The Group’s 33 trading countries are structured across four reporting
segments, Australia & New Zealand (‘ANZ’), Germany, UK & Ireland
(‘UK&I’) and Rest of World (‘ROW’). Of the 33 trading countries, four
components in the UK, Germany and Australia, subject to full scope
audits, together represent 62% of the Group’s net fees and 46% of
the Group’s profit before tax, excluding exceptional items,
intercompany operating income and expenses and calculated on an
absolute basis. Within these three countries we considered three
components to be financially significant to the Group.
A further 19 other components were also subject to full scope
audits by PwC teams which, together with centrally performed
audit procedures, represented a further 22% of Group net fees and
25% of Group’s profit before tax excluding exceptional items,
intercompany operating income and expenses and calculated on
an absolute basis. In total, including audit of specific classes of
transactions, our procedures covered 90% of the Group’s gross
fees, 85% of the Group’s net fees and 71% of the Group’s profit
before tax excluding exceptional items, intercompany operating
income and expenses and calculated on an absolute basis.
One holding company was subject to a limited scope audit of
tax balances.
Central review procedures were performed by the Group audit
team on the remaining entities that were not subject to full scope
or specific procedures. These countries represented the remaining
15% of net fees and 29% of Group profit before tax excluding
exceptional items, intercompany operating income and expenses
and calculated on an absolute basis. We ensured that we
maintained appropriate oversight of our component auditors
through issuing detailed instructions and maintaining remote
Key audit matter How our audit addressed the key audit matter
Carrying value of investments (parent)
Refer to Note 1 and Note 4 of the Company Financial Statements.
At 30 June 2024, the Company held investments in its subsidiaries
with a carrying value of £743.9 million (2023: £743.9 million).
In accordance with IAS 36, Impairment of Assets, management has
performed a year end assessment to determine whether there is
any indication of impairment of the investment assets. This
included consideration of external sources of information such as
the market capitalisation of the group and changes in the market
conditions in which the group operates, as well as internal sources
including future cash flow forecasts used as part of other
impairment assessments.
Based on its trigger assessment exercise no impairment of these
investments was identified by management.
We focused on this area due to the significant size of the
investment balances to the Company balance sheet.
We obtained and evaluated the assessment prepared by
management to determine whether there was any indication of
impairment on the carrying value of the Company’s investments.
We also performed the following procedures:
• We obtained an understanding of management’s process for
assessing indications of impairment;
• We compared the group’s market capitalisation throughout the
year ended 30 June 2024 to the carrying value of the
investments;
• We compared the investment in subsidiary values to the net
asset values of these subsidiaries;
• We assessed management’s consideration of internal sources of
information, specifically future cash flow forecasts; and,
• We verified the consistency of the future cash flow forecasts with
those used elsewhere in the business (including the goodwill
impairment assessment, and the going concern and viability
assessments) which subject to other audit procedures.
To challenge management’s conclusion, we performed sensitivity
analysis on the key assumptions within the cash flow forecasts.
This included sensitising the discount rate applied to the future
cash flows, and the short and longer term growth rates and
operating profit forecast.
Following the conclusion of our procedures above, we are satisfied
that there was no indication of a trigger for impairment.
communications with all the teams. We visited our significant
component team in Australia during the year end audit process and
maintained regular contact with our team in Germany, having
visited the local operations during the last financial year. This
included regular video conferences and remote working paper
reviews to direct and supervise the work of these teams to satisfy
ourselves as to the appropriateness of the audit work performed.
The audit of the other significant component in the UK is
conducted by members of the Group team.
The Group audit team also joined the audit clearance meetings for
each of the components that were subject to full scope audit
procedures.
The parent company is comprised of one component, included in
those detailed above, which was subject to a full scope audit by the
group engagement team for the purposes of the company financial
statements.
The impact of climate risk on our audit
As part of the audit, we made enquiries of management to
understand and evaluate the Group’s risk assessment process in
relation to climate change. We reviewed management’s paper
which sets out its assessment of climate change risk to the Group
and the impact on the financial statements, and also considered
this assessment in light of the disclosures on TCFD in this third
year of its application. In evaluating the completeness of the risks
identified, we reviewed management’s assessment and challenged
management on how it considered the potential financial impacts
of the Group’s commitment to halving its GHG emissions by 2026
and becoming a Net Zero company. Management concluded there
are no significant financial reporting risks arising. Based on our
evaluation of this assessment, we concluded this was appropriate.
We also read the disclosures in relation to climate change made in
the Strategic Report section of the Annual Report to ascertain
whether the disclosures are materially consistent with the financial
statements and our knowledge from our audit. Our responsibility
over other information is further described in the ”reporting on
other information” section of this report.
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Independent auditors’ report tothe members of Hays plc continued
Materiality
The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for materiality. These,
together with qualitative considerations, helped us to determine the scope of our audit and the nature, timing and extent of our audit
procedures on the individual financial statement line items and disclosures and in evaluating the effect of misstatements, both individually
and in aggregate on the financial statements as a whole.
Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:
Financial statements – group Financial statements – company
Overall materiality £8.2 million (2023: £9.5 million). £8.6 million (2023: £7.0 million).
How we determined it 5% of the average of the last three years’ group profit
before tax and exceptional items (2023: 5% of the
group’s profit before tax)
1% of total assets, with certain procedures restricted by
the amount of materiality available for allocation
Rationale for
benchmarkapplied
We believe that profit before tax adjusted for exceptional
items is the primary measure used by management and
the shareholders in assessing the performance of the
Group, and is a generally accepted auditing benchmark.
We have applied a three-year average to the profit
before tax (before exceptional items) of the financial
years 2022 (£204.3 million), 2023 (£192.1 million) and
2024 (£94.8 million) due to the volatility in the underlying
business performance.
We believe that total assets is the most appropriate
measure to assess a holding Company, and is a
generally accepted auditing benchmark.
For each component in the scope of our group audit, we allocated
a materiality that is less than our overall group materiality. The
range of materiality allocated across components was between
£0.6 million and £7.7 million. Certain components were audited to
a local statutory audit materiality that was also less than our overall
group materiality.
We use performance materiality to reduce to an appropriately low
level the probability that the aggregate of uncorrected and
undetected misstatements exceeds overall materiality. Specifically,
we use performance materiality in determining the scope of our
audit and the nature and extent of our testing of account balances,
classes of transactions and disclosures, for example in determining
sample sizes. Our performance materiality was 75% (2022: 75%) of
overall materiality, amounting to £6.1 million (2023: £7.1 million) for
the group financial statements and £6.4 million (2023: £5.3 million)
for the company financial statements.
In determining the performance materiality, we considered a
number of factors – the history of misstatements, risk assessment
and aggregation risk and the effectiveness of controls – and
concluded that an amount at the upper end of our normal range
was appropriate.
We agreed with the Audit and Risk Committee that we would report
to them misstatements identified during our audit above £400,000
(group audit) (2023: £500,000) and £240,000 (company audit)
(2023: £350,000) as well as misstatements below those amounts
that, in our view, warranted reporting for qualitative reasons.
Conclusions relating to going concern
Our evaluation of the directors’ assessment of the group’s and the
company’s ability to continue to adopt the going concern basis of
accounting included:
• Performing a walkthrough of the Group’s financial statement
close process, budgeting and forecasting process and
confirming our understanding of management’s going concern
assessment process;
• Obtaining management’s going concern model which included a
base case, and a severe but plausible downside scenario
covering the going concern assessment period;
• Critically assessing the assumptions within the models including:
assessing the historical accuracy of management’s forecast and
obtaining corroborating, and considering contradictory, evidence
for the assumptions used;
• Reviewing management’s sensitivity analysis and performing
additional sensitivities on the severe but plausible case to assess
the impact on the liquidity and covenant headroom;
• Reviewing the directors’ identified available mitigating factors
where required and included within the cash flow forecast;
• Testing the mathematical accuracy of the directors’ cash flow
forecast and validating the opening cash position;
• Understanding management’s expectations regarding renewing
the Group’s revolving credit facility; and,
• Assessing the adequacy of the disclosure provided in note 2 of
the consolidated and Company financial statements.
Based on the work we have performed, we have not identified any
material uncertainties relating to events or conditions that,
individually or collectively, may cast significant doubt on the
group’s and the company’s ability to continue as a going concern
for a period of at least twelve months from when the financial
statements are authorised for issue.
In auditing the financial statements, we have concluded that the
directors’ use of the going concern basis of accounting in the
preparation of the financial statements is appropriate.
However, because not all future events or conditions can be
predicted, this conclusion is not a guarantee as to the group’s and
the company’s ability to continue as a going concern.
In relation to the directors’ reporting on how they have applied the
UK Corporate Governance Code, we have nothing material to add
or draw attention to in relation to the directors’ statement in the
financial statements about whether the directors considered it
appropriate to adopt the going concern basis of accounting.
Our responsibilities and the responsibilities of the directors with
respect to going concern are described in the relevant sections of
this report.
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Reporting on other information
The other information comprises all of the information in the
Annual Report other than the financial statements and our auditors’
report thereon. The directors are responsible for the other
information. Our opinion on the financial statements does not
cover the other information and, accordingly, we do not express an
audit opinion or, except to the extent otherwise explicitly stated in
this report, any form of assurance 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 an apparent material inconsistency or material
misstatement, we are required to perform procedures to conclude
whether there is a material misstatement of 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 based on these
responsibilities.
With respect to the Strategic report and Directors’ Report, we also
considered whether the disclosures required by the UK Companies
Act 2006 have been included.
Based on our work undertaken in the course of the audit, the
Companies Act 2006 requires us also to report certain opinions
and matters as described below.
Strategic report and Directors’ Report
In our opinion, based on the work undertaken in the course of the
audit, the information given in the Strategic report and Directors’
Report for the year ended 30 June 2024 is consistent with the
financial statements and has been prepared in accordance with
applicable legal requirements.
In light of the knowledge and understanding of the group and
company and their environment obtained in the course of the audit,
we did not identify any material misstatements in the Strategic
report and Directors’ Report.
Directors’ Remuneration
In our opinion, the part of the Annual Report on Remuneration to be
audited has been properly prepared in accordance with the
Companies Act 2006.
Corporate governance statement
The Listing Rules require us to review the directors’ statements in
relation to going concern, longer-term viability and that part of the
corporate governance statement relating to the company’s
compliance with the provisions of the UK Corporate Governance
Code specified for our review. Our additional responsibilities with
respect to the corporate governance statement as other
information are described in the Reporting on other information
section of this report.
Based on the work undertaken as part of our audit, we have
concluded that each of the following elements of the corporate
governance statement is materially consistent with the financial
statements and our knowledge obtained during the audit, and we
have nothing material to add or draw attention to in relation to:
• The directors’ confirmation that they have carried out a robust
assessment of the emerging and principal risks;
• The disclosures in the Annual Report that describe those
principal risks, what procedures are in place to identify emerging
risks and an explanation of how these are being managed or
mitigated;
• The directors’ statement in the financial statements about
whether they considered it appropriate to adopt the going
concern basis of accounting in preparing them, and their
identification of any material uncertainties to the group’s and
company’s ability to continue to do so over a period of at least
twelve months from the date of approval of the financial
statements;
• The directors’ explanation as to their assessment of the group’s
and company’s prospects, the period this assessment covers
and why the period is appropriate; and
• The directors’ statement as to whether they have a reasonable
expectation that the company will be able to continue in
operation and meet its liabilities as they fall due over the period
of its assessment, including any related disclosures drawing
attention to any necessary qualifications or assumptions.
Our review of the directors’ statement regarding the longer-term
viability of the group and company was substantially less in scope
than an audit and only consisted of making inquiries and
considering the directors’ process supporting their statement;
checking that the statement is in alignment with the relevant
provisions of the UK Corporate Governance Code; and considering
whether the statement is consistent with the financial statements
and our knowledge and understanding of the group and company
and their environment obtained in the course of the audit.
In addition, based on the work undertaken as part of our audit, we
have concluded that each of the following elements of the
corporate governance statement is materially consistent with the
financial statements and our knowledge obtained during the audit:
• The directors’ statement that they consider the Annual Report,
taken as a whole, is fair, balanced and understandable, and
provides the information necessary for the members to assess
the group’s and company’s position, performance, business
model and strategy;
• The section of the Annual Report that describes the review of
effectiveness of risk management and internal control systems;
and
• The section of the Annual Report describing the work of the
Audit and Risk Committee.
We have nothing to report in respect of our responsibility to report
when the directors’ statement relating to the company’s
compliance with the Code does not properly disclose a departure
from a relevant provision of the Code specified under the Listing
Rules for review by the auditors.
Responsibilities for the financial statements and
the audit
Responsibilities of the directors for the financial
statements
As explained more fully in the Statement of Directors’
Responsibilities in respect of the Financial Statements, the
directors are responsible for the preparation of the financial
statements in accordance with the applicable framework and for
being satisfied that they give a true and fair view. The directors are
also responsible for such internal control as they 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 group’s and 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 group or the company or
to cease operations, or have no realistic alternative but to do so.
153 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

Independent auditors’ report tothe members of Hays plc continued
Auditors’ 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
auditors’ 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.
Irregularities, including fraud, are instances of non-compliance with
laws and regulations. We design procedures in line with our
responsibilities, outlined above, to detect material misstatements in
respect of irregularities, including fraud. The extent to which our
procedures are capable of detecting irregularities, including fraud,
is detailed below.
Based on our understanding of the group and industry, we
identified that the principal risks of non-compliance with laws and
regulations related to the UK Listing Rules, employment legislation
and data protection regulations, and we considered the extent to
which non-compliance might have a material effect on the financial
statements. We also considered those laws and regulations that
have a direct impact on the financial statements such as the
Companies Act 2006 and tax regulations. We evaluated
management’s incentives and opportunities for fraudulent
manipulation of the financial statements (including the risk of
override of controls), and determined that the principal risks were
related to the posting of unusual journals to increase revenue and/
or decrease costs and therefore increase profits, and management
bias in determining accounting estimates. The group engagement
team shared this risk assessment with the component auditors so
that they could include appropriate audit procedures in response to
such risks in their work. Audit procedures performed by the group
engagement team and/or component auditors included:
• Discussions with senior management, Group legal
counsel,Internal Audit, and the Audit Committee, including
consideration of known or suspected instances of non-
compliance with laws and regulation and fraud;
• Challenging assumptions and judgements made by
management in its significant accounting estimates;
• Reviewing the Financial Statement disclosures and agreeing to
underlying supporting documentation;
• Reviewing Executive management’s incentives and bonus
schemes to understand and review drivers that could lead to
higher fraud risks;
• Performing unpredictable procedures; and
• Identifying and testing journal entries, in particular, journal entries
which had unexpected account combinations.
There are inherent limitations in the audit procedures described
above. We are less likely to become aware of instances of
non-compliance with laws and regulations that are not closely
related to events and transactions reflected in the financial
statements. Also, the risk of not detecting a material misstatement
due to fraud is higher than the risk of not detecting one resulting
from error, as fraud may involve deliberate concealment by, for
example, forgery or intentional misrepresentations, or through
collusion.
Our audit testing might include testing complete populations of
certain transactions and balances, possibly using data auditing
techniques. However, it typically involves selecting a limited
number of items for testing, rather than testing complete
populations. We will often seek to target particular items for testing
based on their size or risk characteristics. In other cases, we will
use audit sampling to enable us to draw a conclusion about the
population from which the sample is selected.
A further description of our responsibilities for the audit of the
financial statements is located on the FRC’s website at: www.frc.
org.uk/auditorsresponsibilities. This description forms part of our
auditors’ report.
Use of this report
This report, including the opinions, has been prepared for and only
for the company’s members as a body in accordance with Chapter
3 of Part 16 of the Companies Act 2006 and for no other purpose.
We do not, in giving these opinions, accept or assume responsibility
for any other purpose or to any other person to whom this report is
shown or into whose hands it may come save where expressly
agreed by our prior consent in writing.
OTHER REQUIRED REPORTING
Companies Act 2006 exception reporting
Under the Companies Act 2006 we are required to report to you if,
in our opinion:
• we have not obtained all the information and explanations we
require for our audit; or
• adequate accounting records have not been kept by the
company, or returns adequate for our audit have not been
received from branches not visited by us; or
• certain disclosures of directors’ remuneration specified by law
are not made; or
• the company financial statements and the part of the Annual
Report on Remuneration to be audited are not in agreement with
the accounting records and returns.
We have no exceptions to report arising from this responsibility.
Appointment
Following the recommendation of the Audit and Risk Committee,
we were appointed by the directors on 9 November 2016 to audit
the financial statements for the year ended 30 June 2017 and
subsequent financial periods. The period of total uninterrupted
engagement is 8 years, covering the years ended 30 June 2017 to
30 June 2024.
OTHER MATTER
The company is required by the Financial Conduct Authority
Disclosure Guidance and Transparency Rules to include these
financial statements in an annual financial report prepared under
the structured digital format required by DTR 4.1.15R – 4.1.18R
and filed on the National Storage Mechanism of the Financial
Conduct Authority. This auditors’ report provides no assurance
over whether the structured digital format annual financial report
has been prepared in accordance with those requirements.
Jonathan Sturges (Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
London
21 August 2024
154 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

CONSOLIDATED INCOME STATEMENT
For the year ended 30 June 2024
(In £s million)
Note
(note 5)
2024
2023
Turnover
4, 6
6,949.1
–
6,949.1
7,583.3
4, 6
1,113.6
–
1,113.6
1,294.6
6
(1,008.5)
(80.0)
(1,088.5)
(1,097.6)
Operating profit
4
105.1
(80.0)
25.1
197.0
9
(10.4)
–
(10.4)
(4.9)
Profit before tax
94.7
(80.0)
14.7
192.1
Tax
10
(30.7)
11.1
(19.6)
(53.8)
Profit/(loss) after tax
64.0
(68.9)
(4.9)
138.3
Profit/(loss) attributable to equity holders of the parent company
64.0
(68.9)
(4.9)
138.3
•
Basic
12
4.03p
(4.34p)
(0.31p)
8.59p
•
Diluted
12
4.00p
(4.31p)
(0.31p)
8.52p
(1)
(2)
(3)
(1) Net fees comprise turnover less remuneration of temporary workers and other recruitment agencies.
(2) Administrative expenses include impairment loss on trade receivables of £1.4 million (2023: £3.0 million).
(3) Net finance charge is stated net of interest received on bank deposits of £3.2 million (2023: £2.0 million).
