Keller Ground Engineering India Pvt. Ltd.

Building the
foundations for a
sustainable future
Annual Report and Accounts 2023
Building the foundations
for a sustainable future
Keller is the world’s largest geotechnical

specialist contractor; we prepare ground for
construction and excel in tackling geotechnical
challenges across the globe. We are equipped
to respond swiftly to projects of any scale,
delivering innovative, sustainable solutions.
The Keller model empowers us to deliver
on our purpose by building the foundations
for a sustainable future.
Find out how we do this
Specialist Resilient
Driven by our purpose, vision and values, Our unparalleled global strength and
we are a specialist contractor dedicated local focus, commitment to safety
to designing and delivering sustainable and sustainability, and a systematic
geotechnical solutions with an industry- approach to value creation set us apart in
leading portfolio of techniques. providing optimal geotechnical solutions
worldwide.
Read more on Read more on
page 02 page 04
Differentiated Delivering
We leverage our global workforce, Creating long-term sustainable value,
extensive network of branches, leading we offer cost-effective geotechnical
technology and strong financial solutions for customers, prioritise
foundation to provide geotechnical employee wellbeing, provide stable
solutions across diverse market returns for shareholders, and actively
sectors, ensuring long-term value for contribute to local communities.
stakeholders.
Read more on Read more on
page 06 page 08
01
Highlights
Strategic report
Strategic report
Revenue Underlying operating profit1
01 Highlights
02 The Keller model
02 Who we are £2,966.0m +1% £180.9m +67%
03 What we do
04 How we do it 2023 £2,966.0m 2023 £180.9m
06 Competitive strengths
2022 £2,944.6m 2022 £108.6m
08 The value we create
10 Chairman’s statement
14 Our market
16 Chief Executive Officer ’s statement Underlying operating Diluted underlying
20 Our strategy margin1 earnings per share1
22 Divisional reviews
24 North America
26 Europe 6.1% +240bps 153.9p +53%
28 Asia-Pacific, Middle East
and Africa (AMEA) 2023 6.1% 2023 153.9p
30 Chief Financial Officer’s review 2022 3.7% 2022 100.7p
36 Principal risks and uncertainties
48 Task Force on Climate-related
Financial Disclosures
59 ESG and sustainability Statutory operating profit Statutory profit after tax
82 Non-financial and sustainability
84
information statement
GRI Index £153.1m +126% £89.8m +100%
Governance 2023 £153.1m 2023 £89.8m
86 Chairman’s introduction
88 Board of Directors 2022 £67.8m 2022 £45.0m
90 Executive Committee
92 Board leadership
94 Section 172 statement
97 Governance framework
Net debt2 Dividend
100
101
Division of responsibilities
Board composition, succession
and evaluation
£146.2m -33% 45.2p +20%
105 Sustainability Committee report 2023 £146.2m 2023 45.2p
109 Nomination and Governance
Committee report 2022 £218.8m 2022 37.7p
111 A conversation with Annette Kelleher
112 Audit and Risk Committee report
120 Annual statement from the Chair
of the Remuneration Committee Order book Underlying ROCE
£1.5bn 22.8%
122 Remuneration in context
124
126
Remuneration at a glance
Remuneration Policy report
+6% +53%
135 Annual remuneration report
2023 £1.5bn 2023 22.8%
143 Directors’ report
146 Statement of Directors’ responsibilities 2022 £1.4bn 2022 14.9%
Financial statements
148 Independent auditor’s report
159 Consolidated income statement Free cash flow Net debt/Underlying EBITDA1
£103.2m 0.6x
160 Consolidated statement of
161
comprehensive income
Consolidated balance sheet
+405% -50%
162 Consolidated statement of
changes in equity 2023 £103.2m 2023 0.6x
163 Consolidated cash flow statement £(33.8)m 2022 2022 1.2x
164 Notes to the consolidated
financial statements
206 Company balance sheet
207 Company statement of
changes in equity 1 Adjusted performance measure defined on page 215.
208 Notes to the company 2 Net debt is on a covenant basis. Reconciliation to statutory numbers is set out in the adjusted performance measures section on
financial statements page 212.
Other information
215 Adjusted performance measures
218 Financial record For further information visit us online:
219 Contacts Navigating this Annual Report
220 Cautionary statement keller.com/investors Return to previous view
Previous page
Contents Next page

02 Keller Group plc Annual Report and Accounts 2023
The Keller model

Who we are
At its simplest, we get ground ready Our purpose
to build on, providing solutions to
geotechnical challenges across the Building the foundations
entire construction sector. We have for a sustainable future.
the people, expertise, experience and
financial stability to respond quickly Our vision
and see projects through safely and
successfully. To be the leading provider of
specialist geotechnical solutions.
Our strategy
To be the preferred international geotechnical
specialist contractor focused on sustainable
markets and attractive projects generating
sustained value for our stakeholders.
Our local businesses will • A balanced portfolio
leverage the Group’s scale • Engineered solutions
and expertise to deliver • Operational excellence
engineered solutions and
• Expertise and scale
operational excellence, driving
market share leadership in our
selected segments.
For more information see pages 20 and 21
Our values
Our values are what we have judged as most
important to how we work with colleagues
and customers across the globe.
Specialist
Integrity Excellence
We always behave with In all we do we target
integrity towards our excellence; whether it’s
customers, colleagues geotechnical engineering,
and the communities project management,
within which we work. safety or people
development, we strive
Collaboration to deliver to the highest
standards.
Our teams collaborate
across borders and
disciplines to bring our
customers the best of
Keller and to build a stronger
business for the future.

Keller Group plc Annual Report and Accounts 2023 03
Strategic report
What we do
Specialist contractor
We design and deliver geotechnical solutions for all types of
structures that reduce material usage, carbon, cost and time.
Contracts executed per year
5,500
Design and build
Deep foundations Grouting Earth retention Ground improvement

40%
Engineers
1,600
Rigs
Marine Instrumentation Post-tension systems Industrial services

1,200
and monitoring
What we do in the project lifecycle

We are involved at the beginning of the
construction cycle.
We work with designers and we are contracted
to deliver groundworks.
We are one of the first contractors on site.
We leave site once groundworks are complete.
Client
Designer
General contractor
Enabling Ground Sub contractor

works works Above ground Fit out

Supply network
The Keller model

How we do it
Our business is resilient We are diversified
• Operating globally in different sectors By geography:
with a diverse product mix gives us
resiliency through national cyclicality. North Percentage
of revenue
• Balanced exposure to our chosen markets. America
• We operate in markets with relatively 60%
low geopolitical risk.
Established
1860
Europe
23%
AMEA
17%
By market sector:
0 20 40 60 80 100
Infrastructure/public buildings Residential

Power/industrial Office/commercial
By product:
0 20 40 60 80 100
Resilient
Deep foundations Specialty grouting

Ground improvement Earth retention
Post-tensioning Marine
Industrial services Instrumentation and monitoring
By contract value:
0 20 40 60 80 100
Below £250k £250k to £1m £1m to £5m Above £5m
By the number of contracts (by value):
0 20 40 60 80 100
Below £250k £250k to £1m £1m to £5m Above £5m

Strategic report
Our key resources and relationships
What we need to make our business model work
Our people and specialist skills Our equipment and technology Our financial strength
Our track record of successful projects is only We have a market-leading portfolio of Our strong balance sheet and cash
possible because of the passion, commitment products and services backed with full generation allow us to maintain key
and enthusiasm of the 9,500 people who work Computer Aided Design (CAD) and Building resources through the market cycle,
for Keller worldwide. With extensive product Information Modelling (BIM) capability. We reinvest for growth and maintain
knowledge and a deep understanding of have a fleet comprising more than 1,200 shareholder distributions.
their local markets, customers and ground rigs and cranes and the flexibility to move
conditions, our teams are empowered to equipment between markets to match local
make decisions ‘close to the ground’. This demand. We also manufacture and service
is a significant motivator which enables us our own specialist equipment, which provides
to attract and retain some of the industry’s us with a competitive advantage in particular
best talent. Once people choose to join us, product streams.
they generally choose to stay, many for their
entire career.
People Rigs Underlying operating
9,500 1,200
profit growth
67%
Engineers Revenue generated from Operating cash conversion1
1,600 93%
equipment manufactured in-house
Employee satisfaction
16% Net debt/EBITDA Leverage2
84% 0.6x
Total dividend payment
£27.7m
Our customers Our market focus
Our network of branches ensures that we build Targeting profitable markets that value
strong, local relationships with our customers geotechnical solutions generates long-term
that give us insight into market developments value for our stakeholders.
and help us stay responsive and competitive. 1 10-year underlying cash conversion rate
We aim to engage from the earliest stage 2 On an IAS 17 covenant basis.
of a project so we can apply our engineering Market share
16%
expertise to drive for high-value solutions that
reduce the cost for clients, whilst improving our
own profitability.
Business units
17
Branches
160
For more information see
pages 159 to 215
The Keller model

Competitive strengths
We bring the best of What differentiates us?
Keller to create value
across the project
lifecycle. Local focus
Our unrivalled branch network and knowledge
of local markets and ground conditions means
we’re ideally placed to understand and respond to
a particular local engineering challenge.
Differentiated
How we create
and capture Opportunity
management
value • Our local businesses close
to their markets and with
enduring customer
relationships identify
demand.
• A global network supports
cross-border collaboration
on opportunities
(especially important
for major projects).
Strategic report
Global strength Safety and sustainability
Our global knowledge base This improves results for Our experience of project We are committed to better
allows us to tap into a wealth of customers and profitability contracting built over many understand our contribution to
experience, and the brightest for Keller. decades, combined with our sustainable development and
minds in the industry, to find Group scale, makes us a trusted work collaboratively with our
the optimum solution, often and reliable partner. customers and stakeholders to
combining multiple products. reduce potential impacts.
We have a proven track record
of one of the lowest accident
frequency rates in our industry.
Best solutions Assets and specialist skills

Through knowledge transfer, We take a leadership role in the We invest in our equipment and Our people and assets are mobile
development of existing and geotechnical industry with many people to ensure that we have which means that we can bring
acquisition of new techniques, of our team playing key roles the capability to respond to all together people and equipment
innovation and digitisation, our in professional associations client needs. Our engineering from all parts of Keller to be a
engineers have access to the and industry activities around skills and experience combined single provider of solutions for
widest range of solutions to solve the world. with our equipment fleet enables all groundwork challenges.
challenges across the entire us to offer and deliver value
construction sector. engineered solutions to our
clients for all projects regardless
of complexity.
Proposal preparation Contract agreement Project execution Feedback & learning

• Design engineers and cost • Commercial teams trained • Product-specific • Project leadership
estimators with local ground in relevant local laws set-up operations teams. Often secures client sign-off
knowledge and capacity contracts. using specialist equipment, and payment.
create optimum solutions. deliver efficiently and • Lessons learnt are retained
• A significant portion of effectively (to quality and and transferred to the rest
work is won based on design schedule) and respond to of the Group.
and build tenders. any issues that arise.
• Supported by a global
network who assist with
solution development.
The Keller model

The value we create
We are delivering on our
strategy to create long-term
sustainable value for all of
our stakeholders.
For our
Customers
For our
Employees
Delivering long-term
sustainable value
Delivering
For our
Communities
For our
Shareholders
Strategic report
We continuously engage and build Contracts
5,500
our relationships with customers
• A ‘one-stop shop’ for cost-effective
geotechnical solutions reducing the interface
risk for clients of dealing with multiple suppliers.
• In-depth knowledge of local markets and
ground conditions combined with a wealth of
experience through our global knowledge base.
• Leading health, safety and environmental
performance.
Our people are our most valuable Employee satisfaction*
84%
asset and are critical to our success
• Commitment to provide a safe workplace
and promote mental health and wellbeing.
• A diverse, inclusive environment in which
employees can thrive regardless of
background, identity and circumstances.
• Stable employment with opportunities to
develop and progress, including internationally.
For more information see pages 69 to 78
Our people come from the CDP score
B
communities in which we work
• Local employment opportunities, directly
and indirectly.
• A focus on the United Nations
Sustainable Development Goals where Taking co-ordinated action
we can have the greatest impact. on climate issues
• A commitment to reducing the carbon intensity
of our work and increasing the quality and
granularity of our carbon reporting.
• Participation in many community and charitable
events locally. For more information see pages 62 to 68
Delivering for our stakeholders Total shareholder return
16.0%
drives our ongoing success, enabling
us to deliver for all stakeholders in
the long term
• Stable business with a robust balance sheet.
• Inherently strong cash flow characteristics.
• A quality lender base and substantial facilities.
• A 30-year history of uninterrupted dividends.
• Continued growth opportunities.
For more information see pages 159 to 215
* Based on the results of employee engagement surveys undertaken in five business units.
Chairman’s statement
The efforts of our people

around the world are
the foundation of our
success, and for that, we
are profoundly thankful.
Peter Hill CBE

Chairman
We have recorded
unprecedented profits,
marking a significant
milestone in our journey.”
Strategic report
Keller has had a truly excellent year, delivering
a record performance in terms of revenue and
underlying profit, return on capital is the highest Section 172 statement
it’s been in 15 years, along with high levels of cash
generation driving a strong, resilient balance and Code compliance
sheet, all in a year of continued geopolitical and
economic uncertainty. The Directors have acted to promote the In addition, the Board and the company
success of the company for the benefit fully applied the principles and complied
The underlying operating profit achieved of shareholders, whilst having regard to with the provisions of the UK Corporate
this year surpassed all previous records by a the matters listed in section 172 of the Governance Code.
substantial margin, and was c. 80% higher than Companies Act 2006 during 2023.
the average for the last five years; underlying
operating profit margin was over 6% for the first
For more information on how we deliver for our stakeholders see pages 8 and 9.
time in eight years, furthermore, our return on Our compliance statements can be found on pages 86 and 94.
capital employed reached 23% and stands as the
highest in our company’s history. These results
have lifted Keller to a new level and provide a
new foundation for the Group to progress in Keller continued to make good strategic Our diversity, equity and inclusion (DEI)
the future. progress during the year in implementing the commitments bring together what we are doing
Group’s strategy of more sharply focusing across Keller to build a more inclusive workplace.
The Group benefits from strong customer Keller’s geographic footprint to drive a more While gender equality and empowerment
demand across a cyclical construction industry. profitable, resilient and higher quality portfolio remains a priority, we recognise and embrace the
Our ability to manage the cycle is enabled by our of businesses. The Group continues to refine broadest definitions of diversity. This is important
geographic footprint, selective market sectors and restructure as well as withdraw from several because our employees represent the broadest
and the widest customer product offering in the geographic markets where we are unable to range of backgrounds, cultures, experiences
industry. These important characteristics mean provide sustainable returns. and insights. We believe this is fundamental to
that, as an organisation, we are able to withstand the successful delivery of our business strategy
challenging conditions in certain markets at any Our markets benefit from underlying demand and to best serve our customers around the
given time. The Group’s excellent performance for construction and, notwithstanding some globe. You can learn more about our Inclusion
overall in the year is a clear reflection of this and specific short-term market conditions, we Commitments and the progress we made in
was achieved despite challenges in some of continue to see good levels of work in our robust 2023 on page 70.
our businesses. order book and are confident that the medium-
term to long-term fundamentals of our business Everything we achieve as a business is through
Our biggest contributor and main growth driver, remain highly attractive. our people. Their safety, health and wellbeing
the North America division, saw underlying is at the heart of everything we do. At Keller we
operating profit more than double in the view safety as our bedrock, something on which
year, reflecting a material and sustainable
Sustainability and ESG
we do not compromise. We have made good
improvement in operational performance in the (Environmental, Social progress in improving the scores in our leading
core foundations business, as well as better than and Governance) indicators, targeting continuous improvement
expected resilient pricing in the high-rise sector I am the Director responsible for ESG on in our Accident Frequency Rate (AFR) and Total
at Suncoast, together with the contribution from the Board and I believe strongly in Keller’s Recordable Incident Rate (TRIR). In 2023, AFR
three large projects in the foundations business. commitment to the best achievable standards remained at 0.10, and TRIR improved to 0.60.
Whilst the latter two drivers made a material covering sustainability and ESG and I have a Despite achieving industry-leading figures in
contribution to performance in the year, they strong desire to make a positive change. this area, we recognise the need to continually
are not expected to repeat at these levels and improve and we will not be satisfied until we
these gains were partially offset by losses from Climate change is the defining issue of our time eradicate harm in the workplace.
legacy contracts, legal claims and a reduced and against this backdrop both Keller and the
performance in Canada. wider construction industry must make strides Our business can only be resilient and
on the journey to net zero. As the world’s largest achieve sustainable success if built on strong
We saw a disappointing performance in Europe, geotechnical specialist contractor, we have foundations of health and wellbeing. During 2023
driven by a challenging market backdrop and the responsibility and opportunity to make a we have continued our focus on all aspects of
some difficult projects in the Nordic region difference to our customers and society and to our people’s health and wellbeing. You can learn
and actions have been taken to improve the help drive a low carbon future. We are committed more about Our Foundations of Wellbeing on
business’s performance. The performance in to reducing the carbon intensity of our work and page 75.
AMEA (Asia, Middle East and Africa) was mixed, have set out clear targets and action plans for
with excellent results from Keller Australia our journey to net zero. We have met our short- I would like to thank and pay tribute to Keller’s
partially offset by material losses in the first half term carbon targets and are well on track to people around the globe, often operating under
at Austral on legacy contracts. achieve our longer-term net zero commitments. difficult conditions. Their commitment to safety,
You can learn more about our journey to net zero innovation, quality, sustainability and to the
from page 59 onwards. protection of the environment was a result of
their collective efforts and has allowed Keller to
uphold the highest standards in the industry. On
Keller has a notable 30-year history of a maintained behalf of the Board, I thank them all.
or growing dividend with a CAGR of just under

9% since flotation in 1994, and is only one of a few
FTSE listed companies to have consistently paid
a dividend over such a period.”
Chairman’s statement continued
In recognition of the excellent performance in the

year and Keller’s future prospects, the Board is
recommending a rebasing of the dividend with an
increase in the total dividend for 2023 of 20%.”
Board composition and In recognition of the excellent performance

development in the year and Keller’s future prospects, the
Board is recommending a rebasing of the
The Board welcomed Annette Kelleher as a dividend with an increase in the total dividend
Non-executive Director and Chair Designate for 2023 of 20%. This follows the 5% increase
of the Remuneration Committee, joining on in the interim dividend and would bring the
1 December 2023. Annette brings a diversity total amount of dividends for the year to 45.2p
of experience and a fresh perspective, and is (2022: 37.7p). If approved, the proposed 2023
already making a valuable contribution. Annette’s final dividend of 31.3p (2022: 24.5p) will be
biography is set out on page 89 as well as a paid on 28 June 2024 to shareholders on the
conversation with Annette on page 111. register as at the close of business on 31 May
2024. Following this rebasing, it is expected that
Eva Lindqvist has announced her intention to
there will be a resumption of more typical levels
retire from the Board and will stand down at the
of dividend growth thereafter. with the overall
end of this year’s Annual General Meeting, having
objective of maintaining a progressive dividend
served seven years as an independent Non-
over the cycle.
executive Director and five years as the Chair of
the Remuneration Committee. Eva leaves the
Board with our thanks and very best wishes. Outlook
While the uncertain macroenvironment is
We review the Board’s composition regularly and
set to continue in 2024, the Board remains
are committed to ensuring we have the best
confident that Keller’s business model and risk
balance of skills and experience within the Board.
management approach will ensure we remain
We have made meaningful progress in achieving
highly resilient. Our strategy will support us
diversity, with 50% female Board members at
in delivering future underlying growth, as we
year end (2022: 50%). We recognise that there is
continue to improve on project execution for
more to do in the Executive leadership team and
our customers by way of our technical expertise
below. Further information on the Board and the
and secure new customers through our diverse
Executive leadership team can be found from
product offering across varied market sectors
pages 86 onwards.
and into a focused geographic footprint.
Growing the dividend

Keller has a notable 30-year history of a
maintained or growing dividend with a CAGR
of just under 9% since flotation in 1994, and is
only one of a few FTSE listed companies to have
consistently paid a dividend over such a period. Peter Hill CBE
The Group has a dividend policy to pay a dividend Chairman
that is sustainable and grows over time which Approved by the Board of Directors
we have managed to do through both the global and authorised for issue on 4 March 2024.
financial crisis and the COVID-19 pandemic.
Strategic report
Electric rigs show glimpse of a greener future
At Keller, we’re committed to Partnering with leading
reducing our carbon emissions as manufacturers
part of our wider efforts to build a As well as developing our own rigs, we’ve also Although the industry
more sustainable future. used some of the latest third-party electrical
equipment available, such as Liebherr’s LB 30 is still some years
For decarbonising our equipment, this means and LRH 200 ‘unplugged’ deep-foundation
improving efficiency, using alternative fuels machines – both of which can be connected to
away from a market
and, when rigs come to the end of their life, a conventional electric supply or powered by where electric rigs
exploring alternatively powered equipment. battery. The LB 30 was successfully used by
Keller on a secant pile project in Norway in late are the norm, Keller is
Although the industry is still some years away
from a market where electric rigs are the norm,
2023, while the LRH 200 was impressive on a
site in Sweden.
committed to steering
Keller is committed to steering the sector the sector towards
towards greener technology. “While the industry moves towards more
electric vehicles, we believe that a solely greener technology.”
In 2023, KGS – Keller’s in-house equipment electric option won’t necessarily be the only
manufacturer – launched the KB0-E drilling rig solution,” Marcel adds. “For example, we’re now Marcel Riedl
with an electrical drive. looking to develop hybrid machines that have Operations (Equipment) Director
the flexibility to run on battery, but which can
“We’ve had electrically driven rigs for the past also run on fuel cell, hydrogen or diesel fuelled
30 years, but these have been smaller drilling with hydro-treated vegetable oil (HVO). We’re
machines with a niche market,” explains Marcel exploring all options to reduce our footprint,
Riedl, Operations (Equipment) Director. “The meet our targets and help shape the market.”
KB0-E is a new-generation, small-diameter
rig that’s as powerful as its traditional diesel
counterpart and can match it for performance.”
The KB0-E has been trialled on a handful of

projects in Austria, receiving positive feedback
from our site teams. Electric rigs not only
produce zero tailpipe emissions, but they’re
also quiet, have lower running costs, can
run in low-emission zones and require less
maintenance.
Our market
Our purpose is to build Favourable

the foundations for a market trends
sustainable future. The long-term trends in the global
construction market remain
While we are the world’s largest geotechnical specialist positive. Our Group strategy
contractor, we still have potential to grow our market share is designed to capitalise on
in our chosen regions. Our business units are designed to these trends.
understand their local markets whilst leveraging the
Group’s scale and expertise. This combination delivers
the engineered solutions and operational excellence
that drive market leadership.
Market size
A strong position but plenty of room to grow
£ 39.5bn 1.
Global geotechnical
contracting market
£ 23bn 2. Addressable markets
Market potential
£ 18.5bn 3.
Core markets where
we choose to operate
£ 3bn 4.
Keller today
Non-addressable markets are

mainly China, North and South
Market share Korea, Japan and Russia.
1 USD = 0.81 GBP

Share of addressable market £23bn1 Global construction market
Share of our 2023 revenue
£10,000bn 2023.
Keller
Our sectors
Soletanche/Bachy/Menard
Infrastructure/public buildings 30%
Bauer (contracting)
Power/industrial 29%
Trevi (contracting)
Office/commercial 18%
General contractor owned
Residential 23%
Country/regional specific, small players
1 Sources: Keller accounts, IHS Global Insight,

GlobalData and other local sources.
Strategic report
Infrastructure renewal Demand for complete solutions Technical complexity
As populations grow and infrastructure ages, Geotechnical solutions increasingly require The construction market is becoming
there’s an imperative to invest in new and greater multiple products. Our broad product portfolio more digital and sites are increasing in
capacity. Geotechnical solutions are often ensures we can design an effective and efficient sophistication and complexity. We have a
complex and sophisticated and large-scale solution while our project management strong history of innovation.
and cramped metropolitan environments can capabilities mean we can integrate other
present additional technical challenges. We have subcontractors and deliver ‘turnkey’ contracts. We leverage our in-house equipment
the resources and skills to deliver to this scale This reduces the number of interfaces for our manufacturing capacities and develop
and complexity, a reputation for delivery and the customers to manage and reduces risk. market-leading data acquisition systems to
proven ability to team up successfully with our control and record our processes, and share
customers and partners. information with our customers and the
rest of the supply chain. We can integrate
instrumentation and monitoring solutions
and are Building Information Modelling
Urbanisation Demand for complete solutions (BIM) capable.
As cities expand they require more sophisticated There is a desire to convert more brownfield and
solutions. Larger, taller structures need more marginal land. Geotechnical solutions are at the
technically demanding foundations to withstand fore in releasing the development potential of
the building loads and provide resilience against otherwise sterile or derelict areas. Our world-
climate change and acts of nature such as leading geotechnical engineering team, broad
rising water levels or earthquakes. We have a portfolio and near shore marine capability, mean
comprehensive network of regional offices we can cope with the most complex challenges
located in major metropolitan areas. This local when working on brownfield or marginal sites.
presence keeps us close to our customers and
the opportunities.
Variety of projects and sectors Niche subsector Diverse global market

Our projects are spread across all construction Geotechnical specialist contracting is an Operating globally in differing countries
sectors and vary in scale, location, end use and important but niche subsector that commands and across the construction sectors, from
geotechnical technique. Project value is typically higher margins than general construction. residential to infrastructure, gives us the
between £25k and £10m, usually short duration Typically geotechnical contracting is around resilience to trade through national cyclicality.
and with an average value of £500,000. 0.5% of the construction market. The geotechnical market is estimated1 to be
around £39.5bn worldwide, which includes
China, Japan, Korea and other regions of
the world where we are not present. In the
Keller’s underlying operating
countries where we choose to operate
Projects per year margin (2022: 3.7%) our core markets are around £18.5bn. We
5,500 6.1%
choose to operate in sustainable markets
that appreciate the value of the products and
services Keller provides, have a consistent
material demand for those services, and
an acceptable level of risk. With an annual
turnover close to £3bn, we have a 16% share
of those core markets today, and plenty of
opportunity to secure greater market share.
Fragmented competition Diverse customer base
We have three types of competitor. Type We have a large client spread which means
one is the global geotechnical contractor, of we’re not overly reliant on a few customers. We
which there are three, but not all are present have many repeat customers and our largest
in all markets. Type two is general contracting- customer in 2023 represented circa 3% of
owned. Type three is local competition with low the Group’s revenue. We mostly serve as a
overheads operating in a small region. subcontractor working for a general contractor;
however, sometimes we also contract directly
with ultimate client organisations.
Addressable markets Revenue from largest customer Market share in core markets
£23bn 3% 16%
Chief Executive Officer ’s statement
In 2023, the Group’s significant

improvement in business performance
delivered a record set of financial
results, fulfilling our purpose
of building the foundations
for a sustainable future.
Michael Speakman
Chief Executive Officer
We have made considerable

progress in recent years,
rationalising, restructuring and
refining the Group’s geographic
and service offering to create a
more focused and higher quality
portfolio of businesses.”
Strategic report
Overview Operational performance In AMEA, revenues increased by 34.1% on
a constant currency basis, driven by record
Keller has delivered an outstanding performance In North America, revenue declined by 6% (on
volumes in Keller Australia as a result of a strong
in 2023, with consecutive upgrades to market a constant currency basis) largely as a result
infrastructure market, delivery of the first works
expectations during the year, culminating in of the completion of the large LNG project at
order at the NEOM project in Saudi Arabia and
significant advancements in key measures of RECON at the start of the period, and a slow-
robust trading in India. Underlying operating
financial performance. Revenue and underlying down in residential housing, impacting volume at
profit increased significantly to £22.6m driven
operating profit set new records for the Group Suncoast where revenues were down by c.14%.
primarily by the increased volume and much
whilst ROCE was the highest in 15 years and all Our foundations business increased revenues
improved operational execution and profitability
evidence our improved project execution. by c.6%, notwithstanding an increase in our
in Keller Australia. The Middle East, including
bidding discipline. Underlying operating profit in
The management actions taken in the second NEOM, showed a modest uplift compared with
North America more than doubled to £169.6m
half of 2022, to improve project performance prior year. While Austral returned to a sustainable
driven primarily by a material and sustainable
in North America generated a significant and profit in the second half of the year, this was
improvement in operational performance in the
sustainable improvement in performance in insufficient to offset the significant loss on
foundations business, following the management
2023 and was the main driver of the Group’s very legacy contracts experienced in the first half of
actions taken in the second half of 2022.
strong results. In addition, better than expected the year. The overall operating margin for the
These included the introduction of standard
pricing resilience at Suncoast and a strong division increased to 4.4% (2022:1.7%).
operating procedures, an upgraded project
performance on infrastructure projects at Keller performance review process, a new variation
Australia more than offset a very disappointing order tracking system and new management Strategy
project and business performance in Europe, across some of the business units. The In 2023, we were effective in executing our
particularly in the Nordic region. foundations business experienced higher than strategy to be the preferred international
normal returns on three large projects, also geotechnical specialist contractor focused on
The increased profitability, on a consistent level benefitted profitability. These one-off gains were
of revenue and working capital, generated a sustainable markets and attractive projects,
partially offset by losses from legacy contracts, generating long-term value for our stakeholders.
strong cashflow performance and a continued legal claims and a reduced performance in
reduction in leverage, which is now at the lower Our local businesses leverage the Group’s scale
Canada. The division also benefited from better and expertise to deliver engineered solutions
end of our target range of 0.5x-1.5x. than expected resilient pricing at Suncoast, and operational excellence, driving market share
which is now unwinding as expected. The leadership in our selected segments.
In recognition of the excellent performance
increase in profitability saw underlying operating
in the year and the Group’s future growth
margin increase to 9.6% (2022: 4.3%). The benefit of our strategy has been evidenced
prospects, the Board is recommending a
rebasing of the dividend with an increase in the by our improved performance compared
In Europe, although revenue increased modestly with recent years, with the Group delivering a
total dividend for 2023 of 20%, which would by 4.2% on a constant currency basis, this
bring the total dividends for the year to 45.2p significant increase in both its operational and
reflected a very mixed backdrop with widespread financial performance.
(2022: 37.7p). weak demand in the residential and commercial
sectors offset by revenue from larger projects in
Financial performance the infrastructure sector. Underlying operating Progress on strategic priorities
Group revenue at £2,966.0m (2022: £2,944.6m)
profit reduced significantly, down 94.0% in 2023
on a constant currency basis, primarily as a We have made considerable progress in recent
was similar to the prior year, while underlying
result of poor project performance and cost years, rationalising, restructuring and refining
operating profit was up 67%, to £180.9m (2022:
management in the Nordic region and also an the Group’s geographic and service offering
£108.6m), some 80% higher than the average
increasingly competitive environment across to create a more focused and higher quality
underlying operating profit over the last five
Europe in a declining market. The adverse mix portfolio of businesses. During 2023 we made
years. Underlying operating margin increased to
of contracts in the UK and the increasingly the strategic decision to exit Cyntech Tanks,
6.1% (2022: 3.7%), the highest for eight years.
competitive market conditions, particularly Egypt, South Africa and Kazakhstan, all small
Cashflow generation also saw a significant
in North East Europe, also contributed to the non-core, economically uncertain markets
improvement, compared to the prior year, as a
underlying operating margin reducing to 0.3% which do not align with our strategy. We continue
result of stable working capital performance,
(2022: 4.5%). The adverse project performance to evaluate our portfolio and potential further
generating increased free cashflow of £103.2m
in the Nordics is not expected to continue into incremental rationalisation. In Saudi Arabia
and a significant reduction in net debt (IAS
2024 and management actions have been we obtained full control over our joint-venture
17 lender covenant basis) to £146.2m (2022:
taken to drive improvement there and the region business in the country to enable us to take
£218.8m). This equated to a net debt/EBITDA
more generally. advantage of future opportunities in the region.
ratio of 0.6x (2022: 1.2x), at the lower end of our
leverage target range of 0.5x–1.5x.
Chief Executive’s statement continued
In North America, we restructured three related We will continue evaluating our portfolio of Scope 3 emissions, covering all other indirect
business units into one; the Central, Southeast assets to identify opportunities for divestment emissions, mostly arise from our supply chain.
and Florida business units were combined to or consolidation. In 2023, we trained our engineers to calculate
become South Central. This consolidation and reduce the emissions from our use of
provided the opportunity to increase both the We remain committed to investing in key growth cement and steel and we have started to develop
effectiveness and efficiency of expertise and areas that align with our long-term strategic an action plan to decarbonise our cement
key resources, and exemplifies the pursuit of objectives to focus on sustainable markets and design mixes.
operational leverage and economies of scale attractive projects, generating long-term value
which is a key aspect of our strategy. for our stakeholders. On climate risks and opportunities, we continue
to model and mitigate both our transition
We continued to focus our efforts on our and physical risks. In terms of more local
Sustainability and Environmental,
operational execution across all our businesses, environmental initiatives, we led a project to
as evidenced by recent results, and we made Social and Governance (ESG) highlight how the geotechnical sector can help
further progress implementing the enterprise We base our ESG and sustainability approach on contribute to the circular economy and on water
resource planning (ERP) system, Project the UN Sustainable Development Goals (SDGs). reduction at site in our MEA business.
Performance Management (PPM) and several We particularly focus on those SDGs that are
other initiatives that will incrementally improve most closely aligned to Keller’s core business The Group’s safety focus remains relentless,
operational execution in the medium term. and where we can have the greatest impact. We and our key safety metric, the accident
divide these SDGs into global initiatives, which frequency rate (AFR), was flat year on year, with
we target across the Group, and local initiatives a small increase in injuries in AMEA offset by
Strategic priorities for 2024 that are more relevant to our local business units an improvement in Europe. There have been
Having established a refreshed and more and markets. a number of important initiatives in the year
resilient base for our business, we are looking to including a Group-wide assurance programme
grow market share within our existing geographic We are progressing well against the carbon to ensure safety policies, procedures and
footprint, through both organic investment and reduction targets we set out two years ago to culture are truly embedded in operations. The
targeted bolt-on M&A. We will be customer achieve net zero by 2050. We will be net zero second Global Safety Week was successful and
focused locally through our branch structure across all three emission scopes by 2050; net a recently refreshed management safety visit
and obtain the benefit of operational leverage by zero on Scope 2 by 2030, net zero on Scope 1 by process has been launched with encouraging
gaining high quality, leading market share in our 2040 and net zero by 2050 on Operational Scope results. The employee traction and general
chosen markets. Organic investment will include 3 (covering business travel, material transport and progress on almost all the safety programmes in
initiatives to increase the cross selling of existing waste disposal). The short, medium and long- the year have been encouraging.
services into established branches that don’t term actions required to achieve these goals are
currently provide those services, and investing in progress and in some instances we are ahead Our Inclusion Commitments serve as the
in our people to build on our technical expertise of target, particularly around our Scope 2 carbon blueprint for setting priorities and fostering
and influence. The Group’s disciplined approach reduction. The Group reduced emissions by 48% alignment and progress across the entire
to M&A activity will be focused on expanding the from our 2019 baseline, significantly ahead of our Group. In 2023, these commitments became
service offering and building critical mass in key target of 38%. more deeply ingrained within the fabric of our
markets, and will be biased towards markets with company. This is crucial as we endeavour to
higher rates of growth. Scope 1 emissions covers our direct emissions cultivate a workplace that is increasingly diverse,
from fuel use. We successfully deployed our new equitable, and inclusive.
We will offer our customers alternative designs KB0-E electric rig, which together with a number
and engineered solutions that meet their of hired electric third party rigs have enabled Regarding partnerships, we remain committed
specifications whilst reducing the total cost to us to begin to reduce life cycle emissions in to collaborating with organisations dedicated
the client and, wherever possible, also reducing areas where decarbonised electricity grids to driving positive change and those that align
the environmental impact of project. are available. with our focus on the UN SDGs. In pursuit of this
objective, we have a three-year partnership with
UNICEF UK, providing a funding contribution of
£250,000 in 2023 towards its Core Resources
for Children initiative. Keller’s unrestricted
funding enables UNICEF to swiftly respond to
emergencies worldwide. Additionally, throughout
Europe and across the Group, our employees
We remain committed to investing in key continue to show support for ‘Fundacja KELLER’,
a charitable foundation established by Keller.
growth areas that align with our long-term This foundation specifically aids our Ukrainian
employees and their families who have been
strategic objectives to focus on sustainable impacted by the ongoing conflict.
markets and attractive projects, generating

long-term value for our stakeholders.”
Strategic report
People Outlook
Paul Leonard has been appointed President In 2023 the Group delivered a record set of
North America, and will join the Group shortly. financial results, establishing a new foundation
Paul, a highly experienced industry professional for future long-term growth and supporting a
with a long tenure at Exxon, was most recently material rebasing of the dividend with a full-year
at Wood Group PLC in the role of President increase of 20%. Whilst political and macro-
of Transformation for the Global Consulting economic uncertainties will undoubtedly remain
business. He is a seasoned expert in energy and impact our markets in the short term, our
and construction, with a proven track record current level of trading together with our robust
in project delivery, and will build on the recent order book mean that we enter the new year
improved performance in the division. with confidence.
We constantly review the way in which we The strong momentum of the business is
manage and structure the Group in order encouraging and whilst inevitably there will
to respond most effectively to our evolving be fluctuations across the Group, our diverse
markets, and maximise the potential benefits revenues and improved operational delivery
of our strategy. Recently we have made the underpin our expectation that 2024 will be
decision to restructure two of our divisions, another year of underlying progress.
Europe and AMEA (Asia-Pacific, Middle East
and Africa). The responsibility of the Middle East The significant improvement in business
Business Unit (including NEOM) will transfer to performance and continued disciplined
Europe to create the Europe and Middle East execution of our strategy will provide both
Division (EME). Peter Wyton, who has 33 years of resilience in the short term and drive growth
industry experience and has most recently and in the long term, through both organic and
successfully led the AMEA Division, will become targeted M&A opportunities. Accordingly,
the President of EME. The balance of the former we view the Group’s prospects with
AMEA Division will form a newly created Asia- increased confidence.
Pacific (APAC) Division and will be led by Deepak
Raj. Deepak has been with Keller for 20 years and
most recently led the turnaround of the Austral
business in Australia. There is no impact of this
restructuring on our North America Division.
In our ongoing commitment to excellence and Michael Speakman

growth, we remain steadfast in developing Chief Executive Officer
our most valuable asset, our people. Through
structured programmes like the Project Approved by the Board of Directors and
Manager Academy, Field Leadership Academy, authorised for issue on 4 March 2024.
and several other leadership initiatives, we are
dedicated to nurturing and advancing the skills
of our people, and have made several internal
promotions to important roles within the Group.
This focus on in-role development, coupled with
the right opportunities for exposure within the
organisation, has created many opportunities for
internal advancement.
At the core of our operations and achievements

lies our diverse and talented team; our people
are at the heart of everything we do. This
past year, which was both challenging and
successful, showcased the tremendous
dedication, hard work and expertise of our
teams. As we reflect on the year’s journey, we
extend our gratitude to all our people around
the world for their unwavering commitment
and exceptional performance.
Our strategy
Delivering our strategy

Keller’s strategy is to be the preferred international geotechnical specialist
contractor focused on sustainable markets and attractive projects.
Strategic lever Strategic lever
A balanced portfolio Engineered solutions

We select sustainable markets (geography, We offer the best solutions to our customers by
sector and products) in which to set up base providing alternatives and value engineering,
businesses and attractive projects. and invest in innovation and digitisation.
What we achieved in 2023 What we achieved in 2023

• Focused on the quality of our existing portfolio. • Executed an impressive 5,500 projects around the world.
• Created South Central Business Unit in North America to • Won and delivered high-value and complex projects in multiple
simplify governance and improve sharing of knowledge and markets, including the US, Germany and Australia.
resources. • Developed first fully electric grouting rig in our manufacturing
• Made the decision to exit Cyntech Tanks, Egypt, Kazakhstan subsidiary KGS. Trialled it on projects in Austria.
and South Africa. All small, non-core markets. • Further developed and deployed our field app InSite to give us
• Obtained full control over our operating business in greater visibility over productivity at our sites.
Saudi Arabia, to enable us to take full advantage of future • Optimised techniques to deliver a range of products and shared
opportunities in the region. this knowledge across the Group. These have provided a range
of benefits, including efficiency and quality improvements,
reduced carbon impact, reduced spoils and reduced water
Outlook waste on our sites.
We will
• Remain customer focused through our branch structure and
drive for a leading share in our chosen markets. Outlook
• Continue to pursue both organic and M&A growth We will
opportunities. • Continue to offer our customers alternative designs and
• Aim to be profitable through trading cycles as we sustain our engineered solutions that meet their specifications whilst
revenue streams. reducing costs and, where required, carbon.
• Continue to introduce new products where we are already • Retain our technical advantage by investing in our people
established and to continue to focus on industry sectors and continuing to influence across our sector.
with greatest growth. • Continue to secure complex, high-value projects.
Performance Performance
Market share in core markets
Share of our core markets +0% Operating margins1
Underlying operating profit expressed +65%
as a percentage of revenue
2023 16.0% 2023 6.1%
2022 16.0% 2022 3.7%

Strategic report
Our local businesses will leverage the Group’s scale and expertise to deliver engineered solutions and
operational excellence, driving market share leadership in our selected segments.
In 2023, we continued to make progress in generating sustainable long-term value for our stakeholders.
Sustainable markets are those markets that appreciate the value of the products and services Keller provides,
have a consistent, material demand for those services, and an acceptable level of geopolitical risk.
Strategic lever Strategic lever
Operational excellence Expertise and scale

We are the operational leader providing safe, We develop our people, processes and assets
efficient, on-time and high-quality delivery, and leverage the global strength of our technical,
and relentlessly strive to improve our operational, commercial and financial resources.
operational capability.
What we achieved in 2023 What we achieved in 2023

• Near completion of our Project Performance Management • Developed the focus of and size of our global product teams
standard to ensure that our common working practices contain to improve sharing of best practice knowledge and product
the latest best practice from across the Group. delivery techniques.
• Developed and delivered training to our people in all divisions • Continued to develop our future talent pipeline of people at all
on a range of commercial and technical matters to improve levels of the organisation from senior leaders to engineering
performance and quality standards. graduates; upskilling and providing learning opportunities.
• Consolidated and improved performance in 5S in our yards. • Continued implementation of employee surveys and team
Achieved overall score of 70% in North America, 81% in AMEA action planning in our business units to continually improve
and 80% in Europe (target: 60%) – first time assessment employee experience and drive better business performance.
completed in all yards across Keller. • Developed our diversity, equity and inclusion framework,
• Initiated rollout of 5S on site in all divisions. focusing on strengthening the culture and team cohesion of
• Further developed Lean expertise throughout the Group. our site workers.
Certified 18 Local Lean Leaders across the Group; over 2,000 • Continued our wellbeing training programme focusing on
people have been trained to date in Lean. Achieved overall Lean upskilling our leaders across the Group on how to create a work
Maturity scores of 76% in North America, 74% in Europe and environment that prioritises the wellbeing of our people.
69% in AMEA. • Continued delivery of our plan to develop our financial controls
• Standardised equipment tooling across all divisions for more over financial reporting to ensure complete and accurate
efficient sharing of resources between business units and projects. reporting and to be able to comply with a future controls
• Completed the design of the template for our new enterprise attestation regime for UK listed businesses.
resource planning (ERP) system. Development activity
near completion.
Outlook Outlook
We will We will
• Make continuous, incremental improvements to remain • Continue to pay relentless attention to safety and the wellbeing
competitive in our chosen markets. of our people as an enabler of performance.
• Deploy and train our people on our new Project Performance • Continue to share best practice in operations, technical
Management standard. knowledge, governance and compliance.
• Deliver the pilot and first stage of deployment of our ERP system.
Performance Performance
Return on capital employed1
Underlying operating profit as a net return on +53% Accident frequency rate
Accident frequency per 100,000 hours; lost time +0%
capital employed injuries are calculated as any incident over one day
2023 22.8% 2023 0.10
2022 14.9% 2022 0.10
1 Underlying measures allow management and investors to compare performance without the potentially distorting effects of one-off items or non-trading items. Definitions of underlying measures
can be found under adjusted performance measures on page 215.
Divisional reviews
Global reach.
Local expertise.
With diverse products, sectors and

customers across five continents, we
are the largest geotechnical specialist
contractor in the world. Our unrivalled
branch network, and knowledge of local
markets and ground conditions, mean we’re
ideally placed to understand and respond
to a particular engineering challenge.
Strategic report
North America
Northeast Specialty Services
South Central Moretrench and RECON
West Suncoast
Canada
Read more on
page 24
Europe
Central Europe
North-East Europe
South-East Europe and Nordics
South-West Europe
UK
Read more on
page 26 Mexico
AMEA
(Asia-Pacific, Middle East and Africa)
ASEAN
Austral
India
Keller Australia
Middle East and Africa/NEOM
Read more on
page 28
Divisional reviews continued
Management actions taken in the second

half of 2022 have resulted in a sustainable
improvement in operational performance
in the foundations business
Business units KPIs

Northeast Specialty Services Revenue (£m) Order book (£m)
South Central Moretrench and RECON 2023 1,770.0 2023 904.6
West Suncoast 2022 1,896.1 2022 761.3
Canada
Underlying operating profit (£m) Accident frequency rate
2023 169.6 2023 0.09
2022 82.0 2022 0.09
Underlying operating margin (%)

North America
2023 9.6%
2022 4.3%
In North America, revenue was down by 6.4% The foundations business had an outstanding
(on a constant currency basis) largely driven year. Management actions taken in the second
by the completion of the large LNG project at half of 2022 have resulted in a sustainable
RECON at the start of the period, and a slow- improvement in operational performance. These
down in residential housing affecting Suncoast, include the introduction of standard operating
where revenues were down by c.14%. Our procedures, an upgraded project performance
foundations business increased revenues review process, a new variation order tracking
by c. 6%, with an increase in our bidding system and new management across some of
discipline. Underlying operating profit more the business units. The supply chain disruption
than doubled to £169.6m, driven by a material that had previously impacted productivity across
and sustainable improvement in operational the market in the prior period abated, also
performance in the foundations business, bolstering performance in the year. In addition,
better than expected pricing resilience at the business benefitted from the contribution
Suncoast and the strong contribution from from three large projects that were particularly
three large projects in the foundations well executed, and delivered materially higher
business. However, these one-off gains were than normal levels of contract profitability
partially offset by losses from legacy contracts, which are considered one-off in nature and
legal claims and a reduced performance in not expected to repeat at these levels in 2024.
Canada. This resulted in underlying operating Overall the foundations business is expected
margin increasing to 9.6%. The accident to sustain its improved underlying operational
frequency rate, our key safety metric, remained performance in 2024.
flat versus the prior period at 0.09.
2023 2022 Constant

£m £m currency
Revenue 1,770.0 1,896.1 -6.4%

Underlying operating profit 169.6 82.0 +107.8%
Underlying operating margin 9.6% 4.3% +530bps
Order book 904.6 761.3 +24.6%
Strategic report
Suncoast had a very strong year, despite the The order book for North America at the NA order book up
25%
macro headwinds contributing to lower volumes period end was at £904.6m, up 24.6% (on
in the residential sector. Whilst revenue was a constant currency basis) from the closing
down versus the prior year, profitability increased position at the end of 2022. The increase year
due to resilient pricing in the high rise sector. This on year is predominantly driven by several high
large, non-recurring benefit is unwinding in 2024 value contracts.
as expected. on a constant currency basis
Moretrench Industrial, our business which

operates in the highly regulated industrial,
environmental and power segments, delivered
revenue and profit in line with expectations and
the prior year. At RECON, the geoenvironmental
and industrial services company, revenue
and profit declined as expected following the
completion of the large LNG contract in the
Gulf of Mexico.
Helping Hyundai
accelerate to the future
The continued rise in demand for The highest levels of quality
electric vehicles has led to car Installing such a large amount of piles in such a
manufacturers in the US racing to short space of time hasn’t been easy, but Keller
build new production facilities. has maintained a relentless production pace
while ensuring the highest quality.
In recent months, Keller has been a
trusted partner on several of these critical “Because of the incredibly fast pace, plans
construction projects, for brands including were sometimes changing on an almost daily
Ford in Tennessee, Volkswagen in South basis, so our brilliant team has had to be very
Carolina and, as Keller Project Executive Ryan flexible, reactive and proactive to ensure we
Smith explains, Hyundai in Georgia. can deliver what the client needs within a
demanding timeframe.” he adds. “And when
Hyundai is looking to get its $7.6 billion, things do change, you have to make sure that
3,000-acre ‘metaplant’ built and producing the quality doesn’t slip – otherwise problems
cars in just two years. It’s an ambitious target creep in and it can snowball quickly.”
– a project of this size would normally take
twice as long to construct.
“We first met with Hyundai in August 2022 This has been a hugely successful
when the project was an idea and the site
was forest,” says Ryan Smith. “By January
project and we’re proud to be
we were on site and hard at work.” involved in a booming sector that
will have a positive impact on
Fast forward a year and Keller has installed over the economy.”
15,000 rigid inclusions and approximately 8,000
augercast piles (over 1.5 million linear feet of
piles) to support eight key buildings, including Ryan Smith
the site’s main plant. Project Executive
Across the Europe Division, operations

continued to be affected by ongoing
weak demand in the residential and
commercial sectors
Business units KPIs

Central Europe Revenue (£m) Order book (£m)
North-East Europe 2023 686.0 2023 317.6
South-East Europe and Nordics 2022 649.3 2022 347.5
South-West Europe
UK Underlying operating profit (£m) Accident frequency rate
2023 1.8 2023 0.20
2022 29.1 2022 0.26

2023 0.3
2022 4.5
In Europe, revenue increased modestly by 4.2% As a consequence revenue was significantly

on a constant currency basis, while underlying behind a strong prior year comparable. Profit
operating profit reduced significantly, down 94% was down on the prior year on the lower volume
on a constant currency basis, reflecting tough and the tightening of margins in the challenging
markets and some challenging projects. market. Towards the end of the year volumes
increased, in part driven by work relating to CPK in
In general, across the division, operations Poland, a large government funded project that
continued to be affected by ongoing weak will include the construction of a new highspeed
demand in the residential and commercial rail and road network across Poland, and may also
sectors which has resulted in lower volumes in include a new airport.
these sectors. However, revenue from larger
projects in the infrastructure sector has more South-East Europe and Nordics delivered further
than offset these shortfalls. Underlying operating revenue growth in 2023. The largest gains were
margin reduced to 0.3% (2022: 4.5%) as a result reported in Norway, Sweden and Switzerland
of the ongoing competitive market environment largely from rail and road infrastructure projects,
and reduced margin performance on some and in Hungary, where a number of industrial
particularly challenging contracts. The accident sector projects were successfully completed.
frequency rate reduced from 0.26 to 0.20. In the Nordic countries, work has progressed
Europe
on the two substantial multi-year infrastructure

Our North-East Europe business, which contracts, though both projects encountered
comprises Poland and the Baltic countries, challenges which created a drag on margins.
was affected by both economic and political Performance in the Nordics region generally was
uncertainty impacting investor confidence and significantly below expectations, impacted by
project spend in the run up to the Polish election. contract performance and cost management
issues, and as a result we have made changes
to the management team and restructured the
cost base.
2023 2022 Constant

£m £m currency
Revenue 686.0 649.3 +4.2%

Underlying operating profit 1.8 29.1 -93.9%
Underlying operating margin 0.3% 4.5% -420bps
Order book 317.6 347.5 -7.3%
Strategic report
Our UK business continued to make good South West Europe delivered growth in both The continuing focus on the infrastructure sector
progress in the year on the High Speed 2 rail revenue and operating profit. The Iberian markets provides ongoing project opportunities until we
contract with lower levels of project revenue were affected by lower levels of revenue, with see a recovery in the residential and commercial
against the prior period reflecting the phasing of the uncertainty of Spanish elections in the sectors. In 2024 we expect market conditions
work. Increased volumes were achieved in the year affecting local decision making on project to remain challenging, however we anticipate an
core UK foundations business, which benefitted investments. France performed well and the improvement in operating margin.
from the completion of a large industrial project strategic cross selling of products across the
in the North East of England, albeit business South Western Europe markets continues to be The Europe order book at the end of the period
unit margins were affected by the mix of a key driver of growth. was £317.6m, -7.3% lower than the prior year
work performed. on a constant currency basis, as a result of the
As part of our continuing strategic review of our completion of work on some large multi-year
In Central Europe, revenue increased in the asset portfolio, we took the decision to exit the infrastructure projects.
period, helped by work delivered on a large Kazakhstan market.
rail project in Germany that commenced in
the fourth quarter. Margins were adversely Despite various actions taken in response to
affected by market pressure in the residential the prevailing macro-economic conditions,
and commercial sector and the associated financial performance for the division, as a whole,
weighting towards infrastructure work. during 2023 was disappointing. Specifically, we
have taken action in the Nordics businesses to
address contract performance and cost issues.
Expanding Poland’s
largest port
This year saw Keller successfully “Although we’d worked on the other terminals,
complete complex works on a this was the first time we’d designed and
executed the steel structures for the quay, so
new terminal at Poland’s largest, all the responsibility was on us to deliver a high-
fastest-growing shipping quality, sustainable solution.”
container facility.
Much of the work had to be carried out from
Baltic Hub in Gdansk is the only deep-water barge-mounted cranes on the sea, and our
port in the Baltic Sea capable of welcoming team placed great emphasis on safety, quality
ocean vessels from the Far East. Once it and the environment – making sure no spoils
becomes operational, the new terminal will entered the ocean and that marine life was
expand the Hub’s handling capacity by 1.5m well protected.
containers to 4.5m a year. With the work successfully completed on
Having earned a strong reputation working this third terminal, Keller is now hoping to be
on the Hub’s first two terminals, Keller involved in the forthcoming fourth and fifth
was selected by the Budimex and DEME terminal projects.
Group consortium to design and build a new
18m-deep, 720m-long main terminal quay wall,
as well as a 550m-long northern wall, including
all steel anchoring elements.
The scope also included compacting part of 36 Near-shore marine work is a
hectares of reclaimed land using vibroflotation, growing market here in Poland
alongside jet grouting and reinforced CFA piles and with this latest project Keller
to support the huge ship-to-shore cranes. has shown we’re the trusted
strategic partner of choice.”
Challenging conditions
“This was an extremely challenging project Leszek Adamczyk
that involved our teams working night and
Project Director
day for well over a year, often in challenging
weather conditions,” says Leszek Adamczyk,
Project Director.
Underlying operating profit increased significantly to £22.6m

driven by higher volumes as well as improved operational
execution in Keller Australia, the NEOM project and the
return to profit in the second half at Austral
Business units KPIs

ASEAN Revenue (£m) Order book (£m)
Austral 2023 510.0 2023 266.9
India 2022 399.2 2022 298.4
Keller Australia
Middle East and Africa/NEOM Underlying operating profit (£m) Accident frequency rate
2023 22.6 2023 0.04
2022 6.6 2022 0.02

2023 4.4
2022 1.7
In AMEA (Asia-Pacific, Middle East and Africa), The leadership team has been restructured and
revenues increased by 34.1% on a constant strengthened. New processes were introduced,
currency basis, driven by record volumes in increasing the level of scrutiny of project reviews,
Keller Australia, delivery of the first works order improving the reliability of forecasts and driving
at NEOM and robust trading in India. Underlying improved profitability. In 2024, a full year profit
operating profit increased significantly to is expected.
£22.6m driven by higher volumes as well as
improved operational execution in Keller In ASEAN, the market recovery has been slower
Australia, the NEOM project and the return to than expected, with continued market softness
profit in the second half at Austral. The accident and low levels of activity, particularly in Malaysia
frequency rate increased slightly to 0.04. and Indonesia. Volumes were broadly in line with
prior year with lower levels of profitability due
Keller Australia delivered a record performance to high levels of competition and project mix. It
with high levels of volume driven by federal and is expected that trading will improve in 2024 as
state government spending, particularly in the previously delayed projects come on stream.
infrastructure sector, combined with improved
operational execution. It is expected the federal Keller India performed well, delivering
and state government spending will begin to revenue and profit growth in the period. New
ease through 2024. contract wins in the industrial, manufacturing
and commercial sectors supported the
Austral, as anticipated, returned to a sustainable business’s continued leading position in the
AMEA
profit in the second half, this was insufficient to petrochemical sector.

offset the significant loss on legacy contracts
experienced in the first half of the year. The new
management team has done an excellent job
in turning the business around and resetting
the business for future growth.
2023 2022 Constant

£m £m currency
Revenue 510.0 399.2 34.1%

Underlying operating profit 22.6 6.6 +253.2%
Underlying operating margin 4.4% 1.7% +270bps
Order book 266.9 298.4 -5.1%
Strategic report
After a soft first half, our MEA business We continually review our portfolio and have
performed ahead of expectations with a strong taken the strategic decision to exit Egypt and
end to the period particularly in UAE and Saudi our remaining businesses in Sub-Sahara Africa.
Arabia. At NEOM, following the signing of the
overall Framework Agreement in 2022, we The AMEA order book at the end of the period
completed the first Works Order in relation to was at £266.9m, down 5.1% (on a constant
The Line, in the first quarter of 2023, worth currency basis) on the prior year. The decrease
c.£40m. While we await further work orders is predominantly driven by the depletion in
in relation to The Line we have redeployed the order book at Keller Australia as major
resources elsewhere. At Trojena, the winter projects progressed.
resort development at NEOM, we have recently
been awarded a work package worth c.US$80m
and we have mobilised to site with work
expected to be completed by the end of 2024.
We continue to take a measured and disciplined
approach to the opportunities provided by
the project.
Breathing new life into a Sydney landmark

Sydney Fish Market is one of Performing to the highest standard
the city’s most popular tourist Constructing the wall wasn’t just a challenge
destinations and the lifeblood of because of what was in the ground; the site Detailed planning beforehand and
Australia’s seafood industry. itself is just a small strip of reclaimed land with constant communication on site
Blackwattle Bay on one side and a main road showed how Keller can add value
The landmark is undergoing a massive on the other. The wall also needed to perform
to even the biggest most complex
transformation that will see operations move to the highest standard, with a deflection
tolerance of less than 30mm and a water projects.”
to a sleek new 35,000m2 complex, creating
a world-class waterfront destination with ingress of less than 10 litres a second.
restaurants, promenade and public spaces. Gabriel Miler
Once the preliminary works were completed, Project Manager
Keller was chosen by long-time client Multiplex the team was able to finish the main task of
to design and construct the land-side shoring constructing the retaining wall, installing CFA
wall that will support the site’s basement car piles, jet grout columns and ground anchors.
park – a project made more difficult due to a
spatially and environmentally challenging site. “We had a lot of constraints on this project,”
adds Gabriel, “but the detailed planning
While the original proposal called for the wall beforehand and constant communication on
to be built using cased bored piles, Keller site showed how Keller can add value to even
recommended a combination of continuous the biggest, most complex projects.”
flight auger (CFA) piles and jet grouting.
“The reason for this was multiple obstructions

in the ground, including old concrete structures
and steel beams,” says Gabriel Miler, Project
Manager. “CFA and jet grouting allowed us to
work around them rather than spend valuable
time trying to dig them out.”
Chief Financial Officer’s review
Underlying ROCE reached

23% and stands as the
highest for 15 years.
David Burke
Chief Financial Officer
The top 10 customers represent

15% of the Group’s revenue.
The Group worked on c.5,500
projects in the year with 51%
of contracts having a value
between £25,000 and £250,000,
demonstrating a low customer
concentration and a wide
project portfolio.
EPS up 53% to
153.9p
Strategic report
This report comments on the key financial aspects of the Group’s 2023 results.
2023 2022
£m £m
Revenue 2,966.0 2,944.6

Underlying operating profit1 180.9 108.6
Underlying operating profit % 1
6.1% 3.7%
Non-underlying items in operating profit (27.8) (40.8)
Statutory operating profit 153.1 67.8
Statutory operating profit % 5.2% 2.3%
1 Details of non-underlying items are set out in note 9 to the consolidated financial statements. Reconciliations to statutory numbers are set out in the adjusted performance measures
section on page 215.
Revenue and underlying operating profit split by geography

Revenue Underlying operating profit1 Underlying operating profit margin1
£m £m %
Year ended 2023 2022 2023 2022 2023 2022
Division
North America 1,770.0 1,896.1 169.6 82.0 9.6% 4.3%
Europe 686.0 649.3 1.8 29.1 0.3% 4.5%
AMEA 510.0 399.2 22.6 6.6 4.4% 1.7%
Central – – (13.1) (9.1) – –
Group 2,966.0 2,944.6 180.9 108.6 6.1% 3.7%
1 Details of non-underlying items are set out in note 9 to the consolidated financial statements. Reconciliations to statutory numbers are set out in the adjusted performance measures
section on page 215.
Revenue Underlying operating profit Share of post-tax results from joint

Revenue of £2,966.0m (2022: £2,944.6m) was The underlying operating profit of £180.9m ventures
up 1% at actual foreign exchange rates and at was 67% up on prior year (2022: £108.6m) on The Group recognised an underlying post-tax
constant currency, driven by increased trading an actual and constant currency basis. In North profit of £0.8m in the year (2022: £1.5m) from
volumes in AMEA and to a lesser extent Europe, America, underlying operating profit more than its share of the post-tax results from joint
offset by a reduction in North America. In North doubled to £169.6m (2022: £82.0m), due to ventures. The share of the post-tax amortisation
America, revenue reduced by 6.4% on a constant a sustainable improvement in the operational charge of £0.6m (2022: £1.2m) arising from the
currency basis driven by the completion of the performance in the foundations business, acquisition of NordPile by our joint venture KFS
large LNG project at RECON at the start of the better than expected pricing resilience at Oy in 2021 is included as a non-underlying item.
period. In AMEA, revenues increased by 34.1% Suncoast and the contribution from three large No dividends (2022: nil) were received from joint
on a constant currency basis, driven by record projects in the foundations business. In Europe, ventures in the year.
volumes in Keller Australia, delivery of the first underlying operating profit reduced significantly
works order at NEOM and robust trading in Keller to £1.8m (2022: £29.1m) as a result of reduced
India. In Europe, revenue increased modestly by margin performance on some particularly Statutory operating profit
4.2%, on a constant currency basis, reflecting challenging contracts in the Nordics region Statutory operating profit comprising underlying
widespread weak demand in the residential and and the increasingly competitive environment operating profit of £180.9m (2022: £108.6m)
commercial sectors offset by revenue from across Europe in a declining market. In and non-underlying items comprising net costs
larger projects in the infrastructure sector. AMEA, underlying operating profit increased of £27.8m (2022: £40.8m), increased by 126%
significantly to £22.6m (2022: £6.6m), driven by to £153.1m (2022: £67.8m). The increase in
We have a diversified spread of revenues across higher volumes as well as improved operational statutory operating profit is a reflection of the
geographies, product lines, market segments execution and profitability in Keller Australia, increase in underlying operating profit in 2023,
and end customers. Customers are generally uplift in the Middle East (including NEOM) and the combined with a decrease in non-underlying
market specific and, consistent with the prior return to profit in the second half at Austral. operating costs. The non-underlying costs are
year, the largest customer represented less set out in further detail overleaf.
than 4% of the Group’s revenue. The top 10
customers represent 15% of the Group’s
revenue (2022: 17%). The Group worked on
c.5,500 projects in the year with 51% (2022:
54%) of contracts having a value between
£25,000 and £250,000, demonstrating a
low customer concentration and a wide
project portfolio.
Chief Financial Officer’s review continued
Net finance costs Taxation Non-underlying items

Net underlying finance costs increased by The Group’s underlying effective tax rate The items below have been excluded from the
82% to £27.5m (2022: £15.1m). The increase increased to 25% (2022: 22%), largely due underlying results and further details of non-
was driven predominantly by the increase in to the change in the profit mix of where the underlying items are included in note 9 to the
underlying interest rates, despite a decrease in Group is subject to tax. Cash tax paid in the year financial statements. The total non-underlying
the average net debt levels through the year. In increased from £5.9m to £72.7m. The significant items in operating profit in the year decreased
August, the Group received the proceeds from increase in tax paid is driven by the increased to £27.8m (2022: £40.8m), due to the reduction
a new $300m private placement of loan notes, profitability in the US, resulting in tax paid of in amortisation of acquired intangible assets
which were used to repay existing borrowings. c£46m (2002: £1m). In addition, Keller delayed and the non-repeat of historic contract costs
The Group’s borrowings are now largely at fixed the payment of its FY22 tax bill (c£24m) to 2023 in the year.
interest rates. The average net borrowings, as it was expecting a law change to materialise
excluding IFRS 16 lease liabilities, during the before the payment became due. As the law did
year were £224.8m (2022: £252.1m). not change, the tax payable for FY22 was settled
in 2023. Further details on tax are set out in note
12 of the consolidated financial statements.
Non-underlying items
2023 2022
£m £m
ERP implementation costs 7.5 6.3

Goodwill impairment 12.1 12.5
Exceptional restructuring costs 2.8 5.3
Impairment of trade receivables related to restructuring 0.4 0.3
Loss on disposal of operations 0.1 –
Exceptional historic contract dispute – 3.5
Claims related to closed business – 2.5
Contingent consideration: additional amounts provided – 0.1
Change in fair value of contingent consideration – (0.7)
Acquisition costs – 0.2
Amortisation of acquired intangible assets 5.1 10.3
Amortisation of joint venture acquired intangibles 0.6 1.2
Gain on sale of assets held for sale (0.8) –
Contingent consideration received – (0.7)
Total non-underlying items in operating profit 27.8 40.8
Non-underlying items in finance income – (3.6)

Total non-underlying items before taxation 27.8 37.2
Non-underlying taxation (3.0) (9.0)

Total non-underlying items 24.8 28.2
Strategic report
Non-underlying items in operating profit Non-underlying taxation Working capital
The Group is continuing the strategic project to A non-underlying tax credit of £3.0m (2022: Net working capital decreased by £2.7m (2022:
implement a new cloud computing enterprise £9.0m) relates entirely to the tax impact of the increase of £110.5m) reflecting a significant
resource planning (ERP) system across the non-underlying loss for the year. In 2022, £4.7m reduction in inventory levels at Suncoast, partially
Group. As this is a complex implementation, of the credit related to the tax impact of the non- offset by a decrease in trade and other payables.
project costs are expected to be incurred over underlying loss and the £4.3m remainder arose The net movement comprises a £26.8m
a total period of five years. Non-underlying ERP from the reversal of the valuation allowance decrease in inventories and a £1.5m decrease in
costs of £7.5m (2022: £6.3m) include only costs against deferred tax assets in Canada that was trade and other receivables, offset by a decrease
relating directly to the implementation, including recognised through the non-underlying tax in trade and other payables of £25.6m.
external consultancy costs and the cost of charge in prior years.
the dedicated implementation team. Non- An increase in provisions and retirement benefit
underlying costs does not include operational liabilities improved the working capital by £12.1m
Earnings per share
post-deployment costs such as licence costs for (2022: decrease of £13.4m). This reflects an
businesses that have transitioned. Underlying diluted earnings per share increased increase in provisions, as the amounts provided
by 53% to 153.9p (2022: 100.7p) driven by higher for contract and legal disputes exceeded
The goodwill impairment of £12.1m (2022: operating profit partially offset by the increase the amounts settled, with fewer large legal
£12.5m) relates to the UK business where a in finance costs and a higher effective tax rate in or contract disputes settled in the year. This
downward revision to the medium-term forecast the year. Statutory diluted earnings per share was excludes the cash outflow on restructuring
has resulted in the full impairment of the goodwill 120.5p (2022: 62.4p) which includes the impact provisions and other items included in non-
as the forward projections did not fully support of the non-underlying items. underlying costs which are presented within non-
the carrying value of the goodwill. Goodwill underlying items in the free cash flow calculation.
impairment in the prior year of £12.5m related to Dividend
Austral and the Swedish business.
The Board has recommended a final dividend of Capital expenditure
Exceptional restructuring costs of £2.8m (2022: 31.3p per share (2022: 24.5p per share) which, The Group manages capital expenditure tightly
£5.3m) in the year comprises £0.5m (2022: following the interim dividend for 2023 of 13.9p whilst investing in the upgrade and replacement
£1.9m) in the Europe Division and £2.3m (2022: (2022: 13.2p), brings the total dividend for the of equipment where appropriate. Net capital
credit of £0.6m) in AMEA. In Europe, the costs year to 45.2p (2022: 37.7p), an increase of expenditure, excluding leased assets, of
related to the scheduled exit of the Kazakhstan 20%. The 2023 dividend earnings cover, before £73.6m (2022: £73.5m) was net of proceeds
business and in AMEA, costs arose from the non-underlying items, was 3.4x (2022: 2.7x). If from the sale of equipment of £20.9m (2022:
mothballing of the Egypt business. In 2022, approved, the proposed final dividend of 31.3p £8.2m). The asset replacement ratio, which is
we also incurred restructuring costs in North (2022: 24.5p) will be paid on 28 June 2024 to calculated by dividing gross capital expenditure,
America (£3.4m) and in the centre (£0.6m). In shareholders on the register as at the close of excluding sales proceeds on disposal of items of
addition, the exit from Kazakhstan resulted in a business on 31 May 2024. property, plant and equipment and those assets
£0.4m impairment of trade receivables, in 2022 capitalised under IFRS 16, by the depreciation
we incurred a £0.3m impairment in respect of Keller Group plc has distributable reserves of charge on owned property, plant and equipment,
trade receivables in Ukraine. £190.8m at 31 December 2023 (2022: £122.1m) was 115% (2022: 115%).
that are available to support the dividend policy,
A loss on disposal of £0.1m was realised on which comfortably covers the proposed final
the disposal of the Cyntech Tanks business in dividend for 2023 of £22.7m. Keller Group plc is Acquisitions and transactions
Canada in October 2023. a non-trading investment company that derives with non-controlling interests
its profits from dividends paid by subsidiary The Group purchased a 35% interest in
The £0.8m gain on disposal of assets held companies. The dividend policy is therefore the shares of our Saudi Arabian subsidiary,
for sale relates primarily to the sale of assets impacted by the performance of the Group, Keller Turki Company Limited, increasing our
owned by the now closed Waterway business in which is subject to the Group’s principal risks and ownership interest to 100%. An initial cash
Australia. Impairment charges for these assets uncertainties as well as the level of headroom on consideration of £6.4m was paid to the non-
had previously been charged to non-underlying the Group’s borrowing facilities and future cash controlling shareholders and a contingent
items in prior periods and therefore the commitments and investment plans. consideration has been agreed which is valued
corresponding profit on disposal of the assets is at £9.3m at the balance sheet date.
also recognised as a non-underlying item.
Free cash flow
The accounting for the acquisition of Nordwest
The classification of costs as non-underlying is The Group’s free cash flow was an inflow of
Fundamentering in 2022 was finalised in the
a management judgement and is reviewed on a £103.2m (2022: outflow of £33.8m) and the
year, giving rise to prior period measurement
regular basis. improvement was driven by the reversal of the
adjustments which are set out in note 5 to the
increased working capital demands in the prior
consolidated financial statements. In 2022,
Amortisation of acquired intangibles year. Free cash flow has also been impacted
outflows for acquisitions, net of cash and debt
The £5.1m (2022: £10.3m) charge for by the timing of US tax payments. The basis of
acquired, included £3.2m for GKM Consultants
amortisation of acquired intangible deriving free cash flow is set out overleaf.
Inc and £6.8m for Nordwest Fundamentering.
assets relates to the RECON, Nordwest Deferred and contingent consideration in
Fundamentering, GKM Consultants and respect of prior period acquisitions of £0.2m
Moretrench acquisitions. In addition, we have (2022: £12.4m) was paid in the year.
incurred £0.6m (2022: £1.2m) of amortisation
of joint venture intangibles which relates to
NordPile, an acquisition by the Group’s joint
venture interest KFS Finland Oy.
Chief Financial Officer’s review continued
Free cash flow