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the year ended 30 June 2024
(In £s million)
2024
2023
(Loss)/profit for the year
(4.9)
138.3
Actuarial remeasurement of defined benefit pension schemes
(23.2)
(95.1)
Tax relating to components of other comprehensive income
5.6
19.5
(17.6)
(75.6)
Currency translation adjustments
(4.1)
(15.6)
Other comprehensive loss for the year net of tax
(21.7)
(91.2)
Total comprehensive (loss)/income for the year
(26.6)
47.1
Attributable to equity shareholders of the parent company
(26.6)
47.1
155
Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

CONSOLIDATED BALANCE SHEET
At 30 June 2024
(In £s million)
Note
2024
2023
Goodwill
13
182.9
200.3
Other intangible assets
14
37.7
53.7
Property, plant and equipment
15
25.2
29.7
Right-of-use assets
16
162.2
176.1
Deferred tax assets
17
25.4
21.4
Retirement benefit surplus
23
19.4
25.7
452.8
506.9
Trade and other receivables
18
1,194.5
1,244.6
Corporation tax debtor
9.1
6.8
Cash and cash equivalents
19
121.8
145.6
Derivative financial instruments
20
–
0.1
1,325.4
1,397.1
Total assets
1,778.2
1,904.0
Trade and other payables
22
(926.6)
(991.3)
Lease liabilities
16
(44.2)
(41.3)
Corporation tax liabilities
(13.0)
(16.2)
Provisions
24
(24.0)
(10.8)
(1,007.8)
(1,059.6)
Bank loans
21
(65.0)
(10.0)
Deferred tax liabilities
17
–
(2.8)
Lease liabilities
16
(135.1)
(148.5)
Provisions
24
(12.7)
(12.8)
(212.8)
(174.1)
Total liabilities
(1,220.6)
(1,233.7)
Net assets
557.6
670.3
Called up share capital
25
16.0
16.0
Share premium
369.6
369.6
Merger reserve
26
28.8
43.8
Capital redemption reserve
3.4
3.4
Retained earnings
62.0
155.4
Cumulative translation reserve
53.9
58.0
Equity reserve
23.9
24.1
Total equity
557.6
670.3
The Consolidated Financial Statements of Hays plc, registered number 2150950, as set out on pages 155 to 195 were approved by the
Board of Directors and authorised for issue on 21 August 2024.
Signed on behalf of the Board of Directors
D Hahn J Hilton
156 Hays plc Annual Report & Accounts 2024
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CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 30 June 2024
(1)
At 1 July 2023
16.0
369.6
43.8
3.4
155.4
58.0
24.1
670.3
Currency translation adjustments
–
–
–
–
–
(4.1)
–
(4.1)
pension schemes
–
–
–
–
(23.2)
–
–
(23.2)
Tax relating to components of
other comprehensive income
–
–
–
–
5.6
–
–
5.6
Net expense recognised in
other comprehensive income
–
–
–
–
(17.6)
(4.1)
–
(21.7)
Loss for the year
–
–
–
–
(4.9)
–
–
(4.9)
Total comprehensive income for the year
–
–
–
–
(22.5)
(4.1)
–
(26.6)
Dividends paid
–
–
(15.0)
–
(68.3)
–
–
(83.3)
Purchase of own shares
–
–
–
–
(12.3)
–
–
(12.3)
Share-based payments charged to
the income statement
–
–
–
–
–
–
9.5
9.5
Share-based payments settled on vesting
–
–
–
–
9.7
–
(9.7)
–
At 30 June 2024
16.0
369.6
28.8
3.4
62.0
53.9
23.9
557.6
(2)
For the year ended 30 June 2023
(1)
At 1 July 2022
16.7
369.6
43.8
2.7
268.2
73.6
21.6
796.2
Currency translation adjustments
–
–
–
–
–
(15.6)
–
(15.6)
pension schemes
–
–
–
–
(95.1)
–
–
(95.1)
Tax relating to components of
other comprehensive income
–
–
–
–
19.5
–
–
19.5
Net expense recognised in
other comprehensive income
–
–
–
–
(75.6)
(15.6)
–
(91.2)
Profit for the year
–
–
–
–
138.3
–
–
138.3
Total comprehensive income for the year
–
–
–
–
62.7
(15.6)
–
47.1
Dividends paid
–
–
–
–
(165.1)
–
–
(165.1)
Purchase of own shares
(0.7)
–
–
0.7
(19.0)
–
–
(19.0)
Share-based payments charged to
the income statement
–
–
–
–
–
–
11.1
11.1
Share-based payments settled on vesting
–
–
–
–
8.6
–
(8.6)
–
At 30 June 2023
16.0
369.6
43.8
3.4
155.4
58.0
24.1
670.3
(2)
(1) The Merger reserve was generated under Section 612 of the Companies Act 2006, as a result of the cash box structure used in the equity placing of new shares
issued during the year ended 30 June 2020.
(2) The Equity reserve is generated as a result of IFRS 2 ‘Share-based payments’.
157 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

CONSOLIDATED CASH FLOW STATEMENT
For the year ended 30 June 2024
(In £s million)
2024
2023
Operating profit
25.1
197.0
Exceptional items (note 4)
80.0
–
Depreciation of property, plant and equipment
11.1
10.9
Depreciation of right-of-use assets
46.0
46.0
Amortisation of intangible assets
9.2
10.0
Loss on disposal of business assets
–
0.1
0.2
1.9
Share-based payments (excluding exceptional items)
8.2
12.0
154.7
80.9
Operating cash flow before movement in working capital
179.8
277.9
Decrease/(increase) in receivables
43.2
(53.2)
(59.7)
24.5
Movement in working capital
(16.5)
(28.7)
Cash generated by operations
163.3
249.2
Cash paid in respect of exceptional items
(22.9)
–
Pension scheme deficit funding
(18.2)
(17.7)
Income taxes paid
(26.4)
(65.8)
Net cash inflow from operating activities
95.8
165.7
Purchase of property, plant and equipment
(7.6)
(12.3)
Purchase of intangible assets
(15.8)
(16.8)
Acquisition of subsidiaries
–
(1.0)
Interest received
3.2
2.0
Net cash used in investing activities
(20.2)
(28.1)
Interest paid
(7.2)
(3.7)
Lease liability principal repayment
(51.0)
(49.9)
Purchase of own shares
(12.3)
(75.7)
Equity dividends paid
(83.3)
(165.1)
Increase in bank loans and overdrafts
55.0
10.0
Net cash used in financing activities
(98.8)
(284.4)
Net decrease in cash and cash equivalents
(23.2)
(146.8)
Cash and cash equivalents at beginning of year
145.6
296.2
Effect of foreign exchange rate movements
(0.6)
(3.8)
Cash and cash equivalents at end of year
121.8
145.6
(1)
(1)
(1) Net movements in provisions (excluding exceptionals) for the year ended 30 June 2024 includes transfer of dilapidation provision from accruals to provisions, with
a corresponding decrease in payables of £5.4 million. There has been no impact on the Group’s Cash generated by operations, cash inflow from operating
activities, or on cash conversion.
158 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

1 General information
Hays plc is a Company limited by shares, incorporated and
domiciled in the United Kingdom and registered in England and
Wales and its registered office and principal place of business is 4
th
Floor, 20 Triton Street, London NW1 3BF .
The Consolidated Financial Statements have been prepared in
accordance with UK-adopted International Accounting Standards.
The Consolidated Financial Statements are presented in sterling,
the functional currency of Hays plc.
New standards and interpretations
The Consolidated Financial Statements have been prepared on the
basis of the accounting policies and methods of computation
applicable for the year ended 30 June 2024. These accounting
policies are consistent with those applied in the preparation of the
Consolidated Financial Statements for the year ended 30 June
2023; the Group has applied the IAS 12 amendment which provides
an exemption from recognising and disclosing information related
to Pillar Two top-up taxes (see note 10).
The following new standard is mandatory for the first time in the
Group’s accounting period beginning on 1 July 2023 and no new
standards have been early adopted. The Group’s financial
statements have adopted the new standard, but it has had no
material impact on the Group’s results or financial position:
• IFRS 17 – Insurance contracts (effective 1 January 2023)
The Group has not yet adopted certain new standards,
amendments and interpretations to existing standards, which have
been published but which are only effective for the Group
accounting periods beginning on or after 1 July 2024. These new
pronouncements are listed as follows:
• IFRS 16 (amendments) ‘Lease accounting’, on sale and
leaseback (effective 1 January 2024);
• IAS 1 (amendments) ‘Presentation of Financial Statements’, on
non-current liabilities with covenants (effective 1 January 2024);
and
• IAS 7 (amendments) ‘Financial instruments’, on supplier finance
(effective 1 January 2024).
The Directors are currently evaluating the impact of the adoption of
the standards, amendments and interpretations but do not expect
them to have a material impact on the Group’s operations
or results.
The Group’s principal accounting policies adopted in the
presentation of these Consolidated Financial Statements are set
out below and have been consistently applied to all the
periods presented.
2 Material accounting policies
a Basis of preparation
The Consolidated Financial Statements have been prepared on the
historical cost basis with the exception of financial instruments,
pension assets and share-based payments. Financial instruments
have been recorded initially on a fair value basis and then at
amortised cost. Pension assets and share-based payments have
been measured at fair value.
b Going Concern
The Group’s business activities, together with the factors likely to
affect its future development, performance and position are set out
in the Strategic Report. The financial position of the Group, its
cash flows and liquidity position are described in the Chief
Financial Officer’s Review, with details of the Group’s treasury
activities, long-term funding arrangements and exposure to
financial risk included in notes 19 to 21 to the Consolidated
Financial Statements.
As in prior years, the Board undertook a strategic business review
in the current year which took into account the Group’s current
financial position and the potential impact of the principal risks set
out in the Annual Report.
In addition, and in making this statement, the Board carried out a
robust assessment of the principal risks facing the Group, including
those that would threaten the Group’s business model, future
performance and liquidity. While the review has considered all the
principal risks identified by the Group, the resilience of the Group to
the occurrence of these risks in severe yet plausible scenarios has
been evaluated.
Financial position
At 30 June 2024, the Group had net cash of £56.8 million
compared to net cash of £135.6 million at 30 June 2023. The
Group had a good working capital performance, with significant
management focus on cash collection, average trade debtor days
remained below pre-Pandemic levels at 36 days (2023: 33 days),
with the increase versus prior year being caused by the relative
resilience of our Enterprise clients, that typically have longer
payment terms. The Group has a history of strong cash generation,
tight cost control and flexible workforce management.
Assessment of Going Concern
The Board approves the annual budget, which is based on
submissions from the Group’s divisions, following a thorough
review process. The Board also reviews monthly management
reports and quarterly forecasts. The output of the planning and
budgeting processes has been used to perform base case
projections for going concern purposes, under
prudent assumptions:
• FY25 net fees and operating profit in-line with the
approved budget
• Modest, single digit net fee growth in FY26
• Working capital movements expected to be broadly neutral
• That the Group’s revolving credit facility is extended beyond the
viability period
• Future dividends are in-line with current policy
• No changes to the Group structure
A sensitivity analysis of the Group’s cash flow was performed to
model the potential effects should the principal risks occur either
individually or in unison. The sensitivity analysis modelled a range
of severe, but plausible, downside scenarios against the base case
projections, including a worsening of the macroeconomic
environment and intensified competition, increasing inflation and
the potential impact of climate change, with a range of recovery
scenarios considered. The ‘Stress Case’ scenario assumes that
the Group experiences a severe further deterioration in market
conditions in H2 FY25, followed by a period of only
gradual recovery.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
159 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

Notes to the Consolidated Financial Statements continued
2 Material accounting policies continued
b Going Concern continued
The Directors are satisfied that the Group would be able to respond
to such scenarios with a range of measures including, but not
limited to:
• Quickly decreasing headcount through natural attrition
• Reductions in discretionary spend
• Deferral of capital expenditure
• Further rationalisation or restructuring of business operations
• Reduction in cash distributions to shareholders
Given the nature of the Temporary and Contract recruitment
business, significant working capital inflows typically arise in
periods of severe downturn, thus protecting liquidity as was the
case during the Global Financial Crisis of 2008/09 and which we
again experienced during the Covid-19 pandemic.
Set against these downside trading scenarios, the Board also
considered key mitigating factors including the geographic and
sectoral diversity of the Group, its balanced business model across
Temporary, Permanent and Contract recruitment services, and the
focus on building a more resilient business, underpinned by the
Group’s clear strategy and focus on operational rigour.
Furthermore, whilst our key markets have become increasingly
challenging throughout FY24, skill and talent shortages are
widespread across our major markets and are expected to remain
so for the foreseeable future; the Directors are therefore satisfied
that the demand for recruitment services will continue, supporting
the resilience of our business model.
The Directors also considered a reverse stress test scenario to
understand the reduction required to cause a breach of financial
covenants or loss of solvency. The conclusion from the reverse
stress test is that the likelihood of the scenarios occurring is
remote and therefore does not represent a realistic threat to the
going concern assumption of the Group.
The Group has an unsecured revolving credit facility of
£210 million, that reduces in November 2024 to £170 million and
expires in November 2025. The Directors anticipate no problems in
renewing the facility, based on good early engagement with
lenders, and fully intend to do so. This provides considerable
headroom against current and future Group funding requirements.
At 30 June 2024, £145 million of the facility was undrawn.
The Group has sufficient financial resources which, together with
internally generated cash flows, will continue to provide sufficient
sources of liquidity to fund its current operations, including its
contractual and commercial commitments and any proposed
dividends. The Group is therefore well-placed to manage its
business risks. After making enquiries, the Directors have formed
the judgment at the time of approving the financial statements,
that there is a reasonable expectation that the Group has adequate
resources to continue in operational existence throughout the
Going Concern period, being at least 12 months from the date of
approval of the Consolidated Financial Statements. For this reason,
they continue to adopt the going concern basis of accounting in
preparing the Consolidated Financial Statements.
c Basis of consolidation
Subsidiaries are fully consolidated from the date on which power to
control is transferred to the Group. They are deconsolidated from
the date on which control ceases.
The acquisition method of accounting is used to account for the
acquisition of subsidiaries by the Group whereby the identifiable
assets, liabilities and contingent liabilities are measured at their fair
values at the date of acquisition. The excess of the cost of
acquisition over the fair value of the Group’s share of the
identifiable net assets acquired is recorded as goodwill. The
Consolidated Financial Statements consolidate the accounts of
Hays plc and all of its subsidiaries. The results of subsidiaries
acquired or disposed during the year are included from the
effective date of acquisition or up to the effective date of disposal,
as appropriate.
All intra-Group transactions, balances, income and expenses are
eliminated on consolidation.
d Turnover
Turnover is measured at the fair value of the consideration received
or receivable at the point in time and represents amounts
receivable for services provided in the normal course of business,
net of discounts, VAT and other sales-related taxes.
Turnover arising from the placement of permanent candidates,
including turnover arising from Recruitment Process Outsourcing
(RPO) services, is recognised at the point in time the candidate
commences full-time employment. Where a permanent candidate
starts employment but does not work for the specified contractual
period, an adjustment is made based on experience in respect of
the expected required refund or credit note due to the client. The
revenue recognised from a permanent placement is typically based
on a percentage of the candidate’s remuneration package.
Turnover arising from temporary placements, including turnover
arising from Managed Service Programme (MSP) services, is
recognised starting at the point in time that temporary workers are
provided and continues through the duration of the placement. In
nearly all contract arrangements the Group acts as principal.
Where the Group is acting as a principal, turnover represents the
amounts billable for the services of the temporary workers,
including the remuneration costs of the temporary workers. The
commission included within the revenue recognised arising from
temporary placements is typically based on a percentage of the
placement’s hourly rate.
Where Hays acts as principal in arrangements that invoice on the
costs incurred with other recruitment agencies as part of the MSP
service provided, and in which Hays manages the recruitment
supply chain, turnover represents amounts billable on from other
recruitment agencies, including arrangements where no
commission is directly receivable by the Group.
In some limited instances where the Group is acting as an agent in
arrangements that invoice on behalf of other recruitment agencies
as part of the MSP service provided, turnover represents
commission receivable relating to the supply of temporary workers
and does not include the remuneration costs of the other agency
temporary workers.
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Revenue recognition
Revenue is recognised for permanent placements on the day a
candidate starts work. Revenue is recognised for temporary
placements at the point in time that temporary workers are
provided and continues through the duration of the placement.
The factors considered by management on a contract by contract
basis when concluding the Company is acting as principal (gross
basis) rather than agent (net basis) are as follows:
• The client has a direct relationship with Hays;
• Hays has the primary responsibility for providing the services to
the client, and engages and contracts directly with the temporary
worker and other recruitment companies;
• Hays has latitude in establishing the rates directly or indirectly
with all parties; and
• Hays bears the credit risk on the receivable due from the client.
e Net fees
Net fees represent turnover less the remuneration costs of
temporary workers for temporary assignments and remuneration
of other recruitment agencies. For the placement of permanent
candidates, net fees are equal to turnover.
f Exceptional items
Exceptional items, as disclosed on the face of the Consolidated
Income Statement, are items which due to their material non-
recurring nature have been classified separately and are
highlighted separately in the notes to the Consolidated Financial
Statements. The Group considers this provides additional useful
information and assists in understanding the financial performance
achieved by the Group. Separate presentation of these items is
intended to enhance understanding of the financial performance of
the Group in the year and the extent to which results are influenced
by material non-recurring items. These may include items such
as a major restructure of the business operations or a material
impairment of goodwill or other intangible assets. Items
described as “before exceptional items” are alternative
performance measures.
g Foreign currencies
On consolidation, the tangible and intangible assets and liabilities
of subsidiaries denominated in foreign currencies are translated
into sterling at the rates ruling at the balance sheet date. Income
and expense items are translated into sterling at average rates of
exchange for the period. Any exchange differences which have
arisen from an entity’s investment in a foreign subsidiary, including
long-term loans, are recognised as a separate component of equity
and are included in the Group’s cumulative translation reserve.
On disposal of a subsidiary, any amounts transferred to the
cumulative translation reserve are included in the calculation of
profit and loss on disposal. All other translation differences are
dealt with in the Consolidated Income Statement.
Goodwill and fair value adjustments arising on the acquisition of a
foreign entity are treated as assets and liabilities of the foreign
entity and translated at the closing rate.
h Retirement benefit costs
The expense of defined benefit pension schemes and other
post-retirement employee benefits is determined using the
projected-unit credit method and charged to the Consolidated
Income Statement as an expense, based on actuarial assumptions
reflecting market conditions at the beginning of the financial year.
All remeasurement gains and losses are recognised immediately
in reserves and reported in the Consolidated Statement of
Comprehensive Income in the period in which they occur.