2023 2022
£m £m
Underlying operating profit 180.9 108.6

Depreciation, amortisation and impairment 112.2 97.0
Underlying EBITDA 293.1 205.6
Non-cash items (4.0) (1.1)
Decrease/(increase) in working capital 2.7 (110.5)
Increase/(decrease) in provisions and retirement benefit liabilities 12.1 (13.4)
Net capital expenditure (73.6) (73.5)
Additions to right-of-use assets (33.9) (24.8)
Free cash flow before interest and tax 196.4 (17.7)
Free cash flow before interest and tax to underlying operating profit 109% (16%)
Net interest paid (20.5) (10.2)
Cash tax paid (72.7) (5.9)
Free cash flow 103.2 (33.8)
Dividends paid to shareholders (27.7) (26.4)
Purchase of own shares (3.4) (1.2)
Acquisitions (0.2) (22.4)
Business disposals 1.3 0.7
Transactions with non-controlling interests (6.4) –
Non-underlying items (12.4) (6.2)
Cash flows from derivative instruments 2.0 –
Fair value movements in net debt – 2.6
Right-of-use assets/lease liability modifications (8.7) (1.6)
Foreign exchange movements 13.9 (17.3)
Movement in net debt 61.6 (105.6)
Opening statutory net debt (298.9) (193.3)
Closing statutory net debt (237.3) (298.9)
Financing facilities and net debt Calculated on a statutory basis, including the Provision for pension
impact of IFRS 16, net debt to EBITDA leverage
The Group’s total net debt of £237.3m (2022: The Group has defined benefit pension
was 0.8x at 31 December 2023 (2022: 1.5x).
£298.9m) comprises loans and borrowings of arrangements in the UK, Germany and Austria.
Underlying EBITDA, excluding the impact of
£297.1m (2022: £319.0m), lease liabilities of
IFRS 16, to net finance charges was 12.3x (2022: The Group’s UK defined benefit scheme is
£91.6m (2022: £81.0m) net of cash and cash
15.7x), well above the limit of 4.0x. closed to future benefit accrual. The most recent
equivalents of £151.4m (2022: £101.1m). The
Group’s term debt and committed facilities actuarial valuation of the UK scheme was as at 5
On an IFRS 16 basis, year-end gearing, defined
principally comprises US private placement April 2023, which recorded the market value of
as statutory net debt divided by net assets, was
notes repayable in December 2024 ($75m), the scheme’s assets at £45.2m and the scheme
46% (2022: 60%).
in August 2030 ($120m) and in August being 98% funded on an ongoing basis. Given
2033 ($180m) and a £375m multi-currency the funding level, contributions will cease from
The average month-end net debt during 2023,
syndicated revolving credit facility, which matures August 2024, with a total of £1.7m to be paid in
excluding IFRS 16 lease liabilities, was £224.8m
in November 2025. At the year end, the Group 2024. Contributions will be reviewed following
(2022: £252.1m). The Group had no material
had undrawn committed and uncommitted the next triennial actuarial valuation
discounting or factoring in place during the year.
borrowing facilities totalling £425.2m (2022: to be prepared as at 5 April 2026. The 2023
Given the relatively low value and short-term
£273.7m). year-end IAS 19 valuation of the UK scheme
nature of the majority of the Group’s projects,
showed assets of £46.0m, liabilities of £41.8m
the level of advance payments is typically
The most significant covenants in respect of and a pre-tax surplus of £4.2m before an IFRIC
not significant, although we have negotiated
the main borrowing facilities relate to the ratio 14 adjustment to reflect the minimum funding
advance payments on larger projects such
of net debt to underlying EBITDA, underlying requirement for the scheme, which adjusts the
as NEOM.
EBITDA interest cover and the Group’s net closing position to a deficit of £1.5m.
worth. The covenants are required to be tested At 31 December 2023, the Group had drawn
at the half year and the year end. The Group upon uncommitted overdraft facilities of £2.4m
operates comfortably within all of its covenant (2022: £6.9m) and had drawn £199.7m of bank
limits. Net debt to underlying EBITDA leverage, guarantee facilities (2022: £190.6m).
calculated excluding the impact of IFRS 16, was
0.6x (2022: 1.2x), well within the covenant limit
of 3.0x and within the Group’s leverage target
of between 0.5x-1.5x.
Strategic report
In Germany and Austria, the defined benefit These retirement obligations are funded on the As the Group reports in sterling and conducts
arrangements only apply to certain employees Group’s balance sheet and obligations are met the majority of its business in other currencies,
who joined the Group before 1997. The IAS as and when required by the Group. The IAS movements in exchange rates can result in
19 valuation of the defined benefit obligation 19 valuation of the defined benefit obligation significant currency translation gains or losses.
totalled £12.6m at 31 December 2023 (2022: totalled £3.6m at 31 December 2023 (2022: This has an effect on the primary statements
£13.2m). There are no segregated funds to £3.5m). and associated balance sheet metrics, such as
cover these defined benefit obligations and the net debt and working capital.
respective liabilities are included on the Group
Currencies A large proportion of the Group’s revenues
balance sheet.
The Group is exposed to both translational are matched with corresponding operating
All other pension arrangements in the Group are and, to a lesser extent, transactional foreign costs in the same currency. The impacts of
of a defined contribution nature. currency gains and losses through movements transactional foreign exchange gains or losses
in foreign exchange rates as a result of its global are consequently mitigated and are recognised
The Group has a number of end of service operations. The Group’s primary currency in the period in which they arise.
schemes in the Middle East as required by local exposures are US dollar, Canadian dollar, euro
laws and regulations. The amount of benefit and Australian dollar. The following exchange rates applied during the
payable depends on the current salary of the current and prior year:
employee and the number of years of service.
2023 2022
Closing Average Closing Average
USD 1.27 1.24 1.21 1.24

CAD 1.69 1.68 1.63 1.61
EUR 1.15 1.15 1.12 1.17
AUD 1.87 1.87 1.76 1.78
Treasury policies Interest rate risk The Group has procedures to manage
Interest rate risk is managed by mixing fixed counterparty risk and the assessment of
Currency risk customer credit risk is embedded in the contract
and floating rate borrowings depending upon
The Group faces currency risk principally on tendering processes. The counterparty risk on
the purpose and term of the financing. At
its net assets, most of which are in currencies bank and cash balances is managed by limiting
31 December 2023 the majority of borrowings
other than sterling. The Group aims to reduce the aggregate amount of exposure to any one
were fixed rate.
the impact that retranslation of these net assets institution by reference to its credit rating and by
might have on the consolidated balance sheet, regular review of these ratings.
Credit risk
by matching the currency of its borrowings,
where possible, with the currency of its assets. The Group’s principal financial assets are
The majority of the Group’s borrowings are held trade and other receivables, bank and cash Return on capital employed
in US dollars. balances and a limited number of investments Return on capital employed is defined at Group
and derivatives held to hedge certain Group level as underlying operating profit divided by
The Group manages its currency flows to liabilities. These represent the Group’s the accounting value of equity attributable to
minimise transaction exchange risk. Forward maximum exposure to credit risk in relation equity holders of the parent plus net debt plus
contracts and other derivative financial to financial assets. retirement benefit liabilities. Return on capital
instruments are used to hedge significant employed in 2023 was 22.8% (2022: 14.9%).
individual transactions. The majority of such The Group recognises impairment losses on
currency flows within the Group relate to trade receivables where there is uncertainty over
repatriation of profits, intra-Group loan the amount we can recover from customers.
repayments and any foreign currency cash The amount recognised in underlying costs
flows associated with acquisitions. The Group’s of £21.3m (2022:£2.9m) has increased as
treasury risk management is performed at the a result of specific impairments relating to David Burke
Group’s head office. customers in financial difficulty or amounts
Chief Financial Officer
where cash receipts have been delayed due
The Group does not trade in financial to customer disputes. Approved by the Board of Directors and
instruments, nor does it engage in speculative authorised for issue on 4 March 2024.
derivative transactions.
Principal risks and uncertainties
Principal risks
and uncertainties
Our business is subject to risks and uncertainties and as such we have a risk management
governance framework to identify, evaluate, analyse and mitigate significant risks, including
climate-related risks and opportunities (CRROs), to the achievement of our strategy.
We have processes that seek to identify risks from both a top-down strategic perspective
and a bottom-up local operating company perspective.
Risk management governance framework
The risk management process within Keller follows industry best practice,
incorporating many of the applicable principles of the risk management
standard ISO 31000:2018 and ways of working from leading risk management
organisations. The adoption of a consistent risk management process within a
comprehensive framework can help to ensure that risk is managed effectively,
efficiently and coherently across Keller.
ExCom Management of risks | Risk controls

Strategic objectives | Risk appetite
Risk assessment | Risk reporting
Divisions
Tone from the top
Business units
Operating entities – projects

Strategic report
Keller’s strategic objectives
Effective risk management protects and
adds value to Keller and its stakeholders
and supports Keller’s objectives by:
Risk assessment • providing a framework that enables future risk
management activity to take place in a consistent
and controlled manner;
Risk reporting
• improving decision making, planning and
prioritisation by comprehensive and structured
understanding of the business activity, volatility
and project opportunity/threat;
Decision • contributing to a more efficient use/allocation of
capital and resources within the organisation;
• reducing volatility in the non-essential areas of
Risk treatment the business;
• protecting and enhancing assets and company
image;
• developing and supporting Keller’s people and
Residual risk reporting
knowledge base; and
• optimising operational efficiency.
Monitoring
Important developments in 2023 Key areas of focus for 2024

The continued strengthening of our risk management framework remained • We will continue to focus on deepening the understanding and use
a key priority for 2023, as understanding current and emerging risks is of our risk management data consistently across the Group through
central to effective decision making in Keller, aligned to our four strategic the use of our new risk management platform, targeted training and
levers and in line with the Group’s risk appetite. Risks that the Group business unit level risk workshops.
remains exposed to from day-to-day delivery of projects and the longer- • We will provide dedicated, targeted training on the use of the new
term pursuit of its strategic objectives continue to be assessed, managed GRC tool in the first half of 2024 to ensure a consistent methodology
and monitored as depicted in the process above. is used when identifying, assessing, managing and reporting on risks.
These changes will lead to continued improvement and consistency of
During the year we undertook several initiatives to support this: risk reporting and in turn support knowledge sharing across business
units and a timely and robust decision-making process.
• Continued to strengthen our internal control environment, measured
• We will perform a review of our risk appetite aligned to the key risk
against a comprehensive set of Group Finance Standards across
categories against which we identify, assess, manage and report on.
a number of disciplines including financial reporting, accounting,
Any agreed changes will be updated in the new GRC tool.
operational management, taxation and treasury, reinforcing a
culture of strong governance and risk management. This has been • We will continue to focus on strengthening our assurance activity,
independently validated through both management review and the especially in the second line of defence, which will be adequately
internal audit programme. resourced to ensure our first line internal control environment is
operating effectively.
• Following the financial reporting fraud in the Austral Business
Unit discovered in December 2022, a controls response plan was • We will continue to further develop and widen the scope of the CRROs
developed and executed that covered both the control failings in scenario analysis tools, in line with the recommendations of the Task
Austral that enabled this fraud to occur and also a wider review of Force on Climate-related Financial Disclosures (TCFD).
controls across Keller. Enhancing our assurance capability in the
second line of defence will remain a key area of focus in 2024, along
with further improvements in project performance management.
• Successfully deployed our new Governance, Risk and Compliance
(GRC) tool in Q4 2023, which will further enhance our capability
to manage, monitor and report on our internal control and risk
management environment.
• Continued to improve the quality of data on risk reporting across the
Group, including climate-related risks and opportunities, through
regular robust and engaging management reviews of risk throughout
the organisation.
Principal risks and uncertainties continued
Our risk governance framework
Audit and Risk

Board
Committee (ARC)
Sets tone on risk Reviews the effectiveness of our

management culture risk management and internal
controls systems
Approval of Group’s risk
appetite Monitors risk exposures
against risk appetite
Top-down
Oversight, identification,
assessment and Formal and transparent policies and procedures for risk management and internal controls
mitigation of risks
at Group level
Determination of the nature and extent of the company’s principal and emerging risks,
including climate-related risks and opportunities
Robust assessment of the Group’s

principal and emerging risks,
including climate-related risks and
Approval of interim and year-end opportunities
risk disclosures, including climate-
related risks and opportunities and Recommendation of interim
viability statement and year-end risk disclosures,
including climate-related risks
and opportunities and viability
statement
Group Head of Risk

Executive Committee
and Internal Audit
Supports the ARC in evaluating
Identification, reporting and
ongoing management of risks,
Internal the effectiveness of risk mitigation
including climate-related risks Audit (IA) strategies and internal controls
implemented by management
and opportunities
Provision of assurance
on the key risks Management of outsourced
Operational executive responsibility
mitigating controls IA function
for the risk management approach
Execution of Regular review of divisional
Implementation of internal controls
risk-based audit plan risk registers
Bottom-up
Oversight, identification,
assessment and
mitigation of risks
at operational and
Divisions, business units and functions
business unit level
Identification and management of risks, including climate-related risks
and opportunities, at a business unit level
Internal controls monitoring
Risk awareness and safety culture in day-to-day operations
Development and execution of appropriate mitigating actions

Strategic report
Our risk appetite These elements are embedded within the Group’s day-to-day
management of risk and its current risk reporting processes. The Audit
The Group’s risk appetite drives high standards of health, safety and
and Risk Committee and the Board reviewed the Group’s principal risks
environmental compliance, and a focus on commercial risks and
and uncertainties at their meetings in July 2023 and December 2023.
opportunities. This approach is fully understood across the organisation,
Keller’s operational and financial performance in a tougher macroeconomic
allowing us to collectively build a profitable and leading market share whilst
environment during 2023 was very encouraging and our principal risks and
limiting the Group’s risk exposures to an acceptable level. This level of risk is
uncertainties have not changed materially since the publication of last year’s
considered appropriate for Keller to accept in achieving strategic objectives.
annual report. However, macroeconomic challenges continue to impact our
markets, including the continued expectation of increased inflation, higher
Risk identification and impact interests rates and continued political instability in key regions where Keller
The Group’s principal risks are analysed on an inherent (pre-mitigation) and operates. The following principal risks will continue to be closely monitored
residual (post-mitigation) basis. throughout 2024:
• supply chain;
Risk trends • a rapid downturn in our markets; and
The ongoing review of the Group’s principal risks focuses on how these • failure to procure new contracts on satisfactory terms.
risks may evolve as well as a consideration of emerging and climate-
related risks, which we identified and impact-assessed over the short term Information on these and the Group’s other principal risks is set out from
(ie the next year), medium term (ie two to five years) and long term (ie six page 40 onwards.
to 30 years). As such, horizon scanning and reviewing emerging potential
legislation forms key elements of the risk review process.
Developing the viability statement The review included cash flows and other key financial ratios over the
three-year period. These metrics were subject to sensitivity analysis
In developing the viability statement, it was determined that a three-
which involves flexing a number of the main assumptions underlying
year period should be used, consistent with the period of the Group’s
the forecast both individually and in collectively. Downside sensitivity
business planning processes and reflecting a reasonable approximation
analysis was carried out to evaluate the potential impact on the Group of
of the maximum time taken from procuring a project to completion.
a global downturn in the construction/geotechnical market. Revenues in
Management reviewed the principal risks and considered which of
2025 and 2026 were assumed to decrease by 10% year on year with an
these risks might threaten the Group’s viability. It was determined that
operating margin deterioration in proportion.
none of the individual risks would in isolation compromise the Group’s
viability, and so a number of different severe but plausible principal risk
A number of other downside risks were also modelled including
combinations were considered. A downside sensitivity analysis, as well
worsening working capital performance, inability to finance the Group’s
as a consideration of any mitigating actions available to the Group, was
business and unforeseen settlements. The Directors’ assessment has
applied to the Group’s three-year cash flows forecasted as part of the
been made with reference to the Group’s current position and prospects,
business planning process and presented to the Board for discussion,
the Group’s strategy, the Board’s risk appetite and the Group’s principal
further to review by the Audit and Risk Committee. The Board discussed
risks and how these are managed, as detailed in the Strategic report.
the process undertaken by management, and also reviewed the results
of stress testing performed to ensure that the sensitivity analysis was On the basis of the above and other matters considered and reviewed
sufficiently rigorous. The Board also carried out a robust assessment of by the Board during the year, the Board has reasonable expectations
the principal risks facing the Group, including those that would threaten that the Group will be able to continue in operation and meet its liabilities
its business model, future performance, solvency or liquidity. as they fall due over the next three years. In doing so, it is recognised
that such future assessments are subject to a level of uncertainty
Viability statement that increases with time and, therefore, future outcomes cannot be
guaranteed or predicted with certainty.
In accordance with provision 31 of the UK Corporate Governance Code,
the Directors have assessed the prospects of the Group over a three-
year period. Going concern
The Group’s business activities, together with the factors likely to
The Board selected the three-year period as:
affect its future development, performance and position, are set out
• the Group’s business planning and budget processes are carried out in the Strategic report. The financial position of the Group, its cash
over a three-year period which provides the relevant estimates; and flows and liquidity position are described in the Chief Financial Officer’s
• three years is a reasonable approximation of the maximum time review, with details of the Group’s treasury activities, long-term funding
taken from procuring a project to completion and therefore reflects arrangements and exposure to financial risk included in note 25 to the
our current revenue earning cycle. consolidated financial statements.
The Group’s term debt and committed facilities principally comprises US The Group has sufficient financial resources which, together with
private placement notes repayable in December 2024 ($75m), in August internally generated cash flows, will continue to provide sufficient
2030 ($120m) and in August 2033 ($180m). sources of liquidity to fund its current operations, including its contractual
and commercial commitments and any proposed dividends. The
The Group also has a £375m syndicated revolving credit facility which
Group is therefore well placed to manage its business risks. After
is due to expire in November 2025. The assessment assumes that
making enquiries, the Directors have formed the judgement at the
the Group will continue to have access to this funding throughout the
time of approving the financial statements, that there is a reasonable
viability period on the basis that the Group will either renew the facility
expectation that the Group has adequate resources to continue in
or have sufficient time to agree an alternative source of finance on
operational existence for the period through to 31 March 2025. For this
comparable terms.
reason, they continue to adopt the going concern basis of accounting in
preparing the financial statements.
We list on the following pages the principal risks and uncertainties as determined by the Board that may affect
the Group and highlights the mitigating actions that are being taken. The content of the table, however, is not
intended to be an exhaustive list of all the risks and uncertainties that may arise.
Financial risk
1 Inability to finance our business
Description and impact Causes Mitigation and internal controls Movement since 2022
Failure to sufficiently and • Failure to accurately • Centralised Treasury function that is responsible
effectively manage the financial forecast material for managing key financial risks, including liquidity
strength of the Group could lead exposures and/or and credit capacity.
it to: manage the financial • Mixture of long-term committed debt with New $300m US private
resources of the varying maturity dates which comprise a £375m placement secured, along
• Fail to meet required tests Group. with strong operational
revolving credit facility with a maturity extended
that allow it to continue to use performance throughout
to November 2025 and a new US private
the going concern basis in 2023, demonstrate clear
placement debt of $300m, with $120m maturing
preparing its financial ability to manage both
in 2030 and $180m maturing in 2033. There is
statements. existing and future risks.
$75m of US private placement maturing in 2024.
• Fail to meet financial covenant
• The Group maintains significant undrawn Negotiations to refinance
tests, potentially leading to a
facilities within a high-quality RCF bank the existing revolving
default event.
syndicate, which underpin the liquidity credit facility will
• Have a lack of available funds, requirements of the Group. commence in Q1 2024.
restricting investment in
• Strong free cash flow profile – flexibility on capital
growth opportunities,
expenditure and ability to reduce dividends.
whether through acquisition
or innovation. • Embedded procedures to monitor the effective
management of cash and debt, including weekly
• Be unable to meet dividend
cash reports and regular cash flow forecasting to
payment requirements.
ensure compliance with borrowing limits and
lender covenants.
• Culture focused on actively managing our
working capital and monitoring external factors
that may affect funding availability.
Link to strategy Link to viability Timeframe
Market risk
2 A rapid downturn in our markets
Inability to maintain a • Customers • The diverse markets in which the Group

sustainable level of financial postponing or operates, both in terms of geography and market
performance throughout the reducing investment segment, provide protection to individual
construction industry market in ongoing and new geographic or segment slowdowns. The Group continues to
cycle, which grows more than projects. • Leveraging the global scale of the Group, talent maintain a very strong
many other industries during • Impact of increasing and resources can be redeployed to other parts order book across all
periods of economic expansion inflation, especially of the company during individual market divisions at near record
and falls more harder than many in steel, cement and slowdowns. levels. However, due to
other industries when the energy. increasing inflation,
• Having strong local businesses with in-depth
economy contracts. Any higher interest rates and,
• Political instability knowledge of the local markets enables early
significant, sustained reduction geopolitical uncertainty,
leading to disruption detection and response to market trends.
in the level of customer activity we are seeing some early
in supply chains • The diverse customer base, with no single
could adversely affect the signs of customers
impacting both customer accounting for more than 4% of Group
Group’s strategy, reducing delaying project starts
availability and price. revenue, reduces the potential impact of
revenue and profitability in the and investment.
individual customer failure caused by an
short and medium term, and
economic downturn.
negatively impact the longer-
term viability of the Group.

Strategic report
Link to strategy Risk movement since 2022 and link to viability Timeframe
Balanced portfolio Engineered solutions Increased risk Constant risk Short term Medium term
Operational excellence Expertise and scale Reduced risk Link to viability Long term
Strategic risks
3 Failure to procure new contracts while maintaining appropriate margins
Failure to negotiate satisfactory • Increased • A focus on understanding customer

and appropriate contractual competition requirements and competitor capabilities.
terms may result in: especially in tight or • Structured bid review processes in operation
contracting markets. throughout the Group with well-defined We continue to maintain a
• Delays and disputes during strong order book with
• Failure to fully selection criteria that are designed to ensure we
project delivery, negatively improving margins during
understand and/or take on contracts only where we understand and
impacting our relationships 2023. We are also seeing
ability to meet can manage the risks involved.
with our customers and the increased competition on
customer • The Project Lifecycle Management (PLM)
Group’s reputation for contracts within our
requirements. Standard has introduced more rigour into how
delivering quality products markets with increased
and solutions. • Inadequate risks are considered during the opportunity,
pressure on bid pricing
resources in place contract approval and project execution phases.
• Adverse impact on the from our customers that
(physical assets and • Sales training – focus on contractual and
Group’s strategy leading to along with inflationary
people). commercial terms.
reduced revenue and pressures could
profitability and negatively • Failure to • Continuous monitoring of market trends and potentially erode contract
impacting the Group’s ability understand and their potential impact. margins. Significant
to fund its strategic engage with • Continuous monitoring of order book wins and increase in the cost of
objectives. customer on losses. insurance along with
balanced approach increased self-insured and
• Increased cost of insurance
to allocation or deductible limits will
and deductible.
sharing of risk in the require a renewed
contract. communication across
Keller with a focus on
minimising our exposure
to unnecessary risk and
contractually limiting our
liability wherever possible.
Work to refresh and
refocus the PLM Standard
focusing on project
performance
management, hence
renaming it PPM (Project
Performance
Management), is almost
complete.

Strategic risks
4 Losing our market share
Inability to achieve sustainable • Increased • A clear business strategy with defined short,
growth, whether through competitor activity medium and long-term objectives, which is
acquisition, new products, new especially in tight or monitored at local, divisional and Group level.
geographies or industry-specific contracting markets. • Continued analysis of existing and target We continued to see very
solutions, may: • Failure to adjust to markets to ensure opportunities that they offer strong improvement
changing customer are understood. across the US in 2023,
• Jeopardise our position as the where we are providing a
demands or fully • An opportunities pipeline covering all sectors of
preferred international wider range of our
understand and the construction market.
geotechnical specialist products across more
meet their • A wide-ranging local branch network which
contractor. locations following the
requirements. facilitates customer relationships and helps
• Lead to inefficiencies and successful execution of
• Inability to identify secure repeat work.
increased operating costs, the One Keller project in
changes in market • Continually seeking to differentiate our offering
which in turn could impact our 2021. This focus is also
demands, including through service quality, value for money and
ability to deliver balanced showing success in the
changes to promote innovation.
profitable growth, which is a other divisions as they
sustainability.
key component of our • North American businesses reorganisation diversify their available
strategy. delivering on cross-selling opportunities. product range to maintain
• Failure to deliver on our key • Minimising the risk of acquisitions, including and grow our market share.
strategic objective may result getting to know a target company in advance,
in the loss of confidence and often working in joint venture, to understand the
trust of our key stakeholders operational and cultural differences and potential
including investors, financial synergies, as well as undertaking these through
institutions and customers. due diligence and structured and carefully
managed integration plans.
5 Ethical misconduct and non-compliance with regulations

Keller operates in many different Failure to comply with • A Code of Business Conduct that sets out
jurisdictions and is subject to the Code of Business minimum expectations for all colleagues in
various rules, regulations and Conduct or related respect of ethics, integrity and regulatory
other legal requirements policies and procedures requirements, that is updated annually and is Following on from the
including those related to could stem from: backed by a training programme to ensure that it financial reporting fraud
anti-bribery and anti-corruption. is fully embedded across the Group. in the Austral business
Failure to comply with the Code • Failure to establish discovered in late 2022, a
• Ethics and Compliance Officers in every business
of Business Conduct or other robust corporate specific controls
unit who support the ethics and compliance
regulations could leave the culture. response plan was
culture and ensure best practice developed by
Group exposed to: • Failure to adopt a the Group is communicated and embedded into developed and executed
compliance risk local business practices. in 2023. This plan covered
• Instances of bribery and approach. the specific control
corruption. • Regular workshops across the Group to ensure
• Failure to embed the failings in Austral and a
compliance risks are identified and addressed.
• Fraud and deception. Group’s values and wider review across Keller.
• Ethics and compliance updates to the Audit and All elements of the plan
• Human rights abuses, such as behaviours across
Risk Committee semi-annually. are either completed or
modern slavery, child labour the entire
abuses and human trafficking. organisation, • An independent third-party whistleblowing progressing well and
including any joint helpline that is actively promoted. Complaints owned by a senior leader
• Unfair competition practices.
ventures. are independently investigated by the in the business.
• Unethical treatment within Compliance and Internal Audit teams and
our supply chain. • Failure to have a
appropriate action taken where necessary.
robust training and
These failures could result in monitoring
legal investigations, leading to programme in place.
fines and penalties, reputational • Deliberate non-
damage and business losses. compliance.

Strategic report
Strategic risks
6 Inability to maintain our technological product advantage
Keller has a history of innovation • Failure to maintain • Innovation initiatives developed at both Group
that has given us a technological investment in and divisional level to ensure a structured
advantage which is recognised innovation and approach to innovation is in place across the
by our clients and competitors. digitisation. Group.
Failure to maintain this • Increased • Innovation in low carbon materials (cement,
advantage through the competitor concrete, cement-free binders), by carrying out
continued technological investment in field trials and collaborating with cement
advancements in our innovative solutions. suppliers and other companies innovating in
equipment, products and • Failure to continue this space.
solutions may: to invest in our • Digitisation initiatives focusing on strategy of
• Impact our position in the people. facilitating equipment and operational data
market. capture.
• Result in us not being • We take a leadership role in the geotechnical
selected for key complex, industry, with many of our team playing key roles
high-value projects that in professional associations and industry
support the Group strategy. activities around the world.
• Make it more difficult to • Global product teams set standards, provide
attract and retain the best guidance and disseminate best practice across
talent. the Group.
• Result in the loss of • Continued investment in both external and
reputation for delivering the internal equipment manufacture.
best engineered solutions.
7 Climate change
Climate change is a global threat • Failure to update Sustainability Steering Committee that is
and failure to manage and product offerings in responsible for integrating sustainability targets
mitigate it could lead to: line with both and measures into the Group business plan to
legislation and successfully drive changes important to the We are starting to win
• An inability to achieve Keller’s customer demand. company. project opportunities
commitment to deliver related to climate impact.
solutions in an • Collaboration with the University of Surrey’s This is tempered by the
environmentally conscious Centre for Environment and Sustainability to introduction of more
manner, which may in turn apply sustainability best practice to all business legislation relating to
have a negative impact on our functions. climate impact, eg
reputation, affect employee • Scope 1 and 2 carbon emissions verified by proposed new restriction
morale and lead to a loss of accredited external third party (Carbon for federal construction
confidence from our Intelligence). projects in the US.
customers, suppliers and • Carbon calculator tool used to identify/improve
investors. We continue to focus on
carbon efficiency.
• Product offerings becoming delivering against our
• Project team created to develop and embed sustainability targets and
obsolete because they are no processes to meet TCFD requirements.
longer compliant with meeting TCFD reporting
environmental standards. requirements.
• Remediation of non-
compliant work at our own
expense to maintain
compliance.

Operational risks
8 Service or solutions failure
In designing a product or a • Misinterpretation of • Continuing to enhance our technological and

solution for customers many client requirements or operational capabilities through investment in
factors need to be considered miscommunication of our product teams, project managers and our
including client requirements, site requirements by the engineering capabilities.
and loading conditions and local client may lead to a • Employing geotechnical engineers that are
constraints (eg neighbouring poorly designed focused purely on design.
buildings, other underground solution and • Disaster Recovery/Business Continuity Plans in
structures). Inadequate design of consequently failure. place and reviewed across the Group.
a customer product and/or
• The global product teams set standards, provide
solution may lead to:
guidance and disseminate best practice across
• An inability to achieve the the organisation for our eight key products.
required standard. • We seek to agree liability limits in our contracts
• Failure to meet quality with customers.
standards, damaging our • Insurance solutions are in place to limit financial
reputation, giving rise to exposure of a potential customer claim.
regulatory action and legal
liability, and ultimately
impacting financial
performance.
• A negative impact on
long-term profitability from
poorly designed product/
solution as they are generally
covered by a liability limitation
period of 12 years.
9 Ineffective execution of our projects

Inability to successfully deliver • Failure to manage our • Ensuring we understand all of our risks through
projects in line with the agreed projects to ensure the bid appraisal process and applying rigorous
customer requirements may that they are delivered policies and processes to manage and monitor
result in: on time and to budget contract performance. The number of projects
due to unforeseen • Ensuring we have high-quality people delivering not executed to
• Cost overruns, contractual ground and site expectation in 2022 was
projects. Keller’s Project Management Academy
disputes and reputational conditions, weather- above the long-term
and Field Leadership Academy are designed to
damage. related delays, average, adversely
create project managers with a consistent skill
• Ineffective project delivery unavailability of key set across the entire organisation. The impacted by persistently
may also expose the Group to materials, workforce academies cover a broad range of topics high inflation across
long-term obligations shortages or including contract management, planning, risk North America and
including legal action and equipment assessment, change management, decision- Europe.
additional costs to remedy breakdowns. making and finance.
solution failure. This trend has improved
• Lack of • Safety Standards for operations (eg platform, throughout 2023 along
comprehensive cage handling), Equipment Standards and fleet with the work under way
understanding of renewal. to update the PLM
contract obligations. • The PLM Standard aims to drive a consistent Standard focusing on
• Inadequate resources approach to project delivery with robust controls project performance
(people, physical at every project phase. This is currently being management. This will
assets and materials). updated and will be renamed PPM (project put in place better
performance management). Alongside the controls to ensure
updated standard will be an app to support the continued effective
efficient and effective execution of projects. execution of projects
• A formal, structured approach to Lean and 5S is across Keller.
being rolled out across the organisation, which is
improving processes and strengthening Keller’s
working culture.

Strategic report
Operational risks
Supply chain – partners fail to meet the Group’s operational expectation and contractual obligations (including
10
capacity, competency, quality, financial stability, safety, environmental, social and ethical)
Failure to manage suppliers • Failure to embed the • The Group has developed long-term
effectively could lead to: Group’s expectation partnerships with key suppliers, working closely
within the with them to understand their operations, but is
• Delays to executing projects procurement process. not over-reliant on any single one, with an Supply chain issues,
waiting for materials and extensive network of approved suppliers in place especially availability of
• Inadequate
ongoing business disruption. across the organisation to support its strategic certain materials (steel,
assessment of supply
• Additional costs to find chain partner ambitions. cement and energy)
alternative suppliers. capabilities during • A Supply Chain Code of Business Conduct that continue to show signs of
• Becoming involved in legal bidding phase. sets out minimum expectations for all suppliers easing. Pricing is still
disputes and potentially fines • Lack of supplier in respect of ethics, integrity and regulatory adversely impacted by the
and penalties. requirements, that is updated annually. persistently high inflation,
resilience due to rising
• Damaging our reputation and but this too is beginning to
costs of energy as a • Working group established, reporting to the
potentially being barred from show signs of abating.
result of geopolitical Group Company Secretary and Legal Advisor, to
bidding on future contracts. uncertainty. drive minimum standards, both contractually and While pressure remains as
• Human rights abuses, such as • Lack of supply behaviourally, across key labour suppliers. a result of the geopolitical
modern slavery, child labour availability due to uncertainty, it is being
abuses and human trafficking. increased demand better managed as
from and too little demand cools slightly as
supply. interest rate increases
• Inflation driving up take effect on some
prices. investment decisions.
• Logistical impact In 2023 we carried out an
causing delays due to independent legal
lack of HGV drivers. assessment of our human
rights and modern slavery
standards and processes.
Consequently, we have
introduced a Human
Rights Policy, updated our
Supply Chain Code of
Business Conduct and
supplier contractual
clauses and put in place
more rigorous due
diligence processes
across our supply chain.

Operational risks
11 Causing a serious injury or fatality to an employee or a member of the public
Failure to maintain high • Inadequate risk • Board-led commitment to drive health and
standards of health and safety, identification, safety programmes and performance with a
and an increase in serious assessment and vision of zero harm.
injuries or fatalities leading to: management. • An emphasis on safety leadership to ensure both
• Lack of clear HSEQ professionals and operational leaders
• An erosion of trust of
leadership driving the drive implementation and sustainment of our
employees and potential
safety culture. safety standards through ongoing site presence,
clients.
• Lack of employee using safety tours, safety audits, safety action
• Damage to staff morale, an groups and mandatory employee training.
competency.
increase in employee turnover
• Poorly designed • Ongoing improvement of existing HSEQ systems
rates and a decrease in
processes that do not to identify and control known and emerging
productivity.
eliminate or mitigate HSEQ risks, which conform to internal standards.
• Threat of potential criminal
risk. • Incident Management Standard and incident
prosecutions, fines, disbarring
• Lack of focus on the management software driving a robust and
from future contract bidding
wellbeing and mental consistent management process across the
and reputational damage.
health of employees organisation that ensures the cause of the
and JV partners. incident is identified and actions are put in place
to prevent recurrence.
12 Not having the right skills to deliver

Failure to attract and develop • Inability to recruit • Continuing to invest in our people and
excellent people to create a and retain strong organisation in line with the four pillars of the
high-quality, vibrant, diverse and performers. Keller People agenda as noted below.
flexible workforce could: • Lack of a diverse • Ensuring that the ‘Right Organisation’ is in place We are still witnessing
workforce. with people having clear accountabilities; each inflationary pressure on
• Harm the Group’s ability to pay across many
• Failure to maintain organisational unit is properly configured with a
win or execute specific locations where Keller
and promote the matrix of line management, functional support
high-value, complex projects. operates and thus the
Keller culture. and product expertise.
• Fail to meet strategic pressure on competition
• Overheating of • As an industry leader, that Keller is made up of
objectives to grow the for skilled personnel is still
market causing ‘Great People’ that are well trained, motivated
business and lose key an issue in some parts of
significant increase in and have opportunities to develop to their full
stakeholder confidence the Group. However, job
demand or potential. Project managers and field employees
within the market. markets are just
competition for receive comprehensive training programmes
beginning to show signs
people. which cover a broad range of topics including
of a slowdown, which
• Lack of visibility of contract management, planning, risk
should ease this issue.
long-term pipeline for assessment, change management,
Focus remains on
career progression decision‑making and finance.
retaining staff with the
resulting in existing • A strong focus on the ‘Exceptional Performance’ right skills to deliver.
employees leaving of employees in delivering commercial outcomes
the business. safely for Keller based upon project successes
• Post COVID-19 for our customers. Business leaders are
recovery driving incentivised to deliver their annual financial and
increase in attrition or safety commitments to the Group.
people leaving sector. • The ‘Keller Way’ provides guidance to the
• Pressure from wage company’s employees and leaders to comply
inflation and with local laws and work within Keller’s values
increased offers from and Code of Business Conduct
competition.

Strategic report
Operational risks
13 Cyber security
Risk of potential disruption • Failure to maintain • Creation of an Information Security Management

in the business operations, appropriate threat System framework, referencing industry
reputational damage and/or prevention, standards to ensure appropriate governance,
loss or corruption of data could identification and control and risk management and then onward
lead to: resolution management for compliance, maturity and
mechanisms either development of service.
• Loss of intellectual property technically or through • Introduction of technical capabilities and
and competitive advantage. processes. services to further enable prevention, detection,
• Loss of personal data. • Poor internal prediction and response services.
• Operational impact governance. • Multi-factor authentication for all users prevents
restricting the ability to carry • Failure to embed unauthorised access to Keller’s networks and
out business critical activities. preventative culture. applications and further controls limit access to
• Potential fines and penalties. • Lack of or inadequate only Keller-approved devices.
• Reputational damage leading training and • Advanced threat protection on all IT equipment
to loss of market and awareness leading to delivers comprehensive, ongoing and real-time
customer confidence. mistakes and errors. protection against viruses, malware and spyware.
• Failure to meet client security • Inconsistent • Data protection framework to ensure
requirements to win or approach to data compliance with the General Data Protection
maintain contracts. security, especially Regulation (GDPR) and other standards of data
with JV partners and protection.
external third parties. • Proactive threat hunting throughout the
• Cyber attacks. environment.
• Failure to obtain or
maintain external
security certifications
that are required by
clients.

Task Force on
Climate-related
Financial Disclosures
Keller has considered the risks and opportunities posed to the business by climate change,
and the impacts it may face over several time horizons. The following statement discloses
Keller’s climate-related financial information and actions the business is taking to respond
to climate change. It is consistent with the recommendations of the Task Force on Climate-
related Financial Disclosures (TCFD) in compliance with Listing Rule 9.8.6R, with areas where
disclosures are only partially consistent included at the end of the statement on page 58.
Governance
Board oversight of climate-related risks and opportunities
The Board is ultimately responsible for the oversight of climate-related Director, who is head of sustainability and responsible for having
risks and responsibilities, and for ensuring that the Group’s approach oversight on sustainability matters. More detail on the risk management
to sustainability is implemented across the business. The Group’s process for climate-related risks is given in the Risk Management section
governance framework is structured to provide regular and relevant of this statement and in the Principal Risks and Uncertainties section
updates to the Board in order to support informed decisions on climate- (page 36).
related matters. The governance framework is outlined in full on page 36,
and the organisational and reporting structure for climate governance is As part of the risk management process for climate risks, the
depicted on page 49. Sustainability Steering Committee is responsible for identifying climate-
related risks and reporting these to the Audit and Risk Committee, a Main
ESG, including the management of climate-related issues, was a Board Committee, which in turn reports to the Board. The Sustainability
listed topic on the agenda at four Board meetings in the last year, Steering Committee is chaired by the Engineering and Operations
corresponding to the ESG Board Report which is delivered to the Board Director, who is head of sustainability and responsible for having
on a quarterly basis. The report is coordinated by the Group Company oversight on sustainability matters. More detail on the risk management
Secretary and Legal Advisor’s team, and ensures a clear reporting line process is given in the Risk management section of this statement and
on all ESG matters, including climate risk, to the Board and the Group in the Principal risks and uncertainties section (page 36).
Chairman, who is the designated Director for ESG and sustainability
matters. Additional discussions on sustainability-related matters also ESG matters, including climate-related issues, are taken into account
take place as required. in core strategic decisions by the Board and management via a formal
Project Review process. This process incorporates assessment of the
The Sustainability Committee, a Main Board Committee, has oversight viability of projects on the grounds of safety and legal compliance. The
of the Board’s responsibilities in relation to environmental matters, Group is continuing to develop a stage of this process which would also
including climate-related matters. In line with its terms of reference, incorporate assessment of project viability on the grounds of climate-
this committee convenes a minimum of three times a year and is related impact. Currently, we incorporate an assessment of projects
comprised of the CEO, the Group Chairman and the independent based on the financial impact that would be had as a consequence of
Non-executive Directors (NEDs). Its report for 2023 can be found an adverse reputational event.
on page 105. The Sustainability Committee was formed in May
2023 following the merger of the Environment and the Social and As a result of this process of incorporating climate-related issues into
Community Committees. It is chaired by Juan G. Hernández Abrams, core strategic decisions, during 2023 we adapted our rig procurement
an independent NED on the Board. and development strategy to protect our equipment from future
transition risks. We set aside a £100,000 budget to help business units
The Sustainability Steering Committee, the Main Management trial biofuels, including hydrotreated vegetable oil (HVO), so that these
Committee responsible for climate-related and environmental matters fuels can be offered to clients with sustainability requirements. As part of
alongside other ESG topics, is composed of representatives from each this strategy, we also invested in our first large electric rig as part of our
division – North America, Europe, and AMEA – and the Group’s relevant rolling rig development programme. Electric rigs are safeguarded against
functions, as listed on the organisational and reporting structure for future air quality legislation, meaning they can continue to be used
climate governance on page 49. The Committee convenes quarterly without risk of becoming stranded assets.
and reports to the Sustainability Committee and to the Executive
Committee, which is also Main Management Committee. As part The Board monitors and oversees progress against goals and targets for
of the risk management process for climate risks, the Sustainability addressing climate-related issues principally through the Sustainability
Steering Committee is responsible for identifying climate-related risks Committee, and also through the Remuneration Committee where
and reporting these to the Audit and Risk Committee, a Main Board there is an impact on executive remuneration. More detail on ESG-linked
Committee, which in turn reports to the Board. The Sustainability remuneration can be found on page 120.
Steering Committee is chaired by the Engineering and Operations
Strategic report
Governance
Management’s role in assessing and managing climate-related risks and opportunities
The Sustainability Steering Committee allows divisions and functions Each Team Planet works alongside the Group’s HSEQ teams and
to raise sustainability challenges, including on climate-related topics, those responsible for local climate risk registers to help bring climate-
to the Executive Committee and to the Board and its committees. related risks and opportunities (CRROs) and associated issues to the
It also acts as a forum for different areas of the business to convene attention of management so that they can be acted on. For example,
and discuss sustainability strategy, and for sharing sustainability best Team Planet are critical in grounding our climate scenario modelling in
practice between divisions. The Committee is responsible for integrating the actual contractual and practical landscape of our projects. We used
sustainability targets and measures into the Group business plan, in multiple Team Planet North America members to both create and then
order to successfully drive changes important to the company. sense-check the days’ delay from various extreme weather events in our
scenario analysis.
Each division of the business has a ‘Team Planet’, a group responsible
for climate-related issues. These teams are composed of multiple
representatives from diverse roles across each division, from design
and procurement through to operations, and each includes at least
one representative from each business unit.
Organisational and reporting structure for climate governance

The Sustainability Committee provides oversight of TCFD activities on The Sustainability Steering Committee has a wider remit than the TCFD
behalf of the Board. The committee is supported by the TCFD working working group and feeds through sustainability matters to the Executive
group on TCFD matters. Committee, the Sustainability Committee and the Board.
Board of Directors
Chairman is designated Director for ESG and sustainability matters
TCFD
Sustainability Committee CSRD
working working
group group
Executive Committee
Sustainability Steering Committee

Divisional and Group representatives
Group functions:
Sustainability, HSEQ, Engineering and Operations, Finance, Risk, Communications, Investor Relations, People, Company Secretariat.
North America Europe AMEA

Divisional representative Divisional representative Divisional representative
Business unit managers Business unit managers Business unit managers
Function heads Function heads Function heads
Team Planet Team Planet Team Planet

TCFD statement continued
Strategy
The long-term success of the Group’s business depends on actively These divisions take into consideration both business cycles and the
assessing, analysing and managing the potential impacts of climate- long-term time horizons relevant to physical climate risk. The short-
related risks, and adapting our operations to take advantage of term risk is defined as one year in recognition of the short-term nature
opportunities, in order to create a strong position in the transition to a of the majority of our projects, which are typically bid for, won and
low-carbon economy. executed within one year. The medium term aligns with the business
planning horizons used for the viability statement. The long term
As a business which provides a wide variety of services across multiple aligns to publicly available climate projections, which extend to 2050,
geographies, Keller is exposed to a variety of impacts from climate and which provided the time range for our scenario analysis. These
change across the short, medium and long term. Across different timeframes are also recognised by CDP as consistent with current
potential climate scenarios, different areas of the business face more best practices for TCFD disclosures.
pronounced physical risks as a consequence of global temperature rise
and extreme weather events, increased transition risks from regulation,
and transition opportunities afforded by the requirement for lower- Scenario analysis
carbon solutions and climate adaptation. In 2023, we advanced our quantitative scenario analysis in order to
better evaluate the Group’s CRROs. We built on our analysis from
To navigate our CRROs, and to ensure that business units are best 2022, and included new CRROs, a wider geographical scope, and more
equipped to lead and deliver appropriate climate mitigation, we have sophisticated modelling of our risks.
developed an internal climate-related risk register owned at the business
unit level. CRROs are evaluated at the business unit level and fed back As the impact on the Group from CRROs varies greatly across our
to the Group, where a consolidated view on their relative severity is different geographies, we have focused analysis on areas where the
produced. Details on each of these CRROs and Keller’s management relevant risks were most severe, as determined by our qualitative
of them is provided in detail in the table on pages 54 to 56. In 2023, we assessment. Physical risk was modelled for our North America (NA)
expanded the scope and depth of our quantitative climate scenario and Australian divisions, and transition risk was modelled for our
analysis, which produced more advanced insights into the impacts of Europe Division.
climate change on our business. Details on how we conducted scenario
analysis are provided overleaf. As we currently face more impacts from weather events in NA and
Australia than we do in Europe, we chose to focus our physical analysis
Based on the outputs of our climate-related risk register, and from initially on these regions. Conversely, since regulations on carbon and
scenario analysis, even the climate-related risks which are judged to pose emissions are currently at a more advanced stage in Europe than in NA
the greatest risk are not deemed material to the business. However, and AMEA, we chose to focus our transition analysis initially on Europe.
taken together, climate-related risks are judged to represent a significant
risk, and climate change is therefore considered a principal risk to the Our scenario analysis modelling has been established in a way that is
business. In order to reflect this in our financial planning, climate-related replicable annually, so that the Group can see how impacts are changing
risk is built into the viability statement sensitivity analysis, which looks on an ongoing basis. As the sophistication of climate science, availability
out over a three-year period. The full viability statement can be found of data, and clarity around regulation all increase, we expect to enhance
on page 39. the completeness and accuracy of our scenario analysis. We also expect
future analysis to be able to inform in greater detail our strategies for
Time horizons for the impacts of CRROs have been defined as follows: mitigating risk and capturing opportunity, and to help us know where our
efforts should be focused when addressing CRROs.
• Short term: 1 year
• Medium term: 2–5 years
• Long term: 6–30 years
Strategic report
Strategy
Scenario analysis continued
In 2022, we assessed the risk of the increased cost of raw materials, and the accompanying opportunity for low-carbon solutions, in the pilot location
of Austria. This year, a new transition risk has been addressed, regulation of existing products and services, which has been addressed by modelling the
risk of stranded rig assets in Europe as a result of incoming regulation. Physical risk modelling was expanded to the entire North America (NA) Division
and Australia, with the scope of weather perils expanded from hurricanes to also include precipitation, extreme heat and wildfires.
The table below gives details on the CRROs which have been subject to scenario analysis, including the scenarios used for each.
Physical risk Transition risk
Division NA (US and Canada) Europe

Australia
Risks and Hurricanes, precipitation, extreme Low-carbon solutions

opportunities heat and wildfires Cost of raw materials
modelled Regulation of existing products and services
Time period 2022–2050 2022–2050
Warming Physical scenarios informed by the IPCC: Transition scenarios informed by the IEA. London Electrification
scenarios Scenario is a scenario created for the modelling, which follows London’s
Non-Road Mobile Machinery (NRMM) decarbonisation rules.
SSP2-4.5 Average 2.7°C rise by 2100 Net Zero Emissions (NZE) Average 1.5°C
SSP5-8.5 Average 4.4°C rise by 2100 Announced Pledges Scenario (APS) Average 1.7°C
Stated Policies Scenario (STEPS) Average 2.5°C
London Electrification Scenario Only zero emission machinery
is allowed in operation from
2040 onwards.
Financial impacts
2030 2050
SSP2-4.5 SSP5-8.5 SSP2-4.5 SSP5-8.5
Impact of physical risk on operations in NA and
1.7% 4.3% 2.6% 6.4%
Australia (% impact to total global revenue)
Impact of physical risk on operations in NA
1.5% 3.9% 2.4% 6.0%
(% impact to total global revenue)
Impact of physical risk on operations in
0.2% 0.3% 0.2% 0.4%
Australia (% impact to total global revenue)
2030 2040
London London
Electrification NZE APS STEPS Electrification NZE APS STEPS
Total value of rigs which become stranded
assets in the year (% of total net book value 10.3% 0% 0% 0% 2.8% 0% 0% 0%
of the rig fleet in Europe)
Strategy
Scenario analysis: Physical risk
NA and Australia
Risk: Impact on projects from hurricanes, precipitation, heat and wildfires
Selection Results
Impact from acute weather risks is identified as a medium risk across our The Group faces limited exposure to climate-related physical risk. The
three divisions, with chronic risks being identified as a high risk for our NA total potential financial impact of all combined physical risks is set to
and AMEA divisions. The Group already experiences impacts to projects be c5% of projected total revenue in 2050, on average between the
as a result of extreme weather in these locations. modelled scenarios. This is an unabated figure, which assumes that the
Group takes no action to address these risks. Extreme heat has emerged
Approach as the greatest risk of the four modelled, accounting for 46% of the total
We are impacted by weather through disruptions to our projects, which predicted revenue impact, and Florida stands out as the state facing
cause days of delay and repair costs. We made assumptions around the greatest impact, given its high revenue generation and its current
the days of operational disruption and associated costs from each exposure to climate risks.
event type, and then used these figures to model revenue impact. For
hurricanes, we used existing hurricane models applied to an earth climate Response
model, and then assumed a radius of impact from forecasted hurricanes. In order to better quantify and control our impacts from extreme
For extreme heat, we modelled disrupted days at 35–40°C and 40°C+. weather, we will aim to track actual days’ delay across operational sites,
For precipitation, 20–50mm days and >50mm days. For wildfire, we and improve our systems for collecting costs from delays and mitigating
modelled high fire weather index (FWI) days as representative of an activities. We will be reassessing our health and safety policies for heat,
average likelihood of wildfires. particularly in more highly affected regions such as Florida, in order to
set clearer limits on when work can continue and when to delay, and
Climate scenarios were informed by the IPCC’s Representative to provide greater understanding of what potential future financial
Concentration Pathways (RCPs). Both scenarios were assessed out impacts are.
to 2050.
We will reassess our contracting terms in order to implement
Assumptions greater consistency around the liability which the Group takes for
• Impacts to future projects were modelled using current project weather impacts.
locations. This assumes that the general locations of our operations
will not change greatly.
• The financial impact from lost workdays was modelled using an
average days’ delay from each weather event, and average repair
costs following events.
Strategic report
Strategy
Scenario analysis: Transition risk
Europe
Risk: Stranded rig assets as a result of regulations
Selection Therefore, a fourth scenario was created, titled ‘London Electrification’,
As our rigs, which are defined as NRMMs, emit greenhouse gases and which was based on London’s more stringent rules for NRMMs. London
particulates, they may in future be subject to regulation which prevents is one of the few cities in Europe with a specific policy around the
their usage unless they are below a certain requirement for emissions, or phasing-out of high-emission NRMMs. In accordance with London policy,
are zero emissions (ie electric). The Group already faces some limitations this scenario assumed that only zero emission machinery (ie electric rigs)
on higher-emissions rigs being used in certain projects in cities in Europe. will be allowed by 2040.
Impacts from this risk are identified as medium in Europe and NA, and low Assumptions
in AMEA. • An average lifespan was assumed for rigs, after which they would be
replaced with a newly purchased rig. Depending on the scenario, the
Approach new rigs purchased were categorised as electric and/or the most
IEA scenarios were each taken to represent a different speed of phase- efficient engine type.
out of rigs, which were informed by emissions reduction trajectories from • The IEA’s heavy-duty transport emissions reductions trajectory was
the IEA’s World Energy Outlook 2023, using the ‘Heavy duty vehicles’ used to inform emissions reductions for NRMMs.
pathway as an approximation for NRMMs. The EU has also instated
regulation which defines emission limits for NRMM engines which can be Results
sold in the EU. While this does not directly affect rigs which can be used, The Group is unlikely to face stranded rig assets in Europe in any of the
this regulation informed our approach. IEA scenarios. In these scenarios, the rate at which older rigs in the fleet
are replaced with lower and zero-emissions rigs means that by the time
These scenarios (NZE, APS, and STEPS) were used to define when rigs regulations come into force, Keller’s fleet is already compliant.
of different emission stages in our fleet would become stranded assets.
Assumptions were also applied to each scenario about the rate at which However, in the London Electrification scenario, Keller will have to impair
Keller would transition its fleet to lower-emission and electric rigs. The rigs in its fleet equivalent to 2.8% of the net book value of the fleet,
speed of the assumed transition was correlated to the stringency of the by 2040. This is the strictest scenario, and we believe it is unlikely that
scenario, with less rapid fleet transitions assumed for warmer scenarios regulations equivalent to the strictness of London’s NRMM regulations
with less stringent regulation. will be applied across Europe. We therefore consider the likelihood of the
London Electrification scenario to be low, and for the risk of it occurring
However, as the IEA’s pathways take a global perspective, they were to therefore be minimal. However, it may be the case that similar
ultimately less ambitious than what we expect for Europe. We found restrictions are applied in urban areas in Europe, where many of our
that no financial impacts were observed for even the most stringent projects are located.
scenario, NZE.
Response Our rig decarbonisation strategy, which involves us trialling and

We will incorporate emissions and regulation considerations into our implementing alternative equipment in our projects, helps us to address
capex plan for future rig purchases, informed by potential timelines for potential future requirements. In 2023, we trialled electric rigs for the
regulation. This plan will aim to support the replacement of older rigs with first time, and aim to expand our use of this zero-emission equipment
lower and zero-emissions rigs, so that these have been replaced by when in the future. Already, all the rigs we produced in 2022 were electric,
regulations come into effect. electrohydraulic, or had ‘stage 5’ engines, the lowest emissions tier.
Further information on our actions can be found in the table of our
CRROs on page 54. More detail on our decarbonisation strategy can
be found on page 63.
Strategy
Keller’s CRROs and strategic responses
Austria
Risk: Cost of raw materials
Opportunity: Low-carbon solutions
For details on these CRROs and the approach taken, please refer to Keller’s 2022 Annual Report and Accounts.
Results
The risk associated with the cost of raw materials, and the accompanying opportunity of the potential for low carbon solutions, are likely to impact
the Group most significantly in the NZE scenario. This is mainly driven by greater stringency of climate regulation, including carbon pricing. Outputs
showed that exposure to elevated carbon pricing is not entirely offset by the decarbonisation rate of materials, even in an NZE scenario. However, the
direct financial impact arising from this is likely to be minimal, given that the cost of materials is embedded into the contracting process. In addition to
risk, opportunities were also highlighted, including Keller’s ability to offer lower carbon solutions to clients for equivalent services. The findings around
indirect financial impacts and opportunities will apply to all other European locations since the regulatory frameworks are the same. For other business
units such as the UK, the impacts will be very similar to Europe’s, due to legislative equivalences.
Response
We will continue to test where low-carbon product lines are feasible within our service offerings, and continue to test the use of low-carbon materials
within existing product lines.
We are training all engineers in the use of the sector standard carbon calculator to enable them to determine and offer low-carbon solutions. This
carbon calculator has been embedded into our estimating spreadsheets in key markets, enabling us to demonstrate the carbon savings of different
solutions to clients.
In 2023, we held a low-carbon cement workshop with representatives from across the Group. As an outcome, we outlined short, medium and long-
term actions needed to help decarbonise our project designs and supply chain emissions. These factored in the need for many different functions to
get involved, from tailoring our communication about the embodied carbon of our materials to different stakeholders, through to specific materials for
future research and development and the engagement of key suppliers. The short-term initiatives were written in to personal and Group-wide leading
targets to achieve in 2024.
Resilience of strategy
The ‘Results’ and ‘Response’ parts of the above scenario analysis section provide assessments of the likely impact on our business, and our responses
to improve resilience. Overall, we consider the business’ strategy to be resilient to the impacts of the CRROs which were subject to scenario analysis,
taking into account the availability of activities we can take and are currently taking to respond to risks and capture opportunities, along with the
relatively low financial impacts modelled. Ongoing assessment of climate related risks and successive scenario analysis exercises will be used to
continually evaluate the resilience of our strategy going forward.
The table below describes the potential impact of the CRROs judged to be most significant for the Group, and our strategic response to these CRROs.
This prioritisation has been based on our exposure to the risk or opportunity, which is given by business division, and the time horizon we anticipate
impacts to take effect over. It also provides Keller’s strategic response to either mitigate risk or capture opportunity.
The strategic responses detailed in the table below intend to build operational and regulatory resilience to climate change, to support the continued
resilience of our strategy.
The risk categories (Low/Medium/High) given in this statement for CRROs refer to residual risk rather than raw risk, and factor in mitigations, as
described in the table below. As this is a different presentation of risk to last year’s TCFD statement, the risk categories for each CRRO have changed
and are lower in most instances as they now factor in mitigations.
Projected impacts expected to not be significant
Impacts judged not to be significant once mitigating actions are considered
Impacts judged to be significant even with mitigating actions considered
Low-carbon solutions
Time horizons
CRRO type TCFD category Short Medium Long
Transition opportunity Products and services NA NA NA

AMEA AMEA AMEA
EU EU EU
Description
Capture and retain market share as carbon intensity of products grows in importance as a market differentiator.
Strategic report
Strategy
Keller’s CRROs and strategic responses continued
Strategic response
• Training our employees on the sector standard carbon calculator, to understand the current emissions of our solutions.
• Offering carbon comparisons when tendering large alternative solutions, to upsell the low carbon solution.
• Created a sustainability brochure and various case studies to share with customers, highlighting our lower carbon solutions.
Climate adaptation solutions

Time horizons
Transition opportunity Products and services NA NA NA

AMEA AMEA AMEA
EU EU EU
Description
The Group could see rising demand for geotechnical expertise to ensure robustness of new and existing structures to climate-related
extreme weather events, in addition to infrastructure specifically designed to reduce climate-related impacts.
Strategic response
• The breadth of expertise across the Group means we are already well positioned for many existing resilience and retrofit projects.
• The short-term nature of most projects means we can pivot easily to new markets.
• We already have the ability to treat desertification or work on adaptation, resilience and mitigation projects, such as dams and flood defences.
Regulation of existing products and services1

Time horizons
Transition risk Policy and legal NA NA NA

AMEA AMEA AMEA
EU EU EU
Description
Potential for indirect impact should costs rise for clients to a prohibitive level. Potential capex investment required to meet regulatory
requirements, and potential for stranded assets if regulation makes higher-emitting rigs unusable in certain markets.
Strategic response
• Our rig decarbonisation strategy sets out our response to this risk. This has three main steps to decarbonisation: efficiency, alternative
fuels and alternative equipment.
• On alternative equipment, 2023 saw us trial electric rigs for the first time. Based on the lessons learnt from these trials, we aim to expand
our use of electric equipment in the future. All the rigs we produced in 2022 were electric, electrohydraulic or fitted with the latest
anti-idling software and low emission tier 5 engines. For more information, please see page 66.
• On alternative fuels, in 2023 we allocated a £100,000 budget to encourage the use of HVO biofuel from certified waste stocks. After
successful trials in multiple business units, we can now offer biofuels to our clients as a way to decarbonise our existing site equipment.
• On efficiency improvements, we have collated case studies from around the group on how to save carbon on site. These range from
right-sizing equipment through to site set-up changes. For more information, please see page 66.
• We continue to Collaborate with our trade associations to understand upcoming legislation and support engagement with legislators.
1 This CRRO has been renamed this year from ‘carbon or air pollution regulation on fuel for operational projects’, but addresses the same risk.
Cost of carbon-intensive materials

Time horizons
Transition risk Policy and legal NA NA NA

AMEA AMEA AMEA
EU EU EU
Description
Pricing remains embedded within contracting process; however, there is potential for reduced overall demand because of cost increases.
Strategy
Keller’s CRROs and strategic responses continued
Cost of carbon-intensive materials continued

Strategic response
• Upsell our existing low carbon solutions, particularly our cement and steel-free ground improvement solutions.
• Innovation focused on decarbonising our most carbon intensive solutions. Recent innovations include reusing spoil in jet grouting
solutions and reducing spoil volumes with the use of filter chamber presses and centrifuges.
• Short project lead-in times mean we have generally been successful at passing on material price inflation to our customers.
Lack of monitoring/transparency of Scope 3 emissions and enhanced carbon reporting

Time horizons
Transition risk Reputation NA NA NA

AMEA AMEA AMEA
EU EU EU
Description
Potential for loss of market share if clients require transparency in, and associated reductions of, Scope 3 emissions, although most clients have
not yet enquired about Scope 3 emissions. In addition, potential for loss of suppliers if requirements become too burdensome for SME operators.
Strategic response
• We are working to embed automatic Scope 3 calculations in our ERP programme development.
• We are conducting a business unit trial in Austria to calculate business unit-wide material Scope 3 emissions.
• Collaborate with industry trade associations to request emissions data from suppliers and set minimum carbon reporting standards.
Storms, flooding, wildfire, extreme heat and extreme precipitation delaying operational projects
Time horizons
Physical risk Physical acute NA NA NA

AMEA AMEA AMEA
EU EU EU
Description
Delays to projects and accompanying impact to revenue from delay costs, opportunity costs, and repair costs for projects.
Strategic response
• Integrate financial contingencies into project planning in areas with a higher risk of being impacted by extreme weather events.
• Continuously improve best practice guidance regarding preparation, shut down, and recovery from storm related events.
Hot weather and heavy precipitation delaying operational projects,

and rising sea levels increasing risk of coastal flooding
Time horizons
Physical risk Physical chronic NA NA NA

AMEA AMEA AMEA
EU EU EU
Description
Delays to projects and accompany impact to revenue from delay costs, opportunity costs, and repair costs for projects. For heat,
this includes costs for cooling solutions.
Strategic response
• Consider shifting work patterns to avoid high heat during the day, or during certain periods of the year (eg to avoid monsoon rains or
wildfire seasons).
• Integrate financial contingencies into project planning.
Strategic report
Risk Management
Our processes for identifying and assessing climate-related risks
CRROs are assessed as part of the Group’s risk governance framework, which has been built to identify, evaluate, analyse and mitigate significant risks
to the achievement of our strategy. The strategy for risk embeds processes that seek to identify risks from both a top-down strategic perspective at
Group level and a bottom-up local operational and business unit level, in order to ensure a consolidated view of risk. This is all managed within our new
Governance, Risk and Compliance (GRC) tool, which was deployed in Q4 2023. Climate change has been established as a principal strategic risk, and
the Sustainability Steering Committee has been made responsible for integrating sustainability targets and measures into the Group business plan.
Our process for managing climate-related risks
The significance, size and scope of identified climate-related risks is determined through the same processes that are applied to other risks identified
by the Group. Risks are initially identified and assessed at business unit or functional level, and reported to the Group Head of Risk and Internal Audit
and the Executive Committee, and in turn to the Board and the Audit and Risk Committee. Business unit leads are then assigned CRROs relevant
to their own geography and services which they are made responsible for. CRROs are evaluated for their velocity, probability, potential financial and
reputational impact, and assigned an overall quantitative score of severity of risk, that is then consolidated at Group level to produce a qualitative view
of the relative severity of CRRO risk by geography. The CRROs are assessed in consideration of their associated mitigating activities, and the impacts
are then determined on a residual risk basis. This is reflected in the CRRO table above. The outputs of the scenario analysis are also used to inform our
risk assessment of how CRROs impact our business. As we increase the number of CRROs subject to scenario analysis, this exercise will more closely
inform our overall assessment of the impacts of climate risk.
Regular risk reviews are conducted within our business units and functions facilitated by our Group Head of Risk and Internal Audit. The methodology
used to identify the materiality of CRROs can be found in the Strategy section of this statement, including a full list of CRROs. Climate change-related
risks are assessed as part of the risk governance framework in the same way as other risks, including decisions on how to mitigate, accept, and manage
risks. The full risk governance framework, including an overview of our risk management processes, can be found on page 36 in the Principal Risks and
Uncertainties section.
Potential impacts from existing and emerging regulatory requirements relating to climate change in our divisions were addressed through our scenario
analysis work, which can be found in the Strategy section of this statement.
Metrics and Targets

Our metrics for assessing CRROs
This year, we have expanded the metrics we use to assess our CRROs. Investment into sustainability-focused
Our newly implemented ERP assists us with collecting and reporting
research and development: £0.3m (2022: £0.2m)
these metrics at a Group level. We are aiming to continue to expand the
metrics we collect and report on, so that all of our CRROs are tied to This total includes our spend on HVO fuel trials, KGS KB0-E spend, and
cross-industry metrics. other university projects in Europe, North America and AMEA.
CDP score: B (2022: B) The Remuneration Committee agreed a Scope 2 reduction target as one
of management’s corporate objectives linked to remuneration for 2023.
CDP is a third-party disclosure system which assesses the quality of More detail on this objective and remuneration outcome is available in
our TCFD disclosure. This provides overarching metrics to help us the Directors’ remuneration report on page 136.
consider our progress against the risk of not being able to meet the
reporting standards of clients. This score can be compared with the For quantitative disclosures concerning our energy usage, please see our
construction sector, and with all other companies reporting through CDP. Streamlined Energy and Carbon Reporting (SECR) statement on page 65.
Percentage of revenue from water storage These metrics address some of our most material CRROs. We are
working to develop other metrics to address our remaining CRROs. We
and flood control projects, and from non-fossil are also working to develop quantitative metrics to address water and
fuel based power generation: 3% (2022: 2%) waste management. Qualitative disclosures on water and waste, as well
as on other environmental topics, can be found on page 68 of this report.
This metric can be used to track the project opportunities arising from
climate change and the transition to a low-carbon economy. In terms of We do not currently use an internal carbon price.
opportunities arising from the physical impacts of climate change, this
includes flood defence projects and projects that help to secure water
supplies. In terms of opportunities arising from a transitioning energy
system, this includes renewable energy generation projects.
Metrics and Targets continued

GHG emissions reporting
The Group discloses Scope 1 and Scope 2 carbon emissions to ISO These absolute targets assist the Group in mitigating future climate
14064-3 Standard, and are calculated using the GHG protocol standard. related risks and in recognising climate-related opportunities. All targets
Independent verification is provided by Accenture. Our Scope 1 and 2 use a 2019 baseline where available.
emissions are provided on page 65 as part of our Streamlined Energy
and Carbon Reporting (SECR). These emissions are recorded both in Scope 1 – Net zero by 2040
absolute terms, as well as relative to revenue to show the carbon intensity Scope 1 carbon intensity target of a 35% reduction in tCO2e/£m revenue
of our operations. for 2024 (against 2019 baseline). This 2024 target would result in a 5%
reduction in our carbon intensity from 2023.
For Scope 3 emissions, to reflect where we believe we can have the
most near-term impact, we currently only have a net zero target set Scope 2 – Net zero by 2030
for our Operational Scope 3 emissions. This covers business travel,
Interim target of 50% reduction in absolute market-based emissions
transportation of materials, and waste disposal. Scope 3 calculation and
for 2024 (against 2019 baseline). This 2024 target would result in a 10%
reporting will be included as part of the new ERP program.
reduction from 2023.
Calculating emissions for other Scope 3 categories, including for our
materials, poses challenges due to the complexity of our supply network Operational Scope 3 – Net zero by 2050
and our high number of small suppliers. Progress towards calculating Operational Scope 3 includes business travel, material transport and
further Scope 3 categories was made in our European BU this year, waste disposal.
where initial work on calculating our Scope 3 emissions for materials was
expanded on a trial basis to the full BU, providing a guiding approaching In order to achieve these targets, we have set multiple internal leading
for this category and others as we build on the completeness of our targets built around our carbon hierarchy, which is detailed on page
calculations. As part of the development of our ERP, we are working with 64. Once we have worked through this hierarchy to eliminate, reduce
procurement teams to ensure Scope 3 data can be calculated at the and substitute emissions, we may offset our remaining emissions as a
invoicing stage, rather than relying on manual data entry at site level. last resort.
Further details on our decarbonisation work and Scope 3 can be found
on page 67. We also specify multiple leading targets under each absolute target, to
help achieve each net zero target. These range from conducting energy
Details on our approach, including how we train engineers in calculating efficiency audits in our offices and yards, through to conducting specific
and reducing carbon in our projects, can be found on page 67. carbon reduction site trials and training our engineers on the sector
standard carbon calculator.
The Group has targets for all three scopes, which are calculated
according to the GHG protocol and are in compliance with SECR For more information on the Group’s emissions and associated targets,
requirements. please see pages 63 to 67.
Compliance Table
We consider disclosures in the above Statement to be consistent with TCFD recommendations, except in the following areas:
Disclosure not provided Detail Expected timeframe for compliance
Metrics and Targets a) Disclose the metrics While we have published cross-industry We expect to add additional metrics for our
used by the organization to assess metrics as described in Table A2.1 of the CRROs next year.
climate-related risks and opportunities in TCFD implementation guidance, we do not
line with its strategy and risk management have a complete list for all material CRROs. For metrics and targets concerning water
process. and waste management, establishing these
Furthermore, we have qualitative will be subject to a materiality assessment
information available on water and waste, to determine if these topics are material to
but not quantitative metrics. us, which we will undertake in 2024. If
determined to be material, we would work
We also recognise that the TCFD on developing appropriate metrics and
recommendations encourage the targets for these topics.
disclosure of Scope 3 emissions and we
have published our operational Scope 3 We are actively working on improving the
emissions and target. scope and quality of the Scope 3 categories
we calculate and disclose, with the aim of
publishing our full Scope 3 emissions in
future. Scope 3 calculation and reporting
will be included as part of our upcoming ERP
programme.
ESG and sustainability
Strategic report
Our corporate purpose, ‘Building the foundations for
a sustainable future’, is at the heart of everything
we do. I am the Director responsible for ESG and
sustainability on the Board and I believe strongly in
Keller’s commitment to the best achievable standards.
I have a strong desire to make a positive change.
As the world’s largest geotechnical specialist contractor, we have the

responsibility and opportunity to make a difference to our customers
and society and to help drive a low carbon future. We are committed to
reducing the carbon intensity of our work and have set out clear targets
and action plans for our journey to net zero. We set our first-ever net
zero targets during 2021, to be net zero by 2050, and I am able to report
good progress against this key priority. We have met our short-term
carbon targets and are well on track to achieve our longer-term net
zero commitments.
Our people’s safety, health and wellbeing is at the heart of everything

we do. At Keller we view safety as our bedrock, something on which
we do not compromise. We have made good progress in improving the
Peter Hill CBE scores in our leading indicators, targeting continuous improvement in
our Accident Frequency Rate (AFR) and Total Recordable Incident Rate
Chairman (TRIR). In 2023, AFR remained at 0.10, with a total of 27 injuries reported
and TRIR improved to 0.60, with 26 fewer injuries recorded. Despite
achieving industry-leading figures in this area, we recognise the need to
continually improve and we will not be satisfied until we eradicate harm in
the workplace.
Keller’s Inclusion Commitments bring together what we are doing across

Keller to build a more diverse, equitable and inclusive workplace. During
2023, we introduced a new Inclusive Site Culture standard to enhance
We have met our short-term our culture at site, ensuring employees are not only physically safe, but
feel psychologically safe, included and respected through measures
carbon targets and are well on such as inclusive personal protective equipment, and making reasonable
accommodations for different cultural and religious identities.
track to achieve our longer-term
Due to the breadth of our operations, including geographies and industry
net zero commitments.” sectors, we recognise that we need to be vigilant to the risk of slavery
in our supply chains. During 2023, the Board engaged outside legal
counsel to review its approach to managing the risks associated with
human rights in its operations and is taking proactive steps to drive
awareness and compliance with our standards through the business and
in our supply chain. For further information, please refer to our Modern
Slavery and Human Trafficking Statement for the financial year ended
31 December 2023, which is available on our website.
The Board continued to receive quarterly reports on all ESG initiatives

and deliverables from the Group Company Secretary and Legal Advisor,
assuring a clear reporting line on all ESG matters to me and to my fellow
Board members.
I would like to thank everyone at Keller for their continued commitment

to our ESG and sustainability agenda.
Peter Hill CBE

Chairman
Approved by the Board of Directors and authorised for issue on
4 March 2024

Our role in building the foundations for a sustainable future
Keller’s four Ps
GLOBAL INITIATIVES
Planet
Carbon reduction
We are helping to build a sustainable future We are committed to reducing the
by using less resources, reducing carbon carbon intensity of our work and
emissions and reducing waste across increasing the quality and granularity
our operations. We have a positive role in of our carbon reporting.
supporting our local communities, improving
See page 63
the environment and wider society.
KPI performance
Absolute tonnes of
CDP score CO2e per £m revenue
2023 2022 2023 2022
For more information see page 62 B B 59 74
Profitable projects GLOBAL INITIATIVES
We innovate to support more

environmentally sustainable construction,
actively transforming our product portfolio
to help our customers use fewer resources, People
reduce their carbon emissions and improve Safety
their environmental impact. Making We operate in a way that respects We are committed to improving the
sustainability core to our business helps people and their health, safety and safety and lives of our workforce through
differentiate us from our competitors and environment, always striving for zero the implementation of highly effective,
helps us achieve long-term profitability harm. Our motivating and inclusive usable programs. We take time to provide
and growth. culture makes us a good employer assurance that our processes work;
that people are proud to work for. for us it is a value, something that we
do not compromise.
See page 74
KPIs performance
Accident frequency Total recordable incident
rate, per 100,000 rate, per 200,000
hours worked hours worked
2023 2022 2023 2022
For more information see page 69 0.10 0.10 0.60 0.79
GLOBAL INITIATIVES
Principles
Good governance
An effective framework of systems and We have an effective internal framework of
controls ensures we manage risk and run our systems and controls in place which clearly
company well, and we seek out partners who defines authority and accountability and
understand our principles and the standards promotes success whilst permitting the
we operate by. appropriate management of risk.
See page 80
For more information see page 79
Strategic report
LOCAL INITIATIVES
Resource use and Tackling Clean water

waste reduction pollution and sanitation
We continue to develop We offer solutions to We offer solutions to
our solutions, processes remediate contaminated reduce water use and
and innovations to improve ground and operate avoid pollution, with a
our impact on the circular in a way to mitigate track record of working on
economy. environmental incidences. water-related projects.
See page 68 See page 68 See page 68
LOCAL INITIATIVES
Gender equality Quality education Good health Wider DEI

Gender equality and empowerment We are passionate about and wellbeing Our Inclusion
is a UN Sustainable Development Goal investing in our people and With strong wellbeing Commitments bring
we have committed to progressing. creating an environment foundations, we can keep together what we are
See page 70
of continuous learning, our business resilient doing across Keller to build
empowerment and and achieve sustainable a more diverse, equitable
inclusivity. success. and inclusive workplace.
While gender equality and
See page 77 See page 75
empowerment remains a
priority, we recognise and
embrace the broadest
KPI performance
definition of diversity.
Women Women engineering
in senior Women graduates and See page 70
leadership (%) engineers (%) apprenticeships (%)
2023 2022 2023 2022 2023 2022
20% 22% 17% 16% 25% 7%
LOCAL INITIATIVES
Partnerships
We partner with ‘like-minded’ organisations
to drive change in our organisation and the
wider geotechnical industry.
See page 81
ESG and sustainability continued

Planet
We are helping to build a sustainable

future by using less resources, reducing
carbon emissions and reducing waste
across our operations. We have a positive
role in supporting our local communities,
improving the environment and
wider society.
Planet
Global priorities
Strategic report
Carbon reduction
Keller has net zero targets which These absolute targets will help us mitigate This explains that, after we work through the
future climate-related risks and recognise hierarchy to eliminate, reduce and substitute
cover our direct emissions (Scope
climate-related opportunities. We divide our emissions, we may offset our remaining
1), our indirect emissions from emissions targets using the scopes set out in the emissions as a last resort.
electricity use (Scope 2) and GHG Protocol. These targets and our current
emissions from business travel, performance are set out in the following section. Scope Net zero target More information
waste disposal and material The timeframe and lagging targets we set for
each net zero commitment reflect the size and 1 Net zero by 2040 Page 66
transport (Scope 3 Operational).
the level of control we have over each emission
These targets represent Keller’s scope (see below). To achieve these targets, we
2 Net zero by 2030 Page 67
commitment to the planet as have set multiple internal leading targets, built 31 Net zero by 2050 Page 67
we build the foundations for a around the carbon hierarchy (see right).
sustainable future.
1 Operational.
Relative size of our emissions (approximate)

Net zero 2040 Net zero 2030 Net zero 2050
Directly within Keller In supply network
On-site Yard and office Transport

diesel – rigs electricity and travel
Materials
Diesel –
other equipment Site waste
Scope 1 Scope 2 Scope 3
Protecting Ready to play our part

In the US, New York City was one of the places
worst hit. The devastation prompted the city
“This has been a hugely significant project in
to urgently review its ability to cope with storm
NYC from surges and rising sea levels exacerbated by
climate change, leading to the launch of the
terms of its size, complexity and the impact
it will have on millions of people,” says David
Finocchio, Business Development Executive.
future floods $1.2bn East Side Coastal Resiliency (ESCR)
project.
“Coastal resiliency is a massive, growing
market of strategic importance to Keller,
particularly here in the US Northeast.
Keller has played an integral role in ESCR is the first step in the city’s plan to
protect Lower Manhattan and will create a 2.4-
a major project to raise part of New mile flood-protection system with new walls
“As leaders in our industry, we understand the
York’s coastline and reduce the risk responsibility we have to use our expertise and
and gates, improved drainage and an elevated,
resources to support these kinds of projects.
of disastrous floods. reconstructed East River Park.
“There’s no doubt that many more large
Hurricane Sandy was the largest Atlantic It’s this ambitious 10ft elevation where Keller
infrastructure programmes will be required in
hurricane on record, killing over 230 people in has played a key role, constructing around
the US as the threat from climate change and
eight countries and causing $70bn in damage. 2,500 aggregate piers to improve the soft
extreme weather increases. And when they
coastal soils and enable redevelopment – the
are, Keller will be ready to play its part.”
success of which led to us being awarded a
second phase of 500 micropiles.