Past service costs, curtailments and settlements are recognised
immediately in the Consolidated Income Statement.
The Group chose under IFRS 1 to recognise in retained earnings all
cumulative remeasurement gains and losses as at 1 July 2004, the
date of transition to IFRS. The Group has chosen to recognise all
remeasurement gains and losses arising subsequent to 1 July
2004 in reserves and reported in the Consolidated Statement of
Comprehensive Income.
The retirement benefit surplus recognised in the Consolidated
Balance Sheet represents the fair value of scheme assets less the
present value of the defined benefit obligation.
The Hays Pension Scheme Definitive Deed and Rules is considered
to provide Hays with an unconditional right to a refund of surplus
assets and therefore the recognition of a net defined benefit
scheme asset is not restricted and agreements to make funding
contributions do not give rise to any additional liabilities in respect
of the Scheme.
Payments to defined contribution schemes are charged as an
expense in the Consolidated Income Statement as they fall due.
i Share-based payments
The fair value of all share-based remuneration that is assessed
upon market-based performance criteria is determined at the date
of grant and recognised as an expense in the Consolidated Income
Statement on a straight-line basis over the vesting period, taking
account of the estimated number of shares that will vest.
The fair value of all share-based remuneration that is assessed
upon non-market-based performance criteria is determined at the
date of the grant and recognised as an expense in the Consolidated
Income Statement over the vesting period, based on the number of
shares that are expected to vest. The number of shares that are
expected to vest is adjusted accordingly, based on the satisfaction
of the performance criteria at each year-end.
The fair values are determined by use of the relevant valuation
models. All share-based remuneration is equity-settled.
j Borrowing costs
Interest costs are recognised as an expense in the Consolidated
Income Statement in the period in which they are incurred.
Arrangement fees incurred in respect of borrowings are amortised
over the term of the agreement.
k Taxation
The tax expense is recognised in the Consolidated Income
Statement, the Consolidated Statement of Comprehensive Income
or directly to retained earnings, according to the accounting
treatment of the related transaction giving rise to the tax. The tax
expense comprises both current and deferred tax.
Current tax is the tax payable based on taxable profit for the year.
Taxable profit differs from profit as reported in the Consolidated
Income Statement because it excludes items of income or expense
that are taxable or deductible in other years and it further excludes
items that are never taxable or deductible. Current tax is calculated
using tax rates that have been enacted or substantively enacted by
the balance sheet date.
Deferred tax is provided on temporary differences arising between
the tax bases of assets and liabilities and their carrying amounts in
the Consolidated Financial Statements.
Deferred tax liabilities are generally recognised on all temporary
differences and deferred tax assets are recognised to the extent
that it is probable that taxable profits will be available against which
the temporary differences can be utilised.
161 Hays plc Annual Report & Accounts 2024
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Notes to the Consolidated Financial Statements continued
2 Material accounting policies continued
k Taxation continued
Deferred tax is not recognised for temporary differences arising
from the initial recognition of goodwill or initial recognition of other
assets or liabilities in a transaction (other than a business
combination) that affects neither accounting profit nor taxable
profit. Deferred tax liabilities are recognised for taxable temporary
differences arising on investments in subsidiaries and associates
except where the Group is able to control the reversal of the
temporary differences and it is probable that the temporary
difference will not reverse in the foreseeable future.
The carrying amounts of deferred tax assets are reviewed at each
balance sheet date and reduced to the extent that it is no longer
probable that sufficient taxable profits will be available to allow all
or part of the deferred tax assets to be recovered. Unrecognised
deferred tax assets are also reassessed each balance sheet date
and recognised where it has become probable that future taxable
profits are available against which the asset can be recovered.
Deferred tax is provided using tax rates that have been enacted or
substantively enacted by the balance sheet date.
Deferred tax assets and liabilities are offset when there is a legally
enforceable right to set-off current tax assets against current tax
liabilities and when they relate to income taxes levied by the same
taxation authority and the Group intends to settle its current tax
assets and liabilities on a net basis.
Uncertain tax positions
The Group operates in many countries and is therefore subject to
tax laws in a number of different tax jurisdictions. The amount of
tax payable or receivable on profits or losses for any period is
subject to the agreement of the tax authority in each respective
jurisdiction and the tax liability or asset position is open to review
for several years after the relevant accounting period ends. In
determining the provisions for income taxes, management is
required to make judgments and estimates based on
interpretations of tax statute and case law, which it does after
taking account of professional advice and prior experience.
Uncertainties in respect of enquiries and additional tax
assessments raised by tax authorities are measured in accordance
with IFRIC 23 using the method that in management’s view, best
predicts the resolution of the uncertainty. The amounts ultimately
payable or receivable may differ from the amounts of any
provisions recognised in the Consolidated Financial Statements as
a result of the estimates and assumptions used.
l Goodwill
Goodwill arising on consolidation represents the excess of
purchase consideration less the fair value of the identifiable
tangible and intangible assets and liabilities acquired.
Goodwill is recognised as an asset and reviewed for impairment at
least annually. For the purpose of impairment testing, assets are
grouped at the lowest level for which there are separately
identifiable cash flows, known as cash-generating units (CGUs).
Any impairment is recognised immediately in the Consolidated
Income Statement and is not subsequently reversed.
On disposal of a business the attributable amount of goodwill is
included in the determination of the profit or loss on disposal.
Goodwill arising on acquisitions before the date of transition to
IFRS (1 July 2004) has been retained at the previous UK GAAP
amounts, subject to being tested for impairment at that date.
Goodwill arising on acquisitions prior to 1 July 1998 was written off
direct to reserves under UK GAAP. This goodwill has not been
reinstated and is not included in determining any subsequent profit
or loss on disposal.
m Intangible assets
Intangible assets acquired as part of a business combination are
stated in the Consolidated Balance Sheet at their fair value as at
the date of acquisition less accumulated amortisation and any
provision for impairment. The Directors review intangible assets for
indications of impairment annually. There are no significant
intangible assets other than computer software.
Costs associated with maintaining software programmes are
recognised as an expense as incurred. Development costs that are
directly attributable to the design and testing of identifiable and
unique software controlled by the Group are recognised as
intangible assets. Directly attributable costs that are capitalised as
part of the software include employee costs and appropriate
overheads. Capitalised development costs are recorded as
intangible assets and amortised from the point at which the asset
is ready for use.
Internally generated intangible assets are stated in the
Consolidated Balance Sheet at the directly attributable cost of
creation of the asset, less accumulated amortisation. Intangible
assets are amortised on a straight-line basis over their estimated
useful lives up to a maximum of 10 years. Software incorporated
into major Enterprise Resource Planning (ERP) implementations
that support the recruitment process and financial reporting
process is amortised over a life of up to seven years. Other
software is amortised between three and five years.
n Property, plant and equipment
Property, plant and equipment is recorded at cost, net of
depreciation and any provision for impairment. Depreciation is
provided on a straight-line basis over the anticipated useful working
lives of the assets, after they have been brought into use, at the
following rates:
Leasehold properties – The cost is written off over the
unexpired term of the lease
Plant and machinery – At rates varying between 5% and 33%
Fixtures and fittings – At rates varying between 10% and 25%
o Trade and other receivables
Trade and other receivables are initially measured at the
transaction price and then at amortised cost after appropriate
allowances for estimated irrecoverable amounts have been
recognised in the Consolidated Income Statement. An allowance
for impairment is made to both trade receivables and accrued
income based on historical credit loss experience adjusted for
forward-looking factors specific to the debtors and economic
environment, as evidence of a likely reduction in the recoverability
of the cash flows.
p Cash and cash equivalents
Cash and cash equivalents comprise cash-in-hand and current
balances with banks and similar institutions, which are readily
convertible to known amounts of cash and which are subject to
insignificant risk of changes in value.
q Trade payables
Trade payables are measured initially at transaction price and then
at amortised cost.
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r Bank borrowings
Interest-bearing bank loans and overdrafts are recorded initially at
fair value and subsequently measured at amortised cost.
Finance charges, including premiums payable on settlement or
redemption and direct-issue costs, are accounted for on an accrual
basis in the Consolidated Income Statement using the effective
interest rate method and are added to the carrying amount of the
instrument to the extent that they are not settled in the period in
which they arise.
s Derivative financial instruments
The Group may use certain derivative financial instruments to
reduce its exposure to foreign exchange movements. The Group
held six foreign exchange contracts at the end of the current year
(2023: six) to facilitate cash management within the Group. The
Group does not hold or use derivative financial instruments for
speculative purposes.
The fair values of foreign exchange swaps are measured using
inputs other than quoted prices that are observable for the asset or
liability, either directly or indirectly. It is the Group’s policy not to
seek to designate these derivatives as hedges. All derivative
financial instruments not in a hedge relationship are classified as
derivatives at fair value in the Consolidated Income Statement.
Fair value measurements
The information below sets out how the Group determines fair
value of various financial assets and financial liabilities.
The following provides an analysis of financial instruments that are
measured subsequent to initial recognition at fair value, grouped
into Levels 1 to 3 based on the degree to which the fair value
is observable.
• Level 1 fair value measurements are those derived from quoted
prices (unadjusted) in active markets for identical assets
or liabilities;
• Level 2 fair value measurements are those derived from inputs
other than quoted prices included within Level 1 that are
observable for the asset or liability either directly (i.e. as prices)
or indirectly (i.e. derived from prices); and
• Level 3 fair value measurements are those derived from
valuation techniques that include inputs for the asset or
liability that are not based on observable market data
(unobservable inputs).
t Leases
Set out below are the accounting policies of the Group upon
adoption of IFRS 16, which have been applied from the date of
initial application:
Right-of-use assets
The Group recognises right-of-use assets at the commencement
date of the lease and they are measured at cost, less any
accumulated depreciation and impairment losses, and adjusted for
any remeasurement of lease liabilities. The cost of right-of-use
assets includes the amount of lease liabilities recognised, initial
direct costs incurred, and lease payments made at or before the
commencement date less any lease incentives received. Unless
the Group is reasonably certain to obtain ownership of the leased
asset at the end of the lease term, the recognised right-of-use
assets are depreciated on a straight-line basis over the shorter of
its estimated useful life and the lease term. Right-of-use assets are
subject to impairment.
Lease liabilities
At the commencement date of the lease, the Group recognises
lease liabilities measured at the present value of lease payments to
be made over the lease term. The lease payments include fixed
payments less any lease incentives receivable, variable lease
payments that depend on an index or a rate, and amounts
expected to be paid under residual value guarantees. The lease
payments also include the exercise price of a purchase option
reasonably certain to be exercised by the Group and payments of
penalties for terminating a lease, if the lease term reflects the
Group exercising the option to terminate. The variable lease
payments that do not depend on an index or a rate are recognised
as an expense in the period in which the event or condition that
triggers the payment occurs.
In calculating the present value of lease payments, the Group uses
the incremental borrowing rate at the lease commencement date if
the interest rate implicit in the lease is not readily determinable.
After the commencement date, the amount of lease liabilities is
increased to reflect the accretion of interest and reduced for the
lease payments made. In addition, the carrying amount of lease
liabilities is remeasured if there is a modification, a change in the
lease term, a change in the in-substance fixed lease payments or a
change in the assessment to purchase the underlying asset.
Short-term leases and leases of low-value assets
The Group applies the short-term lease recognition exemption to
its leases of property, motor vehicles and equipment where leases
have a lease term of 12 months or less from the commencement
date and do not contain a purchase option. It also applies the lease
of low-value assets recognition exemption to leases of office
equipment that are considered of low value. Lease payments on
short-term leases and leases of low-value assets are recognised as
an expense on a straight-line basis over the lease term.
The Group determines the lease term as the non-cancellable term
of the lease, together with any periods covered by an option to
extend the lease if it is reasonably certain to be exercised, or any
periods covered by an option to terminate the lease, if it is
reasonably certain not to be exercised.
u Provisions
A provision is recognised when the Group has a present legal or
constructive obligation as a result of a past event for which it is
probable that an outflow of resources will be required to settle the
obligation and when the amount can be reliably estimated. If the
effect is material, provisions are determined by discounting the
expected future cash flows at a pre-tax rate that reflects the current
market assessment of the time value of money and the risks
specific to the liability.
v Government grants
A government grant is recognised only when there is reasonable
assurance that the Group will comply with any conditions attached
to the grant and that the grant will be received. The grant is
recognised net against the related costs for the period in which
they are intended to compensate.
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Notes to the Consolidated Financial Statements continued
3 Critical accounting judgments and key sources
of estimation uncertainty
The preparation of the Consolidated Financial Statements requires
judgment, estimations and assumptions to be made that affect
the reported value of assets, liabilities, revenues and expenses.
Judgments, estimates and assumptions are reviewed on an
ongoing basis. Revisions to accounting estimates are recognised
in the year in which the estimate is revised and in any future
years affected.
In preparing the Consolidated Financial Statements, the Directors
have considered the impact of Climate Change on the Group and
have concluded that there is no material impact on financial
reporting judgments and estimates (further information is provided
in the Strategic Report on page 71). This is consistent with the
assertion that risks associated with Climate Change are not
expected to have a material impact on the longer term viability of
the Group. Furthermore, there is not considered to be a material
impact on the carrying value of goodwill, other intangibles or on
property, plant and equipment.
Whilst the Directors have concluded that there is no material
impact of Climate Change on the financial reporting judgments and
estimates, they are mindful of the changing nature of the risks of
Climate Change. The Directors will therefore continue to monitor
these risks and their potential impact on the judgments and
estimates used in the Consolidated Financial Statements.
In applying the Group’s accounting policies, the Directors have
identified that the following areas are the critical accounting
judgments and key sources of estimation uncertainty:
Critical accounting judgments
Profit before exceptional items
Management consider that this alternative performance measure
provides useful information for shareholders on the Group’s
underlying performance and is consistent with how the business
performance is measured internally by the chief operating decision
maker. Profit before exceptional items and earnings per share
before exceptionals are not recognised measures under UK-
adopted International Accounting Standards and may not be
directly comparable with adjusted measures used by
other companies.
The classification of items excluded from profit before
exceptionals requires judgment, including considering the nature,
circumstances, scale and impact of a transaction upon the Group’s
results. The details of items treated as exceptional items are
disclosed in note 5 to the Consolidated Financial Statements.
Estimation uncertainty
Goodwill impairment
Goodwill is tested for impairment at least annually. In performing
these tests assumptions are made in respect of future growth
rates and the discount rate to be applied to the future cash flows of
cash-generating units (CGUs). These assumptions are set out in
note 13 to the Consolidated Financial Statements. There was an
impairment of £15.3 million (2023: £nil) recognised in the current
year as an exceptional item in respect of the 2014 Veredus
acquisition in the US business. Management have determined that
there has been no impairment to any of the other CGUs or to the
remainder of the US CGU and does not consider there to exist a
significant risk of material adjustments.
Pension accounting
Under IAS 19 ‘Employee Benefits’, the Group has recognised a
pension surplus of £19.4 million (2023: £25.7 million). A number of
assumptions have been made in determining the pension position
and these are described in note 23 to the Consolidated Financial
Statements.
Provisions in respect of recoverability of trade receivables
As described in note 18 to the Consolidated Financial Statements,
provisions for impairment of trade receivables and accrued income
have been made. In reviewing the appropriateness of these
provisions, consideration has been given to the ageing of the debt
and the potential likelihood of default, taking into account current
and future economic conditions.
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4 Segmental information
IFRS 8 ‘Operating Segments’
IFRS 8 requires operating segments to be identified on the basis of internal reports about components of the Group that are regularly
reviewed by the chief operating decision maker to allocate resources to the segment and to assess their performance.
As a result, the Group segments the business into four regions, Germany, United Kingdom & Ireland, Australia & New Zealand and Rest of
World. There is no material difference between the segmentation of the Group’s turnover by geographic origin and destination.
The Group’s operations comprise one class of business, that of qualified, professional and skilled recruitment.
Turnover, net fees and operating profit
The Group’s Executive Leadership Team, which is regarded as the chief operating decision maker, uses net fees by segment as its
measure of revenue in internal reports, rather than turnover. This is because net fees exclude the remuneration of temporary workers, and
payments to other recruitment agencies where the Group acts as principal, which are not considered relevant in allocating resources to
segments. The Group’s Executive Leadership Team considers net fees for the purpose of making decisions about allocating resources.
The Group does not report items below operating profit by segment in its internal management reporting. The full detail of these items can
be seen in the Group Consolidated Income Statement on page 155. The reconciliation of turnover to net fees can be found in note 6 to the
Consolidated Financial Statements.
(In £s million)
Note
2024
2023
Germany
1,900.3
1,956.3
United Kingdom & Ireland
1,594.4
1,714.6
Australia & New Zealand
1,286.9
1,583.3
Rest of World
2,167.5
2,329.1
Group
6
6,949.1
7,583.3
(In £s million)
Note
2024
2023
Germany
351.8
382.0
United Kingdom & Ireland
225.7
266.1
Australia & New Zealand
139.7
188.4
Rest of World
396.4
458.1
Group
6
1,113.6
1,294.6
items
2024
2023
Germany
68.0
(23.6)
44.4
100.2
United Kingdom & Ireland
6.4
(7.3)
(0.9)
28.7
Australia & New Zealand
11.5
(5.3)
6.2
32.1
Rest of World
19.2
(43.8)
(24.6)
36.0
Group
105.1
(80.0)
25.1
197.0
Net trade receivables
For the purpose of monitoring performance and allocating resources from a balance sheet perspective, the Group’s Executive Leadership
Team monitors trade receivables net of provisions for impairment only on a segmental basis. These are monitored on a constant currency
basis for comparability through the year. These are shown below and reconciled to the totals as shown in note 18 to the Consolidated
Financial Statements.
adjustments
2024
adjustments
2023
Germany
231.8
(3.0)
228.8
234.3
(0.3)
234.0
United Kingdom & Ireland
160.8
(0.1)
160.7
174.2
(0.1)
174.1
Australia & New Zealand
89.8
0.6
90.4
109.4
(8.3)
101.1
Rest of World
276.3
(1.9)
274.4
221.1
(3.3)
217.8
Group
758.7
(4.4)
754.3
739.0
(12.0)
727.0
Major customers
In the current year and prior year there was no customer that exceeded 10% of the Group’s turnover.
165 Hays plc Annual Report & Accounts 2024
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Notes to the Consolidated Financial Statements continued
5 Exceptional items
During the year, the Group incurred an exceptional charge of £80.0 million (2023: £nil). Of this, £42.2 million relates to a restructuring
charge and the remaining £37.8 million is non-cash, comprising a £22.5 million charge relating to impairment of intangible assets and a
£15.3 million charge relating to the partial impairment of goodwill in the US business.