Planet
The carbon hierarchy
Eliminate emissions completely

eg eliminate concrete, cement and steel, Eliminate
Teams instead of travel
Reduce emissions
eg reduce number of piles and pile diameter, Reduce
improve the efficiency of our processes
Substitute emission sources

eg low-carbon cements, recycled steel/aggregate, Substitute
offices powered by renewable power
Compensate
eg carbon-negative solutions, Compensate
carbon offsetting (‘carbon credits’)
First carbon-
neutral excavation
pit and foundations
in Germany
We’re driving a greener
construction industry by
helping our clients reduce the
environmental impact of their
projects through optimised
designs, more sustainable materials The calculator is an app we use not only to work The Keller team was able to make other
and alternative power sources. out the embodied CO2e from materials, but environmental improvements by changing
also from machinery fuel use, transportation suppliers to reduce transport distances for
One such project is Hafenpark Quartier Offices, of equipment and people, waste disposal, site materials and waste, using an electric concrete
part of a landmark mixed-use development electricity and more. It follows the sector- mixer and, at times, operating plant fuelled
close to the European Central Bank, featuring standard approach of the European Federation with hydrotreated vegetable oil. A solar panel
luxury apartments, an office tower, hotels of Foundation Contractors and Deep was also set up to power the construction site
and conference facilities. The client, B&L Real Foundations Institute. facilities.
Estate, wanted the project to have the first
carbon-neutral excavation pit and foundations “Taking the initial figures, our experts then Thanks to our efforts, we were able to reduce
in Germany and so chose Keller in part because optimised and value engineered the design,” emissions by 50% from B&L Real Estate’s
of our sustainability commitments. she adds. “This meant we could reduce the baseline. They can now build on those savings
anchor layers required from three to two, by to achieve full carbon neutrality through
“We started by taking the client’s initial design using single bore multiple anchors (SBMA) investment in certified reforestation and other
for a secant retaining wall with cased CFA piling in the second layer, as well as switching to a compensation methods.”
and ground anchors, along with micropiling and lower-carbon cement mix.”
large-diameter foundation piles – then using
our carbon calculator to demonstrate its carbon
footprint,” says Eva Reiners, Site Engineer.
Strategic report
Overall performance Based on the data and information provided by Keller and the processes
and procedures conducted, Accenture concludes with limited assurance
This year, Keller’s overall Scope 1 and 2 emissions decreased. This mostly
that the GHG assertion:
reflects a change in projects, with fewer carbon-intensive projects, like
bucket mixing environmental remediation. In terms of the carbon intensity • is materially correct;
of our operations, emissions relative to revenue continued to fall and even • is a fair representation of the GHG emissions data and information; and
outpace inflation. This reflects the range of carbon reduction and efficiency • is prepared in accordance with the criteria listed above.
improvements implemented throughout the year (see pages 66 and 67),
as well as improvements in revenue. It also means that Keller’s total relative It is our opinion that Keller has established appropriate systems for the
emissions have either remained level or fallen every year since 2017. collection, aggregation and analysis of quantitative data for determination
of these GHG emissions for the stated period and boundaries.
Third-party assurance statement

CDP
At the request of the Director responsible for sustainability, Keller seeks
annual third-party verification of our emissions. This verification process is As in previous years, Keller disclosed our climate change performance to
compliant with the same consolidation rules as are applied to our financial CDP. CDP assesses the carbon intensity of Keller’s operations, as well as
accounting. This is consistent with the approach used in the ISO 14040 our ability to identify and mitigate climate-related risks and opportunities.
series and reflects the impact we have on overall emissions in our entities. In 2023, we achieved a score of B. This is the same as in 2022, with Keller
remaining above the global average CDP score of a C. Since this CDP score
Independent verification, in accordance with best practices required by reflects our progress in 2022, the score does not include our progress
ISO 14064-3 Standard, on the Scope 1 and Scope 2 GHG accounts has on quantitative climate scenario analysis and wider TCFD improvements.
been provided by Accenture. Their summary opinion is provided below (full These should be reflected in next year’s CDP score. For more on our climate
opinion and recommendations are available on request). risks and opportunities and TCFD, see pages 48 to 58.
Overall performance and verification

Group 2023 2022 2021 2020 2019
Energy use MWh 732,612 897,717 741,579 691,074 811,881

Scope 1 tonnes CO2e 171,184 210,186 183,112 169,216 198,289
Scope 2 (market-based) tonnes CO2e 4,764 6,593 6,574 7,091
Scope 2 (location-based) tonnes CO2e 6,492 6,913 6,723 7,094 9,159
Total Scope 1 and 2 (market-based) tonnes CO2e 175,948 216,779 189,686 176,307
Total Scope 1 and 2 (location-based) tonnes CO2e 177,676 217,099 189,835 176,310 207,448
Absolute tonnes of CO2e per £m revenue 59 74 85 85 90
Keller UK 2023 2022 2021 2020 2019
Energy use MWh 18,022 20,673 19,699 12,949 16,724

Scope 1 tonnes CO2e 4,202 4,790 4,961 3,033 3,915
Scope 2 (market-based) tonnes CO2e 0 0 0 218
Scope 2 (location-based) tonnes CO2e 105 117 69 219 265
Total Scope 1 and 2 (market-based) tonnes CO2e 4,202 4,790 4,961 3,251
Total Scope 1 and 2 (location-based) tonnes CO2e 4,307 4,907 5,030 3,252 4,180
Absolute tonnes of CO2e per £m revenue 34 38 50 53 64
Scope 3 business travel tonnes CO2e 974 721 97 26
Note that some of the fuel we use in our equipment is purchased by the main contractor and we are currently unable to report on these emissions due to difficulties with collecting accurate data.
Keller Group 2023 and 2022 greenhouse gas emissions (tCO2e)
North America 2023 Equipment diesel consumption

Vehicle petrol consumption
North America 2022
Vehicle diesel consumption
Electricity consumption market-based
Europe 2023
Oil consumption
Europe 2022 Gas consumption
LPG consumption
AMEA 2023 Biofuels
AMEA 2022
0 20,000 40,000 60,000 80,000 100,000 120,000


Planet
Scope 1: Direct emissions
Net zero by 2040

Scope 1 covers our direct emissions. These In terms of alternative fuels, in 2023 we set out a
mostly arise from the fuel use of our rigs and specific budget to trial biofuels in more entities Absolute tonnes of CO2e
Keller vehicles. Keller’s 2023 Scope 1 emissions across Europe and North America. This means per £m revenue
have decreased since 2022. Scope 1 fuel we can now offer certified biofuels to clients who
emissions are highly dependent on the projects are willing to pay a premium for a lower carbon 100
completed annually. With fewer projects in the project. These also represent a stepping stone
US, as well as a drop off in our more carbon- to decarbonise our existing equipment, before
tCO2e/£m revenue
75
intensive bucket mixing projects, Keller’s overall we are able to switch to alternative equipment.
emissions have decreased.
In terms of alternative equipment, at the half 50
More importantly, the carbon intensity of our year we announced the production of our first
operations has decreased. This means we electric rig, the KB0-E. This has successfully
have continually decreased or maintained our been deployed in Austria. As well as decreased 25
Scope 1 emissions per £m revenue year on year emissions, the KB0-E has additional benefits to
since 2017. This reduction in relative emissions being run off of mains power, including reduced
reflects a number of carbon reduction initiatives noise, fewer moving parts for maintenance and, 0
that were introduced this year. All these initiatives 2019 2020 2021 2022 2023
with no tailpipe emissions, an ability to use it in
are needed to decouple our growing work from confined spaces. We also hired two other plug-
absolute Scope 1 emissions. Our initiatives are in electric rigs for projects in Sweden, Norway
focused around the three stepping stones set and Austria, for the same price as their diesel Scope 1 tonnes CO2e
out in our equipment decarbonisation strategy: equivalents. All the rigs we produced in 2023
efficiency improvements, alternative fuels and were electrohydraulic or fitted with the latest 250,000
alternative equipment. tier 5 engines.
200,000
In terms of efficiency, 2023 saw us collate
Although most of our emissions come from
and share case studies on fuel savings from
our rigs, our vehicle fleet is also a large source of 150,000
tCO2e
across the Group. For example, ASEAN

emissions. Therefore, in North America, where
conducted an initiative to compare actual 100,000
vehicle emissions are largest, we introduced a
fuel use of generators with the expected
company car reward scheme for those choosing
factory specification. This led to them 50,000
electric and hybrid vehicles. In many of our
changing out the most fuel-intensive
European business units, we continued to set
generators for those that were more 0
minimum car scheme requirements to improve 2019 2020 2021 2022 2023
efficient, saving fuel, carbon and money.
air quality and reduce emissions.
Other case studies focused on topics such
as right-sizing equipment for our projects, or
switching to smaller generators/grid electricity.
Delivering Thanks to efficiency improvements reducing

their electricity demand, feed-in tariffs mean
on our carbon
Keller India saves thousands of pounds a year
Keller India has worked hard to
on its energy bills, with a return on investment
forecast within a few years. cut their emissions and create our
targets in India The maintenance yards contribute 30% of
first net negative yard for Scope
2. Rather than simply switching
the business unit’s Scope 2 emissions, which to a green energy tariff, they have
Keller India has created its first net includes all indirect emissions from purchased
zero Scope 2 yard after efficiency energy. Combined, the solar panels in Keller
had to improve the efficiency of
improvements and solar panel India’s Delhi and Chennai yards generate their operations and invest in solar
installation in Delhi. 74,000kW a year, saving around 51 tonnes of panels for the future.”
CO2 equivalent (tCO2e) – the same as a petrol
car driving more than 200,000km. Venu Raju
In the first quarter after installation, the Delhi
Engineering and Operations Director
system produced net-negative Scope 2
Globally, Keller is committed to becoming net
emissions. The success follows lessons learned
zero for Scope 2 emissions by 2030. Keller
from the earlier installation of solar panels at
India is playing its part, reducing Scope 2
the Chennai yard.
emissions from 246tCO2e in 2019 to 160tCO2e
When solar power generates more energy in 2022. Together with other energy-saving
than the yards need, the systems send the improvements, the solar panels will help bring
excess to the grid. that figure down to zero by the end of the
decade.
Strategic report
Scope 2: Indirect emissions from electricity
Net zero by 2030

Scope 2 covers indirect emissions from the Most of these savings came from the work of
electricity we use. These emissions are mostly Suncoast, our specialist post-tension steel Scope 2 (market-based)
from office and maintenance yard operations, specialist, which now represents approximately tonnes CO2e
although 2023 also saw our first large sites a quarter of all the Group’s Scope 2 emissions.
10,000
run entirely from grid electricity. Nonetheless, Through efficiency improvements and switching
Scope 2 is still the smallest of Keller’s three to green energy tariffs, they reduced their
8,000
emission Scopes. Since these emissions do not emissions by nearly 1,000tCO2e in 2023. The
significantly vary with the number of projects growing difference between location-based and 6,000
tCO2e
carried out, we only analyse absolute Scope market-based Scope 2 emissions reflects how
2 emissions. Location-based emissions are some of our business units, particularly in North 4,000
dependent on the average carbon intensity America and Europe, are now procuring certified
of energy generation in the countries in which renewable power electricity for the first time. 2,000
we operate. Market-based emissions use the
specific energy tariff for each of our offices and Where green tariffs are unavailable, such 0
maintenance yards and therefore captures green as in much of AMEA, business units 2019 2020 2021 2022 2023
energy tariffs. focused on efficiency improvements and
generating their own electricity. For example,
This year, Keller linked leadership remuneration in 2023, Keller India installed over 35kWh’s
to a 38% reduction in market-based Scope 2 worth of solar panels in their new Delhi yard;
emissions, based on our 2019 baseline year. when coupled with air conditioning and
This target reflected a further 10% reduction on lighting upgrades, this yard was net negative
2022. This was successfully achieved, with Keller for electricity use throughout the end of the
seeing a 48% reduction on our baseline. year, contributing more electricity to the local
grid than they consumed themselves. Austria,
This continued decrease demonstrates the Austral, Poland and the UK also all generated
success of our Scope 2 decarbonisation their own renewable energy using solar panels.
strategy. It also reflects the work of “Team Note all these efficiency initiatives come with
Planet” volunteers across Keller, taking steps to short or medium term payback periods.
improve their own offices, maintenance yards.
and sites.
Scope 3: All other indirect emissions
Net zero for Operational Scope 3 by 2050

Scope 3 represents all other indirect emissions For personal vehicles, we have introduced Our approach to Materials Scope 3 is therefore
from Keller’s supply network. This means Scope air quality requirements, with North America focused on creating the drivers to encourage
3 is the largest proportion of Keller’s emissions. introducing financial incentives for employees smaller suppliers to decarbonise, as well as
that choose electric or hybrid vehicles on the engaging with larger stakeholders to help drive
To reflect where we believe we can have the company car scheme, On our sites, we also decarbonisation. For example, we are working
most impact, we have set a net zero target for have initiatives such as 5S and containerisation with our trade associations across Europe
Operational Scope 3. This covers business travel, to reduce the number of trucks needed to and North America to collectively leverage our
transportation of materials, and waste disposal. mobilise and demobilise our equipment. supply network to drive decarbonisation. We
UK Scope 3 business travel has continued to are also looking to form strategic partnerships
increase since 2022, particularly as processes For Materials Scope 3, we used workshops with larger suppliers to help decarbonise our
have been centralised and Group Head Office throughout 2023 to set out our short, medium material emissions.
grows to incorporate the ERP team. and long-term material decarbonisation
initiatives. Keller looks to reduce Materials Scope In terms of measuring all Scope 3 emissions,
We do not currently calculate or disclose our 3 emissions by designing ground improvement we are integrating these into the upcoming ERP
wider Scope 3 emissions. However, we continue solutions rather than heavy foundations project. This will also enable us to estimate a
to develop our Scope 3 reporting to include the and optimising designs for less and lower- range of other sustainability impacts from our
rest of our Operational target, building these carbon materials. supply network. For now, as of 2023, we have
transportation emissions into the upcoming trained over 900 employees on the sector-
ERP system. However, we are still dependent on our supply standard EFFC–DFI embodied carbon calculator.
network decarbonising their activities. Since This has enabled us to start proactively
In the meantime though, we continue we work with local material suppliers on each monitoring our Scope 3 emissions on key
to develop our Operational Scope 3 project, we have thousands of suppliers in our projects. More importantly, it also offers the
decarbonisation strategy. For our offices, this value chain. Using many small suppliers for opportunity to offer lower-carbon solutions to
means encouraging the use of video calls to individual projects means we lack leverage when our clients, as well as helping identify carbon-
reduce the need to travel between offices. it comes to decarbonising our supply network. intensive Scope 3 hotspots to target with future
carbon reduction initiatives.

Planet
Local priorities
We recognise the large volumes of materials More details on what we ask of our supply chain
used and produced on our sites, so we have a in terms of waste reduction can be found in our
number of projects to improve these impacts. Supply Chain Code of Business Conduct.
In 2023, we contributed to cross-sector
research and development of a circular As well as addressing our use of raw materials,
economy guide for geotechnical companies. we are also keen to reduce waste. Of all the
Resource use and Critically, this shares good practices that all geotechnical solutions we offer, our jet grouting
geotechnical companies can adopt to improve solutions have traditionally used the most water
waste reduction their impact on the circular economy. This will and created the most waste spoil. Therefore,
help the whole sector understand their current our research and development teams have
This initiative reflects the circular economy impacts and meet upcoming been trialling ways to monitor and reduce these
contribution Keller can make legislation in this space. impacts. Using a combination of filter chamber
presses, centrifuges and shale shakers, we are
towards the circular economy. In Internally, Keller routinely promotes ground now able to reduce the volumes of waste water
particular, we look to reduce raw improvement solutions as a way to reduce raw and spoil produced on jet grouting sites. As
material use, increase our use of material use on site. Ground improvement uses well as reducing the cost of waste disposal, this
secondary materials, reduce waste natural or recycled materials to improve ground has the added benefit of reducing the number
to landfill and allow for pile reuse. load carrying capacity. This reduces or completely of trucks required to transport materials off
removes the need for heavy foundations. In turn, site. This reduces congestion around our sites,
this reduces the volume of cement and steel improving air quality and reducing our impact
used on site, saving primary resource use, and on the local community. We also have a number
potentially offering a financial saving to our clients. of ongoing research projects looking to use
The reduced need for heavy foundations also alternative materials for jet grouting and allow
reduces the carbon intensity of the overall project. the reuse of grout-filled spoil.
Whilst as subcontractors we have limited control

Tackling pollution on biodiversity on site, multiple business units Water use
continue to engage with local organisations
Keller is committed to delivering and wildlife trusts to promote local biodiversity. This year, we introduced a new local
its solutions in a socially and Nonetheless, for our own operations on specific initiative focused on water use. This
projects, we make use of dust suppression
environmentally conscious reflects both our work on water-
and baffling to minimise the impact of dust
manner. Over recent years and noise on the local environment. We also related projects, as well as our own
reporting processes have improved typically use local material suppliers to support initiatives to reduce water use and
and performance is generally local businesses, reduce transport distances avoid water pollution.
encouraging. and reduce congestion around our sites. We are
engaging with our trade associations to highlight
In terms of our solutions, we work on a number
upcoming legislation and best practices for the
The overall number of environmental incidents of water-related projects around the world. From
geotechnical sector.
remained in line with those reported the previous installing the foundations of flood defences to
year, with most incidents being minor hydraulic grouting around dams, Keller is involved in many
leaks. We have therefore been rolling out our projects to help mitigate the effects of drought
improved equipment inspection process, and sea level rise. This work will only increase
using our site software prior to each shift with the physical risks and opportunities arising
commencing, in an effort to reduce the number from climate change. We also offer solutions
of minor spills. to help remediate contaminated ground water.
This includes solutions such as slurry cut off
We continue to work on our preventative walls, as well as innovations like our Halocrete®
maintenance programmes to ensure that we grouting solution.
address any issues before the event occurs. In
addition, we ensure that secondary containment When it comes to our own operations, we focus
is in place for stored equipment and materials. on water reduction on key projects and countries
We continually seek to improve our processes on where water is less available. We have a Keller
site, specifically around job planning, to ensure employee in Keller Bahrain carrying out a PhD
that we identify, mitigate and control our risks focused on water reduction in our design and
and minimise our environmental impact. More site operations. Similarly, we are also contributing
details can be found in our biodiversity policy. to cross-sector trade association work on water
reduction, highlighting upcoming legislation and
best practices in our sector.
Strategic report
“The right organisation, with great people,
delivering exceptional performance.”
Keller is proud to be the world’s largest
geotechnical specialist contractor and
we understand that our success is down
to our diverse and talented team, where
each individual contributes to our
collective achievements.
We operate in a way that respects people
and their health, safety and environment,
always striving for zero harm. Our
motivating and inclusive culture makes
us a good employer that people are
proud to work for.
People

People
Diversity, equity and inclusion (DEI)

Our Inclusion Commitments bring together what we are This is important because our employees represent the
doing across Keller to build a more diverse, equitable broadest range of backgrounds, cultures, experiences
and inclusive workplace. While gender equality and and insights. We believe this is fundamental to the
empowerment remains a priority, we recognise and successful delivery of our business strategy and to
embrace the broadest definition of diversity. best serve our customers around the globe.
Our Inclusion Commitments Progress in 2023

01 04 Our focus during 2023 has been
on enhancing site culture and
Conscious Evolve building equity into our workforce
policies and practices.
Leadership
Improve accountability Continue to evolve To ensure the positive effects of inclusion
and equity are felt on the ground, it was
through inclusive and as the employer of agreed that we focus on enhancing site
conscious leadership. choice in our industry. culture. This means addressing the gender
To attract, inspire and retain a more inequities that exist on site and doing all
By empowering and equipping our
diverse group of talent. we can to ensure our people are not only
leaders to excel in this space.
physically safe, but feel psychologically safe,
included and respected.
02 05 We continue to listen to our workforce

through employee engagement surveys
and focus groups to understand how we can
Listen Partner continue to evolve as the employer of choice
in our industry.
Listen and engage Partner with ‘like-minded’
with our workforce. organisations through
Through employee-led affinity groups and inclusivity.
workforce engagement opportunities. To drive necessary change in the industry.
03 06
Empower Celebrate
Empower and invest Celebrate our differences
in our workforce. and all that unite us.
By creating an environment of continuous Through earmarking key global events that
learning and development to support our represent the breadth of our workforce.
people in reaching their full potential.
Strategic report
Diversity, equity and inclusion: Recent progress
Notable progress during the course of 2023 is summarised below under each of our Inclusion Commitments:
Conscious Leadership Empower Partner

• As part of Global Safety Week, delivered • A new Inclusive Site Culture standard with North America actively focused on
suicide awareness and prevention training related guidance was developed to address sponsorship and partnerships, such as:
to extended leadership team with toolbox specific gender inequities on site such as • Sponsorship for Women in Deep
talks for field colleagues. inclusive personal protective equipment, Foundations Institute events.
• Keller Australia strengthened relevant access to lockable toilet facilities for both • Ambassador sponsorship for Construction
policies and procedures on bullying, men and women, and lactation facilities Inclusion Week.
harassment and discrimination with relevant for mothers who return to work if needed.
• Partnership with Revolution Workshop
toolbox talks, and conducted remote The standard also highlights minimum
who support the pipeline of entry-
location risk assessments to ensure our requirements for welfare and hygiene
level field staff from underrepresented
people continued to be safe on site. facilities and how sites can make reasonable
backgrounds. The organisation provides
• ASEAN delivered a training and awareness accommodations for different cultural and
construction workforce development
programme on micro-inequities with the religious identities.
opportunities through a 12-week pre-
aim of fostering inclusivity. • Specialist development programmes were apprentice programme for unemployed or
• North America delivered LGBTQ+ training to initiated to support women in North-East underemployed people.
the divisional leadership team. Europe and South-East Europe and Nordics.
• Partnered with Bridges to Prosperity to
• Europe continued to drive progress through • To promote health equity, colleagues in raise funds for the work they undertake in
localised action plans to maximise impact UA and Oman attended Women’s Health isolated communities which create access
and cascaded wellbeing leadership training Awareness events and we introduced health to essential health care, education and
to the broader European workforce. screening services for colleagues in UAE. economic opportunities.
• Colleagues continued to support local • Engaged with Girls in the Game interviews
communities across the globe. For example, to support underprivileged high school
Listen Keller Malaysia refurbished facilities and women with mock interviews and to share
As part of our commitment to continue raised vital funds for Ahsana Welfare Centre, experiences in the professional world.
to understand what is important to our a charity in Kuala Lumpur that provides
• Continued to engage and build strong
underrepresented workforce, we actively education, care and protection for women
relationships with key universities and trade
support the creation of employee-led with special needs, and delivered talks on
schools to appeal to emerging talent.
networks. Keller Women in Construction general health and safety as well as sexual
(KWIC) brings together women and allies harassment and bullying. North America
from across the organisation to promote engaged with several charities throughout Celebrate
inclusiveness, foster a supportive working the year including US Marines’ Toys 4 Tots
to support families during the festive period • Keller Singapore received the prestigious
environment and boost career development. Workplace Safety & Health (WSH) Culture of
and the Susan G Komen Foundation in
• KWIC AMEA established a divisional Acceptance, Respect and Empathy (CARE)
support of breast cancer awareness.
mentorship programme with relevant guides Award by the WSH Council and Ministry
• As part of Inspiring Women in Construction
and resources to navigate the mentoring of Manpower. The award recognises
and Engineering, our Group Head of
relationships. In addition, the committee companies with exemplary safety and
Talent and Diversity joined a mentoring
facilitated an allyship webcast across the wellbeing initiatives and highlights them as
programme with Construction News and
division which included participation from the employer of choice.
New Civil Engineer to support women
the senior leadership team. • We continued to celebrate some of the key
entering the field of engineering.
• KWIC North America have focused on four events, observances and causes important
key initiatives during the year, including: to many of us across the Keller world,
promoting professional development (both Evolve including Lunar New Year, International
internally and industry-wide), creating Women’s Day, International Men’s Day,
an internal women’s network to enhance • Established a global PPE project team
Ramadan, Eid ul-Fitr, Earth Day, Pride
corporate culture, supporting efforts to with divisional representation to ensure
Month, Global Day of Parents, International
increase the recruitment and retention all colleagues have access to inclusive
Women in Engineering Day, Eid ul-Adha,
of women, and engaging with local PPE. Externally we have engaged with
World Suicide Prevention Day and Rosh
communities through outreach efforts. manufacturers and providers, and together
Hashanah to name a few.
Focus groups with women on site were with an external peer network, continue to
conducted and action plans established to influence change in the industry.
address issues raised. • Established a Global Talent Task Force to
• KWIC Europe launched and promoted a identify and address challenges on attracting
new intranet site to connect colleagues and retaining talent with an initial focus on our
and provide them with opportunities emerging workforce (including engineering
to collaborate across the division. The graduates and apprentices).
committee also continued to raise the profile • Keller Australia reviewed and updated their
of KWIC at various divisional events and parental leave policy to ensure inclusivity of
spotlight inspirational female colleagues. all parents.
To inspire and empower colleagues, the
committee hosted two webcasts: ‘Imposter
Syndrome’, and ‘Personal Development
Unlocking Potential’.

People
Inclusive Site Culture standard

Keller launched a new Inclusive A pan-global PPE project team has been set up “We want everyone at Keller to feel empowered
Site Culture standard in 2023 as to understand which regions present the biggest to deliver their best work,” adds Sandy-lee.
challenge. They are working with procurement, “So, we are working hard to make sure everyone
part of our ongoing commitment manufacturers and suppliers to test safety gear, feels safe, valued and respected regardless of
to ensuring everyone feels safe, give feedback and partner to continue driving gender, abilities, culture, religion or stage of life.
included and respected when they change in our industry. We know those who feel included and listened to
work on our project sites. perform better, creating a more productive and
The standard also highlights minimum safer workplace for all.”
“Following feedback we received from women requirements for welfare and hygiene
on site focus groups, we identified a number of facilities and how sites can make reasonable
areas of improvement,” says Sandy-lee Connolly, accommodations for different cultural and
Group Head of Talent and Diversity. religious identities. And, to ensure collective
progress, we have embedded the standard
“Specific gender inequities we are addressing requirements into our HSEQ assurance plan, site
relate to personal protective equipment (PPE), verification audits and leadership interactions.
access to lockable toilets for both men and
women, and a private, clean space for lactation
purposes for mothers when they return to work.”
One way Keller is making improvements is

by better supporting the growing number of
women working on our sites and ensuring PPE
is suitable. PPE is still largely designed with men
in mind, meaning it might not perform correctly,
and sourcing appropriate PPE is challenging in
our industry.
Our inclusion and

diversity data – Keller respects
measuring and individual differences
82%
evaluating our success
To hold us accountable in our progress to
achieving greater inclusivity and diversity in (2022: 78%)
the workplace, we believe transparency and
accountability are paramount.
At Keller, inclusion is primarily measured via

engagement surveys and focus groups and
we continue to check in with colleagues to
understand whether our working environment is I can voice a contrary
one where everyone feels respected, supported
and valued. The data points alongside relate to
opinion without fear of
inclusion and are based on surveys undertaken in negative consequence
73%
sixteen businesses to date.
In addition, we examine exit interviews to identify

common themes that may need addressing.
To boost retention rates, we will be piloting (2022: 70%)
stay interviews to gauge colleagues’ sense of
workplace satisfaction and motivation.
Strategic report
Gender diversity
Representation matters and our ambition is We recognise that there is still a lot of work to • Launching a global Engineering Respect for
to build more balanced teams. We continue do to increase the pace of change. With our DEI Safer Tomorrow campaign that equips our
to measure and monitor gender diversity strategy in place, we are targeting incremental field leadership teams and workforce with
throughout our organisation to identify where change over the longer term, which includes: the skills and knowledge to drive positive
additional focus is needed to attract and retain a behaviours and prevent harmful behaviours
more diverse group of talent. • Evolving the Keller culture where inclusion on site including bullying, harassment and
and respect are key leadership behaviours. discrimination.
Overall, female representation remains similar • Implementing a new global performance • Formalising career paths so there is clarity
to 2022 with the exception of the Board which development process to support the on career progression and which will also
has achieved a 50/50 gender split with the progress and performance of our people, provide fair opportunities for advancement
appointment of Annette Kelleher as Non- allowing for more connected conversations and compensation.
executive Director in 2023. In addition, the intake and enabling colleagues to perform at • Strengthen our employer brand through a
of engineering graduates and apprentices has their best. newly established global talent task force.
improved, with North America representing the • As part of our Unearthing Potential • Launching an ‘All-in’ allyship programme
most significant year of growth. The division programme, identifying female top talent to foster inclusion and create a more
developed new strategies to widen talent pools within the business and ensuring robust welcoming, respectful and supportive
which included the implementation of a diverse development plans to support their growth. atmosphere that values diversity.
and engaging recruitment platform, together
• As part of our commitment to enhance • Strengthen our reporting framework
with the delivery of a successful employee
site culture, ensure business units are through the delivery of a global HR
referral programme. Female representation
making progress against our Inclusive Site information system which would allow
in the engineering population continues to
Culture standard which addresses specific us to capture wider diversity data.
increase year on year due to accelerated efforts
gender inequities.
to cultivate relationships with key universities
and schools and through relationships with 2023 2022
organisations such as Revolution Workshop Female representation No % No %
which has provided our North America Division
with diverse talent. Keller will continue to focus Board members 4 50% 3 43%
on bringing people into geotechnics from a wide Executive Committee 2 20% 2 22%
range of backgrounds to ensure it has a healthy Global leadership team 7 15% 7 13%
pipeline of skills for the future.
Engineers 280 17% 274 16%
Engineering graduates and apprentices 35 25% 8 7%
Total workforce 1,099 12% 1,130 12%
Notes:
• All data as at 31 December 2023.
• Global leadership team excludes Executive Committee members.
• Engineers includes Engineering, Project Management, Business Development and Estimating workforce.
Gender pay gap

Mean UK gender pay gap:
30.64%
Keller is committed to providing open and • Working with several universities, particularly
detailed information about its gender pay gap. those offering an MSc in Geotechnical
The results below pertain to Keller Limited, Engineering and Degree Apprenticeships
a UK subsidiary of Keller Group plc. in Civil Engineering to attract young (2021/22: 23.1%)
professionals to the sector.
The main factors affecting the increase in the • Collaborating with Europe’s Keller Women in
mean gender pay gap primarily relate to the Median UK gender pay gap:
Construction whose purpose is to support
30.60%
significant increase in recruitment due to the our businesses with attracting, inspiring,
High Speed 2 mega-project. Specific emphasis supporting and developing women.
has been on strengthening the top of the
• Partnering with Women in Construction to
organisation with experienced project managers. (2021/22: 15.1%)
attract younger generations to consider a
career in geotechnics.
The industry suffers from a lack of female
representation with fewer women entering at • Undertaking annual assessments to ensure Mean bonus gender pay gap:
60.80%
graduate level and even less so working on sites. gender pay parity.
There are a number of actions Keller Limited are
taking to attract and retain more women in the
industry, including: (2021/22: 47%)
Median bonus gender pay gap:
47.81%
(2021/22: 37.9%)