Effective 31 August 2023, after 16 years of service, Alistair Cox stepped down as CEO and from the Board. The Executive Leadership Team
was restructured, including the departure of several members of the team, as well as the appointment of a new Chief People Officer and a
new Chief Technology Officer. The Group incurred a combined cost, including legal and other third-party costs, of £5.6 million in relation
to the departure of the CEO and members of the Executive Leadership Team. These costs are considered exceptional given their size,
non-recurring nature and because these changes led to the wider restructuring events that occurred through the remainder of the year.
Following the appointment of the new CEO, Dirk Hahn, and in response to increasingly challenging market conditions and a clear
slowdown in most markets, we restructured the business operations of many countries across the Group, to better align business
operations to market opportunities and reduce operating costs. The restructuring exercise led to the redundancy of a number of
employees, including senior and operational management and back-office positions and the closure of 17 offices. This resulted in the
Group incurring a restructuring cost of £42.2 million, including the £5.6 million as noted above, a detailed breakdown of which is provided
in note 6 to the Consolidated Financial Statements. The restructuring costs are expected to generate significant cost savings and are
considered exceptional given their size and impact on business operations.
The cash impact of the restructuring charge in the year was £22.9 million, with a further £17.8 million cash outflow expected in the year to
30 June 2025.
Following the appointment of the new Chief Technology Officer, the Group’s Technology Senior Leadership Team was restructured and the
Directors initiated a Group-wide project to transform its IT infrastructure to better support the operations of the business. This led the
Directors to enter into a contract to outsource the Group’s back-office IT infrastructure and the third-party cost (included in the combined
restructuring cost above) associated with this is considered as exceptional due to the size of the contract and the anticipated long-term
cost savings to the Group. As part of the transformation, the Directors cancelled certain in-flight projects and concluded that the related
intangible assets would not be used in the Group’s operations. The Directors also determined that certain intangible assets currently in use
would no longer be used in the Group’s operations as originally anticipated, and therefore concluded that a material part of their carrying
value was impaired. This cumulatively resulted in an impairment charge of £22.5 million, which is a material non-cash item and based on
its size and nature is considered to be exceptional.
As described in note 13 to the Consolidated Financial Statements, a £15.3 million charge resulted from the partial impairment of the
carrying value of goodwill relating to the 2014 Veredus acquisition in the USA, which was partially impaired in the year ended 30 June 2020.
The goodwill impairment charge is a material non-cash item that based on its size and nature is considered to be exceptional. The
remaining Veredus goodwill balance at 30 June 2024 is £7.2 million.
In total the exceptional charge generated a tax credit of £11.1 million (2023: £nil).
The last time that the Group recognised an exceptional restructuring charge was in the year ended 30 June 2020, in the immediate
aftermath of the Covid-19 pandemic. The last time that the Group incurred an exceptional impairment charge on other intangible assets
was in the year ended 30 June 2008.
6 Operating profit
The following costs are deducted from turnover to determine net fees:
(In £s million)
2024
2023
Turnover
6,949.1
7,583.3
Remuneration of temporary workers
(4,995.4)
(5,212.9)
Remuneration of other recruitment agencies
(840.1)
(1,075.8)
Net fees
1,113.6
1,294.6
166
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Operating profit is stated after charging the following items to net fees of £1,113.6 million (2023: £1,294.6 million):
items
2024
2023
Staff costs (note 8)
789.4
30.2
819.6
868.8
Amortisation of other intangible assets (note 14)
9.2
–
9.2
10.0
Depreciation of property, plant and equipment (note 15)
11.1
–
11.1
10.9
Depreciation of right-of-use assets (note 16)
46.0
–
46.0
46.0
Loss on disposal of property, plant and equipment (note 15)
–
0.4
0.4
–
Impairment loss on goodwill (note 13)
–
15.3
15.3
–
Impairment of right-of-use assets (note 16)
–
4.9
4.9
–
Impairment of intangible assets (note 14)
–
22.5
22.5
–
Short-term leases and leases of low-value assets
3.5
–
3.5
3.8
Impairment loss on trade receivables (note 18)
1.4
–
1.4
3.0
•
for statutory audit services
2.4
–
2.4
2.1
•
for other services
0.3
–
0.3
0.2
Other external charges
145.2
6.7
151.9
152.8
Administrative expenses
1,008.5
80.0
1,088.5
1,097.6
Within exceptional items in the table above, staff costs (£30.2 million), loss on disposal of property, plant and equipment (£0.4 million),
impairment of right-of-use assets (£4.9 million) and other external charges (£6.7 million) total £42.2 million and represent the restructuring
charge as disclosed in note 5 to the Consolidated Financial Statements.
There were no exceptional items in the prior year.
7 Auditor’s remuneration
(In £s million)
2024
2023
Fees payable to the Company’s Auditors for the audit of the Company’s annual Financial Statements
0.6
0.6
The audit of the Company’s subsidiaries pursuant to legislation
1.8
1.5
Total audit fees
2.4
2.1
Audit-related assurance services
0.3
0.2
Total non-audit fees
0.3
0.2
8 Staff costs
The aggregate staff remuneration (including Executive Directors) was as follows:
items
2024
2023
Wages and salaries
666.5
25.2
691.7
737.6
Social security costs
93.1
3.2
96.3
95.9
Other pension costs
21.6
0.3
21.9
23.3
Share-based payments
8.2
1.5
9.7
12.0
Staff costs
789.4
30.2
819.6
868.8
Average number of persons employed during the year (including Executive Directors) was as follows:
(Number)
2024
2023
Germany
2,982
2,994
United Kingdom & Ireland
3,404
3,767
Australia & New Zealand
1,329
1,634
Rest of World
4,419
4,961
Group
12,134
13,356
Closing number of persons employed at the end of the year (including Executive Directors) was as follows:
(Number)
2024
2023
Germany
2,808
3,023
United Kingdom & Ireland
3,204
3,656
Australia & New Zealand
1,143
1,581
Rest of World
3,965
4,789
Group
11,120
13,049
167
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Notes to the Consolidated Financial Statements continued
9 Net finance charge
(In £s million)
2024
2023
Interest received on bank deposits
3.2
2.0
Interest payable on bank loans and overdrafts
(7.2)
(3.7)
Interest on lease liabilities (note 16)
(5.0)
(4.2)
Pension Protection Fund levy
(0.1)
(0.1)
Net interest (expense)/credit on defined benefit pension schemes (note 23)
(1.3)
1.1
Net finance charge
(10.4)
(4.9)
10 Tax
The tax expense for the year is comprised of the following:
(In £s million)
2024
2023
Current tax expense in respect of the current year
(28.2)
(57.2)
Adjustments to current tax in relation to prior years
4.9
6.8
(23.3)
(50.4)
Deferred tax credit/(charge) in respect of the current year
2.0
(5.4)
Adjustments to deferred tax in relation to prior years
1.6
2.0
3.6
(3.4)
Total income tax expense recognised in the current year
(19.6)
(53.8)
Current tax expense for the year is comprised of the following:
(In £s million)
2024
2023
United Kingdom
(3.6)
(5.7)
Overseas
(24.6)
(51.5)
Group
(28.2)
(57.2)
The income tax expense for the year can be reconciled to the accounting profit as follows:
items
2024
Profit before tax
94.7
(80.0)
14.7
192.1
Income tax expense calculated at 25.0% (2023: 20.5%)
(23.7)
20.0
(3.7)
(39.4)
Items not taxable or non-deductible for tax
(6.1)
(0.7)
(6.8)
(3.7)
Changes in recognition of deferred tax in relation to losses
(3.4)
(2.2)
(5.6)
(5.1)
Changes in recognition of deferred tax in relation to temporary differences
(2.6)
(7.0)
(9.6)
(0.8)
Effect of different tax rates of subsidiaries operating in other jurisdictions
(0.8)
1.0
0.2
(13.3)
Effect of share-based payment charges and share options
(0.6)
–
(0.6)
(0.3)
Income tax recognised in the current year
(37.2)
11.1
(26.1)
(62.6)
Adjustments recognised in the current year in relation to the current tax of prior years
4.9
–
4.9
6.8
Adjustments to deferred tax in relation to prior years
1.6
–
1.6
2.0
Income tax expense recognised in the Consolidated Income Statement
(30.7)
11.1
(19.6)
(53.8)
Effective tax rate for the year
32.4%
13.9%
133.3%
28.0%
* The Group has simplified the Income tax reconciliation by amalgamating certain categories of the reconciliation for this financial year. As a result the prior year
comparators have been updated to align with the simplified disclosure. This is purely a revision in presentation.
The tax rate used for the reconciliation above for the year ended 30 June 2024 is the corporation tax rate of 25.0% (2023: 20.5%), payable
by corporate entities in the United Kingdom on taxable profits under tax law in that jurisdiction. The Group operates in jurisdictions which
have tax rates higher than the UK statutory tax rate, the most significant being Germany and Australia with statutory rates of 31.5% and
30% respectively, the impact of which is shown in the above reconciliation under effect of different tax rates of subsidiaries operating in
other jurisdictions.
In the Spring Budget 2021, the UK government announced an increase in the UK corporation tax rate from 19% to 25% with effect from
1 April 2023. This was substantially enacted in May 2021.
Furthermore, on 20 June 2023, Finance (No.2) Act 2023 was substantively enacted in the UK, introducing a global minimum effective tax
rate of 15% for each jurisdiction in which the Group operates. The legislation was subsequently enacted on 11 July 2023 and implements a
domestic top-up tax and a multinational top-up tax, effective for accounting periods starting on or after 31 December 2023. The Group has
applied the exemption under the IAS 12 amendment to recognising and disclosing information about deferred tax assets and liabilities
related to top-up income taxes.
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The Pillar Two legislation implementing the global minimum effective tax regime is effective for the Group’s financial year beginning 1 July
2024. The Group is in scope of the legislation and has performed an assessment of the Group’s potential exposure to Pillar Two income
taxes. The assessment has been based on recent Group Consolidated financial statements and Country by Country Reporting, covering
periods ending 30 June 2021, 30 June 2022 and 30 June 2023. Based on the assessment, the Pillar Two effective tax rates in most
jurisdictions in which the Group operates are above 15% or the transitional safe harbour relief is expected to apply. However, there are a
limited number of jurisdictions where the transitional safe harbour relief is not expected to apply, and the Pillar Two effective tax rate is less
than 15%. However, the estimated tax impact on the Group’s tax charge is not material had the rules applied in the periods assessed.
Income tax recognised in other comprehensive income
(In £s million)
2024
2023
Contributions in respect of defined benefit pension scheme
2.4
3.9
Tax on foreign exchange movements
0.1
1.1
Actuarial loss in respect of defined benefit pension scheme
5.8
23.7
Contributions in respect of defined benefit pension scheme
(4.2)
(4.7)
Effect of tax losses recognised for deferred tax
1.5
(4.5)
Total income tax credit recognised in other comprehensive income
5.6
19.5
11 Dividends
The following dividends were paid by the Group and have been recognised as distributions to equity shareholders in the year:
Prior year final dividend
2.05
32.6
1.90
30.8
Prior year special dividend
2.24
35.7
7.34
119.1
Current year interim dividend
0.95
15.0
0.95
15.2
Total
5.24
83.3
10.19
165.1
The following dividends have been proposed by the Group in respect of the accounting year presented:
Interim dividend (paid)
0.95
15.0
0.95
15.2
Final dividend (proposed)
2.05
32.5
2.05
32.6
Special dividend (proposed)
–
–
2.24
35.6
Total
3.00
47.5
5.24
83.4
The final dividend for 2024 of 2.05 pence per share (£32.5 million) will be proposed at the Annual General Meeting on 20 November 2024
and has not been included as a liability. If approved, the final dividend will be paid on 25 November 2024 to shareholders on the register at
the close of business on 18 October 2024 .
12 Earnings per share
Basic earnings per share
64.0
1,586.6
4.03
Dilution effect of share options
–
13.7
(0.03)
Diluted earnings per share
64.0
1,600.3
4.00
Basic earnings per share
(4.9)
1,586.6
(0.31)
Dilution effect of share options
–
13.7
–
Diluted earnings per share
(4.9)
1,600.3
(0.31)
Basic earnings per share
138.3
1,610.0
8.59
Dilution effect of share options
–
13.9
(0.07)
Diluted earnings per share
138.3
1,623.9
8.52
The weighted average number of shares in issue for the current and prior years exclude shares held in treasury.
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Notes to the Consolidated Financial Statements continued
12 Earnings per share continued
Reconciliation of earnings
(In £s million)
2024
2023
Earnings before exceptional items
64.0
138.3
Exceptional items (note 5)
(80.0)
–
Tax credit on exceptional items (note 10)
11.1
–
Total earnings
(4.9)
138.3
13 Goodwill
(In £s million)
2024
2023
At 1 July
200.3
202.3
Exchange adjustments
(2.1)
(3.0)
Additions during the year
–
1.0
Impairment loss for the year
(15.3)
–
At 30 June
182.9
200.3
Goodwill arising on business combinations is reviewed and tested on an annual basis or more frequently if there is an indication that
goodwill might be impaired. Goodwill has been tested for impairment by comparing the carrying amount of each cash-generating unit
(CGU), including goodwill, with the recoverable amount. The recoverable amounts of the CGUs are determined from value-in-use
calculations.
The additions during the year ended 30 June 2023 of £1.0 million relate to the acquisition of Vercida Consulting, a DE&I advisory business
based in the UK, with further amounts payable based on achieving our ambitious growth plans. These amounts are charged to the
Consolidated Income Statement over the earnout period and are not expected to be material.
The key assumptions for the value-in-use calculations are as follows:
Assumption
How determined
170 Hays plc Annual Report & Accounts 2024
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Impairment reviews were performed at the year-end by comparing the carrying value of goodwill with the recoverable amounts of the
CGUs to which goodwill has been allocated. Management has determined that there has been no impairment to any of the CGUs as at
30 June 2024, subsequent to the impairment recorded in respect of the US CGU during half year ended 31 December 2023. Management
performed a sensitivity analysis in assessing recoverable amounts of goodwill as at 30 June 2024. This has been based on changes in key
assumptions considered to be reasonably possible by management. This included a change in the pre-tax discount rate of up to 3% and
changes in the long-term growth rate of between 0% and 2% in absolute terms, both of which gave a clear headroom and there was no
impairment. Management has also considered the potential impact of climate change on future growth rates, and where appropriate, has
incorporated the risks and opportunities as disclosed in the TCFD Report on pages 71 to 78, into cash flow forecasts.
As mentioned above, the Group recognised an impairment charge of £15.3m (recorded under exceptional items) during the half year
ended 31 December 2023 in respect of the US CGU, included within the Rest of World segment. Management revised its cash flow
forecast for the US CGU as at 31 December 2023, which resulted in a reduction of its recoverable amount below the carrying amount.
Before impairment testing, the carrying value in respect of the goodwill relating to the 2014 Veredus acquisition in the USA was
£22.5 million. The recoverable amount was considered to be in line with its value-in-use which is considered higher than its fair value less
cost of disposal. The key assumptions that were applied to the US CGU as at 31 December 2023 were as follows: A pre-tax WACC of
13.1%, an average medium-term growth rate of 25.0% and a long-term growth rate of 2.0%. The sensitivity of an adverse 0.5% change in
absolute terms to each of these assumptions in isolation would result in a reduction in its value-in-use by £0.7 million, £0.1 million and
£0.2 million respectively. The sensitivity of a favourable 0.5% change in absolute terms to each of these assumptions in isolation would
result in an increase in its value-in-use by £0.7 million, £0.1 million and £0.2 million respectively.
Goodwill is allocated to CGUs for the purpose of impairment testing. The allocation is made to those CGUs or groups of CGUs that are
expected to benefit from the business combination in which the goodwill arose. The units or groups of units are identified at the lowest
level at which goodwill is monitored for internal management purposes, being the operating segments. The carrying amount of goodwill
has been allocated as follows:
(In £s million)
2024
2023
Germany
49.1
49.8
United Kingdom & Ireland
94.1
94.1
Rest of World
39.7
56.4
Group
182.9
200.3
Information about the performance of the individual CGUs is provided in the Divisional Operating Reviews, within the Strategic Report on
pages 38 to 42.
14 Other intangible assets
(In £s million)
2024
2023
At 1 July
194.0
179.2
Exchange adjustments
(0.9)
(1.5)
Additions
15.8
16.8
Disposals
(13.7)
(0.5)
At 30 June
195.2
194.0
At 1 July
140.3
132.1
Exchange adjustments
(0.8)
(1.3)
Charge for the year
9.2
10.0
Impairment charge (note 5)
22.5
–
Disposals
(13.7)
(0.5)
At 30 June
157.5
140.3
At 30 June
37.7
53.7
At 1 July
53.7
47.1
All other intangible assets relate mainly to computer software, and of the additions in the current year, £6.7 million relate to internally
generated assets (2023: £7.3 million). The impairment charge of £22.5 million is split by the following segments: Germany £10.3 million;
UK&I £2.8 million; ANZ £1.7 million; and RoW £7.7 million.
The estimated average useful life of the computer software related intangible assets is seven years (2023: seven years). Software
incorporated into major Enterprise Resource Planning (ERP) implementations is amortised on a straight-line basis over a life of up to seven
years. Other software is amortised on a straight-line basis between three and five years.
There were no capital commitments at 30 June 2024 (2023: £1.7 million).