People
Safety
At Keller we view safety as a value, • Continued to make improvements to our • Further enhanced the functionality of our
AFR (0.1) and TRIR (0.6). field application InSite to accommodate
something we do not compromise.
• Introduced new Group HSE standards all aspects of the project safety
We have made great strides planning process.
to the organisation.
increasing participation in our • Undertook 11 week-long business unit • Began the process of introducing vehicle
leading indicators with a view assurance assessments to understand telematics to Keller-owned vehicles.
to continuously improving our compliance to our standards. • Installed back-up and blind side cameras
Accident Frequency Rate (AFR) • Introduced a new method of reporting on all Keller rigs with cabs.
and Total Recordable Incident hazardous conditions and behaviours at site. • Safety week.
Rate (TRIR).
Keller Singapore
wins top
wellbeing award
The country’s Workplace Safety
and Health Council has recognised
Keller as an employer of choice for
its exemplary approach to mental
health and wellbeing.
While Singapore is renowned for its demanding
work culture, Keller has long recognised the
importance of promoting employee welfare.
A wellness committee was set up in 2015 and,
along with the safety team, has been very active
ever since, running a wide range of health, safety
and wellbeing activities. “Keller Singapore believes in Keller’s own To win the award, Keller had to provide
wellbeing framework of Body, Mind, Community, evidence of the company’s safety, health and
Those efforts were recognised at the Growth and Financial Security. The journey is not mental wellbeing programmes and how they
government’s Workplace Safety and Health always smooth sailing but our team has been increase the performance and awareness of
Council Awards 2023, with Keller winning the pushing on, strongly believing in the positivity the workforce.
Culture of Acceptance, Respect and Empathy that it brings.”
(CARE) Award. The Workplace Safety and Health Council
Over the years the wellness committee and is a statutory body that works closely with
“Winning this prestigious national award safety team have organised group exercise the industry, unions, professionals, trade
reaffirms that we’re on the right track and sessions, lunchtime games and a wide range of associations and other government agencies
helps to energise our passion and belief,” other activities. Employees also benefit from to raise health and safety standards.
says Seah Yeow Teck, General Manager. educational sponsorship and wellness-focused
training, such as psychological first aid.
Strategic report
Good health and wellbeing
Everything we achieve as a business Building on our strong foundation of keeping
our people physically safe, we have increased
is through our people. Their safety,
our focus on all aspects of people’s health
health and wellbeing is at the heart and wellbeing.
of everything we do. And with
strong wellbeing foundations, we
can keep our business resilient and
achieve sustainable success.
Our Foundations of Wellbeing
Community Body Financial security

“Being connected – building “Being at your best physically “Being financially fit – managing
positive relationships with each by keeping fit, eating and your money well for
other and our communities” sleeping well” greater security”
Our goal Our goal Our goal

To build a sense of belonging in To encourage balanced and To provide educational tools
the workplace and create opportunities healthy lifestyles and the ability and resources to help everyone
for shared positive experiences to thrive in life manage their day-to-day finances
and prepare for the future
Mind Growth
“Being emotionally healthy “Being empowered and supported in your career –
and resilient – positive attitudes positive work experiences that produce pride,
to life and its challenges” fulfilment, meaning and happiness”
Our goal Our goal

To create an environment to support To encourage career conversations
everyone’s mental health and and growth opportunities that help
resilience to life’s events everyone reach their full potential

People
Our priorities for 2023:

Building on our strong foundation of keeping our
people physically safe, we have increased our focus
on all aspects of people’s health and wellbeing.
Mental health and

resilience training
for leaders
As part of Suicide Prevention Day, we delivered
a training webcast to the extended leadership
team which emphasised the importance of
mental health and resilience. The training
offered practical tips on how to create the
right conditions to optimise personal and team
performance. It also focused on how to spot and
respond to warning signs relating to suicide.
Wellbeing as an enabler
of performance Global Health Challenge
Creating an environment that prioritises the
wellbeing of our entire workforce is fundamental
Following the success of the initial launch in 2022, we re-engaged
for successfully implementing performance with the Global Health Challenge during the year.
programmes throughout the organisation. An
essential element of this foundation involves The challenge was an opportunity to support Testimonials from colleagues:
focusing on our leadership team, as they colleagues, globally, in improving their physical
“The programme has helped me get back
play a pivotal role in establishing a common and mental health and wellbeing. As part of
to ME!”
understanding and direction for all business unit the extended programme, participants could
leaders. To support this objective, the business also choose to take part in personal mini “It has made a difference to my lifestyle.
unit leadership received a presentation focused challenges focused on reducing stress, acting When it launched I started walking daily,
on providing guidance tailored to enhance sustainably and building relationships. have joined the gym, have been doing
performance. This presentation was centred on physical activity regularly, and maintained
internal quantitative data, aimed at equipping We continue to listen to our people via
a balanced diet.”
leaders with the insights needed to enable and engagement surveys to understand whether
optimise performance within their respective we are making an impact and adapt our “The support I have received from my team
businesses. approach to support our people in the best has helped me to keep going and do more
possible way. every day. I have felt more energetic in my
work and able to concentrate better, so it
has clearly made a difference.”
My immediate Generally, I believe my

manager(s) genuinely workload is reasonable
cares about my for my role.”
wellbeing.”
75% 75%
(2022: 75%)
(2022: 75%)
The data points for 2023 are based on surveys

undertaken in five businesses units in 2023.
Strategic report
The funky
Created by TradeMutt, the loud and funky shirts “Keller has a duty of care to all its employees and
and hi-vis vests are about more than just adding this is one way we can help people recognise
a splash of fun to the work environment; they’re the signs in themselves and their colleagues
shirts starting designed to provoke discussions about mental
health and prompt those who need it to get
that they might need some support,” he adds.
“Every time I wear my TradeMutt shirt someone
a conversation support. “We’ve been focusing on mental health

at a local level for some time now, but it’s not
easy,” explains Nigel Brockman, Queensland
makes a comment or asks me about it. It
opens the door to a conversation that could
change, or even save, a life. That power can’t be
State Manager. “People in our industry are often underestimated.”
Keller Australia is helping reluctant to talk about this kind of stuff. And
colleagues kickstart conversations until you’ve been there and experienced it, most
about mental health – and it’s don’t fully appreciate the importance of having
all down to some eye-catching conversations without judgement.
workwear…
Breaking down barriers
Visit a Keller Australia project site and you
Nigel and his leadership team thought the shirts
shouldn’t have a problem finding our people.
were an inspired way to break down those barriers,
That’s because they’re now kitted out in some
so decided to provide the state’s site crews,
vibrantly coloured, flamboyantly patterned
workshops and office teams with the shirts.
workwear.
Not only are the shirt designs eye-catching, they
also come with the slogan ‘This is a conversation
starter’ on the back, along with a QR code linking
to TIACS, a mental health counselling service.
Quality education
We believe everyone has something These were supplemented with modules Further training courses are provided through
to contribute to the success at focused on specific skills including Conflict the European Learning Management Platform
Management, Conducting Performance and the business units in local languages.
Keller. That’s why we’re passionate Appraisals and Having Difficult Conversations. Evaluations show that all the offerings have been
about investing in our people well received by participants and have helped
and creating an environment of To build on the Conscious Leadership improve their skills.
continuous learning, empowerment programme which was deployed in 2022, the
division designed a new Courageous Leadership North America established a Learning and
and inclusivity that helps people programme to empower leaders to navigate Development Steering Committee, who have
reach their full potential. We also challenges, make tough decisions, and inspire supported efforts to identify high priority learning
take a leadership role in our industry their teams in the face of adversity. Project requirements and to communicate availability
and the communities in which we Manager Academy sessions and Project of targeted learning resources to meet those
operate to encourage personal and Management workshops were provided needs. In partnership with Engineering and
throughout the year to upskill teams and Marketing, the Learning and Development
economic growth. equip them with the knowledge, skills and team launched the Technique Training Library,
tools necessary to effectively plan, execute designed to help technical talent learn more
Learning and development
and oversee projects. Technical, safety and about the various geotechnical techniques
programmes operational training continued be delivered that the organisation delivers on. In 2023, the
Keller’s ability to deliver its business strategy for Operational teams. Sustainability, mental division delivered two Foundations of Leadership
depends on employees with relevant skills, health and wellbeing training programmes programmes, launched one Project Manager
knowledge and experience. Our Group-wide and workshops were delivered to educate and Academy and one Field Leader Academy. In
learning and development programmes support colleagues across the division. addition, we are continuing to enhance and
promote a culture that empowers our people to develop our Mentoring Program, investing time
drive innovation and focus on Keller’s principal Our Europe Division delivered a range of Keller and development with Power BI for reporting
activities of winning and executing work on Academy training programmes including on learning and development, engaged field
behalf of clients. a two-week training session for senior leaders to grow and develop our training for field
leaders, and an entry-level leadership training and field management, putting a large focus
AMEA continued to focus on upskilling programme. Keller’s Counsellor Sales Process, on identifying and developing our upcoming
leadership teams to achieve higher levels of which seeks to increase Keller’s capability in talent. North America has also developed an
performance. In 2023, business unit leadership winning higher quality work from clients, was orientation video, which has been added to their
training sessions were held which focused on executed. A Geotechnical Construction Project onboarding programme.
competencies for senior managers. Management Training programme is under
development with a planned pilot mid-2024.
Work to enhance Commercial Training is being
developed and will be introduced in 2024.

People
Emerging talent Keller India developed a geotechnical Developing digital workflows and tools improved
scholarship programme in partnership with production processes and enables us to
We are committed to developing our future
Bhumi, whose aim is to drive social change deliver work well and on time. With a strong
talent pipeline of leaders and geotechnical
through educational opportunities for young commitment to sustainability, we continued
specialists and continue to invest and equip our
adults. The scholarship will empower 15 to deploy electric rigs and source alternative
people with the skills and knowledge to drive
students with their postgraduate studies in products and solutions which are more aligned
the organisation forward with an ever-changing
geotechnical engineering. to our sustainability aspirations.
complex market.
Keller has continued to focus on bringing Global product teams Geotechnical community
people into geotechnics from a wide range
Keller’s global product teams focus on sharing In addition to upskilling and providing learning
of backgrounds to ensure it has a healthy
improvements, innovative solutions and opportunities to our workforce, Keller
pipeline of skills for the future. We continue
product-specific knowledge around the world proactively supports the future skills agenda
to cultivate relationships with key universities
through the delivery of a monthly educational for the geotechnical industry. Our businesses
through technology platforms that allow us to
webcast and in-person events. Regularly take a leadership role by providing employees,
engage with candidates earlier in the process;
collaborating with experts across Keller enables customers, suppliers and potential employees
relationships with organisations such as
us to discuss and progress specific technical with technical papers, seminars, field trips and
Revolution Workshop have all provided us with
topics in detail, making sure our skills and offering site visits.
diverse talent. During 2023, North America
is safe, economical, sustainable and offers
established a 6% increase overall for Asian hires Keller employees maintain close contact with
market-leading technologies to our customers.
for entry-level full-time engineers, interns and tier 1 universities to share best practice and
co-ops. The division also had a 3% increase During 2023, we expanded our ways of working undertake research projects to develop new
in Black hires in 2023. A major factor in the and collaborating with local global product teams and innovative products, materials and design
increase is as a result of the division’s continued and divisional product teams across all divisions. approaches. This enables us to be at the
success at targeting and following through on This enabled us to leverage global expertise forefront of technical advancements and allows
DEI initiatives, having established employee to provide local solutions with excellence. us to position ourselves as the employer of
resource groups that partner with recruiting, choice in our industry.
and enhancing our benefits to attract diverse
employees around North America.
An award-winning safety programme

Keller has won two prestigious SFfS picked up a Gold award for Best Innovative Practical tools for improving safety
industry awards for its Step Health & Safety Campaign from the European
Each session, delivered by ATT, features no
Federation of Foundation Contractors, as well as
Forward for Safety (SFfS) being recognised by the UK’s Federation of Piling
more than 15 colleagues – all in different roles
programme, which has helped our and with varying levels of experience – and is
Specialists in their Safety Innovation category.
overseen by a Keller HSE facilitator and senior
UK Business Unit achieve a year- leader. After the session, colleagues come
on-year reduction in incidents. Launched by Keller UK in 2018 in
away with a common language for talking about
partnership with Active Training Team (ATT),
safety, practical tools they can deploy and the
SFfS is a behavioural-based and cooperative
confidence to speak up when they see things
programme that goes beyond corporate
that might not be right.
policies and protocols to improve the
cultural approach to safety.
Over the past five years more than 1,000
individuals have taken part in SFfS, including
“It’s about encouraging individuals at every
everyone at Keller UK, a number of colleagues in
level to take responsibility for safety and what
other business units, key suppliers, joint venture
happens on site,” says Simon Jones, HSEQ
partners and even some clients. Plans are now in
Director (Europe). “During an engaging day-long
place to roll out the programme in Germany.
event, away from the usual working environment,
SFfS gives our people a basic understanding of
“We’re delighted to win these awards, which
human psychology, explores why we react the
are recognition of the significant impact Step
way we do in certain situations and guides them
Forward for Safety has had,” says Simon.
through example scenarios of how incidents
occur. Importantly, it also looks at where
opportunities are missed to intervene.”
Strategic report
An effective framework of
systems and controls ensures
we manage risk and run our
company well, and we seek out
partners who understand our
principles and the standards
we operate by.
Principles

Principles
Good governance
Good governance is about balancing Our full expectations are included in our Supply Governance and oversight
the needs of stakeholders and Chain Code of Business Conduct, modern
We recognise that assurance over our business
slavery and human trafficking statement and
helping to run the company well our new Human Rights Policy, which are available
activities and those of our partners and
through efficient processes and suppliers is essential. In 2023 our employees
on our website. We conduct appropriate due
completed mandatory training on competition
decision making. It involves being diligence on our partners, and all of our suppliers
law compliance, data privacy, the Code of
satisfied that an effective and are obliged to adhere to the principles set out
Business Conduct, and prevention of facilitation
rigorous internal framework of in the Supply Chain Code of Business Conduct
of tax evasion. You can read more about our risk
and policies.
systems and controls is in place management framework and principal risks from
which clearly defines authority page 36 onwards.
and accountability and promotes Anti-bribery and corruption
success whilst appropriately Keller’s Anti-Bribery and Anti-Fraud Policy Tax strategy
and whistleblowing procedures are designed
managing risk. to ensure that employees and other parties,
We publish our tax strategy on our website
and are committed to managing our tax affairs
including contractors and third parties, are able
Human rights to report anonymously any instances of poor
responsibly and in compliance with relevant
Keller expects all employees and suppliers to legislation. Our tax strategy is aligned to our
practice safely through an independent provider.
adhere to international standards on human Code of Business Conduct and Keller’s values
rights, including with respect to child and and culture, and is owned and approved
All reports received via this or any other reporting
forced labour, land rights and freedom of by the Audit and Risk Committee and the
mechanism are thoroughly investigated and
association, among other elements. We take Board annually.
reported to the Audit and Risk Committee, which
a zero-tolerance approach to slavery and reviews each case and its outcomes. None of
human trafficking and are strongly committed our investigations during 2023 identified any
to ensuring that all employees, as well as the systemic issues or breaches of our obligations
people who work on our behalf, are protected. under the Bribery Act 2010. The Anti-Bribery
and Anti-Fraud Policy, which was reviewed and
updated during the year, is supported by periodic
audits and reminders.
Keller’s ways of working

Our Code of Business Conduct (the ‘Code’) sets out clear and common Our ethics and compliance programme is now in its eighth year of
standards of behaviour for everyone who works in and with Keller, as supporting our employees doing the right thing. The programme
well as a framework to guide decision-making when situations aren’t comprises training of our employees across the business on
clear-cut. It also ensures a positive culture that keeps us successful, maintaining ethical and honest behaviour, respecting employees’
operating in a way that we can all be proud of. It is a public statement rights and diversity, and staying free from bribery and corruption.
of our commitment to high standards that tells others they can rely on
our integrity. Keller’s Code of Business Conduct and Group policies can
be found at: www.keller.com under ‘How we work’.
The Code is supported by our Group policies, our modern slavery and
human trafficking statement, our tax strategy and our Supply Chain
Code of Business Conduct, all of which are available on our website.
Strategic report
Partnerships
At Keller, we recognise the Our North American engineers also hold We are also helping to compile sustainability best
importance of collaborating with leadership positions on multiple national practice guides with the European and American
technical committees (including committees on trade associations.
organisations that understand sustainability) and local and university chapters;
our values and commitments, many have served as members of the board of
and the ways of working and the Charitable partnerships
directors for these organisations.
Our business units support a broad range of
standards by which we operate.
Finally, in AMEA, Keller plays an important role groups and charities, depending on what is
Partnering with these ‘like-minded’ in the local professional societies, with Keller most important to them locally. This may involve
organisations helps us drive change employees holding leading positions in multiple fundraising or donating money, time or skills.
in our organisation and the wider trade associations, including in ASEAN and India.
geotechnical industry. Keller encourages its employees to support
We also support trade conferences across our a range of charities, and has long committed
Industry partnerships divisions, including the combined American and to pledging to a charity the same value (up to
European trade conference. £2,000 per annum) of any funds raised by an
Many of our senior managers play key roles in
employee.
the geotechnical professional associations and Sustainability is an increasing focus in the
activities around the world. industry. We work with a number of universities We again supported The Brilliant Breakfast
on sustainability initiatives, focusing on whole- in 2023 with an increased donation of nearly
In Europe, a number of employees are part of the
company innovation, specific geotechnical £15,000. Working with The Prince’s Trust, this
European Federation of Foundation Contractors
products such as grouting and vibro stone UK initiative aims to change the lives of young
(EFFC), which is also chaired by Andreas Körbler
columns, and key geotechnical projects. women by helping them gain the skills needed
from Keller. In Keller North America, employees
to live, learn and earn. More information on this
are active participants in geotechnical We wrote the sustainability overview for the can be found in the report of the Sustainability
engineering and construction trade groups, European Federation of Foundation Contractors Committee on page 108.
including the Deep Foundations Institute (DFI), and helped with the drafting of the American DFI
ASCE/Geo-Institute and ADSC International sustainability guide.
Association of Foundation Drilling.
Activity challenge raises

funds for Ukrainian colleagues
Our charitable arm – the KELLER Using the Virgin Pulse health and wellbeing “Unfortunately, the war continues and while it
Foundation (Fundacja KELLER) platform, teams from across the Keller world does, we want to be able to help the families. For
tracked activities such as running, cycling and many, we are the last resort.”
– continues to provide support gardening, for eight weeks. These were then
to colleagues and their families converted to steps and distance travelled. More information on the foundation, including
affected by the war in Ukraine. how to donate and real stories from colleagues,
22,000 miles and 44 million steps later, Keller can be found on Keller Poland’s website.
At the outbreak of the conflict, our team in was delighted to donate £30,000 to the
Poland acted quickly to help affected Keller foundation in recognition of our colleagues’
employees and their families. Since then, the commendable achievements.
foundation has helped 29 families relocate to
Poland, Latvia and Estonia, and each month “This incredibly successful challenge is a I’d like to say a big thank you to
helps them pay for housing, food, clothes, wonderful gesture by the Keller community,” says everyone for their support – I’m so
heating and education. Michał Nowakowski, HSEQ Director North-East proud to be part of such a fantastic
Europe, who sits on the foundation’s board. “The and compassionate organisation.”
To support the foundation and raise much- money raised will provide valuable assistance to
needed funds, Keller ran an activity challenge for these families for several more months.”
colleagues and their friends and families. Michał Nowakowski
HSEQ Director North-East Europe
Non-financial and sustainability information statement
Pursuant to the non-financial and sustainability reporting requirements, which apply to the
Group, the tables below summarise where further information on each of the key areas of
disclosure can be found. Further disclosures, including our Group policies, can be found on
our website at www.keller.com.
Reporting requirement Relevant section of this report
1 Description of our business model The Keller model – How we do it See pages 4 and 5
Our strategy See pages 20 and 21
2 The main trends and factors likely to affect

the future development, performance and
Our market See pages 14 and 15
position of the Group’s business Divisional reviews See pages 22 to 29
3 Description of the principal risks and any

adverse impacts of business activity
Principal risks and uncertainties See pages 36 to 47
4 Non-financial key performance indicators Customer satisfaction

Safety, good health and wellbeing
See page 09
See pages 74 to 76
Gender diversity See page 73
Greenhouse gas emissions and energy See page 65
Policies, processes and standards Embedding due diligence, outcomes of

Reporting requirement which govern our approach¹ Risk management our approach and additional information
5 Environmental
matters
See pages 59 to 84
Climate change
See page 43
Our market
See pages 14 and 15
Ethical misconduct and non- Divisional reviews

compliance with regulations See pages 22 to 29
See page 42
Greenhouse gas emissions and energy
Losing market share data, trend analysis and assurance
See page 42 See pages 65 to 67
Inability to maintain technological Sustainability Committee report

product advantage See pages 105 to 108
See page 43
Section 172 statement
See pages 94 to 96
6 Employees Human Resources Policy Causing a serious injury or fatality

to employees or a member
Diversity, equity and inclusion
See pages 70 to 73
Code of Business Conduct of the public
Whistleblowing Policy See page 46 Training and development
Wellbeing Foundations See pages 77 and 78
Ethical misconduct and
Sustainability Policy non-compliance with
Health and wellbeing
regulations
Biodiversity Policy See pages 75 and 76
See page 42
Employee engagement
See pages 59 to 84 Not having the right skills
to deliver See page 106
See page 46
Climate change See pages 94 to 96
See page 43
Sustainability Committee report
See pages 105 to 108
Strategic report
Policies, processes and standards Embedding due diligence, outcomes of
Reporting requirement which govern our approach¹ Risk management our approach and additional information
7 Social and
community
Code of Business Conduct Ethical misconduct and non-
compliance with regulations
The Keller Model – How we do it
See pages 4 and 5
matters Wellbeing Foundations
See page 42
Sustainability Policy Divisional reviews
ESG and sustainability Climate change See pages 22 to 29
See pages 59 to 84 See page 43
Procurement Policy See pages 74 to 76
Business Conduct
Human Rights Policy
Biodiversity Policy Section 172 statement
See pages 94 to 96
8 Human rights Code of Business Conduct Ethical misconduct and non-

See pages 74 to 76
Business Conduct See page 42
Modern slavery and human Causing a serious injury or fatality
trafficking statement See pages 105 to 108
to employees or a member of the
Wellbeing Foundations public
See page 46
Sustainability Policy See pages 94 to 96
Biodiversity Policy Climate change
Privacy Policy See page 43
Human Rights Policy
9 Anti-corruption
and anti-bribery
Anti-Bribery and
Anti-Fraud Policy
Ethical misconduct and non-
Principles
See page 79 to 81
Competition Law See page 42
Compliance Policy Audit and Risk Committee report
Conflicts of Interest Policy See pages 112 to 119
Whistleblowing Policy
Human Rights Policy
10 Climate-related
financial disclosures
See pages 59 to 84
Climate change
See page 43
TCFD
See pages 48 to 58
Sustainability Policy Ethical misconduct and non- Our market

compliance with regulations See pages 14 and 15
Biodiversity Policy
See page 42
Divisional reviews
Losing market share See pages 22 to 29
See page 42
Greenhouse gas emissions and energy
Inability to maintain technological data, trend analysis and assurance
product advantage See pages 65 to 67
See page 43

See pages 94 to 96
1 Some policies, processes and standards shown here are not published externally.
GRI index
To facilitate access to information for our stakeholders, the following table indexes the
information relevant to the GRI Standards’ General Disclosures, with which the Group aims
to align its activities. Further disclosures, including Group policies and standards referenced
below, can be located on our website at www.keller.com.
GRI 2: General Disclosures

Disclosure Page/Policy1 Comments
2-1 Organisational details Note 1 on page 164, 22–29

2-2 Entities included in sustainability reporting Note 8 on page 210, 65
2-3 Reporting periods, frequency and contact point 84
2-4 Restatement of information 84
2-5 External assurance 65 Practice for seeking
assurance not disclosed
2-6 Activities, products, services and markets served 2–3, 14–15, 22–29 Entities up and downstream
not disclosed
2-9 Governance structure and composition 88–104
2-10 Nomination and selection of highest governance body 100, Nomination and Governance Committee
terms of reference, Board Diversity Policy
2-11 Chair of highest governance body 88
2-12 Role of highest governance body in overseeing 48, 93, 97–100 Management of impacts
management of impacts not disclosed
2-13 Delegation of responsibility for managing impacts 48–49, Sustainability Committee terms of
reference
2-14 Role of the highest governance body in 36–38, 48, 59, 97
sustainability reporting
2-15 Conflicts of interest 88–89, 92
2-17 Collective knowledge of the highest governance body 102–103
2-19 Remuneration policies 124, 126–134, 135, 67 and 136 (for Scope 2
reduction objective)
2-20 Process to determine remuneration 122–123, 126–134
2-21 Annual total compensation ratio 139–140
2-22 Statement of sustainable development strategy 59–61
2-23 Policy commitments 80, 82–83 , supporting policies on Keller
website
2-26 Mechanisms for seeking advice and raising concerns 80, 82–83 Wider channels to report
concerns not disclosed
2-27 Compliance with laws and regulations 104
2-28 Membership associations 81 Select list of partnerships
disclosed
2-29 Approach to stakeholder engagement 87, 94–96, 10–107
1 Some policies, processes and standards shown are not published externally.
Sustainability reporting period

The Strategic report has been approved, authorised for issue and
The collated information on sustainability was aligned to the financial
signed by order of the Board by:
reporting period of 1 January to 31 December 2023, in correspondence
with GRI disclosure 2-3.
Restatements
Pursuant to GRI disclosure 2-4, there were no restatements of sustainability Kerry Porritt
information during the reporting period.
Group Company Secretary and Legal Advisor
For further queries relating to the reported information on sustainability, 4 March 2024
please contact [email protected].
Governance
Governance
86 Chairman’s introduction 111 A conversation with Annette Kelleher
88 Board of Directors 112 Audit and Risk Committee report
90 Executive Committee 120 Annual statement from the Chair
92 Board leadership sof the Remuneration Committee
94 Section 172 statement 122 Remuneration in context
97 Governance framework 124 Remuneration at a glance
100 Division of responsibilities 126 Remuneration Policy report
101 Board composition, succession and evaluation 135 Annual remuneration report
105 Sustainability Committee report 143 Directors’ report
109 Nomination and Governance Committee report 146 Statement of Directors’ responsibilities
Chairman’s introduction
Welcome to our Governance report

for the year ended 31 December 2023.
This report sets out our approach to effective
corporate governance and outlines key areas of
focus of the Board and its activities undertaken
during the year as we continue to drive long-term
value creation for all our stakeholders.
What’s inside
Board leadership and Audit, risk and

company purpose internal control
p2 & 92 p118
Division of responsibilities Remuneration
p100 p120
Composition, succession
and evaluation
p101
Compliance with the Code

The company was subject to the Code in respect of the
year ended 31 December 2023 (the full text of which
can be found at www.frc.org.uk). The Board is pleased
to confirm that the Group applied the principles and
complied with the provisions of the Code.
This report contains the narrative reporting variously

required by the Code, the Listing Rules and the
Disclosure, Guidance and Transparency Rules, setting
Peter Hill CBE
out in greater detail the framework and processes
that Keller has in place to ensure the highest levels Chairman
of corporate governance.
Governance
Our purpose, values, strategy and culture
Delivery of the Group’s vision and purpose relies on
the successful implementation of our strategy and is
underpinned by the values and behaviours that shape
our culture and how we work.
Dear shareholder Engagement with our stakeholders

On behalf of the Board, I would like to introduce our Governance report for Stakeholder engagement is critical to the long-term success of our
the year ended 31 December 2023. This report sets out our approach to business; the art of balancing different stakeholder views and needs in
effective corporate governance and outlines key areas of focus of the Board Board discussions and decision-making is key. The role of our designated
and its activities undertaken during the year as we continue to drive long- workforce engagement director has been in place since 2017 and,
term value creation for all our stakeholders. supported by the Sustainability Committee, continues to be a successful
way of ensuring that the Board appropriately considers the interests of
employees in its deliberations and, in doing so, makes better decisions.
Board succession and diversity
The Board welcomed Annette Keller as a Non-executive Director and Last October, the Board attended a conference where it engaged with our
Chair Designate of the Remuneration Committee, joining on 1 December Executive Committee and senior leadership team, and had the opportunity
2023. Annette brings a diversity of experience and a new perspective, to gain increased insight into their progress against their strategic plans and
and is already making a valuable contribution. Annette’s biography is set local opportunities and challenges.
out on page 89, and on page 111 Annette shares her initial thoughts on
joining Keller. During 2023, we commissioned an independent perception audit of a
number of investment managers. We first initiated a perception audit in
Eva Lindqvist has announced her intention to retire from the Board and will 2021, the outcome of which was invaluable in affording the Board a deeper
stand down at the end of this year’s AGM, having served seven years as level of understanding of the views of our shareholders and potential
an independent Non-executive Director and five years as the Chair of the investors whilst giving the executive management additional input as they
Remuneration Committee. Eva leaves the Board with our thanks and very formulate the strategy for the years ahead. The outcome of the 2023 audit
best wishes. will build upon the detailed action plan we put in place in 2021.
We review the Board’s composition regularly and are committed to ensuring

we have the best balance of skills and experience within the Board. We have Board evaluation
made meaningful progress in achieving diversity, with 50% female Board It is extremely important that the Board, its committees and individual
members at year end (2023: 50%). As a Board, we have met the targets set Directors rigorously review their performance and embrace the opportunity
out in our Board Diversity Policy and by the FTSE Women Leaders Review, to develop, where necessary. In 2023, we carried out an internal review of
the Parker Review and the targets specified in recent updates to the FCA’s the effectiveness of the Board and its committees, facilitated by the Group
Listing Rules, which we report against on page 73. The Board and the Company Secretary and Legal Advisor, further details of which can be found
Nomination and Governance Committee will continue to drive the agenda on page 102.
of diversity, equity and inclusion across the Group.
Company purpose and culture Looking forward

The Board is responsible for setting the tone from the top and promoting We will continue as a Board to maintain the highest standards of
a culture which creates a positive work environment where everyone feels corporate governance across the Group, focus on delivery of our
respected, motivated and able to thrive. Our employees are essential strategy and evaluate and improve all that we do across the Group.
for the delivery of our strategic objectives and our continued success.
I encourage all our stakeholders to take every opportunity presented
Their feedback is critical to the Board and we continue to monitor our
to engage with the company and I would welcome you to attend,
culture through surveys, town-hall sessions and formal and informal
and in any case vote at, the forthcoming AGM. If you wish to ask a
engagement activities.
question of the Board relating to this report or the business of the
AGM, please feel free to do so by emailing the Group Company
Secretary and Legal Advisor at [email protected]. We will
consider and respond to all questions received and, to the extent
practicable, publish the answers on our website.
Throughout 2023, we have As I look forward to the year ahead, I would like to take the
opportunity to thank my colleagues on the Board and across
delivered an outstanding the business for their continued hard work and dedication.
performance. We remain
focused on generating Yours faithfully
long-term value for our

shareholders.”
Peter Hill CBE
Chairman
4 March 2024
Board of Directors
Peter Hill CBE Michael Speakman
Non-executive Chairman and designated Chief Executive Officer

Director for ESG and sustainability matters Nationality: British Appointed: 2018 and CEO in 2019
Nationality: British Appointed: 2016
Skills and experience: Michael joined Keller from Cape plc, a leading
Skills and experience: A mining engineer by background, Peter was international provider of industrial services, where he was Chief Financial
Non-executive Chairman of Petra Diamonds Limited until November Officer. He has over 40 years of experience across a range of industries,
2023; Non-executive Chairman of Volution Group plc until January 2020; holding senior operational, divisional and corporate roles within TI Group
Non-executive Chairman of Imagination Technologies plc from February plc and Smiths Group plc between 1982 and 2004, before his
2017 until its sale to Canyon Bridge Partners in September 2017; appointment as Chief Financial Officer for the oilfield services company
Non-executive Chairman of Alent plc from 2012 to the end of 2015; Chief Expro International Group plc.
Executive of the electronics and technology group Laird PLC from 2002 to
Michael holds a BSc in Engineering and is a Fellow of the Chartered
late 2011 and a Non-executive Director on the boards of Cookson Group
Institute of Management Accountants.
plc, Meggitt plc and Oxford Instruments plc. He has been a non-executive
board member of UK Trade and Investment, and a Non-executive Director
on the board of the Royal Air Force, chaired by the UK Secretary of State for
Defence. His early career was spent with natural resources companies
Anglo American, Rio Tinto and BP; he was an Executive Director on the
board of the engineering and construction company Costain Group plc,
and he has also held management positions with BTR plc and Invensys plc.
Peter holds a BSc in Mining Engineering and an MBA from the London
Business School and is a Chartered Engineer.
NOM SUS EXC SUS
Eva Lindqvist Paula Bell
Non-executive Director Non-executive Director

Nationality: Swedish Appointed: 2017 Nationality: British Appointed: 2018
Skills and experience: Eva graduated with a Master of Science in Skills and experience: Paula has extensive FTSE 250 board experience
Engineering and Applied Physics from Linköping Institute of Technology as both an Executive and Non-executive Director. From 2013 to 2016 she
and holds an MBA from the University of Melbourne. She is a member of was Chief Financial Officer of support services group John Menzies plc
the Royal Swedish Academy of Engineering Sciences. Eva began her and between 2006 and 2013 was Group Finance Director of the
career in various positions with Ericsson working in Continental Europe, advanced engineering group Ricardo plc. Prior to that Paula held senior
North America and Asia from 1981 to 1990 followed by director roles management positions at BAA plc, AWG plc and Rolls-Royce plc. Paula
with Ericsson from 1993 to 1999. She joined TeliaSonera in 2000 as was a Non-executive Director and Chairman of the Audit Committee of
Senior Vice President before moving to Xelerated, initially as Chairperson the global engineering and technology group Laird PLC from 2012 until
and later as Chief Executive from 2007 to 2011. its acquisition and delisting in July 2018, including a period as Senior
Independent Director.
Other appointments: Eva is a Non-executive Director of Tele2 AB,
Greencoat Renewables plc and CLS Holdings plc. Paula is a Fellow of the Chartered Institute of Management Accountants
and a Chartered Global Management Accountant.
Other appointments: Paula is the Chief Financial and Operations

Officer of Spirent Communications plc.
REM ARC NOM SUS ARC NOM REM SUS

Audit Nomination
ARC NOM REM Remuneration SUS Sustainability EXC Executive Chair
and Risk and Governance
Governance
David Burke Baroness Kate Rock
Chief Financial Officer Senior Independent Director and designated

Nationality: Irish Appointed: 2020
Non-executive Director with responsibility
for workforce engagement
Skills and experience: David is a highly experienced finance executive
who has worked in a variety of industries and geographies over the last Nationality: British Appointed: 2018
30 years. Most recently he was Chief Financial Officer of J. Murphy & Skills and experience: Kate was a NED and Chair of the Remuneration
Sons Limited, a leading international specialist engineering and Committee of Imagination Technologies plc until November 2017. She
construction company. He has held senior finance roles at Serco Group was, until January 2023, a Board member of the world’s first Centre for
plc and at Barclays plc. Data Ethics and Innovation. Kate sat on the House of Lords Science and
David trained as an accountant with KPMG in London and is a Fellow of Technology, and Artificial Intelligence Select Committees. Kate chaired
the Institute of Chartered Accountants in England and Wales. the independent Tenancy Working Group and published a review of
tenant farming in England (Rock Review). She was a partner at College Hill
for 12 years from 1996 and Vice-Chairman of the Conservative Party
with responsibility for business engagement until July 2016.
Kate holds a BA in Publishing and History.
Other appointments: Kate chairs the board of Costain Group Plc.