171 Hays plc Annual Report & Accounts 2024
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Notes to the Consolidated Financial Statements continued
15 Property, plant and equipment
fittings
Total
At 1 July 2023
28.0
57.3
34.0
119.3
Exchange adjustments
(0.4)
(0.4)
(0.3)
(1.1)
Additions
2.8
2.4
2.4
7.6
Disposals
(1.9)
(5.9)
(4.4)
(12.2)
At 30 June 2024
28.5
53.4
31.7
113.6
At 1 July 2023
20.5
43.8
25.3
89.6
Exchange adjustments
(0.1)
(0.2)
(0.2)
(0.5)
Charge for the year
2.4
6.3
2.4
11.1
Disposals
(1.5)
(5.9)
(4.4)
(11.8)
At 30 June 2024
21.3
44.0
23.1
88.4
At 30 June 2024
7.2
9.4
8.6
25.2
At 1 July 2023
7.5
13.5
8.7
29.7
fittings
Total
At 1 July 2022
28.1
54.8
31.4
114.3
Exchange adjustments
(1.5)
(1.2)
(0.3)
(3.0)
Additions
2.9
5.4
4.0
12.3
Disposals
(1.5)
(1.7)
(1.1)
(4.3)
At 30 June 2023
28.0
57.3
34.0
119.3
At 1 July 2022
20.7
39.7
24.6
85.0
Exchange adjustments
(1.0)
(0.9)
(0.2)
(2.1)
Charge for the year
2.3
6.7
1.9
10.9
Disposals
(1.5)
(1.7)
(1.0)
(4.2)
At 30 June 2023
20.5
43.8
25.3
89.6
At 30 June 2023
7.5
13.5
8.7
29.7
At 1 July 2022
7.4
15.1
6.8
29.3
172
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16 Lease accounting
(In £s million)
Property
At 1 July 2023
164.5
11.5
0.1
176.1
(189.8)
Exchange adjustments
(1.5)
(0.2)
–
(1.7)
3.2
Lease additions
29.8
10.6
–
40.4
(40.4)
Lease disposals
(1.5)
(0.2)
–
(1.7)
1.7
Impairment of right-of-use assets
(4.9)
–
–
(4.9)
–
Depreciation of right-of-use assets
(38.6)
(7.4)
–
(46.0)
–
Lease liability principal repayments
–
–
–
–
51.0
Interest on lease liabilities
–
–
–
–
(5.0)
At 30 June 2024
147.8
14.3
0.1
162.2
(179.3)
(In £s million)
Property
At 1 July 2022
162.4
9.2
0.1
171.7
(185.1)
Exchange adjustments
(2.2)
–
–
(2.2)
2.2
Lease additions
53.6
8.5
0.1
62.2
(62.2)
Lease disposals
(9.5)
(0.1)
–
(9.6)
9.6
Depreciation of right-of-use assets
(39.8)
(6.1)
(0.1)
(46.0)
–
Lease liability principal repayments
–
–
–
–
49.9
Interest on lease liabilities
–
–
–
–
(4.2)
At 30 June 2023
164.5
11.5
0.1
176.1
(189.8)
Maturity analysis
(In £s million)
2024
2023
Less than one year
(44.2)
(41.3)
One to two years
(34.0)
(36.5)
Two to three years
(25.8)
(26.9)
Three to four years
(19.3)
(19.6)
Four to five years
(14.9)
(15.4)
More than five years
(41.1)
(50.1)
Total lease liabilities
(179.3)
(189.8)
(In £s million)
2024
2023
Current
(44.2)
(41.3)
Non-current
(135.1)
(148.5)
Total lease liabilities
(179.3)
(189.8)
173
Hays plc Annual Report & Accounts 2024
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Notes to the Consolidated Financial Statements continued
17 Deferred tax
Deferred tax assets and liabilities in relation to:
Accelerated tax depreciation
(4.8)
10.3
–
0.1
5.6
Retirement benefit surplus
(6.5)
–
1.6
–
(4.9)
Share-based payments
2.3
(0.3)
–
–
2.0
Provisions
7.4
(0.3)
–
(0.1)
7.0
Tax losses
9.4
(2.4)
1.5
–
8.5
Other short-term timing differences
10.8
(3.7)
–
0.1
7.2
Net deferred tax
18.6
3.6
3.1
0.1
25.4
Accelerated tax depreciation
(3.8)
(1.0)
–
–
(4.8)
Retirement benefit surplus
(25.5)
–
19.0
–
(6.5)
Share-based payments
1.7
0.6
–
–
2.3
Provisions
8.5
(0.9)
–
(0.2)
7.4
Tax losses
17.2
(3.1)
(4.5)
(0.2)
9.4
Other short-term timing differences
10.4
1.0
–
(0.6)
10.8
Net deferred tax
8.5
(3.4)
14.5
(1.0)
18.6
Deferred tax assets and liabilities are offset where the Group has a legal enforceable right to do so. The analysis of the deferred tax
balances (after offset) for financial reporting purposes are as follows:
(In £s million)
2024
2023
Deferred tax assets
25.4
21.4
Deferred tax liabilities
–
(2.8)
Net deferred tax
25.4
18.6
The deferred tax asset of £25.4 million (2023: £21.4 million) as at 30 June 2024 primarily arises from our Australian and UK businesses.
The overall deferred tax asset has increased due to a number of factors including the impairment of intangible assets in Germany, together
with a reduction in the deferred tax liability in the UK, driven by a reduction in the retirement benefit surplus. The reduction in the pension
deferred tax liability has been partially offset by the derecognition of deferred tax asset in relation to previously unrecognised tax losses, on
the basis that the asset can be recovered against the deferred tax liability relating to the retirement benefit surplus when the latter unwinds
in the future. In addition,a deferred tax asset of £8.4m has been recognised in the UK, on the basis of forecast future taxable profits.
Deferred tax assets can, inter alia, be recognised where the potential asset can offset the future unwind of a deferred tax liability. Therefore,
when considering the recognition of certain deferred tax assets, management must consider the level of the deferred tax liability
recognised in relation to the retirement benefit surplus and the manner in which that deferred tax liability will unwind.
Management considers a buy-out of the defined benefit pension scheme to be the most probable manner of recovery of the retirement
benefit surplus, based on the progress of the Group’s stated long-term objective of achieving a buyout of the scheme within the next four
years. On this basis, the retirement benefit surplus would unwind as a one-off event, rather than over time, and hence the associated
deferred tax liability would unwind simultaneously at that point in time.
As such, the extent to which a deferred tax asset can be recognised against this deferred tax liability is capped to the amount of that
potential asset that can be utilised in the one period in which the pension related deferred tax liability unwinds.
If management were to judge that the retirement benefit surplus would unwind over a number of years, rather than as a one-off event, the
deferred tax asset recognised at 30 June 2024 would be £1.6 million higher.
The basis for measurement will be assessed at each reporting period based on the latest position in relation to the defined benefit pension
scheme, as a change in the basis of recovery would result in a different measurement basis and impact the quantum of the deferred tax
balance recognised.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the periods in which they reverse – being the
rates enacted or substantively enacted for those relevant periods applicable for each jurisdiction. Following the legislated increase in the
main UK corporation tax rate from 19% to 25% which took effect from 1 April 2023, the UK deferred tax balances were remeasured as at
30 June 2021 and continues to be measured at the tax rates that would apply in the period they are expected to reverse.
174 Hays plc Annual Report & Accounts 2024
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Unrecognised deductible temporary differences, unused tax losses and unused tax credits
Deductible temporary differences, unused tax losses and unused tax credits for which no deferred tax assets have been recognised are
attributable to the following:
Tax losses (revenue in nature)
175.3
43.9
138.1
34.6
Tax losses (capital in nature)
22.1
5.5
22.1
5.5
Total tax losses
197.4
49.4
160.2
40.1
Unrecognised deductible temporary differences
78.3
18.7
49.6
11.9
In tax losses (revenue in nature) £9.4 million is due to expire within thirteen years and £6.1 million within five years. The remaining tax
losses have no fixed expiry date. The capital losses can also be carried forward indefinitely but can only be offset against capital gains.
Unrecognised taxable temporary differences associated with investments and interests
Taxable temporary differences in relation to investments in subsidiaries, for which deferred tax liabilities have not been recognised are
attributable to the following:
(In £s million)
2024
2023
Foreign subsidiaries
29.5
34.9
Tax thereon
2.4
2.2
18 Trade and other receivables
(In £s million)
2024
2023
Net trade receivables
754.3
727.0
Net accrued income
394.5
476.8
Prepayments and other receivables
45.7
40.8
Trade and other receivables
1,194.5
1,244.6
Due to their short-term nature, the Directors consider that the carrying amount of trade receivables approximates to their fair value. The
average credit period taken is 36 days (2023: 33 days).
Accrued income primarily arises where temporary workers have provided their services but the amount incurred and margin earned
thereon has yet to be invoiced on to the client due to timing.
The Group’s exposure to foreign currency translation is primarily in respect of the euro and the Australian dollar. The sensitivity of a 1 cent
change in the year-end closing exchange rates in respect of the euro and Australian dollar would result in a £2.8 million and £0.5 million
movement in trade receivables respectively.
Credit risk
The Group’s credit risk is primarily attributable to its trade receivables and the risk of customer default, although the Group is also subject
to credit risk on its accrued income. The amounts presented in the Consolidated Balance Sheet for both trade receivables and accrued
income are net of allowances for doubtful receivables. An impairment analysis is performed centrally using a provision matrix to measure
the expected credit losses, in which the allowance for impairment increases as balances age. Expected credit losses are measured using
historical losses for the past five years, adjusted for forward-looking factors impacting the economic environment, such as the GDP growth
outlook (based on the IMF’s World Economic Outlook data), and commercial factors deemed to have a significant impact on expected
credit loss rates. The provision matrix used to measure the expected credit losses is:
As at 30 June 2024
(In £s million)
Gross
Credit Loss
Provision
Net
Not yet due
684.6
0.3%
(1.7)
682.9
Up to one month past due
60.5
8.3%
(5.0)
55.5
One to three months past due
17.8
20.2%
(3.6)
14.2
Greater than three months past due
9.8
83.7%
(8.2)
1.6
Trade receivables
772.7
2.4%
(18.5)
754.2
Accrued income
396.2
0.4%
(1.7)
394.5
175
Hays plc Annual Report & Accounts 2024
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Notes to the Consolidated Financial Statements continued
18 Trade and other receivables continued
As at 30 June 2023
(In £s million)
Gross
Credit Loss
Provision
Net
Not yet due
633.2
0.3%
(1.7)
631.5
Up to one month past due
81.9
5.7%
(4.7)
77.2
One to three months past due
20.1
17.4%
(3.5)
16.6
Greater than three months past due
11.0
84.6%
(9.3)
1.7
Trade receivables
746.2
2.6%
(19.2)
727.0
Accrued income
478.5
0.4%
(1.7)
476.8
The Group reduces risk through its credit control process and by contractual arrangements with other recruitment agencies in situations
where the Group invoices on their behalf. The Group’s exposure is spread over a large number of customers.
The movement on the provision for impairment of trade receivables is as follows:
(In £s million)
2024
2023
At 1 July
19.2
17.6
Exchange movement
(0.3)
(0.2)
Charge for the year
1.4
3.0
Uncollectable amounts written off
(1.8)
(1.2)
At 30 June
18.5
19.2
Sensitivity
The key sensitivity for credit risk is the movement in recoverability of trade receivables, measured by Days Sales Outstanding (‘DSO’).
Sensitivity analysis is performed for both an increase and decrease of one DSO, based on actual DSO of 36 days at 30 June 2024 (30 June
2023: 33 days). The sensitivity analysis shows that an increase of one DSO will result in an additional £0.8 million impairment allowance,
whereas a decrease of one DSO will result in a £1.0 million decrease in impairment allowance. The impact of forward-looking factors on
the required provision is immaterial at 30 June 2024, including the impact on the required provision on accrued income. The results of the
sensitivity analysis of DSO is shown below:
One additional DSO
(In £s million)
Adjusted Gross
Not yet due
717.2
0.3%
(1.8)
Up to one month past due
63.4
8.3%
(5.2)
One to three months past due
18.5
20.2%
(3.7)
Greater than three months past due
10.3
83.7%
(8.6)
Trade receivables
809.4
2.4%
(19.3)
One fewer DSO
(In £s million)
Adjusted Gross
Not yet due
649.8
0.3%
(1.6)
Up to one month past due
57.4
8.3%
(4.7)
One to three months past due
16.8
20.2%
(3.4)
Greater than three months past due
9.3
83.7%
(7.8)
Trade receivables
733.3
2.4%
(17.5)
The risk disclosures contained on page 79 to 85 within the Strategic Report form part of these Consolidated Financial Statements.
176 Hays plc Annual Report & Accounts 2024
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19 Cash and cash equivalents
(In £s million)
2024
2023
Cash and cash equivalents
121.8
145.6
The Group had net cash of £56.8 million (2023: £135.6 million), comprising of cash and cash equivalents of £121.8 million
(2023: £145.6 million) less bank loan of £65.0 million (2023: £10.0 million).
No short-term deposits were placed in the year ended 30 June 2024.
Capital management
The Group’s business model remains highly cash generative. The Board’s free cash flow priorities are to fund the Group’s investment and
development, maintain a strong balance sheet, deliver a sustainable and appropriate core dividend and to return surplus capital to
shareholders via special dividends and share buybacks.
The Group’s target core full-year dividend cover range remains 2.0 to 3.0x earnings, however given the Group’s strong financial position, the
Group maintains the flexibility to pay dividend outside this target range where appropriate as is the case in the year ended 30 June 2024.
The Group’s policy for returning surplus net cash to shareholders is based on returning capital above the Group’s cash buffer at each
financial year-end (30 June) of £100 million, subject to the economic outlook.
The capital structure of the Group consists of net cash/(debt), which is represented by cash and cash equivalents, bank loans and
overdrafts (note 21) and equity attributable to equity holders of the parent, comprising issued share capital, reserves and retained earnings.
The Group is not restricted to any externally imposed capital requirements.
Risk management
A description of the Group’s treasury policy and controls is included in the Chief Financial Officer’s Review on page 47.
Cash management and foreign exchange risk
The Group’s cash management policy is to minimise interest payments by closely managing Group cash balances and external
borrowings. Euro-denominated cash positions are managed centrally using a cash concentration arrangement which provides visibility
over participating country bank balances on a daily basis. Any Group surplus balance is used to repay any maturing loans under the
Group’s revolving credit facility or invested in money market funds. As the Group holds a sterling-denominated debt facility and generates
significant foreign currency cash flows, the Board considers it appropriate in certain cases to use derivative financial instruments as part of
its day-to-day cash management to reduce the Group’s exposure to foreign exchange risk.
The Group’s operating profit exposure to foreign currency translation is primarily in respect of the euro and the Australian dollar. The
sensitivity of a 1 cent change in the average exchange rates for the year in respect of the euro and Australian dollar would result in a
£0.9 million and £0.1 million change in operating profit respectively.
The Group does not use derivatives to hedge balance sheet and income statement translation exposure.
Interest rate risk
The Group is exposed to interest rate risk on floating rate bank loans and overdrafts. It is the Group’s policy to limit its exposure to
fluctuating interest rates by selectively hedging interest rate risk using derivative financial instruments, however there were no interest rate
swaps held by the Group during the current or prior year. Cash and cash equivalents carry interest at floating rates based on local money
market rates.
Counterparty credit risk
Counterparty credit risk arises primarily from the investment of surplus funds. Risks are closely monitored using credit ratings assigned to
financial institutions by international credit rating agencies. The Group restricts transactions to banks and money market funds that have
an acceptable credit profile and limits its exposure to each institution accordingly.
177 Hays plc Annual Report & Accounts 2024
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Notes to the Consolidated Financial Statements continued
20 Derivative financial instruments
(In £s million)
2024
2023
Net derivative asset
–
0.1
As set out in note 19 to the Consolidated Financial Statements and in the treasury management section of the Chief Financial Officer’s
Review on page 47, in certain cases the Group uses derivative financial instruments to manage its foreign exchange exposures as part of
its day-to-day cash management.
As at 30 June 2024, the Group had entered into six forward exchange contract arrangements with a counterparty bank (2023: six forward
contracts). There was no net gain or loss resulting from fair market value of the contracts as at 30 June 2024 (2023: gain of £0.1 million) in
the Consolidated Balance Sheet.
In the current year, some of the derivative assets and liabilities met the offsetting criteria of IAS 32 paragraph 42. Consequently, the
qualifying gross derivative assets were set off against the qualifying gross derivative liabilities.
The Group does not use derivatives for speculative purposes and all transactions are undertaken to manage the risks arising from
underlying business activities. These instruments are classified as Level 2 in the IFRS 7 fair value hierarchy.
Categories of financial assets and liabilities held by the Group are as follows:
(In £s million)
2024
2023
Net trade receivables
754.3
727.0
Net accrued income
394.5
476.8
Cash and cash equivalents
121.8
145.6
Derivative financial instruments
–
0.1
Total financial assets
1,270.6
1,349.5
(In £s million)
2024
2023
Trade payables
320.7
278.6
Other payables
55.1
87.6
Accruals
477.6
537.7
Bank loans and overdrafts
65.0
10.0
Total financial liabilities
918.4
913.9
21 Bank loans and overdrafts
(In £s million)
2024
2023
Bank loans
65.0
10.0
Risk management
A description of the Group’s treasury policy and controls is included in the Chief Financial Officer’s Review on page 47.
Committed facilities
On 19 October 2020, the Group extended the maturity of its £210 million unsecured revolving credit facility by one year to November 2025
at the lower value of £170 million in its final year due to reduced lender commitments received. The financial covenants within the facility
remain unchanged and require the Group’s interest cover ratio to be at least 4:1 and its leverage ratio (net debt to EBITDA) to be no greater
than 2.5:1. The interest rate of the facility is based on a ratchet mechanism with a margin payable over SONIA in the range of 0.70%
to 1.50%.
At 30 June 2024, £145 million of the committed facility was undrawn (2023: £200 million undrawn).
Interest rates
The weighted average interest rates paid were as follows:
2024
2023
Bank borrowings
6.2%
4.6%
For every 25 basis points fall or rise in the average SONIA rate in the year, there would be a reduction or increase in profit before tax by
approximately £0.2 million.
178 Hays plc Annual Report & Accounts 2024
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22 Trade and other payables
(In £s million)
2024
2023
Trade payables
320.7
278.6
Other tax and social security
73.2
87.4
Other payables
55.1
87.6
Accruals
477.6
537.7
Trade and other payables
926.6
991.3
The Directors consider that the carrying amount of trade payables approximates to their fair value. The average credit period taken for
trade purchases is 38 days (2023: 31 days).
Accruals primarily relate to the remuneration costs for temporary workers and other agencies that have provided their services but
remuneration has yet to be made due to timing.
23 Retirement benefit surplus
The Group operates a number of retirement benefit schemes in the UK and in other countries. The Group’s principal schemes are within
the UK where the Group operates one defined contribution scheme and two defined benefit schemes. The majority of overseas
arrangements are either defined contribution or government-sponsored schemes and these arrangements are not material in the context
of the Group results. The total cost charged to the Consolidated Income Statement in relation to these overseas arrangements was
£15.3 million (2023: £17.5 million).
UK Defined Contribution Scheme
The Group’s principal defined contribution benefit scheme is the Hays Group Personal Pension Plan which is operated for all qualifying
employees and is funded via an employee salary sacrifice arrangement, and for qualifying employees additional employer contributions.
Employer contributions are in the range of 3% to 12% of pensionable salary depending on the level of employee contribution and seniority.
The total cost charged to the Consolidated Income Statement of £6.3 million (2023: £5.8 million) represents employer’s contributions
payable to the money purchase arrangements. There were no contributions outstanding at the end of the current or prior year. The assets
of the money purchase arrangements are held separately from those of the Group.
UK Defined Benefit Schemes
The Group’s principal defined benefit schemes are the Hays Pension Scheme and the Hays Supplementary Scheme both in the UK. The
Hays Pension Scheme is a funded final salary defined benefit scheme providing pensions and death benefits to members. The Hays
Supplementary Scheme is an unfunded unapproved retirement benefit scheme for employees who were subject to HMRC’s earnings cap
on pensionable salary. The Schemes were closed to future accrual from 30 June 2012 with pensions calculated up until the point of
closure. The Schemes are governed by a Trustee Board, which is independent of the Group and are subject to full actuarial valuation on a
triennial basis.
The last formal actuarial valuation of the Hays Pension Scheme was performed at 30 June 2021 and quantified the deficit at £23.9 million.
A revised deficit funding schedule, in line with the Group’s strategy to achieve an eventual buy-out of the Scheme, was agreed with effect
from 1 July 2021 which maintained the annual contribution at its previous level, subject to a 3% per annum fixed uplift over a period of five
and a half years. During the year ended 30 June 2024, the Group made a contribution of £17.7 million to the Hays Pension Scheme
(2023: £17.2 million) in accordance with the agreed deficit funding schedule. The cash contributions made during the year mainly related
to deficit funding payments.
In respect of IFRIC 14, The Hays Pension Scheme Definitive Deed and Rules is considered to provide Hays with an unconditional right to a
refund of surplus assets and therefore the recognition of a net defined benefit scheme asset is not restricted and agreements to make
funding contributions do not give rise to any additional liabilities in respect of the Scheme.
The defined benefit schemes expose the Group to actuarial risks, such as longevity risk, inflation risk, interest rate risk and market
(investment) risk. The Group is not exposed to any unusual, entity-specific or scheme-specific risks.
The net amount included in the Consolidated Balance Sheet arising from the Group’s obligations in respect of its defined benefit pension
schemes is as follows:
(In £s million)
2024
2023
Present value of defined benefit obligations
(489.7)
(475.8)
Bonds and gilts
180.4
166.7
LDI funds
158.2
162.6
Buy-in policy and other insurance policies
159.5
159.7
Cash
11.0
12.5
Total fair value of defined benefit scheme assets
509.1
501.5
Net asset arising from defined benefit obligations
19.4
25.7
179
Hays plc Annual Report & Accounts 2024
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Notes to the Consolidated Financial Statements continued
23 Retirement benefit surplus continued
(In £s million)
Quoted
Unquoted
2024
Bonds and gilts
181.2
(0.8)
180.4
LDI funds
261.1
(102.9)
158.2
Buy-in policy and other insurance policies
–
159.5
159.5
Cash
11.0
–
11.0
Total scheme assets
453.3
55.8
509.1
The Trustee Board is responsible for determining the Hays Pension Scheme’s investment strategy, after taking advice from the Scheme’s
investment advisor Mercer Limited. The investment objective for the Trustee of the Scheme is to maintain a portfolio of suitable assets of
appropriate liquidity which will generate investment returns to meet, together with future contributions, the benefits of the defined benefit
scheme as they fall due. The current strategy is to hold investments that share characteristics with the long-term liabilities of the Scheme.
The majority of assets are invested in a Liability Driven Investments (LDI) portfolio and corporate bonds and gilts. The Scheme also holds a
bulk purchasing annuity policy (buy-in) contract with Canada Life Limited in respect of ensuring all future payments to existing pensioners
of the Hays defined benefit Scheme as at 31 December 2017. The Scheme assets do not include any directly held shares issued by the
Company or property occupied by the Company.
The fair value of financial instruments has been determined using the fair value hierarchy. Where such quoted prices are unavailable, the
price of a recent transaction for an identical asset, adjusted if necessary, is used. Where quoted prices are not available and recent
transactions of an identical asset on their own are either unavailable or not a good estimate of fair value, valuation techniques are
employed using both observable market data and non-observable data.
In relation to the LDI funds the valuations have been determined as follows:
• Repurchase agreements (where the Scheme has sold assets with the agreement to repurchase at a fixed date and price) are included in
the Consolidated Financial Statements at the fair value of the repurchase price as a liability. The assets sold are reported at their fair
value reflecting that the Scheme retains the risks and rewards of ownership of those assets;
• The fair value of the forward currency contracts is based on market forward exchange rates at the year-end and determined as the gain
or loss that would arise if the outstanding contract was matched at the year-end with an equal and opposite contract; and
• Swaps represent current value of future cash flows arising from the swap determined using discounted cash flow models and market
data at the reporting date.
The analysis of the LDI funds included within the pension scheme assets is as follows:
(In £s million)
Quoted
Unquoted
2024
Government bonds
(10.1)
–
(10.1)
Government index-linked
267.1
–
267.1
Interest rate swaps
–
(2.5)
(2.5)
Fixed incomes futures
46.5
–
46.5
Liquidity
4.1
–
4.1
Gross funds
307.6
(2.5)
305.1
Repurchase agreements
–
(102.1)
(102.1)
Asset swaps
–
1.7
1.7
Futures
(46.5)
–
(46.5)
Gross liabilities
(46.5)
(100.4)
(146.9)
Total LDI funds
261.1
(102.9)
158.2
The LDI portfolio is managed by Insight (a Bank of New York Mellon company) under an active mandate and uses government bonds and
derivative instruments (such as interest rate swaps, inflation swaps and gilt repurchase transactions) to hedge the impact of interest rate
and inflation movements in relation to the long-term liabilities.
Under the Schemes’ LDI strategy, if interest rates fall, the value of LDI investments will rise to help match the increase in actuarial liabilities
arising from the fall in discount rate. Similarly if interest rates rise, the LDI investments will fall in value, as will the liabilities because of the
increase in the discount rate. The extent to which the liability interest rate and inflation risk is not fully matched by the LDI funds, represents
the residual interest rate and inflation risk the Scheme remains exposed to.
In addition to the above risk, the LDI portfolio forms part of a diversified investment portfolio for the Scheme, with this diversification
seeking to reduce investment risk.
The Scheme is subject to direct credit risk because it invests in segregated mandates with the LDI portfolio. Credit risk arising on bonds
held directly within the LDI portfolio is mitigated by investing mostly in government bonds where the credit risk is minimal.
180 Hays plc Annual Report & Accounts 2024
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Credit risk arising on the derivatives held in the LDI mandate depends on whether the derivative is exchange traded or over the counter
(OTC). OTC derivative contracts are not guaranteed by any regulated exchange and therefore the Scheme is subject to risk of failure of the
counterparty. The credit risk for OTC swaps held in the LDI portfolio is reduced by collateral arrangements.
The change in the present value of defined benefit obligations is as follows:
(In £s million)
2024
2023
Opening defined benefit obligation at 1 July
(475.8)
(573.5)
Administration costs
(3.0)
(3.2)
Interest on defined benefit scheme liabilities
(24.2)
(21.9)
Net remeasurement losses – change in experience assumptions
(3.6)
(26.5)
Net remeasurement gains – change in demographic assumptions
2.0
16.8
Net remeasurement (losses)/gains – change in financial assumptions
(9.6)
106.6
Benefits and expenses paid
24.5
25.9
Closing defined benefit obligation at 30 June
(489.7)
(475.8)
The analysis of the defined benefit obligations is as follows:
(In £s million)
2024
2023
Plans that are wholly or partly funded
(484.3)
(470.2)
Plans that are wholly unfunded
(5.4)
(5.6)
Total
(489.7)
(475.8)
The defined benefit schemes’ liability comprises 54% (2023: 55%) in respect of deferred benefit scheme participants and 46% (2023: 45%)
in respect of retirees.
The weighted average duration of the UK defined benefit scheme liabilities at the end of the reporting year is c.13-14 years (2023: 15 years).
The change in the fair value of defined benefit scheme assets is as follows:
(In £s million)
2024
2023
Fair value of plan assets at 1 July
501.5
675.5
Interest income on defined benefit scheme assets
25.9
26.2
Return on scheme assets
(12.0)
(192.0)
Employer contributions (towards funded and unfunded schemes)
18.2
17.7
Benefits and expenses paid
(24.5)
(25.9)
Fair value of plan assets at 30 June
509.1
501.5
During the year the Company made deficit funding contributions of £17.7 million (2023: £17.2 million) into the funded Hays Pension
Scheme, and made pension payments amounting to £0.5 million (2023: £0.5 million) in respect of the unfunded Hays Supplementary
Scheme. The amount of deficit funding contributions expected to be paid into the funded Hays Pension Scheme in the year to 30 June
2025 is £18.2 million. Following the closure of the schemes in 2012, future service contributions are no longer payable.
The net interest (expense)/credit recognised in the Consolidated Income Statement comprised:
(In £s million)
2024
2023
Net interest income
1.7
4.3
Administration costs
(3.0)
(3.2)
Net interest (expense)/credit recognised in the Consolidated Income Statement
(1.3)
1.1
The net interest income and administration costs in the current year and prior year were recognised within finance costs.
The amounts recognised in the Consolidated Statement of Comprehensive Income are as follows:
(In £s million)
2024
2023
Return on plan assets (excluding amounts included in net interest expense)
(12.0)
(192.0)
Net remeasurement losses – change in experience assumptions
(3.6)
(26.5)
Net remeasurement gains – change in demographic assumptions
2.0
16.8
Net remeasurement (losses)/gains – change in financial assumptions
(9.6)
106.6
Remeasurement of the net defined benefit surplus
(23.2)
(95.1)
A roll-forward of the actuarial valuation of the Hays Pension Scheme to 30 June 2024 and the valuation of the Hays Supplementary
Pension Scheme has been performed by an independent actuary, who is an employee of ISIO Group Limited.
181 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

Notes to the Consolidated Financial Statements continued
23 Retirement benefit surplus continued
The key assumptions used at 30 June are as follows:
2024
2023
Discount rate
5.10%
5.20%
RPI inflation
3.25%
3.25%
CPI inflation
2.65%
2.55%
Rate of increase of pensions in payment
2.95%
2.90%
Rate of increase of pensions in deferment
2.65%
2.55%
The discount rate has been constructed to reference the AA corporate bond curve (which fits a curve to iBoxx sterling AA corporate data).
The corporate bond yield curve has been used to discount the Scheme cash flows using the rates available at each future duration and this
had been converted into a single flat rate assumption to give equivalent liabilities to the Scheme’s cash flows. The duration of the
Scheme’s liabilities using this approach is c.13-14 years.
The RPI inflation assumption has been set as gilt market implied RPI appropriate to the duration of the liabilities (c.13-14 years) less a
0.2% per annum inflation risk premium. The CPI inflation assumption has been determined as 0.6% per annum below the RPI assumption
(2023: 0.7%).
The life expectancy assumptions have been updated and calculated using bespoke 2021 Club Vita base tables along with CMI 2023
projections (smoothing factor of 7 and assuming improvements have peaked) and a long-term improvement rate of 1.25% per annum.
On this basis a 65-year-old current pensioner has a life expectancy of 21.8 years for males (2023: 21.8 years) and 23.4 years for females
(2023: 23.4 years). Also on the same basis, the life expectancy from age 65 years of a current 45-year-old deferred member is 22.6 years
for males (2023: 22.6 years) and 25.4 years for females (2023: 25.4 years).
A sensitivity analysis on the principal assumptions used to measure the Scheme’s liabilities at the year-end is:
Discount rate
+/- 0.5%
-£31m/+£34m
Inflation and pension increases (allowing for caps and collars)
+/- 0.5%
+£19m/-£17m
Assumed life expectancy at age 65
+/- 1 year
+£15m/-£15m
The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation; it is unlikely that
the change in assumptions would occur in isolation to one another as some of the assumptions may be correlated.
In presenting the above sensitivity analysis the present value of the defined benefit obligation has been calculated using the projected unit
credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation liability
recognised in the Consolidated Balance Sheet.
24 Provisions
(In £s million)
Property
Restructuring
other matters
Total
At 1 July 2023
–
–
23.6
23.6
Charged to income statement
–
35.8
2.8
38.6
Credited to income statement
–
–
(4.6)
(4.6)
Utilised
–
(22.9)
(3.4)
(26.3)
Transfers from trade and other payables
5.4
–
–
5.4
At 30 June 2024
5.4
12.9
18.4
36.7
(In £s million)
2024
2023
Current
24.0
10.8
Non-current
12.7
12.8
Total provisions
36.7
23.6
During the current year, the Group recognised a restructuring charge of £42.2 million as an exceptional cost as detailed in note 5 of the
Consolidated Financial Statements. Of the £42.2 million restructuring charge, £4.9 million relates to impairment of right-of-use assets and
£1.5 million relates to early vesting on Performance Share Plans (PSPs), which has been charged to equity. The remaining £35.8m was
recognised as a restructuring provision, of which £22.9m was utilised in the year.
On a number of leased properties, the Group has an obligation to restore the leased property to its original condition at the end of the lease
term, or incur costs related to the repair and maintenance of the property due to dilapidation. The Group previously recognised an accrual
for property dilapidation within Trade and other payables, based on management’s best estimate of the expenditure required to settle the
present obligation at the balance sheet date. During the year, the Directors made the decision to reclassify the property dilapidation
obligations as provisions and therefore the amounts held as Trade and other payables at 30 June 2024 were transferred to provisions.
Given that the amount is not material, a prior year restatement has not been made (2023: £5.6 million).
182 Hays plc Annual Report & Accounts 2024
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As a global specialist in recruitment and workforce solutions and in common with other similar organisations, in the ordinary course of our
business the Group is exposed to the risk of legal, tax and other disputes. Where costs are likely to arise in defending and concluding such
disputes, and these costs can be measured reliably, they are provided for in the Consolidated Financial Statements. These items affect
various Group subsidiaries in different geographic regions and the amounts provided for are based on management’s assessment of the
specific circumstances in each case. The timing of settlement depends on the circumstances in each case and is uncertain. Legal matters
includes claims relating to disputes raised by our workers with either Hays or our clients. There are no individually material balances within
this provision, and management does not consider it reasonably possible that any of these balances will change materially in the
next 12 months.
25 Called up share capital
Called up, allotted and fully paid Ordinary shares of 1 pence each
At 1 July 2023
1,600,433
16.0
At 30 June 2024
1,600,433
16.0
In accordance with the Companies Act 2006, the Company no longer has an authorised share capital. The Company is allowed to hold
10% of issued share capital in treasury.
As at 30 June 2024, the Company held 15.6 million (2023: 11.3 million) Hays plc shares in treasury. The shares held in treasury are used to
satisfy the exercises in relation to equity-settled share-based payment awards.
26 Merger reserve
(In £s million)
Total
At 1 July 2023
43.8
Interim dividend paid during the year
(15.0)
At 30 June 2024
28.8
The interim dividend for the year ended 30 June 2024 of 95 pence, paid on 9 April 2024, was paid out of the merger reserve, which was
generated under Section 612 of the Companies Act 2006 as a result of the cash box structure used in the equity placing of new shares
issued during the year ended 30 June 2020.
27 Share-based payments
During the year, £9.7 million (2023: £12.0 million) was charged to the Consolidated Income Statement in relation to equity-settled
share-based payments.
Share options
Sharesave is a save as you earn (SAYE) scheme designed to give employees the opportunity to buy Hays plc shares at a discounted price
at the end of three-year savings contract, where they have six months to buy the shares or withdraw the savings.
At 30 June 2024 the following options had been granted and remained outstanding in respect of the Company’s Ordinary shares of 1
pence each under the Company’s share option schemes:
334,377
3,344
143
2024
498,808
4,988
117
2025
466,633
4,666
108
2026
3,798,136
37,981
85
2027
5,097,954
50,979
412,328
4,123
143
2024
520,039
5,200
117
2025
451,807
4,518
108
2026
834,296
8,343
85
2027
2,218,470
22,184
Total Sharesave options outstanding
7,316,424
73,163
183
Hays plc Annual Report & Accounts 2024
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Notes to the Consolidated Financial Statements continued
27 Share-based payments continued
The Hays International Sharesave Scheme is available to employees in Australia, New Zealand, Germany, the Republic of Ireland, Canada,
Hong Kong SAR, Singapore and the United Arab Emirates.
Details of the share options outstanding during the year are as follows:
Outstanding at the beginning of the year
5,666
118
6,125
127
Granted during the year
4,733
85
2,328
108
Forfeited during the year
(3,046)
114
(2,104)
126
Expired during the year
(37)
121
(684)
136
Outstanding at the end of the year
7,316
98
5,665
118
Exercisable at the end of the year
747
143
–
135
There were no options exercised during the year (2023: none).
The options outstanding as at 30 June 2024 had a weighted average remaining contractual life of 2.03 years.
Performance Share Plan (PSP) and Deferred Annual Bonus (DAB)
The PSP is designed to link reward to the key long-term value drivers of the business and to align the interests of the Executive Directors
and approximately 360 of the global senior management population with the long-term interests of shareholders. PSP awards are
discretionary and vesting is dependent upon the achievement of performance conditions measured over either a three-year period with a
two-year holding period, or a one-year period with a two-year holding period. The fair value of both the PSP and DAB awards are calculated
using the share price as at the date the shares are granted.
Only the Executive Directors and other members of the Executive Leadership Team participate in the DAB, which promotes a stronger link
between short-term and long-term performance through the deferral of annual bonuses into shares for a three-year period.
Further details of the schemes for the Executive Directors can be found in the Remuneration Report on pages 120 to 144.
Details of the share awards outstanding during the year are as follows:
Outstanding at the beginning of the year
27,458
127
24,024
137
Granted during the year
11,212
108
10,245
117
Exercised during the year
(6,315)
128
(3,442)
169
Lapsed during the year
(3,810)
122
(3,369)
144
Outstanding at the end of the year
28,545
116
27,458
127
The weighted average share price on the date of exercise was 105 pence (2023: 115 pence).
The options outstanding as at 30 June 2024 had a weighted average remaining contractual life of 2.1 years.
Outstanding at the beginning of the year
3,040
135
2,028
157
Granted during the year
822
104
1,765
114
Exercised during the year
(293)
134
(753)
147
Outstanding at the end of the year
3,569
128
3,040
135
The weighted average share price on the date of exercise was 105 pence (2023: 117 pence).
The options outstanding as at 30 June 2024 had a weighted average remaining contractual life of 1.2 years.