She is a Director and Trustee of The Royal Countryside Fund (formerly
The Prince’s Countryside Fund). She was appointed a Life Peer in 2015
and is also a Senior Adviser at Newton Europe.
EXC ARC NOM REM SUS
Juan G. Hernández Abrams Annette Kelleher
Non-executive Director Non-executive Director

Nationality: American Appointed: 2022 Nationality: Irish Appointed: 2023
Skills and experience: Juan has served in multiple senior roles with Fluor Skills and experience: Annette has broad senior management
Corporation, including General Manager and Vice President of the experience in the international industrials sector, including change
Mining and Metals business in South America, as well as President of the management, group development and transformation. She joined
Industrial Services business including the Operations and Maintenance Johnson Matthey plc in May 2013 from NSG Group, the Tokyo-listed
group. His responsibilities included the strategic direction, operations global performance glass group which acquired Pilkington Group plc in
and financial performance across a wide range of industries and sites 2006. During Annette’s tenure firstly with Pilkington and then NSG, she
throughout Europe, the USA, Asia, Australia and the Middle East. Juan held a series of increasingly senior and global human resources roles,
was the President of Fluor Corporation’s Advanced Technologies & Life spending considerable time in Asia.
Sciences business until March 2023.
From 2014 until 2023, Annette was a Non-executive Director at Hill &
Juan was born and raised in Puerto Rico and holds a Bachelor’s degree in Smith plc, where she chaired the Remuneration Committee from May
Environmental Sciences from the University of Maine. He is a graduate of 2016 to May 2023. From 2006 to 2009 Annette was an independent
Thunderbird University International Management Program, the Director of Tribunal Services, part of the UK’s Ministry of Justice.
INSEAD International Competitive Strategy Program, and the London Annette qualified with a BA in Business Studies and MSc in HR
Business School’s International Business Program. Management and Training.
Other appointments: Annette is Chief Human Resources Director and a

member of the Group Management Committee of Johnson Matthey plc.
SUS ARC NOM REM ARC NOM REM SUS
Kerry Porritt Group Company Secretary and Legal Advisor For full biography see page 91
Executive Committee
Michael Speakman
Chief Executive Officer

For full biography see page 88
Eric Drooff Jim De Waele

SLC DIS
President, North America President, Europe

Nationality: American Nationality: British
Member since: 2018 Member since: 2018
David Burke Skills and experience: Eric has more than 30 Skills and experience: Before his
years’ experience in the geotechnical appointment as President, Europe in January
Chief Financial Officer industry, initially with Hayward Baker, then as 2021, Jim was Group Strategy and Business
Chief Operating Officer for Keller North Development Director from January 2019
For full biography see page 89 America and most recently as President. until December 2020. Jim has over 30 years’
experience in the industry and has held
Notable projects managed by Eric include
various senior positions, including 10 years
North America’s first compensation grouting
as Managing Director of Keller’s North-West
DIS T project in Ontario, compaction grouting for
Europe business. He has served the UK trade
seismic mitigation in Indonesia, and chemical
association, the Federation of Piling
grout ground stabilisation in Boston.
Specialists, for many years, including two
Eric holds a BSCE from Bucknell University, as Chairman.
has authored numerous papers and
Jim is a Chartered Engineer, a fellow of the
frequently presents on specialised
ICE and RICS. He is also an honorary
geotechnical construction. He is a member
professor at the University of Birmingham.
of the ASCE Geo Institute, the Deep
Foundations Institute, and The Moles. He is
a past Chairman of the ASTM D1816
Grouting Committee.
Jim stepped down from the Executive Committee
on 1 March 2024.
SLC SLC
John Raine Craig Scott Katrina Roche
Group HSEQ Director Group HR Director Chief Information Officer

Nationality: British Nationality: British Nationality: British
Member since: 2018 Member since: 2023 Member since: 2020
Skills and experience: John is an Skills and experience: Prior to his Skills and experience: Katrina has over 25
experienced HSEQ practitioner who has lived appointment as Group HR Director, Craig years of experience in delivering technology-
and worked in Europe, Asia-Pacific and the was the HR Director for the AMEA Division. driven change and business transformation
US. He was, most recently, at AMEC Foster He has over 16 years’ experience in the field in multiple industries such as Aerospace
Wheeler, an international engineering and of HR and talent, having lived and worked in Defence, Telecommunications, Transport
project management company, where he the UK, Singapore and the Middle East. and Technology. She joined Keller from
was Chief HSSE Officer. Before joining Keller, Craig worked for a Cobham Plc, where she held the position of
FTSE-listed oil company, where he led the Executive Vice President IT. Katrina has also
Before that, he was Vice President QHSSE
HR function for their International Division, held senior IT roles in Raytheon, Systems
for Weatherford International, one of the
responsible for operations in Asia-Pacific Union and MCI WorldCom as well as senior
world’s largest multinational oil and gas
and the Middle East. roles in Product Development and
service companies.
Transformation at Cable & Wireless
Craig has an MA in Social Sciences.
and Verizon.
Katrina has a BSc in Mathematics and an MSc

in Operational Research.
SLC SSC
Bank Guarantees Sustainability Chair

BGFC DIS Disclosure SLC Safety Leadership SP Share Plans SSC T Treasury
and Facilities Steering
Governance
Peter Wyton Venu Raju Kerry Porritt
President, AMEA Engineering and Group Company Secretary

Operations Director and Legal Advisor
Nationality: Australian Nationality: Singaporean Nationality: British
Member since: 2018 Member since: 2012 Member since: 2013
Skills and experience: Peter joined Keller Skills and experience: Venu began his Skills and experience: Kerry has over 25
after 25 years at AECOM, a leading global career with Keller in Germany in 1994 as a years’ experience of company secretarial
infrastructure firm. He is an experienced geotechnical engineer. He has held the roles roles within large, complex FTSE listed
business leader and engineering professional of Managing Director Keller Singapore, companies across a broad range of sectors.
with extensive knowledge of the Asia-Pacific Malaysia and India; Business Unit Manager, Kerry is a Fellow of the Chartered Governance
region. He has supported the delivery of Keller Far East in 2009; and Managing Institute and holds an Honours degree in Law.
major infrastructure projects in transport, Director, Asia. Venu has extensive Kerry is a member of the European Corporate
building, utilities, mining and industrial operational and strategic management Governance Council and the Chartered
markets across APAC. experience. He served as an Executive Governance Institute’s Company Secretaries’
Director from January 2017 until June 2020. Forum, and an Ambassador for Women
Peter received a Bachelor of Civil
Supporting Women, a group enabling The
Engineering from the Queensland Born in India, Venu studied civil engineering in
Prince’s Trust to support more young women
University of Technology. India and the USA, has a PhD in structural
through its programmes.
engineering from Duke University and a
Doctorate in geotechnical engineering from Kerry has been Keller’s Group Ethics and
the University of Karlsruhe in Germany. Compliance Officer since 2015.
Venu stepped down from the Executive Committee on

31 December 2023.
SLC SSC BGFC DIS SLC SP

Board leadership
Leadership
Board and Committee meetings and attendance
All Directors are expected to attend each Board meeting and each committee meeting for which they are members, unless there are
exceptional circumstances preventing them from participating. The table below shows the Directors’ attendance at all Board and
committee scheduled meetings throughout the year.
Paula David Juan G. Peter Annette Eva Baroness Michael
Meetings Bell Burke Hernández Abrams1 Hill CBE Kelleher2 Lindqvist 3 Kate Rock4 Speakman
Board 5 7/7 7/7 7/7 7/7 1/1 7/7 7/7 7/7

Audit and Risk
Committee 4/4 — 4/4 — 1/1 3/4 4/4 —
Remuneration
Committee 6/6 — 5/6 — 2/2 6/6 5/6 —
Nomination and
Governance Committee 2/2 — 2/2 2/2 1/1 2/2 2/2 —
Environment
Committee 6 1/1 — 1/1 — — 1/1 1/1 1/1
Social and
Community Committee 6 1/1 — 1/1 — — 1/1 1/1 1/1
Sustainability
Committee 6 2/2 — 2/2 — 1/1 2/2 2/2 2/2
1 Juan G. Hernández Abrams was unable to attend one of the Remuneration Committee meetings held in December 2023 due to a family emergency. He was briefed by the Committee
Chair prior to the meeting and he also provided comments on the meeting materials to both the Committee Chair and the Group Company Secretary and Legal Advisor in advance.
2 Annette Kelleher was appointed to the Board on 1 December 2023.
3 Eva Lindqvist was unable to attend the Audit and Risk Committee meeting held in July 2023 due to unavoidable personal matters. She was briefed by the Committee Chair prior to the meeting
and she also provided comments on the meeting materials to both the Committee Chair and the Group Company Secretary and Legal Advisor in advance.
4 Kate Rock was unable to attend one of the Remuneration Committee meetings held in December 2023 due to due to a family bereavement. She was briefed by the Committee Chair prior to the
meeting and she also provided comments on the meeting materials to both the Committee Chair and the Group Company Secretary and Legal Advisor in advance.
5 A number of additional meetings were held during the year. These non-scheduled meetings are not reflected on this table.
6 The Environment and Social and Community Committees merged in May 2023 to form the Sustainability Committee. The first meeting of the Sustainability Committee took place in July 2023.
Effectiveness
Directors and Directors’ independence Directors’ conflicts of interests
The Board currently comprises the Chairman, five independent Under the Companies Act 2006 (the ‘2006 Act’), a Director must avoid a
Non‑executive Directors (NEDs) and two Executive Directors. The names situation where they have, or could have, a direct or indirect interest that
of the Directors at the date of this report, together with their biographical conflicts, or possibly may conflict, with Keller’s interests. The 2006 Act
details, are set out on pages 88 and 89. allows Directors of public companies to authorise conflicts and potential
conflicts, where appropriate, where the Articles of Association (the
The NEDs constructively challenge and help to develop proposals on
‘Articles’) contain a provision to this effect. The Articles give the Directors
strategy and bring strong independent judgement, knowledge and
authority to approve such situations and to include other provisions to
experience to the Board’s deliberations. Periodically, the Chairman
allow conflicts of interest to be dealt with. To address this issue, at the
meets with the NEDs without the Executive Directors present. Apart
commencement of each Board meeting, the Board considers its register
from formal contact at Board meetings, there is regular informal contact
of interests and gives, when appropriate, any necessary approvals.
between the Directors.
Keller continues to assess the independence of its Non-executive There are safeguards which will apply when Directors decide whether to
Directors on an annual basis in accordance with the UK Corporate authorise a conflict or potential conflict. Firstly, only Directors who have
Governance Code (the ‘Code’). This includes reviewing their tenure, no interest in the matter being considered will be able to take the relevant
any potential conflicts of interest, as well as assessing their individual decision and, secondly, in taking the decision, the Directors must act
circumstances to ensure that there are no relationships or matters in a way that they consider, in good faith, will be most likely to promote
likely to affect the judgement of the Non-executive Directors. Paula Keller’s success. The Directors are able to impose limits or conditions
Bell, Annette Kelleher, Eva Lindqvist, Baroness Kate Rock and Juan G. when giving authorisation if they think this is appropriate. These
Hernández Abrams are all considered to be independent NEDs. Their procedures on conflicts have been followed throughout the year and the
other professional commitments are as detailed on pages 88 and 89. Board considers the approach to operate effectively.
Peter Hill CBE was independent at the time of his appointment as
Chairman on 26 July 2016. Peter’s other professional commitments are
as detailed on page 88.
All Directors are subject to election by shareholders at the first AGM
following their appointment and to annual re-election thereafter,
in accordance with the Code.
Governance
Board activities and principal decisions
Strategy and performance For more information see page 16 to 21
Topics Outcomes
• Project performance reviews • PPM standard development
• Reviewed and considered the monthly performance of the divisions • ERP
and business units • Finance transformation
• M&A opportunities
People and culture For more information see page 69 to 81
Topics Outcomes
• Board composition • Appointed Annette Kelleher as Non-executive Director
• Executive Committee composition • Appointed Craig Scott as Group HR Director
• Inclusion and diversity • Launched VP Ignite initiative. See page 76 for further information
• Wellbeing on this initiative.
Operational performance For more information see page 22 to 29
Topics Outcomes
• Contracts performance review and revenue over the year • Record performance in North America
• ESG and sustainability objectives • Progress on carbon reduction. See the ESG and sustainability
section of this report for further information on this topic.
Financial management For more information see page 30 to 35
Topics Outcomes
• Evaluated and approved the 2024 business plan and budget, and • US private placement of $300m
the approach and process for the viability and going concern • Considered and agreed the recommendation to pay the 2023 final
statements dividend, as well as the payment of the 2023 interim dividend
• Reviewed the company’s forecast net debt levels, facility headroom
and covenants and working capital
Risk and control For more information see page 36 to 47
Topics Outcomes
• Considered the principal and emerging risks and uncertainties which • Audit assurance strategy with focus on second line of defence. See
could impact the Group also the Audit and Risk Committee report for further information.
• Reviewed the risk management framework with particular regard to
going concern and impact on the viability statement
Governance For more information see page 86 to 87
Topics Outcomes
• Group policies • New policies: Human Rights, Biodiversity, and Prevention of
• Legal and regulatory changes Tax Evasion
• Provision of information to the Board and its committees • AI-powered management reporting for the Board and its
committees. See page 103 for further information.
As a Board, we have always taken decisions for the long term. Collectively and
individually, our aim is always to uphold the highest standards of conduct. We
understand that our business can only grow and be successful over the long
term if we understand and respect the views and needs of our employees,
customers and the communities in which we operate, as well as our suppliers,
the environment and the shareholders to whom we are accountable.
As required by section 172 of the 2006

Act, a director of a company must act in Principle Location of additional information
the way they consider, in good faith, would
most likely promote the success of the Likely consequences of • Chairman’s statement (pages 10 to 12)
company for the benefit of its shareholders. any decisions in the long • CEO’s statement (pages 16 to 19)
In doing this, the director must have term • The Keller model (pages 2 to 9)
regard, amongst other matters, to the: • Our strategy (pages 20 and 21)
• likely consequences of any decisions • The value we create (pages 8 and 9)
in the long term; • Principal risks and uncertainties (pages 36 to 47)
• interests of the company’s employees; • Board activities and principal decisions (page 93)
• need to foster the company’s business • Viability assessment and going concern (page 39)
relationships with suppliers, customers
and others; Interests of employees • People (page 69 onwards)
• impact of the company’s operations • Sustainability Committee report (page 105 onwards)
on the community and environment; • Nomination and Governance Committee report (page 109
• company’s reputation for high standards onwards)
of business conduct; and • Annual statement from the Chair of the Remuneration
Committee (page 120 onwards)
• need to act fairly as between members
of the company.
Need to foster business • The Keller model (pages 2 to 9)
relationships with • Our strategy (pages 20 and 21)
For more information see page 102 suppliers, customers • Principles (pages 79 to 81)
and others
The Directors of Keller – and those of all UK

Impact of operations on • ESG and sustainability (pages 59 to 68)
companies – must act in accordance with
the community and the • TCFD statement (pages 48 to 58)
a set of general duties. These duties are
environment • Principles (pages 79 to 81)
detailed in the 2006 Act and include a duty
to promote the success of the company,
As part of their induction, our Directors are Reputation for high • Principal risks and uncertainties (pages 36 to 47)
briefed on their duties and they can access standards of business • Division of responsibilities (pages 100)
professional advice on these – either through conduct • Audit and Risk Committee report (page 112 onwards)
the company or, if they judge it necessary, from • Directors’ report (pages 143 to 145)
an independent provider.
Our Directors fulfil their duties partly through Need to act fairly • Chairman’s statement (pages 10 to 12)
between members • Chairman’s introduction to Governance section
a governance framework that delegates
day-to-day decision-making to employees (pages 86 and 87)
of the company. • Directors’ report (pages 143 to 145)
The Board recognises that such delegation

needs to be much more than simple financial
authorities and should take into account
the values and behaviours expected of our
employees; the standards they must adhere
to; how we engage with stakeholders; and how
the Board looks to ensure that we have a robust
Our business can only be resilient and
system of control and assurance processes. achieve sustainable success if built on strong
For more detail on our governance framework, foundations of stakeholder engagement.
see pages 97 to 99. Details about the principal
decisions the Board made during the year
Peter Hill CBE
can be found on page 93.
Group Chairman
Governance
Shareholders
Delivering for our shareholders ensures that the business continues to be successful
in the long term and can therefore continue to deliver for all our stakeholders.
How we engage
• The Chief Executive Officer (CEO) and the Chief Financial Officer • The investor relations section of our website provides information
(CFO) meet with major shareholders following the preliminary on the financial calendar, dividends, AGMs and other areas of
results announcements to discuss a number of matters, including interest to shareholders. Copies of annual reports and investor
progress against the Group’s strategy. presentations are available to view and download. Shareholders can
• The CEO and the CFO have calls with major shareholders following also register to receive ‘news alerts’ relating to the Group’s activities.
the interim results announcements. During the year, we enhanced the ESG and sustainability section of
• The CEO and the CFO have calls with major shareholders following the website to improve users’ access to information.
the Group’s trading update announcements. • The Board uses the AGM as an opportunity to communicate with
• Following these announcements, analysts’ notes are circulated to shareholders, who are invited to attend, ask questions and meet
the Board. Directors prior to, and after, the formal proceedings. The Chairs
of the Main Board Committees are present at the AGM to answer
• The Chairman and the Senior Independent Director have calls with
questions on the work of their committees. The results of the
shareholders to discuss Group performance and risk management
voting for the 2023 AGM can be found on our website.
throughout the year.
• For the second year running, we carried out an investor perception
• We have consistently either grown or maintained our dividend
audit to obtain a deeper level of understanding of the views of
since listing. We have strong cash generation and a robust balance
shareholders and potential investors.
sheet which, together, support our ability to continue to sustainably
increase the dividend.
Outcome
• Keller is a stable business with a long-term track record. • Transparency and clear communication.
• Continued growth opportunities. • Plan of action in place to address investor perception audit
• Consistent and sustainable dividend. results.
Employees
Our people are our most valuable asset. We appreciate that they remain a key factor in our success and
provide us with a competitive edge. We want them to be inspired and motivated, equipped with the right
skills, tools and standards to be successful.
How we engage
• During 2023, the Board continued its approach to engagement with • Business unit leaders met in October 2023 at a company
the workforce led by Baroness Kate Rock, Keller’s designated Non- conference. The Board attended a number of activities during the
executive Director for employee engagement matters. conference.
• We communicate regularly with our employees through face-to- • The Sustainability Committee considered feedback gathered
face meetings, webcasts, our company intranet and newsletters through employee engagement surveys during 2023, which were
and site and office visits. Site visits allow NEDs to feel the conducted amongst five business units, the results of which can be
operational environment and enhance their understanding of found on page 106.
employees’ experience of their working environment.
Outcome
• Local and global development opportunities. • Inclusive, diverse and supportive environment.
• Established development and training programme. • Plan of action in place to address employee engagement
• Long-term employment. survey results.
Section 172 statement continued
Customers
Our customers are central to our business – without them we would not exist. We want to continuously
improve on efficiently delivering a consistently high performance across all our strategic levers so as
to meet our customers’ needs.
How we engage
• The CEO and the Divisional Presidents are in regular contact • Business unit leaders and senior management conduct a range of
with our customers, and they regularly brief the Board on our client research to better understand their expectations of us, and
performance in delivering on our commitments to customers and how we can effectively address their needs.
the quality of these critical relationships.
Outcome
• Benefit from Keller’s global strength and local focus.
• Provision of cost-effective geotechnical solutions.
Suppliers
Building strong relationships with our suppliers enables us to obtain the best value, service and quality.
We want to work with suppliers who understand us and adhere to our ways of working.
How we engage
• Our procurement function continued to work hard to understand • Increased communications with our suppliers during the year
our supply chain and how to develop deeper and more strategic have assisted us in managing our resources and materials efficiently
relationships with key suppliers. on site.
• Our Supply Chain Code of Business Conduct sets out our • We also introduced a Human Rights Policy to ensure that human
expectations that our supply chain should respect the human rights’ infringements are not taking place in our business or any part
rights of their employees and contractors and treat them fairly, of its supply chain. Further information can be found on page 80.
in accordance with all applicable laws.
Outcome
• A reliable local relationship with a financially strong global company.
• Support in meeting global supply chain standards.
Communities
What we do is an integral part of the community and the community is ultimately our customer.
Poor relationships can damage and even destroy our reputation. Good relationships win us goodwill.
How we engage
• The Board is informed of, and the Sustainability Committee • The Keller Foundation (Fundacja Keller) was established to raise
monitors, our contributions to local communities through our funds in response to the Ukrainian conflict. Further information
Partnerships programme which is managed by senior management. can be found on page 81.
Further details can be found on page 81. • Charitable initiatives during 2023 included our continued
• As a geotechnical engineering specialist, we understand that partnerships with UNICEF and The Brilliant Breakfast. Further
environmental and climate risks could impact us directly. We are details can be found on page 108.
committed to protecting the environment, and aim to have a
positive impact on it – so we safeguard the future.
Outcome
• Local employment. • Participation by our employees in community events.
• Charitable partnerships. • Global sustainable commitments.
Governance framework
Governance
The Board is appointed by shareholders, who are the owners of the company. The Board’s
principal responsibility is to act in the best interests of shareholders as a whole, within the
legal framework of the 2006 Act and taking into account the interests of all stakeholders,
including employees, customers, suppliers and communities. Ultimate responsibility
for the management and long-term success of the Group rests always with the Board,
notwithstanding the delegated authorities framework detailed on page 97.
Code of Business Conduct
Board
Board
of Directors
of Directors
Board Committees Board Diversity
Policy
Anti-Bribery and
Anti-Fraud Policy
ARC NOM REM Charter of
Information
Policy Expectations
Audit and Risk Nomination and Remuneration Share Plans
Procurement Governance
Committee Committee Committee
Policy Committee
Accountability
Tax Strategy
Board Delegated Remuneration
Authorities Policy
DIS SUS
Bank Guarantees
Share Dealings Disclosure Sustainability Health, Safety
and Facilities
Code Committee Committee and Wellbeing
Committee
Policy
Human
Resources Policy
Quality and
Continuous
Oversight
Improvement
Management Committees Policy
Sustainability
Policy
EXC
Whistleblowing
Policy
Executive
Committee Supply Chain
Code of Business
Conduct
Modern Slavery
SLC SSC
and Human
Trafficking
Safety Leadership Sustainability Steering Statement
Think Safe
Committee Committee
Charitable
Giving Policy
Data Protection Steering

Main committees Treasury Committee
Committee
Other committees
Treasury Policy Data Protection Policy

Governance framework continued
Board
Develops Provides Governs Approves Ensures
strategy, grows entrepreneurial leadership the Group within a the Group’s strategic that sufficient resources
shareholder value, of the Group, driving it framework of prudent objectives. are available to the Group
provides oversight and forward for the benefit, and effective controls, to enable it to meet
corporate governance, and and having regard to the which enable risks to be strategic objectives.
sets the tone from the top. views, of its shareholders assessed and managed to
and other stakeholders. an appropriate level.
The Board delegates authority to manage the business to the Chief Executive Officer (CEO) and also delegates other matters to its
committees and management as appropriate. The Board has formally adopted a schedule of matters reserved to it for its decision,
which is available on our website. Details about the principal decisions the Board made during the year can be found on page 93.
The CEO in turn chairs the Executive Committee for day-to-day management matters and delegates other matters to various
Management Committees.
Main Board Committees

Committees Membership Quorum
Audit and Risk Committee Independent Non-executive Two

Directors (NEDs)
Remit: Oversight of the Group’s financial and non-financial reporting, risk management
(including TCFD) and internal control procedures and the work of its internal and external auditor.
Nomination and Governance Committee Chairman and independent Two

NEDs
Remit: Review of the composition of the Board and senior management, and plans for its
progressive refreshing with regard to balance and structure as well as succession planning,
taking account of evolving legal and regulatory requirements as well as stakeholders’
expectations. Responsibility for governance matters.
Remuneration Committee Independent NEDs Two

Remit: Framework, policy and levels of remuneration of the Executive Directors
and senior executives.
Disclosure Committee Any two Directors (including Two

CEO or CFO) and the Group
Remit: Inside information determination and advice on scope and content of disclosures
Company Secretary and
to the market.
Legal Advisor
Sustainability Committee Independent NEDs, Group Two

Chairman and CEO
Remit: Oversight of the Board’s responsibilities in relation to environmental matters,
including climate-related matters and TCFD, and wider sustainability matters. Understanding
of the key concerns of the workforce and wider stakeholders, apart from shareholders.
The terms of reference for each of the Main Board Committees are reviewed on an annual basis and can be found on our website.
Other Board Committees

Committees Membership Quorum
Share Plans Committee All Directors and the Group Two

Remit: Consideration of administrative matters related to the provision of share-based
Legal Advisor
employee benefits for the company and its subsidiaries.
Bank Guarantees and Facilities Committee All Directors and the Group Two
Remit: Consideration of matters related to the provision of bank guarantees
Legal Advisor
and facilities for the company and its subsidiaries.
The terms of reference for each of these Other Board Committees can be found on our website (www.keller.com).
Governance
Main Management Committees
Committees Membership Chair Quorum
Executive Committee CEO, CFO, Group Company CEO or CFO in Four (including
Secretary and Legal Advisor and CEO’s absence CEO or CFO)
Remit: Day-to-day management, executing strategy,
any other officers as invited by
monitoring performance, promoting the Group’s culture
the CEO. Minimum of six.
and driving the desired behaviours within the Group.
Safety Leadership Committee CEO, Divisional Presidents of CEO Four (including

Europe, North America and CEO or Group
Remit: Safety culture.
AMEA, Group HSEQ Director, HSEQ Director)
Group Company Secretary and
Legal Advisor and any other
direct reports as required by the
CEO. Minimum of six.
Sustainability Steering Committee A minimum of six Group Four (including

representatives of each division Engineering Group
Remit: Mostly climate-related and environmental matters, but
and the Group’s relevant and Operations Engineering and
also people, community, governance and reputational matters.
functions. Director Operations
Director)
Other Management Committees

Committees Membership Chair Quorum
Treasury Committee CFO, Group Financial Controller, Group Head of Two

Group Head of Treasury, Group Treasury (including CFO)
Remit: Management of the company’s financial risks in
Head of Tax.
accordance with the objectives and policies approved
by the Board.
Data Protection Steering Committee Legal representatives from each Rotational n/a
division (Europe, North America,
Remit: Implementation of Keller’s strategy for compliance
AMEA), Group Company
with data protection laws.
Secretariat and Group
Information Security.
Division of responsibilities
The Keller Charter of Expectations and Role Profiles sets the role profiles for all of the key positions on the Keller Group plc Board, and states the
expectations that are demanded of each of the Directors and the Group Company Secretary and Legal Advisor. The charter is available on our
website so that there is complete transparency of the standards we set ourselves for all our stakeholders. The performance of the Board and
Board Committees and of each of the Directors individually is measured against these expectations.
Key role Responsibilities
Chairman Responsible for • Being the ultimate custodian of shareholders’ interests.

leading the Board, • Ensuring appropriate Board composition and succession.
its effectiveness • Ensuring effective Board processes.
and governance.
• Setting the Board’s agenda.
The Chairman is also • Attends meetings with major shareholders to obtain an understanding of their
responsible for: issues and concerns, ensuring effective communication with them.
• Ensuring that Directors are properly briefed in order to take a full and constructive
part in Board and Board Committee discussions.
• Ensuring constructive relations between Executive and Non‑executive Directors.
• Being the designated Director for ESG and sustainability matters, in particular
climate-related issues.
Chief Responsible for the • Formulating strategy proposals for the Board.
Executive formulation of strategy, • Formulating annual and medium-term plans, charting how this strategy will be delivered.
and the operational • Informing the Board of all matters which materially affect the Group and its
Officer and financial business performance, including any significantly underperforming business activities.
of the Group.
• Leading executive management in order to enable the Group’s businesses to
meet the requirements of shareholders.
The CEO is also
responsible for: • Ensuring adequate, well-motivated and incentivised management resources.
• Ensuring appropriate succession planning.
• Ensuring business processes for long-term value creation.
The roles of the Chairman and the CEO are quite distinct from each other and are clearly
defined in written terms of reference. They do collaborate and have a close working relationship.
Senior • Works closely with the Chairman, acting as a sounding • Meets at least annually with the NEDs to review the
Independent board and providing support. Chairman’s performance and carries out succession
• Acts as an intermediary for other Directors as and planning for the Chairman’s role.
Director
when necessary. • Attends sufficient meetings with major shareholders
• Is available to shareholders and other NEDs to address to obtain a balanced understanding of their issues
any concerns or issues they feel have not been and concerns.
adequately dealt with through the usual channels
of communication.
Chief Financial Responsible for financial • Adherence within the company to all applicable accounting standards.
Officer management and • Internal financial controls within the company.
control, budgeting • Custodian of the Group’s financial resources.
and forecasting, tax
• Oversight of the company’s financial functions and staffing including motivation,
and treasury and
development and succession.
investor relations.
• Maintaining adequate financial liquidity and ensuring the viability and resilience
The CFO is also of the Group.
responsible for:
Group • Ensures good information flows to the Board and • Advises on evolving standards and supports the
Company its committees and between senior management Chairman on the continuing development of
and NEDs. the Board.
Secretary and
• All Directors have access to their advice and services. • Their appointment and resignation is a matter for
Legal Advisor consideration by the Board as a whole.
• Responsible for ensuring that the Board operates
in accordance with the governance framework it
has adopted.
Committee Chairs Responsible for the effectiveness of each committee and individual member Directors.
Board composition, succession and evaluation
Governance
Board composition
The Board comprises the Non-executive Chairman, the Senior Gender (%)
Independent Director, five independent NEDs and two Executive
Directors. The Board appointed Annette Kelleher as independent NED on
1 December 2023 as part of the Board’s succession planning. The Board’s
individual biographies are detailed on pages 88 and 89.
Female 50%
Male50%
Board diversity
Our Board Diversity Policy has been in place since January 2021.
In 2023, Keller’s Board of Directors had a 50% female share (2022: 43%).
The selection of candidates to join the Board continues to be made

based on merit and the individual appointee’s ability to contribute to the Nationality (%)
effectiveness of the Board, which in turn is dependent on the pool of
candidates available. All appointments and succession plans will seek
to promote diversity of gender, ethnicity, skills, background, knowledge,
international and industry experience and other qualities.
Our commitment to equality and diversity and inclusion aligns with our British50%
Other50%
values of integrity, collaboration and excellence and is underpinned by our
Inclusion Commitments.
The Board is committed to promoting equality, diversity and inclusion in the

boardroom, to ensure all are able to contribute to Board discussions, and
aims to meet industry targets and recommendations wherever possible.
This includes our objective of meeting the diversity targets recommended Length of tenure (%)
by the FTSE Women Leaders Review and the Parker Review.
The Board, supported by the Nomination and Governance Committee, is

also committed to: <1 year 12.5%
1–3 years 25%
• ensuring that the Board is comprised of a good balance of skills,
4–6 years 50%
experience, knowledge, perspective and varied backgrounds;
7–9 years 12.5%
• only engaging search firms who are signed up to the Voluntary Code
of Conduct for Executive Search Firms;
• ensuring that Board appointment ‘long lists’ will be inclusive according
to the widest definition of diversity;
• considering candidates for Non-executive Director Board Number of Board members with
appointments from a wide pool, including those with no listed relevant international experience
company board-level experience; and
• reporting annually on the diversity of the executive pipeline as well as
the diversity of the Board.
Americas 7
The annual evaluation of the Board effectiveness considers the
Europe8
composition and diversity of the Board.
Middle East 4
Africa 3
We also aim to develop a strong pipeline of diverse candidates for executive
Asia Pacific 6
Board roles and for the Executive Committee with a goal of ensuring that
it is made up of an appropriate balance of skills, experience and knowledge
required to effectively oversee the management of the company in the
delivery of its strategy.
Number of Board members
Our gender diversity statistics across the Group are shown on page 73. with relevant experience
Oil and gas 3

Overall, Keller’s Board Diversity Policy aligns Technology6
to the FTSE Women Leaders Review and the Construction5
Parker Review, and we report in line with the Engineering7
UK Corporate Governance Code (via the Listing

Rules), the relevant Disclosure Guidance and
Transparency Rules, and the Companies Act
2006 on people matters. Data as at 31 December 2023.
Board composition, succession and evaluation continued
Board and Committee performance review and The Group Company Secretary and Legal Advisor collated the individual
evaluation 2023 responses, including analysis of themes and proposed actions. A detailed
report, setting out the findings of the evaluation, was provided to the
The annual Board evaluation provides the Board and its committees with Chairman for consideration. The Group Company Secretary and Legal
the opportunity to consider and reflect on the quality and effectiveness of Advisor and the Chairman met to discuss the findings, with the resulting
its decision-making, the range and level of discussion and for each member report being tabled to the Nomination and Governance Committee and
to consider their own contribution and performance. Board in December 2023.
In 2023, the review was facilitated internally by the Group Company The findings of the evaluation exercise were fully considered when making
Secretary and Legal Advisor, who is well placed as an independent sounding recommendations in respect of the appointment and reappointment of
board to the process. individual Directors, and included an assessment of their independence,
time commitment and individual performance. The respective proposed
Questionnaires were issued and each Director was also asked to 2023 AGM Resolutions were considered and agreed by the Board.
complete an updated entry for the Board skills matrix, taking into
consideration skills that had been strengthened through training and The Board will consider and agree the proposed actions arising from the
development over the previous year. Directors were also asked to evaluation for implementation and monitoring at its meetings in 2024. The
highlight any additional skills that they felt may be beneficial for the Board Board will continue to oversee the progress made in relation to the agreed
to have amongst its members in order to discharge its duties effectively. actions to ensure their timely completion. The Nomination and Governance
Board members participated in comprehensive one-to-one meetings Committee will also continue to play a key role in monitoring the actions
with the Chairman, to allow reflection on their personal responses to the relating to Board succession, composition, recruitment and induction.
questionnaire and discussion of matters relevant to boardroom culture,
process and development. The Chairman’s performance evaluation was An externally facilitated evaluation was conducted in 2021 and in 2022,
led by the Senior Independent Director. and the next externally facilitated evaluation will be scheduled for 2024
in accordance with the 2018 Code provision that the company should
undertake an externally facilitated Board Effectiveness evaluation at least
every three years.
Key areas identified in the review

Succession planning and Board composition 2024 Priorities
Ensure process to enable the smooth succession of Non-executive Notwithstanding the well-structured agendas which comprise an
Directors, including the Chairman, commences well in advance of optimal mix of strategic and operational items, consideration should
scheduled retirements. be given to scheduling key strategic and complex topics earlier on the
Board agenda to ensure sufficient time for discussion and debate to
Succession planning continues to be a key focus of the Board and a align with the wider business planning and budgeting process.
standing item on the agenda for Nomination and Governance Committee
meetings. Robust succession plans will be put in place for all roles. The Board forward agenda has been reviewed to ensure that:
• All matters are appropriately scheduled for discussion at future

Performance culture Board meetings; and
The Board members identified an opportunity to focus on a culture of • Sufficient time is devoted to the discussion of strategic and
delivery and accountability within the organisation. innovative topics.
The deployment of high performance culture will be a key focus for

the Board as it assesses Keller’s culture and engagement programme
during 2024.
Board development Throughout their period of office, Non-executive Directors are continually
updated on our business, markets, social responsibility matters and other
On appointment, Directors are provided with induction training and
changes affecting the Group and the industry in which we operate, including
information about the Group, the role of the Board and the matters
changes to the legal and governance environment and the obligations
reserved for its decision, the terms of reference and membership of the
on themselves as Directors. During 2023 the Board received externally
Board Committees and the latest financial information about the Group.
facilitated training on human rights, and attended the Business Unit
This is supplemented by meetings with the company’s legal and other
Leadership Conference in October.
professional advisers, and, where appropriate, visits to key locations
and meetings with certain senior executives to develop the Directors’
understanding of the business.
Governance
AI-powered management reporting for the Board
Feedback from our Board Challenges identified during • Clarify and align expectations of Board
the review and committee materials between the
evaluations in 2021 and Non-executive Directors and the
• Focus of board meetings
2022 highlighted the need management team.
• Coverage of strategy and risk
to improve how we frame • Clarity of papers
• Establish the information that gives a clearer
view of underlying business performance.
discussion topics and a • Backward-looking reports
We have also introduced an innovative report
preference for more strategic • Unclear drivers of performance
writing tool called Lucia, by Board Intelligence.
discussions. • Lack of operational and non-financial Lucia uses AI nudges to help senior leaders
information quickly craft crisp, easy-to-digest and
As a result, during 2023 we partnered with Board insightful report in a format that drives better
Intelligence to complete a review of Board and Actions under way conversations and helps Directors make smarter,
committee materials with the objective of finding To address the challenges identified, better-informed decisions.
opportunities to improve the quality of reporting. we are now in the process of implementing
Reports prepared for our Directors are vital for the following actions: We are already seeing good results across a
helping them understand the daily workings of number of reports and we expect to be able to
• Rebalance the areas of focus and
the business and take the necessary strategic roll out the exercise further in the next year.
accompanying materials for the Board
actions for Keller’s continuous improvement.
and committees.
The Board and I

have found the new
reports to be clear,
well-balanced and of
high quality, giving
us the right level of
information we need
to shape our thinking
and actions.
Peter Hill CBE
Group Chairman
Board composition, succession and evaluation continued
Information and support Details on the identification and evaluation of risk, as well as on the
management of project risk, can be found in the section headed Principal
The Board and committees are satisfied that they receive sufficient,
risks and uncertainties on pages 36 to 47. The key elements of the Group’s
reliable and timely information in advance of meetings and are provided
system of internal controls are explained in the Audit and Risk Committee
with all necessary resources and expertise to enable them to fulfil their
report on page 118. The management of financial risks is described in the
responsibilities and undertake their duties in an effective manner.
Chief Financial Officer’s review on page 35.
The Chairman and the Group Company Secretary and Legal Advisor keep
under review the forward agendas for the Board and the content and Compliance with laws and regulations
construct of management papers to allow for greater focus by the Board as Compliance with laws and regulations both local and global is of extreme
a whole on strategic matters and avoiding unnecessary operational detail. importance to the Board, including the minimisation of instances of
non-compliance. Throughout the reporting year, the Group Company
For each Board and committee meeting, Directors are provided with a Secretary and Legal Advisor received reports from and met with members
tailored Board pack in advance of the meeting, and we use an electronic of divisional management to assess and understand the key challenges and
system that allows the Board to easily access information, irrespective opportunities faced in relation to legislative and regulatory developments
of geographic location. Directors regularly receive additional information within each jurisdiction of operation, which were subsequently reported to
between Board meetings, including a monthly Group performance update the Board for consideration.
which includes carbon emissions reduction performance and progress on
sustainability initiatives. If a Director is unable to attend a meeting, they are No instances of non-compliance were identified throughout the year.
provided with all the papers and information relating to that meeting and
For more information on policy commitments in compliance with laws and
have the opportunity to discuss issues arising directly with the Chairman
regulations, please see our Non-financial and sustainability information
and CEO.
statement on pages 82 and 83.
Accountability
Internal controls
The Board is ultimately responsible for the Group’s system of internal Information included in
control and for reviewing its effectiveness. However, such a system is
designed to manage, rather than eliminate, the risk of failure to achieve the Directors’ report
business objectives, and can provide only reasonable, not absolute,
assurance against material misstatement or loss. Certain information that fulfils the requirements of the Corporate
governance statement can be found in the Directors’ report in the
The Board confirms that there is an ongoing process for identifying, sections headed ‘Substantial shareholdings’, ‘Repurchase of shares’,
evaluating and managing the principal risks faced by the Group, which has ‘Amendment of the company’s Articles of Association’, ‘Appointment
been in place for the year under review and up to the date of approval of and replacement of Directors’ and ‘Powers of the Directors’ and is
the Annual Report and Accounts. This process is regularly reviewed by the incorporated into this Corporate governance section by reference.
Board and accords with the guidance from the Financial Reporting Council.
Keller Business Unit Leadership Conference October 2023 – family picture.