184 Hays plc Annual Report & Accounts 2024
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28 Related parties
Remuneration of key management personnel
The remuneration of the Executive Leadership Team and Non-Executive Directors, who are key management personnel of the Group, is set
out below in aggregate for each of the categories specified in IAS 24 ‘Related Party Disclosures’ and represents the total compensation
costs incurred by the Group in respect of remuneration, not the benefit to the individuals. Further information about the remuneration of
Executive and Non-Executive Directors is provided in the Directors’ Remuneration Report on pages 120 to 144.
(In £s million)
2024
2023
Short-term employee benefits
8.7
8.9
Share-based payments
4.5
5.1
Remuneration of key management personnel
13.2
14.0
29 Disaggregation of net fees
IFRS 15 requires entities to disaggregate revenue recognised from contracts with customers into relevant categories that depict how the
nature, amount and cash flows are affected by economic factors. As a result, we consider the following information relating to net fees to
be relevant and should be considered alongside note 4:
For the year ended 30 June 2024
New Zealand
Rest of World
Group
Temporary placements
82%
57%
65%
39%
59%
Permanent placements
18%
43%
35%
61%
41%
Total
100%
100%
100%
100%
100%
Private sector
85%
68%
63%
98%
83%
Public sector
15%
32%
37%
2%
17%
Total
100%
100%
100%
100%
100%
Technology
33%
15%
16%
27%
25%
Accountancy & Finance
17%
20%
12%
11%
15%
Engineering
27%
2%
0%
7%
11%
Construction & Property
4%
16%
20%
9%
10%
Office Support
0%
9%
11%
4%
5%
Other
19%
38%
41%
42%
34%
Total
100%
100%
100%
100%
100%
For the year ended 30 June 2023
New Zealand
Rest of World
Group
Temporary placements
83%
56%
61%
34%
57%
Permanent placements
17%
44%
39%
66%
43%
Total
100%
100%
100%
100%
100%
Private sector
86%
70%
65%
98%
84%
Public sector
14%
30%
35%
2%
16%
Total
100%
100%
100%
100%
100%
Technology
35%
18%
16%
27%
26%
Accountancy & Finance
17%
19%
11%
11%
15%
Engineering
26%
2%
0%
6%
10%
Construction & Property
4%
16%
21%
9%
10%
Office Support
0%
10%
11%
5%
5%
Other
18%
35%
41%
42%
34%
Total
100%
100%
100%
100%
100%
30 Contingent liabilities
The Group has issued certain financial guarantees in respect of operating lease obligations and in respect of obtaining regulatory licenses
in certain countries. The Group has recognised liabilities in respect of these guarantees, where applicable.
185 Hays plc Annual Report & Accounts 2024
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Notes to the Consolidated Financial Statements continued
31 Reconciliation of financial liabilities arising from financing activities
Net debt
(In £s million)
2024
2023
Cash and cash equivalents
121.8
145.6
Bank loans
(65.0)
(10.0)
Lease liabilities
(179.3)
(189.8)
Net debt
(122.5)
(54.2)
Net debt reconciliation
(In £s million)
Bank loans
liabilities
Subtotal
equivalents
Total
At 1 July 2023
(10.0)
(189.8)
(199.8)
145.6
(54.2)
Exchange adjustments
–
3.2
3.2
(0.6)
2.6
Financing cash flows
(55.0)
51.0
(4.0)
(23.2)
(27.2)
Interest expense
(7.2)
(5.0)
(12.2)
–
(12.2)
Interest payments
7.2
–
7.2
–
7.2
New leases
–
(38.7)
(38.7)
–
(38.7)
At 30 June 2024
(65.0)
(179.3)
(244.3)
121.8
(122.5)
(In £s million)
Bank loans
liabilities
Subtotal
equivalents
Total
At 1 July 2022
–
(185.1)
(185.1)
296.2
111.1
Exchange adjustments
–
2.2
2.2
(3.8)
(1.6)
Financing cash flows
(10.0)
49.9
39.9
(146.8)
(106.9)
Interest expense
(3.7)
(4.2)
(7.9)
–
(7.9)
Interest payments
3.7
–
3.7
–
3.7
New leases
–
(52.6)
(52.6)
–
(52.6)
At 30 June 2023
(10.0)
(189.8)
(199.8)
145.6
(54.2)
32 Subsequent events
The final dividend for 2024 of 2.05 pence per share (£32.5 million) will be proposed at the Annual General Meeting on 20 November 2024
and has not been included as a liability. If approved, the final dividend will be paid on 25 November 2024 to shareholders on the register at
the close of business on 18 October 2024.
186 Hays plc Annual Report & Accounts 2024
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HAYS PLC COMPANY BALANCE SHEET
At 30 June 2024
(In £s million) Note
Company
2024
Company
2023
Non-current assets
Other intangible assets 3.1 3.0
Property, plant and equipment 0.7 0.8
Investment in subsidiaries 4 743.9 743.9
Trade and other receivables 5 71.2 67.9
Deferred tax assets 6 0.3 1.3
Retirement benefit surplus 9 19.4 25.7
838.6 842.6
Current assets
Trade and other receivables 7 24.8 19.6
Cash and cash equivalents 0.5 0.3
25.3 19.9
Total assets 863.9 862.5
Current liabilities
Trade and other payables 8 (99.0) (118.2)
Provisions 10 (2.7) (1.9)
(101.7) (120.1)
Net current liabilities (76.4) (100.2)
Total assets less current liabilities 762.2 742.4
Non-current liabilities
Deferred tax liabilities 6 – (2.6)
Provisions 10 (0.6) (5.4)
(0.6) (8.0)
Total liabilities (102.3) (128.1)
Net assets 761.6 734.4
Equity
Called up share capital 11 16.0 16.0
Share premium 369.6 369.6
Merger reserve 12 28.8 43.8
Capital redemption reserve 3.4 3.4
Retained earnings 319.9 277.5
Equity reserve 23.9 24.1
Total equity 761.6 734.4
The profit for the financial year in the Hays plc Company Financial Statements is £131.0 million (2023: profit of £100.3 million).
The Financial Statements of Hays plc, registered number 2150950, set out on pages 187 to 195 were approved by the Board of Directors
and authorised for issue on 21 August 2024.
Signed on behalf of the Board of Directors
D Hahn J Hilton
187 Hays plc Annual Report & Accounts 2024
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HAYS PLC COMPANY STATEMENT OF CHANGES IN EQUITY
For the year ended 30 June 2024
(In £s million)
Called up
share capital
Share
premium
Merger
reserve
(1)
Capital
redemption
reserve
Retained
earnings
Equity
reserve
(2)
Total
equity
At 1 July 2023 16.0 369.6 43.8 3.4 277.5 24.1 734.4
Remeasurement of defined benefit pension schemes – – – – (23.2) – (23.2)
Tax relating to components of other comprehensive income – – – – 5.5 – 5.5
Net expense recognised in other comprehensive income – – – – (17.7) – (17.7)
Profit for the year – – – – 131.0 – 131.0
Total comprehensive income for the year – – – – 113.3 – 113.3
Dividends paid – – (15.0) – (68.3) – (83.3)
Purchase of own shares – – – – (12.3) – (12.3)
Share-based payments charged to the income statement – – – – – 9.5 9.5
Share-based payments settled on vesting – – – – 9.7 (9.7) –
At 30 June 2024 16.0 369.6 28.8 3.4 319.9 23.9 761.6
For the year ended 30 June 2023
(In £s million)
Called up
share capital
Share
premium
Merger
reserve
(1)
Capital
redemption
reserve
Retained
earnings
Equity
reserve
(2)
Total equity
At 1 July 2022 16.7 369.6 43.8 2.7 429.5 21.6 883.9
Remeasurement of defined benefit pension schemes – – – – (95.1) – (95.1)
Tax relating to components of other comprehensive income – – – – 18.3 – 18.3
Net expense recognised in other comprehensive income – – – – (76.8) – (76.8)
Profit for the year – – – – 100.3 – 100.3
Total comprehensive income for the year – – – – 23.5 – 23.5
Dividends paid – – – – (165.1) – (165.1)
Purchase of own shares (0.7) – – 0.7 (19.0) – (19.0)
Share-based payments charged to the income statement – – – – – 11.1 11.1
Share-based payments settled on vesting – – – – 8.6 (8.6) –
At 30 June 2023 16.0 369.6 43.8 3.4 277.5 24.1 734.4
(1) The Merger reserve was generated under Section 612 of the Companies Act 2006, as a result of the cash box structure used in the equity placing of new shares
issued during the year ended 30 June 2020.
(2) The Equity reserve is generated as a result of IFRS 2 ‘Share-based payments’.
188 Hays plc Annual Report & Accounts 2024
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1 Accounting policies
Basis of accounting
The Company Financial Statements have been prepared under the historical cost convention, in accordance with Financial Reporting
Standard 101 (FRS 101) ‘Reduced Disclosure Framework’ as issued by the Financial Reporting Council.
As permitted by Section 408 of the Companies Act 2006, the Company’s Income Statement has not been presented. The Company, as
permitted by FRS 101, has taken advantage of the disclosure exemptions available under that standard in relation to share-based
payments, financial instruments, certain disclosures regarding the Company’s capital, capital management, presentation of comparative
information in respect of certain assets, presentation of a cash flow statement, certain related party transactions and the effect of future
accounting standards not yet adopted. Where required, equivalent disclosures are provided in the Consolidated Financial Statements of
Hays plc.
New and amended accounting standards effective during the year
There have been no new or amended accounting standards or interpretations adopted during the year that have had a significant impact
on the Company Financial Statements.
The significant accounting policies and significant judgments and key estimates relevant to the Company are the same as those set out in
note 2 and note 3 to the Consolidated Financial Statements with the addition of the following accounting policies set out below.
Investment in subsidiary undertakings
Investments in subsidiary undertakings are held at cost less any provision for impairment. The subsidiary undertakings which the
Company held at 30 June 2024 are described in note 4 to the Company Financial Statements.
Guarantee arrangements
As a part of various intercompany arrangements, the Company has issued letters of support to various subsidiaries within the Group to
assist with their day-to-day operations. The Company doesn’t have any contractual obligations in respect of these letters of support.
Intercompany and other receivables
Intercompany and other receivables are initially measured at fair value. Subsequent to initial recognition these assets are measured at
amortised cost less any provision for impairment losses. The Company measures impairment losses using the expected credit loss model
in accordance with IFRS 9.
2 Employee information
There are no staff employed by the Company (2023: none), therefore no remuneration has been disclosed. Details of Directors’
emoluments and interests are included in the Remuneration Report on pages 120 to 144 of the Annual Report.
3 Profit for the year
Hays plc has not presented its own Income Statement and related notes as permitted by Section 408 of the Companies Act 2006. The
profit for the financial year in the Hays plc Company Financial Statements is £131.0 million (2023: profit of £100.3 million).
4 Investment in subsidiaries
(In £s million) 2024 2023
Cost
At 1 July 743.9 743.9
At 30 June 743.9 743.9
Investments in subsidiaries are stated at cost less any impairment in recoverable value. Management has carried out an assessment for
any indications of impairment in the investment carrying value as at 30 June 2024. No indicators were identified that would suggest an
impairment is required.
The subsidiary undertakings of the Company are listed in note 13 to the Company Financial Statements.
5 Trade and other receivables: non-current assets
(In £s million) 2024 2023
Prepayments 0.6 1.6
Amounts owed by subsidiary undertakings 70.6 66.3
Trade and other receivables: amounts falling due after more than one year 71.2 67.9
The Company charges interest on amounts owed by subsidiary undertakings at a rate of three-month SONIA plus 1%. The amounts owed
by subsidiary undertakings are unsecured.
NOTES TO THE HAYS PLC COMPANY
FINANCIAL STATEMENTS
189 Hays plc Annual Report & Accounts 2024
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Notes to the Hays plc Company Financial Statements continued
6 Deferred tax
(In £s million) 2024 2023
Deferred tax assets 0.3 1.3
Deferred tax liabilities – (2.6)
Net deferred tax 0.3 (1.3)
The reduction in the overall deferred tax balance is primarily explained by the decrease in the deferred tax liability driven by a decrease in
the retirement benefit surplus, partially offset by the derecognition of deferred tax asset in relation to tax losses, together with a reduction
in the deferred tax asset following a provision release.
7 Trade and other receivables: current assets
(In £s million) 2024 2023
Corporation tax debtor 1.9 1.2
Amounts owed by subsidiary undertakings 17.6 13.5
Prepayments 5.3 4.9
Trade and other receivables: amounts falling due within one year 24.8 19.6
The amounts owed by subsidiary undertakings relate to a corporation tax debtor which is expected to be settled via group relief from UK
subsidiary undertakings.
8 Trade and other payables
(In £s million) 2024 2023
Accruals 19.7 24.2
Amounts owed to subsidiary undertakings 79.3 94.0
Trade and other payables 99.0 118.2
Amounts owed to subsidiary undertakings are repayable on demand. The Company is charged interest on amounts owed to subsidiary
undertakings at a rate of three-month SONIA less 1%.
9 Retirement benefit surplus
(In £s million) 2024 2023
Net asset arising from defined benefit obligations 19.4 25.7
The details of these UK schemes, for which Hays plc is the sponsoring employer, are set out in note 23 to the Consolidated
Financial Statements.
10 Provisions
(In £s million) Total
At 1 July 2023 7.3
Charged to income statement 3.9
Credited to the income statement (5.3)
Utilised during the year (2.6)
At 30 June 2024 3.3
(In £s million) 2024 2023
Current 2.7 1.9
Non-current 0.6 5.4
Total provisions 3.3 7.3
Provisions comprise of potential exposures arising as a result of business operations. The timing of settlement depends on the
circumstances in each case and is uncertain.
190 Hays plc Annual Report & Accounts 2024
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11 Called up share capital
Called up, allotted and fully paid Ordinary shares of 1 pence each
Share capital
number
(thousand)
Share
capital
(£s million)
At 1 July 2023 1,600,433 16.0
At 30 June 2024 1,600,433 16.0
In accordance with the Companies Act 2006, the Company no longer has an authorised share capital. The Company is allowed to hold
10% of issued share capital in treasury.
As at 30 June 2024, the Company held 15.6 million (2023: 11.3 million) Hays plc shares in treasury. The shares held in treasury are used to
satisfy the exercises in relation to equity-settled share-based payment awards.
12 MERGER RESERVE
(In £s million) Total
At 1 July 2023 43.8
Interim dividend paid during the year (15.0)
At 30 June 2024 28.8
The interim dividend for the year ended 30 June 2024 of 95 pence, paid on 9 April 2024, was paid out of the merger reserve, which was
generated under Section 612 of the Companies Act 2006 as a result of the cash box structure used in the equity placing of new shares
issued during the year ended 30 June 2020.
191 Hays plc Annual Report & Accounts 2024
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Notes to the Hays plc Company Financial Statements continued
Registered Address and Country of Incorporation
Emposo Pty Limited Level 13, The Chifley Tower, 2 Chifley Square, Sydney, NSW 2000, Australia
Hays Specialist Recruitment (Australia) Pty Limited Level 13, The Chifley Tower, 2 Chifley Square, Sydney, NSW 2000, Australia
Hays Österreich GmbH Europaplatz 3/5, 1150 Wien, Austria
Hays Professional Solutions Österreich GmbH Europaplatz 3/5, 1150 Wien, Austria
Hays NV Brugsesteenweg 255, 8500 Kortrijk, Belgium
Hays Services NV Brugsesteenweg 255, 8500 Kortrijk, Belgium
Hays Alocação Profissional Ltda Avenida das Nações Unidas, nº 14.401 Torre Jequitibá, 17º andar, São Paulo,
Brazil – CEP 04794-000
Hays Recruitment and Selection Ltda Avenida das Nações Unidas, nº 14.401 Torre Jequitibá, 17º andar, São Paulo,
Brazil – CEP 04794-000
Hays Trabalho Temporário Ltda Avenida das Nações Unidas, nº 14.401 Torre Jequitibá, 17º andar, São Paulo,
Brazil – CEP 04794-000
Hays Specialist Recruitment (Canada) Inc. 8 King Street East, 20
th
Floor, Toronto, Ontario, M5C 1B5
Hays Especialistas En Reclutamiento Limitada Cerro El Plomo 5630, Of. 1701, Las Condes, P.O. 7560742, Santiago, Chile
Hays Specialist Recruitment (Shanghai) Co. Limited*
(90% owned)
Unit 0304, 19/F Shui On Plaza, 333 Huaihai Road, Lot No.7 Luwan District,
Shanghai 200020, CN, 0, China
Hays Colombia SAS AK 45 No. 108-27 Torre 2 Oficina 1105, Bogotá, Colombia
Hays Czech Republic s.r.o Olivova 4/2096, 110 00 Praha 1, Czech Republic
Hays Information Technology s.r.o Olivova 4/2096, 110 00 Praha 1, Czech Republic
Hays Specialist Recruitment (Denmark) A/S Kongens Nytorv 8, 1050 København K, Denmark
H101 Limited 4
th
Floor, 20 Triton Street, London, NW1 3BF, UK
Hays Commercial Services Limited (In Liquidation) 55 Baker Street, London, W1U 7EU, UK
Emposo Limited 4
th
Floor, 20 Triton Street, London, NW1 3BF, UK
Fairer Consulting Limited* (65% owned) 4
th
Floor, 20 Triton Street, London, NW1 3BF, UK
Hays Group Holdings Limited † 4
th
Floor, 20 Triton Street, London, NW1 3BF, UK
Hays Healthcare Limited 4
th
Floor, 20 Triton Street, London, NW1 3BF, UK
Hays Holdings Ltd † 4
th
Floor, 20 Triton Street, London, NW1 3BF, UK
Hays International Holdings Limited † 4
th
Floor, 20 Triton Street, London, NW1 3BF, UK
Hays Life Sciences Limited 4
th
Floor, 20 Triton Street, London, NW1 3BF, UK
Hays Nominees Limited 4
th
Floor, 20 Triton Street, London, NW1 3BF, UK
Hays Overseas Holdings Limited † 4
th
Floor, 20 Triton Street, London, NW1 3BF, UK
Hays Pension Trustee Limited † 4
th
Floor, 20 Triton Street, London, NW1 3BF, UK
Hays Recruitment Services Limited 4
th
Floor, 20 Triton Street, London, NW1 3BF, UK
Hays Social Care Limited 4
th
Floor, 20 Triton Street, London, NW1 3BF, UK
Hays Specialist Recruitment (Holdings) Limited † 4
th
Floor, 20 Triton Street, London, NW1 3BF, UK
Hays Specialist Recruitment Limited 4
th
Floor, 20 Triton Street, London, NW1 3BF, UK
Hays Stakeholder Life Assurance Trustee Limited † 4
th
Floor, 20 Triton Street, London, NW1 3BF, UK
James Harvard Limited 4
th
Floor, 20 Triton Street, London, NW1 3BF, UK
Krooter Limited 4
th
Floor, 20 Triton Street, London, NW1 3BF, UK
Oval (1620) Limited 4
th
Floor, 20 Triton Street, London, NW1 3BF, UK
Paperstream Limited 4
th
Floor, 20 Triton Street, London, NW1 3BF, UK
Recruitment Solutions Group Limited (IOM) First Names House, Victoria Road, Douglas, IM2 4DF, Isle of Man
Emposo SASU 149 boulevard Haussmann, 75008 Paris, France
Hays Consulting SASU 147 boulevard Haussmann, 75008 Paris, France
Hays Corporate SASU 147 boulevard Haussmann, 75008 Paris, France
13 Subsidiaries
192 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

Registered Address and Country of Incorporation
Hays Enterprise Solutions SASU 149 boulevard Haussmann, 75008 Paris, France
Hays Executive SASU 147 boulevard Haussmann, 75008 Paris, France
Hays France SASU 147 boulevard Haussmann, 75008 Paris, France
Hays Life Sciences Consulting SASU 147 boulevard Haussmann, 75008 Paris, France
Hays Media SASU 147 boulevard Haussmann, 75008 Paris, France
Hays Pharma SASU 147 boulevard Haussmann, 75008 Paris, France
Hays Portage 149 boulevard Haussmann, 75008 Paris, France
Hays SASU 147 boulevard Haussmann, 75008 Paris, France
Hays Services SASU 147 boulevard Haussmann, 75008 Paris, France
Emposo GmbH Glücksteinallee 67, 68163, Mannheim, Germany
Hays AG Glücksteinallee 67, 68163, Mannheim, Germany
Hays Beteiligungs GmbH & Co. KG Glücksteinallee 67, 68163, Mannheim, Germany
Hays Holding GmbH Glücksteinallee 67, 68163, Mannheim, Germany
Hays Professional Solutions GmbH Völklinger Straße 4, 40219 Düsseldorf, Germany
Hays Talent Solutions GmbH Völklinger Straße 4, 40219 Düsseldorf, Germany
Hays Verwaltungs GmbH Willy-Brandt-Platz 1-3, 68161 Mannheim, Germany
Hays Vorrat 01 GmbH Willy-Brandt-Platz 1-3, 68161 Mannheim, Germany
Hays Hong Kong Limited Unit 6604-07, 66/F, International Commerce Centre, 1 Austin Road West,
Kowloon, Hong Kong
Hays Specialist Recruitment Hong Kong Limited Unit 6604-07, 66/F, International Commerce Centre, 1 Austin Road West,
Kowloon, Hong Kong
Hays Hungary Kft 1054 Budapest, Akadémia utca 6., Hungary
Hays Professional Services Kft 1054 Budapest, Akadémia utca 6., Hungary
Hays Business Solutions Private Limited (Gurgaon) Buildings 9B, 11
th
Floor, DLF Cyber City, Gurgaon, Haryana-HR, 122002, India
Hays Specialist Recruitment Private Limited Office No. 2102, Space Inspire Hub, Adani Western Height, J.P. Road,
Four Bungalows, Andheri West, Mumbai, Maharashtra, 400053, India
Emposo (Ireland) Limited 26/27a Grafton St. Dublin 2, Ireland
Hays Business Services Ireland Limited 26/27a Grafton St, Dublin 2, Ireland
Hays Specialist Recruitment (Ireland) Limited 26/27a Grafton St, Dublin 2, Ireland
Hays Professional Services S.r.l Corso Italia 13, CAP 20122, Milano, Italy
Hays Solutions S.r.l Corso Italia 13, CAP 20122, Milano, Italy
Hays S.r.l Corso Italia 13, CAP 20122, Milano, Italy
Hays Resource Management Japan K.K. Izumi Garden Tower 38F 1-6-1 Roppongi, Minato-ku, Tokyo 106-6028, Japan
Hays Specialist Recruitment Japan K.K. Izumi Garden Tower 38F 1-6-1 Roppongi, Minato-ku, Tokyo 106-6028, Japan
Hays Finance (Jersey) Limited 44 Esplande, St Helier, Jersey JE4 9WG
Hays S.a.r.l 65 Avenue de la Gare – L 1611, Luxembourg
Hays Travail Temporaire Luxembourg 65 Avenue de la Gare – L 1611, Luxembourg
Agensi Pekerjaan Hays (Malaysia) Sdn. Bhd.*
(49% owned)
B4-3A-6, Solaris Dutamas, No 1, Jalan Dutamas 1, 50480 Kuala Lumpur,
Malaysia
Hays Solutions Sdn. Bhd. B4-3A-6, Solaris Dutamas, No 1, Jalan Dutamas 1, 50480 Kuala Lumpur,
Malaysia
Hays Specialist Recruitment Holdings Sdn. Bhd. B4-3A-6, Solaris Dutamas, No 1, Jalan Dutamas 1, 50480 Kuala Lumpur,
Malaysia
Hays Flex. S.A. de C.V. Avenida Paseo de las Palmas No. 405, esquina con Sierra Mojada, Colonia
Lomas de Chapultepec, C.P. 11000, México, D.F.
193 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

Registered Address and Country of Incorporation
Hays Servicios S.A. de C.V. Avenida Paseo de las Palmas No. 405, esquina con Sierra Mojada, Colonia
Lomas de Chapultepec, C.P. 11000, México, D.F.
Hays, S.A. de C.V. Avenida Paseo de las Palmas No. 405, esquina con Sierra Mojada, Colonia
Lomas de Chapultepec, C.P. 11000, México, D.F.
Hays Maroc Casablanca 20180, Anfa Place, Tour Ouest, Niveau 1, Boulevard de la
corniche – Ain Diab (Maroc), Morocco
Hays B.V. Ellen Pankhurststraat 1G, NL-5032 MD, Tilburg, Netherlands
Hays Holdings B.V. Ellen Pankhurststraat 1G, NL-5032 MD, Tilburg, Netherlands
Hays Services B.V. Ellen Pankhurststraat 1G, NL-5032 MD, Tilburg, Netherlands
Hays Temp B.V. Ellen Pankhurststraat 1G, NL-5032 MD, Tilburg, Netherlands
Hays Specialist Recruitment (NZ) Limited Level 36, ANZ Tower, 23 Albert Street, Auckland, 1010, New Zealand
Hays Document Management (Private) Limited
(in liquidation)
6
th
Floor, AWT Plaza, I.I Chundrigar Road, Karachi, Pakistan
Hays Outsourcing Sp. z.o.o. ul. Marszałkowska 126/134, 00-008 Warszawa, Poland
Hays Poland Sp. z.o.o. ul. Marszałkowska 126/134, 00-008 Warszawa, Poland
Hays Poland Centre of Excellence sp. z.o.o. ul. Marszałkowska 126/134, 00-008 Warszawa, Poland
Hays Business Services Portugal Unipessoal LDA Avenida da Republica, no 18 – 2º andar, Lisbon, Portugal
HaysP Recrutamento Seleccao e Empresa de Trabalho
Temporario Unipessoal LDA
Avenida da Republica, no 9 – 1 andar, fraccao 4, Lisbon, Portugal
Hays Specialist Recruitment Romania SRL Premium Plaza 63-69 Dr. Iacob Felix Street, 7
th
floor, Bucharest 011033
Romania
Hays Professional Services SRL Premium Plaza 63-69 Dr. Iacob Felix Street, 7
th
floor, Bucharest 011033
Romania
Emposo Romania SRL 1B Sergent Ghercu Constantin Street, the Bridge – Phase III, Building C, 6
th
Floor, 6
th
District, Romania
Hays Management Company Building 7534, King Abdul Aziz Street, Al Ghadeer Dist. Postal Code: 13311,
Riyadh, Kingdom of Saudi Arabia
Hays Specialist Recruitment P.T.E Limited 80 Raffles Place, #27-20 UOB Plaza 2, Singapore
Hays Solutions Pte Ltd 80 Raffles Place, #27-20 UOB Plaza 2, Singapore
Hays Business Services S.L. Paseo de la Castellana 81, 28046 Madrid, Spain
Hays Personnel Espana Empresa de Trabajo Temporal S.L. Paseo de la Castellana 81, 28046 Madrid, Spain
Hays Personnel Services Espana S.L. Paseo de la Castellana 81, 28046 Madrid, Spain
Hays Talent Solutions Espana S.L. Madrid, C/Zurbano nº 23, 1º Dcha (C.P. 28010)
Hays AB Bryggargatan 4, 11121 Stockholm, Sweden
Hays (Schweiz) AG Beethovenstrasse 19 8002 Zürich, Switzerland
Hays Talent Solutions (Schweiz) GmbH Beethovenstrasse 19 8002 Zürich, Switzerland
Hays Holdings (Thailand) Ltd * (49% owned) No. 8 T-One Building, 22
nd
Floor, Unit 2202, Soi Sukhumvit 40, Sukhumvit
Road, Phra Khanong Sub-district, Klong Toei District, Bangkok, Thailand
Hays Recruitment (Thailand) Ltd * (74% owned) No. 8 T-One Building, 22
nd
Floor, Unit 2202, Soi Sukhumvit 40, Sukhumvit
Road, Phra Khanong Sub-district, Klong Toei District, Bangkok, Thailand
Hays FZ-LLC Al Thuraya Tower 1, Office 2003, Dubai Media City Dubai 500340, UAE
3 Story Software LLC c/o C T Corporation System, 67 Burnside Avenue, East Hartford,
CT 06108, USA
Hays Holding Corporation c/o National Registered Agents, Inc. 1209 Orange Street, Wilmington,
DE 19801, USA
Hays Specialist Recruitment LLC c/o National Registered Agents, Inc. 1209 Orange Street, Wilmington,
DE 19801, USA
13 Subsidiaries continued
Notes to the Hays plc Company Financial Statements continued
194 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

Registered Address and Country of Incorporation
Hays Talent Solutions LLC c/o National Registered Agents, Inc. 1209 Orange Street, Wilmington,
DE 19801, USA
Hays U.S. Corporation c/o NRAI Services, Inc. 1200 South Pine Island Road,
Plantation FL 33324 USA
Hays Holdings U.S. Inc. c/o NRAI Services, Inc. 1200 South Pine Island Road,
Plantation FL 33324 USA
As at 30 June 2024, Hays plc and/or a subsidiary or subsidiaries in aggregate owned 100% of each class of the issued shares of each of
these companies with the exception of companies marked with an asterisk (*) in which case each class of issued shares held was
as stated.
Shares in companies marked with a (†) were owned directly by Hays plc. All other companies were owned by a subsidiary or subsidiaries
of Hays plc.
14 Other related party transactions
Hays plc has taken advantage of the exemption granted under paragraph 8(k) of FRS 101 not to disclose transactions with fellow wholly
owned subsidiaries. Transactions entered into and trading balances outstanding that were owed to Hays plc at 30 June 2024 with other
related parties were £5.6 million (2023: £4.1 million).
195 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

SHAREHOLDER
INFORMATION
Dividends
An interim dividend of 0.95 pence (2023: 0.95 pence) per Ordinary
share was paid to shareholders on 9 April 2024. The Board
recommends the payment of a final dividend of 2.05 pence
(2023: 2.05 pence) per Ordinary share. These dividends payments
will represent a total dividend of 3.00 pence per Ordinary share for
the financial year ended 30 June 2024. Subject to the shareholders
of the Company approving this recommendation at the 2024 AGM,
the final dividend will be paid, in aggregate, on 25 November 2024
to those shareholders appearing on the register of members as at
18 October 2024. The ex-dividend date is 17 October 2024.
Dividend reinvestment plan (DRIP)
Shareholders can choose to reinvest dividends received to
purchase further shares in the Company. The purchases are made
on, or as soon as reasonably practicable after, the dividend
payment date, at the market price(s) available at the time. Any
surplus cash dividend remaining is carried forward and added to
your next dividend payment.
Major shareholders
As at 30 June 2024, the following shareholders held an interest of
3% or more of the Company’s issued share capital:
% of issued share
capital
Silchester International 17.59%
Blackrock, Inc 7.80%
GLG Partners LP* 7.02%
Columbia Threadneedle 6.55%
Jupiter 5.68%
Evenlode 4.45%
Vanguard 3.76%
HeronBridge 3.51%
Fidelity 3.28%
*on 20 August 2024, in accordance with DTR 5.1.2R, GLG Partners
LP disclosed a change in notifiable interest to 6.55%
Share price
Shareholders can find share price information on our website and
in most national newspapers. For a real-time buying or selling price,
you should contact a stockbroker.
Shareholder contact
The Company’s registrar is Equiniti (‘EQ’). EQ’s main responsibilities
include maintaining the shareholder register and making dividend
payments. If you have any queries relating to your Hays plc
shareholding, you should contact EQ. The contact details are:
Equiniti Limited
Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA
www.shareview.co.uk
Telephone: 0371 384 2843(1)
International: +44 (0) 121 415 7047
Textphone: 0371 384 2255
Electronic communications
By registering to receive shareholder documentation from Hays plc
electronically, shareholders can benefit from being able to:
• view the Annual Report and Accounts on the day it is published;
• receive an email alert when shareholder documents are
available;
• manage their shareholding quickly and securely online, through
Shareview.
Electronic communications also enable us to reduce our impact on
the environment and benefit from savings associated with reduced
printing and mailing costs.
For further information and to register for electronic shareholder
communications visit www.shareview.co.uk and register for an
online portfolio account enabling you to:
• monitor all your shareholdings;
• manage your personal details;
• buy and sell shares;
• vote at Company meetings; and
• view tax vouchers online.
ID fraud and unsolicited mail
Share-related fraud and identity theft affects shareholders of many
companies and we urge you to be vigilant. If you receive any
unsolicited mail offering advice, you should inform EQ (Equiniti), the
Company’s registrar, immediately.
As the Company’s share register is, by law, open to public
inspection, shareholders may receive unsolicited mail from
organisations that use it as a mailing list. To reduce the amount of
unsolicited mail you receive, contact the Mailing Preference
Service, FREEPOST 29 LON20771, London W1E 0ZT. Telephone:
0345 0700 705. Website: www.mpsonline.org.uk
ShareGift
ShareGift is a charity share donation scheme for shareholders and
is administered by the Orr Mackintosh Foundation. It is especially
useful for those shareholders who wish to dispose of a small
number of shares whose value makes it uneconomical to sell on a
normal commission basis. Further information can be obtained
from www.sharegift.org or from EQ.
Website
The Company has a corporate website at haysplc.com, which
holds, amongst other information, a copy of our latest Annual
Report & Financial Statements and copies of all announcements
made over the last 12 months.
Registered office
4
th
Floor
20 Triton Street
London
NW1 3BF
Registered in England & Wales no. 2150950
Telephone: +44 (0) 20 3978 2520
Company Secretary
Doug Evans
Email: cosec@hays.com
Investor Relations contact
David Phillips, Head of Investor Relations
Email: ir@hays.com
196 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

Our award-winning investor site gives you fast, direct access to a
wide range of Company information.
Visit haysplc.com/investors
Our investor site includes
• Investment case
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• Annual Reports archive
HAYS
ONLINE
FINANCIAL
CALENDAR
2024
11 October
Trading update for the quarter ending 30 September 2024
20 November
Annual General Meeting
2025
16 January
Trading update for the quarter ending 31 December 2024
20 February
Half-year results for the six months ending 31 December 2024
-win ing invest 
a wide r n e of
s lc.c m/ est r
n ase
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v o
a e his o ca
endar
ve n
ma s
ews
e info mati n
er
s onse sus
por s ar ive
Follow us on social
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197 Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

GLOSSARY
Term Definition
Contractor Freelance worker who is paid to work on a specific project or task. Typically works on a project basis for a
fixed period of time, usually around 6-12 months
Conversion rate Proportion of our net fees which is converted into operating profit
Enterprise client Clients whom we bill a significant amount each year, typically >£100K in fees. Within this, direct outsourcing
fees in Enterprise clients (formerly Hays Talent Solutions) include our MSP and RPO contracts
Flex/Flexible worker Encompasses both Temp and Contractor workers
Free cash flow Cash generated by operations less tax paid and net interest paid
HR services Broader suite of people-related capabilities which support clients’ and candidates’ wider needs beyond
recruitment. For example, consultancy, onboarding, upskilling and reskilling
International Relating to our non-UK&I business
Job churn Confidence among businesses to hire skilled people, aligned to candidate confidence to move jobs
Like-for-like Year-on-year organic growth of net fees or profits of Hays’ continuing operations, at constant currency
Managed Service
Programmes (MSP)
The transfer of all or part of the management of a client’s Temp staffing hiring activities on an ongoing basis
to a recruitment company
Megatrend Powerful macro industry theme which we regard as shaping recruitment markets and driving net fee growth
Net fees As defined in note 2 (e) to the Consolidated Financial Statements
Perm Candidate placed with a client in a permanent role
Perm gross margin Our percentage placement fee, usually based on the Perm candidate’s base salary
Profit drop-through The additional like-for-like profit which flows to our bottom line from incremental like-for-like net fees in a
particular period. Expressed as a percentage
Project Services The process by which a specific task, or set of tasks, is initiated, planned, controlled and executed for a
client, including recruiting and managing the personnel to complete the project, which meets specific
success criteria
Recruitment Process
Outsourcing (RPO) contracts
The transfer of all or part of a client’s Perm recruitment processes on an ongoing basis to a recruitment
company
Reporting period Our internal Group reporting cycle comprises some countries which report using 12 calendar months, and
some which report using 13 four-week periods. The Group’s annual cost base equates to c.12.5x our cost
base per period. This is consistent with prior years
Specialism 21 broad areas, usually grouped by industry, in which we are experts, e.g. Technology, Construction &
Property, Accountancy & Finance, and Life Sciences
Talent pools Collective term for active candidate databases
Temp Worker engaged on a short-term basis to fill a skills gap for a pre-agreed period of time
Turnover As defined in note 2d to the Consolidated Financial Statements
Underlying Temp gross
margin
Temp net fees divided by Temp gross revenue. Relates solely to Temp placements where we generate net
fees, and specifically excludes: transactions where we act as agent for workers supplied by third-party
agencies; and arrangements relating to major payrolling services. Usually expressed as a percentage
198
Hays plc Annual Report & Accounts 2024
Strategic Report Governance Financial Statements Shareholder Information

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