Governance
SUS Sustainability Committee report
Dear shareholder
On behalf of the Board, I am pleased to present the report of the
Sustainability Committee for the year ended 31 December 2023, the
first report since the merger of the previous Environment, and Social
and Community Committees. I have been impressed by the energy and
commitment of the Keller people during my first complete Board cycle
with the Group.
A new committee
During the year, the Environment and the Social and Community
Committees were merged into the Sustainability Committee to reflect the
growing importance of sustainability-led initiatives at Keller which the Board
considers of key importance in supporting the delivery of the Group’s long-
term strategic objectives.
The new committee combined the resources of the previous committees,

providing greater clarity and accountability on roles and responsibilities,
easing decision making, and renewing our commitment to drive the
sustainability agenda.
Juan G. Hernández Abrams The Planet and People initiatives previously overseen by the Environment
and Social and Community Committees respectively were continued by
the new committee, although since its establishment, the committee has
Chair of the Sustainability Committee focused on developing its working cycle and practices to support the Board
in its oversight of sustainability matters across the Group.
Role of the committee TCFD reporting

The role of the committee is to assist the Board of Directors in During the year, the committee continued its focus on increasing the scope
fulfilling its oversight responsibilities in relation to sustainability and quality of our disclosures under TCFD.
matters arising out of the activities of the Group.
We are pleased to report that we have made further progress in our third
Meeting year of reporting under TCFD, having been able to broaden and quantify
Committee composition during 2023 attendance the findings of our scenario analysis modelling. As you can see on pages
Juan G. Hernández Abrams (Chair) 48 to 58, our disclosures have increased significantly to include scenario
modelling for Europe, North America and part of AMEA. This demonstrates
Paula Bell Keller’s ambition to better manage and mitigate our climate-related risks
and opportunities, and our commitment to increased reporting for the
Peter Hill CBE benefit of our stakeholders. The committee is ideally placed to provide
Board-level governance and scrutiny over strategic, climate-related topics.
Annette Kelleher1
Eva Lindqvist For more information on the specific climate-related risks and
opportunities, please see page 43 in the principal risks and uncertainties
Baroness Kate Rock section of this report.
Michael Speakman
1 Member from December 2023.
Committee highlights in 2023

• Recommended new terms of reference to the Board. We are committed to driving our
• Supported management to extend Keller’s culture and
engagement programme to more business units. business in a sustainable way into
• Monitored progress against TCFD disclosures. the future while supporting the
• Monitored progress against the year’s environmental
objectives.
company’s overall strategy.”
• Monitored whistleblowing reports on HR and
compliance matters.
• Developed an annual programme of work for the
committee.
• Launched the CSRD working group.
• Reviewed the effectiveness of the committee.
SUS Sustainability Committee report continued
Carbon reduction targets

Scope 1 emissions per £m revenue have decreased, with small
improvements in the carbon efficiency of our operations. Our culture
For Scope 1, we were excited to push several equipment decarbonisation
initiatives during 2023. This included the launch of Keller’s first plug-in How we work, shaped by
electric rig during the closing months of 2023. This enables us to work in low our values and behaviours
emission zones, designated quiet areas and closed space work sites. Whilst Our track record of successful projects would not be possible
this new rig has not been deployed globally to Keller, it has nevertheless without the passion, commitment and enthusiasm of the 9,500
marked a momentous step towards the Group’s fleet decarbonisation. people who work for Keller worldwide.
Additionally, the option of biofuels (HVO) as an alternative for clients was
rolled out across several business units. Read more about the electric rig We have an outstanding company spirit that makes Keller a great
on page 13. place to work, and we aim to ensure that everyone feels respected,
accepted, supported and valued.
Keller has seen good engagement on Scope 2 activities, with the Group
achieving its Scope 2 emissions reduction target. In 2023 we focused on Keller’s culture and engagement programme provides a structured
implementing the findings from our previous energy audits across Keller’s way of getting and acting on employee feedback to continually
three divisions, highlighting opportunities to save energy and money going improve the employee experience and drive better business
forward. This saw the creation of Keller’s first net zero yard in the last performance.
quarter of 2023. Read more about the net zero yard on page 66.
Multiple initiatives are under way to quantify and reduce Scope 3

emissions. The new ERP system is also being designed to have the
capability to capture the necessary data for measuring Scope 3
emissions. Further detail is available on page 67.
78%
average engagement score1
Employee engagement
The committee continued the excellent work previously undertaken by the
Social and Community Committee by leading engagement by the Board
and its committees with our workforce, making sure that the Directors
84%
of employees would recommend Keller
understand and learn from the views of all our stakeholders. Opportunities as a great place to work1
for the Directors to learn from the views of our workforce arose in particular
84%
during the year when the Board met Divisional Presidents and Business
Unit Leaders from across the organisation during a conference in October,
where we learned about the progress they have been making and their
local challenges.
of employees agree ‘Working at Keller
As part of Keller’s culture and engagement programme to drive better makes me want to do the best work I can’
business performance and improve employee engagement, the Group
86%
invested in developing its own people to diversify the skills available
in the internal talent pipeline, the aim being to achieve this through
delivery of quality and consistent content across the Group via internally
developed programmes. of employees are proud to work for Keller1
To actively monitor the culture of the business, the Board and the 1 Based on results from five business units.
committee, supported by the newly appointed Group HR Director and his
team, will regularly review the results of employee engagement surveys, as
well as insights from focus groups and site visits. Where consistent themes
emerge, actions will be fed into the appropriate strategies to further
strengthen our culture.
Governance
Looking forward
Sustainability is about action
As industry leaders, we are on the right path at Keller on
and at Keller this is in our DNA.” environmental and wider sustainability matters and will continue
to drive for a more sustainable future.
Our priorities for 2024 will revolve around:

Activities
Further detail on the committee’s activities can be found in the Planet, • Embedding climate and social risks and opportunities in our
People and Principles sections of our ESG and sustainability report, starting overall strategy.
on page 62, but I would like to highlight the following topics considered • Horizon scanning on environmental and wider sustainability
during the year: matters, in particular the reporting implications of the
Corporate Sustainability Reporting Directive (CSRD). A multi-
• Supported the Board in achieving its objective to continue the functional CSRD working group has already been established,
reduction of Scope 1 and 2 emissions during the year. reporting to the Executive and the Sustainability Committees,
• Invested resources into developing a working programme to and we intend to confirm our CSRD reporting approach in the
understand and assess Keller’s Scope 3 emissions. This has included next annual report.
bringing together leaders from across the Group from a variety of • Supporting the company in its progress towards net zero,
backgrounds, investment into new platforms to capture data relating including Scope 3 emissions.
to Scope 3 emissions, and awareness training across the organisation
• Assisting the Remuneration Committee in monitoring the
on the challenges facing Keller on this initiative.
impact of ESG targets on remuneration.
• Remained abreast of the development and implementation of the
• Continuing to engage employees on sustainability matters.
Inclusion Commitments, which continued to guide the delivery
of people-related priorities across the Group. This included the I look forward to meeting shareholders who attend our AGM this
review of an HR operating model which promotes transparent year to answer any questions on this report or on the committee’s
communication and project prioritisation to support Keller in achieving activities. Shareholders are also encouraged to email their questions
its strategic objectives. to the Committee Secretary at [email protected].
• Reviewed and promoted management’s proposal to invest towards
internal talent and skills development, including performance
management.
Corporate governance
The remit of the committee is set out in its terms of reference which are
available on the Group’s website (www.keller.com) and on request from the Juan G. Hernández Abrams
Committee Secretary. During this financial year, the committee held formal Chair of the Sustainability Committee
meetings in July and December, with attendance at the meetings shown on
pages 92 and 105. Approved by the Board of Directors and authorised for issue on
4 March 2024.
The committee is comprised of the independent Non-executive Directors
of the company, the Group Chairman and the CEO. The committee may
invite members of the senior management team to attend meetings where
it is felt appropriate, and the CFO, the Group Company Secretary and Legal
Advisor, the Engineering and Operations Director, the Group HR Director
and members of their teams regularly attend meetings. The Group Head of
Secretariat is the Committee Secretary.
The Board delegates authority to the committee to manage, plan and

mitigate Keller’s environmental and social-related risks and opportunities,
and review relevant people, social and community policies and practices, but
the Board maintains ultimate accountability for these. The Group Chairman
is the Director responsible for ESG and sustainability matters. As such, the
Board continued to monitor the efficacy, expertise and knowledge of the
committee in executing the sustainability strategy throughout the year.
Our organisational and reporting structure for climate governance, and
how it fits within our governance framework, is set out in the TCFD section
from page 48 onwards.
In addition, the committee’s performance, and that of its members, was

evaluated internally in an exercise facilitated by the Group Company
Secretary and Legal Advisor and overseen by the Group Chairman.
More detail about this exercise can be found on page 102.
SUS Sustainability Committee report continued
Privileged to partner with The Brilliant Breakfast

Keller partnered with The Brilliant Breakfast again in
2023, hosting a number of events to raise funds for
The Prince’s Trust programmes.
We are delighted to have supported
The Brilliant Breakfast is an annual, nationwide event raising money to The Brilliant Breakfast and The Prince’s
support young women facing disadvantage and adversity live, learn and earn
through The Prince’s Trust. Since launching in 2020, it has raised over £2.3m Trust once again as Official Partner.
and helped over 1,900 young women participate in programmes run by These events were a great opportunity
The Prince’s Trust.
to share the work of this important
This time, as Official Partner, Keller committed to raise £5,000 on top of an
existing £10,000 donation to the cause. cause, hear inspiring real-life stories,
The first fundraising event saw the Group Head Office in the UK welcome
and of course raise funds.”
representatives from The Prince’s Trust for a panel and networking session
over breakfast. Hearing an inspiring young woman, Hannah Joseph, a Kerry Porritt
Young Ambassador for the charity, talk about her experiences with their Group Company Secretary and Legal Advisor
programmes was a particular highlight.
This was followed by a more musical effort, with two members of Group
Head Office taking part in a charity ‘battle of the bands’ called Construction
Rocks with their band ‘Zero Charm’. The event is an annual fundraiser for
amateur musicians working in the construction industry. The band’s ticket
sales and supportive donations were added to The Brilliant Breakfast fund.
Between the earlier company donation, the band’s commendable

fundraising efforts (including match-funding from Keller) and the
breakfast panel event, we raised nearly £15,000 for The Brilliant
Breakfast and The Prince’s Trust in 2023.
Governance
NOM Nomination and Governance Committee report
Dear shareholder
Welcome to the report of the Nomination and Governance Committee
for the year ended 31 December 2023.
The committee has continued to review the balance of skills on the Board
as well as the knowledge, experience, length of service and performance
of the Directors. During the year, we held two meetings, one in May and
one in December. The attendance at both meetings is shown on pages 92
and 109.
Board evaluation
It is extremely important that the Board, its committees and individual
Directors rigorously review their performance and embrace the opportunity
to develop, where necessary. In 2023, we actively progressed the areas of
focus identified in 2021 and 2022, further detail of which can be found on
page 102. We also conducted an internal review of the effectiveness of the
Board and its committees, facilitated by the Group Company Secretary and
Legal Advisor and overseen by the Group Chairman.
Peter Hill CBE Board composition

The committee’s activities during the year included:
Chair of the Nomination
and Governance Committee • Considering the number of Executive and Non-executive Directors
on the Board, and whether the balance was appropriate to ensure
optimum effectiveness.
Role of the committee • Reviewing the balance of industry knowledge, relevant experience,
skills and diversity on the Board.
The role of the committee is to recommend the structure, size and
• Assessing and confirming that all the Non-executive Directors
composition of the Board and its committees.
remained independent.
It is also responsible for succession planning of the Board and We are confident that each Director remains committed to their role and
executive management, for promoting the overall effectiveness of the Board continues to work well and benefits from an appropriate and
the Board and its committees, and for governance matters in general. diverse mix of skills and industry knowledge. Collectively, the Directors bring
a range of expertise and experience of different business sectors to Board
Meeting
deliberations, and this encourages constructive and challenging debate
Committee composition during 2023 attendance
around the boardroom table. Having a good mix of skills plays an important
Peter Hill CBE (Chair) role in keeping the Board relevant and up to date with the market and
best practice.
Paula Bell
Juan G. Hernández Abrams

Welcome to Annette Kelleher
Annette Kelleher1
In 2023 we were delighted to welcome Annette Kelleher as a
Eva Lindqvist Non-executive Director and Chair Designate of the Remuneration
Committee. Annette has broad senior management experience in
Baroness Kate Rock the international industrials sector, including change management,
group development and transformation. The depth of experience
1 Member from December 2023. she has in the international industrial sector, together with her people
transformation skills, will bring a valuable and fresh perspective to our
Board. She shares her initial thoughts on joining the Board on page 111.
• Appointment of Annette Kelleher as a Board diversity
Non-executive Director.
Our commitment to equality, diversity and inclusion aligns with our values
• Evaluation of the Board and its committees of integrity, collaboration and excellence and is underpinned by our
and the Chairman and Directors. Inclusion Commitments.
• Continued to develop and monitor succession
The Board is committed to promoting equality, diversity and inclusion in
plans for the Board and senior management. the boardroom, to ensure all are able to contribute to Board discussions,
• Monitored the length of tenure of the Non-executive and aims to meet industry targets and recommendations wherever
Directors. possible. This includes our objective of meeting the diversity targets
recommended by the FTSE Women Leaders Review and the Parker Review.
• Reviewed the terms of reference of the committee.
We also considered the new requirements under the Listing Rules and our
• Reviewed the committee’s effectiveness during disclosure is set out opposite.
the year.
NOM Nomination and Governance Committee report continued
Sex representation
With the introduction of new Listing Rules which seek to increase transparency for investors on the diversity of boards and executive management
(LR9.8.6R (9) and LR 14.3.33R (1)), we have opted to report on sex, rather than gender identity, as the latter is a special characteristic under UK data
protection laws requiring enhanced safeguards and processes for collection and disclosure. In some countries, data protection laws do not allow us to
ask for gender identity. All data provided below is as at 31 December 2023.
Number of senior
positions on the Number in Percentage of
Number of Percentage Board (CEO, CFO, executive executive
Board members of the Board SID and Chair) management management
Men 4 50% 3 8 80%

Women 4 50% 1 2 20%
Other categories
Not specified/prefer not to say
Ethnicity representation
Number of senior
positions on the Number in Percentage of
Number of Percentage Board (CEO, CFO, executive executive
Board members of the Board SID and Chair) management management
White British or other White (inc minority – white groups) 7 87.5% 4 9 90%
Mixed/Multiple ethnic groups
Asian/Asian British 1 10%
Black/African/Caribbean/Black British
Other ethnic group, including Arab 1 12.5%
Not specified/prefer not to say
Keller have met specific Board Target: Target: Target:

diversity targets required by At least 40% of the At least one of the senior At least one member of the Board is
Board are women Board positions is a woman from a minority ethnic background
the Financial Conduct
Authority which include: Keller: Keller: Keller:
50% of our Baroness Kate Rock Juan G Hernández Abrams
Board are women Senior Independent Director (was born in Puerto Rico)
For further information on diversity at Board level, as well as more generally Corporate governance
at Keller, please see the ESG and Sustainability section of this report.
The committee’s terms of reference are available on the Group’s website
(www.keller.com) and on request from the Group Company Secretary and
Non-executive appointment and time commitment Legal Advisor, who is the Committee Secretary. The terms of reference
When we make recommendations to the Board regarding Non-executive were reviewed during the year, with no material changes to report.
Director appointments, we consider the expected time commitment of the
Only the Chairman and Non-executive Directors are members of the
proposed candidate, and any other existing commitments, to ensure that
committee, and no other person is entitled to be present at committee
they have sufficient time available to devote to the company.
meetings. We may invite members of senior management to attend
Before accepting any additional commitments, Non-executive Directors meetings where we feel it is appropriate, and the CEO, the CFO and the
discuss them with the Group Chairman, or, in the case of the Group Group HR Director, along with external advisers, attended some of the
Chairman himself, with the Senior Independent Director and the CEO. meetings held during the year.
Board agreement is required to ensure that any conflicts of interest are
Our 2023 evaluation of the committee’s effectiveness concluded that,
identified and that the individual will continue to have sufficient time
consistent with the Code and our own terms of reference, the committee
available to devote to the company.
was discharging its obligations in an effective manner.
In accordance with the requirements of the Code, all members of the

Board, excluding Eva Lindqvist, will seek re-election at the AGM in May 2024.
Annette Kelleher will seek election by shareholders as she joined the Board
Having a good mix of skills plays on 1 December 2023.
an important role in keeping the

Board relevant and up to date
with the market.” Peter Hill CBE
Chair of the Nomination and Governance Committee
4 March 2024.
Governance
A conversation with Annette Kelleher
What are your first impressions?

I’ve had a very warm welcome to Keller by everybody I’ve met so far. It was
immediately clear to me that the health and safety of people is something
leaders take very seriously and in non-negotiable. I’m impressed with how
much Keller has achieved during 2023 as well as the opportunities that are
ahead. There’s a very strong sense of customer focus and doing the right
thing for our clients and people. I think the depth and breadth of technical
and engineering capabilities is striking. It’s great to see the diversity of
local teams, and I hope I can support leadership in attracting more women
into Keller engineering and technology where there are some fantastic
career opportunities.
Companies like ours that have been around a long time are clearly able to
adapt, and continuing to adapt, being agile and moving at pace is crucial
for long-term success. Being open-minded and open to change is a
real strength.
Annette Kelleher What does your role as NED involve?

I see myself firstly as a thought partner to management; someone who is
supportive but will also constructively challenge. I have a responsibility to
Annette Kelleher joined Keller as a Non- ensure alignment between our shareholders and management, to make
sure we’re governed appropriately and to hold management to account,
executive Director (NED) in December 2023. critiquing and contributing to strategy and its execution.
She’s also Chief Human Resources Director
I’m also involved in four committees. Our Nomination and Governance
at sustainable technologies company Committee is responsible for appointing the most senior roles, including
Johnson Matthey, where she’s been since senior-level succession and also makes sure we have sight of talent across
the organisation and have a sustainable pipeline.
2013. Annette’s full biography is available
on page 89. Our Sustainability Committee is fantastic as it’s all about doing what’s right
for people and the planet in a way that enhances our strategy and delivers
better outcomes for our customers.
What attracted you to Keller?
Our Audit and Risk Committee ensures our finances and accounts are
When I started my research into Keller, I was quickly impressed by the correct and well governed, while our Remuneration Committee, which I’ll
technical aspects of what Keller does, particularly on a global scale. I was chair from May, sets and manages pay for our most senior leaders, as well as
struck by the company’s heritage and fascinated to understand more. having oversight across our wider workforce policies.
Once I met the Board and management team, I got an immediate sense
of the culture and the importance of people within the company and the How will your experience and expertise help Keller?
determination to do a great job for their customers. I found the management
team to be really open and passionate about the business. I’m fortunate to have much experience of working in the industrial
and technology sectors on a global scale. I believe my experiences in
It was important to me to join a company where I felt I could bring value and developing leadership, navigating change and enabling teams to drive
make a difference. Having worked extensively on a global scale, I believe transformation will all be relevant for Keller. My experience in change
with my experience I can really help Keller on the next stage of its journey. management and helping people through cultural change can really
I’m thrilled to have the opportunity to be here and I’m excited about the support Keller.
opportunities I see for Keller.
What are you looking forward to?
How was your induction?
I’m looking forward to supporting management across Keller shape further
Soon after joining, I was straight in at the deep end, where my first Board and implement its strategy to be an even more valuable company.
meeting focused on reviewing the proposed budget for 2024. This was a
fantastic opportunity for me to meet some of our key leaders and get some In particular I’m looking forward to helping leaders develop a high-
great insights into the challenges and opportunities in each of our regions. performance culture with a real focus on people. I’m excited about the
I’ve also had the chance to review some of our big projects and I’m starting opportunities for people to develop their careers within Keller and go
to understand even more why Keller is such a leader in its space. I’ll be on to achieve their aspirations. I want to ensure our people can see the
visiting sites in the UK and Germany soon, as well as Australia this year. I’m career paths ahead of them and we build even more on Keller’s culture and
very keen to meet and talk with colleagues at the coalface of the business outstanding reputation. I’d love to see more women enjoy a career in Keller,
and really understand how our operations run. especially with such interesting technical challenges on a global scale.
There’s a lot to build on – to do what we do even better, to grow our

leadership and to develop our people through the organisation. We’ll also
continue to embrace our sustainability agenda and our very strong focus
on health and safety.
I want to help enable a high-performance
culture.” For me personally, I hope to help evolve our culture, respecting Keller’s
strong heritage, and enabling it to adapt and out-perform for a
sustainable future.
ARC Audit and Risk Committee report

• Continued to oversee the development of the Group’s
financial control framework.
• Monitored the implementation of the Group’s risk
management framework.
• Developed and monitored the implementation of an
assurance programme for a number of change initiatives
including ERP, PPM and finance transformation.
• Concluded satisfactorily the follow up actions resulting
from the reporting fraud in the Austral business unit.
• Monitored and challenged management plans in
preparation for the audit and corporate governance reform
as well as the output of management’s assurance map to
assess controls maturity.
• Reviewed and approved policies within its remit: Anti-
Paula Bell bribery and anti-fraud and tax evasion facilitation
prevention and related training.
Chair of the Audit and Risk Committee • Reviewed the output of the evaluation of the external and
the internal auditors.
• Reviewed and challenged the implementation of the
Role of the committee internal audit programme to ensure appropriate coverage
The committee is responsible for overseeing the internal risk of matters of business risk.
management framework, ensuring effective internal controls • Reviewed and approved the results of the Group’s annual
are in place, financial and non-financial reporting and appropriate Electronic Internal Control Questionnaire.
external and internal audit arrangements.
• Reviewed its effectiveness during the year.
Meeting
Paula Bell (Chair)
Juan G. Hernández Abrams
Annette Kelleher1
Eva Lindqvist
Baroness Kate Rock
1 Member from December 2023.
Given the fast-changing and uncertain corporate

governance landscape in the UK, our focus has
been on practical actions to enhance Keller’s
control environment.”
Governance
Dear shareholder We are also in the process of designing a Second Line of Defence Model
across all key risk domains (including non-financial reporting, compliance
On behalf of the Audit and Risk Committee, I am pleased to present our
and operational risks) to support our future assurance requirements, which
report for the financial year ended 31 December 2023.
includes the basis for the Board’s statement on internal controls.
This report is intended to provide shareholders with an insight into key
We continue to monitor the ERP and finance transformation
areas considered, together with how the committee has discharged its
implementations to ensure that all relevant risks are considered and
responsibilities and provided assurance on the integrity of the 2023 Annual
that the appropriate automated and manual controls are built into the
Report. This has included ensuring the 2023 Annual Report is aligned with
system design.
the latest requirements and guidance from regulators, that it is fair, balanced
and understandable and that all matters disclosed and reported upon meet
This has been another busy year for the committee and management has
the rapidly evolving needs of our stakeholders. In addition, the committee’s
worked hard to drive improvements in the areas of risk, internal controls and
fundamental priorities include ensuring the quality and effectiveness of the
financial reporting. We are proud of the progress that has been made during
external and internal audit processes and monitoring the management of
the year and remain confident in the actions that the management team
the principal risks of the business.
has taken, and will continue to take, to ensure the maintenance of both
high ethical and professional standards and resilient and effective controls
My introduction sets out the key areas of focus for the committee during
throughout our organisation.
2023 (since our 2022 report) and to the date of this report.
I hope that you find this report informative and can continue to take
The Group operates within a large, global and fast-changing environment,
assurance from the work undertaken by the committee this year. We seek
which requires an adaptive approach to assurance. Needless to say that the
to respond to stakeholders’ expectations in our reporting and, as always,
macro environment during 2023 remained challenging so it was important
welcome any feedback from shareholders or other stakeholders.
to ensure that the Group’s risk management and internal control systems
operated effectively. Throughout the year the committee received regular
I look forward to meeting shareholders who attend our AGM this year
updates from management on the strengthening of the financial control
to answer any questions on this report or on the committee’s activities.
environment and systems of internal control. The internal audit plan has
Shareholders are encouraged to email their questions in advance to the
continued to be adjusted to adapt appropriately to the changing needs of
Committee Secretary at [email protected].
the business.
Both the external and the internal audit processes were deemed to be
effective. We are confident about the efficiency and quality of the process
in place for the external audit of the 2023 year-end accounts. With regards
to the internal audit, we conducted an independent external review of Paula Bell
effectiveness during 2023 in line with the Institute of Internal Auditors (IIA)
Chair of the Audit and Risk Committee
requirement to perform an independent assessment at least every five
years. The outcomes of this review are outlined on page 117. Approved by the Board of Directors and authorised for issue on
4 March 2024.
We continue to execute our implementation plan in preparation for the
FRC’s proposed changes to the UK Corporate Governance Code and a
future Board declaration on the effectiveness of risk management and
internal control systems.
Given the fast-changing and uncertain corporate governance landscape

in the UK, our focus has been on practical actions that enhance the
Group’s control environment and especially the evidence maintained to
demonstrate that our controls are operating effectively. We successfully
implemented a number of initiatives following the fraud identified in the
Austral Business Unit in Australia, including significantly enhancing our fraud
risk identification and management programme. Progress against these
initiatives was reported back to the committee, with the item becoming
a standing item on the committee’s agenda during the year and in 2024.
ARC Audit and Risk Committee report continued
Activities of the committee

The committee has an extensive agenda of items of business, aligned with the financial reporting cycle, focusing on the audit, assurance and risk
processes within the business which it deals with in conjunction with senior management, the external auditor, the internal audit function and the
financial reporting team.
The committee’s role is to ensure that management’s disclosures reflect the supporting detail provided to the committee or challenge them to explain
and justify their interpretation and, if necessary, re-present the information. The committee reports its findings and makes recommendations to the
Board accordingly.
The committee is supported in this role by using the expertise of EY. In doing so it ensures that high standards of financial governance, in line with the
regulatory framework as well as market practice for audit committees going forward, are maintained.
Furthermore, PwC in their role as internal auditor contribute to the assurance process by reviewing compliance with internal processes.
The committee met four times during the year, with attendance at these meetings shown on pages 92 and 112, and considered the items of business
shown in the table below.
The committee also reviewed the information presented in the Group’s preliminary announcement, the company’s processes for the preparation of the
2023 Annual Report and the outcomes of those processes to ensure that we were able to recommend to the Board that the 2023 Annual Report satisfied
the requirement of being fair, balanced and understandable.
The following processes are in place to provide this assurance:
• Coordination and review of the Annual Report and Accounts performed alongside the formal audit process undertaken by EY.
• Guidance issued to contributors at an operational level.
• Internal challenge and verification process dealing with the factual content of the information within the Annual Report and Accounts.
• Comprehensive review by senior management and external advisers to ensure consistency and overall balance.
2023 2024
17 Jan 5 March – 9 April –
– trading preliminary annual financial 15 May –
1 August – interim results 23 October – trading update update results report AGM
JULY MEETING SEPTEMBER MEETING DECEMBER MEETING FEBRUARY MEETING
Key focus
Audit assurance
Audit assurance strategy
Half-yearly results strategy and external Final results
and internal audit planning
audit planning
Committee activity
Reviewed and challenged the key Approved the initial Received an update on the Reviewed and challenged the
accounting judgements applied in design and scope of a audit assurance strategy plan, appropriateness of the accounting in
the preparation of the half-yearly project to develop an with a focus on second line relation to the significant financial
results. audit assurance defence. judgements, estimates and exceptional
framework in line with items in 2023.
Received a report from EY expected regulatory Considered the findings from
covering the accounting, financial developments in this EY’s controls report and Received a report from EY covering the
control and audit issues identified area. reviewed progress on delivery accounting, financial control and audit
during the half-yearly review. of the audit strategy. issues identified during the full-year audit.
Considered the external
Reviewed the letter of audit strategy covering Agreed the external audit Reviewed the safeguards to the integrity,
representation issued to EY and the audit approach, engagement and estimated objectivity and independence of EY.
made a recommendation to the significant risks and audit fee for 2023.
Board to approve. Reviewed the preliminary results, the 2023
areas of audit focus, Reviewed and approved the Annual Report and Accounts, the letter of
scope and materiality programme of internal audit representation issued to EY and made a
for 2023. reviews of the Group’s recommendation to the Board to approve.
operations and financial
controls for 2024.
Other focus area – External audit
Reviewed the independence and Reviewed the Reviewed the independence and objectivity
objectivity of EY, including the level effectiveness of EY and of EY, including the level of non-audit fees.
of non-audit fees. the audit process.
Recommended the reappointment of EY as
external auditor.
Governance
2023 2024
17 Jan 5 March – 9 April –
– trading preliminary annual financial 15 May –
1 August – interim results 23 October – trading update update results report AGM
JULY MEETING SEPTEMBER MEETING DECEMBER MEETING FEBRUARY MEETING
Other focus area – Internal controls and risk management
Reviewed liquidity and going Received an update on Received an update on the Received a detailed plan on second line
concern. cyber risk and ethics and compliance defence operating model.
information security programme.
Received an update on progress Received an update on the ethics and
across the Group
with the Group Risk programme Considered scenarios aligned compliance programme.
including operational
covering the assessment of to the Group’s principal risks to
technology, aligned with Reviewed the effectiveness of the system
principal risks and assurance stress test the viability
the ERP. of internal control.
frameworks to assess the assessment.
effectiveness of the system of Received an update and Reviewed liquidity and going concern.
internal control. monitored progress on Received an update on
Controls Response Plan progress with the Group risk Reviewed the analysis to support the
Received an update on the ethics programme covering the
following Austral. viability statement.
and compliance programme. assessment of principal risks
Received an update on progress and assurance frameworks to Received an update and monitored progress
with the project to further assess the effectiveness of with the project to further strengthen the
strengthen the financial control the system of internal control. financial control framework (Controls
framework (Controls Response Response Plan following Austral).
Received an update and
Plan following Austral), in the Reviewed the responses and key themes
monitored progress on
context of the Corporate arising from the Group’s annual Electronic
Controls Response Plan
Governance and Audit Reform. Internal Control Questionnaire.
following Austral.
Other focus area – Governance
Approved a policy (and related Reviewed the effectiveness of Approved the narrative of the 2023 Audit
training) on prevention of the committee, considering all and Risk Committee report and principal
facilitation of tax evasion. the governance-related activity risks related disclosures.
carried out during the year, in
line with its terms of reference. Received a report on the disclosure of
information to EY.
Approved the committee’s
rolling agenda and areas of Received an update on governance covering
focus for 2024. the committee’s terms of reference,
Non-Audit Services Policy, other
Received an update on the committee-related policies, and Executive
reporting themes for the 2023 Directors’ expenses for the year.
Audit and Risk Committee
report. Reviewed a report on the Group’s tax
position and approved the tax strategy.
Reviewed and approved the
Anti-Bribery and Anti-Fraud
Policy and the Procurement
Policy.
Other focus area – Internal audit
Received an update on the work Received an update on Received an update on the Received an update on delivery of the 2023
undertaken by PwC, including audit the work undertaken by work undertaken by PwC, internal audit plan, progress with the 2024
resource, progress with the 2023 PwC, including progress including progress with the internal audit plan and approved the
internal audit plan, significant with the 2023 internal 2023 internal audit plan, three-year internal audit plan.
findings and audit actions, in audit plan, significant significant findings and audit
addition to areas of focus included findings and audit actions.
in the three-year internal audit plan. actions.
Received a report on the externally
facilitated review of effectiveness
of the internal audit function.
Other focus area – Financial reporting
Key focus (as above). Reviewed Reviewed correspondence Key focus (as above).
correspondence with with the FRC and proposed
the FRC and proposed response. Reviewed correspondence with the FRC
response. and proposed response.
Significant audit risks and accounting judgements

In planning its agenda and reviewing the audit plans of the internal and external auditors, the committee has taken into account significant operational and
financial issues and risks which may have had an impact on the company’s financial statements, internal controls and/or the delivery and execution of the
company’s strategy (including changes in the nature and significance of some of the Group’s principal risks).
The committee focused on assessing whether management had made appropriate judgements and estimates in preparing the company’s financial
statements, particularly with regard to the significant issues listed below. These issues were subject to robust challenge and debate between management,
the external auditor and the committee.
The committee also reviewed detailed external auditor reports outlining work performed and any issues identified in respect of key judgements and
estimates – in the independent auditor’s report on pages 148 to 158. The committee concluded there was no significant disagreement or unresolved issue
that required referral to the Board.
Accounting for construction contracts

Significant issues considered How the committee addressed these issues
There has been no change to the revenue accounting policy During the year the committee monitored revenue recorded. This
approved in 2019 and set out in the Group Finance Standard issued in included material revenue related to contracts that were subject to
2019. The policy has been in effect and operational throughout 2023 settlement agreements and variation orders. The treatment
and we have seen consistent application of the revenue recognition recommended by management was in line with the approved policy
methodology applied in the businesses and across contract types. and consistent with previous practice.
Significant judgements are still required to be made on contracts for The committee considered these issues at all of its meetings during
which a degree of uncertainty remains after application of the the year and, in particular, in December 2023 and February 2024
methodology. when it agreed with management’s recommendations. The
reasonableness of the recommendations made by management
was also discussed with EY.
Carrying value of goodwill

The Group tests goodwill annually, to assess whether any impairment The committee considered the results of impairment tests of
has been suffered. This test is carried out in accordance with the goodwill prepared by management at its meetings in December 2023
accounting policy set out in note 2 to the financial statements. The and February 2024. Following discussion, consultation with EY and
Group estimates the recoverable amount based on value-in-use challenge, the committee agreed with the recommendations made
calculations. These calculations require the use of assumptions, the by management. This resulted in an impairment charge recognised
most important being the forecast operating profits, forecast for the goodwill at Keller UK.
reliability and the discount rate applied. The key assumptions used
for the value-in-use calculations are set out in note 15 to the
financial statements.
Provisioning
Given the nature of the contracts undertaken by the Group, there is The committee received regular updates from the CFO and
an inherent risk of claims being made against one or more of the information relating to legal claims and assurance was provided by
Group’s businesses in relation to performance on specific contracts. the divisional legal teams who reviewed the claims, with provisioning
These claims can include risks for which the Group has external being assessed with input from divisional and Group finance.
insurance coverage.
Recognition of liabilities for contract claims requires judgement and
coordination between different Group functions.
Expected credit losses

The recovery of trade receivables from customers in certain The committee received regular updates from the CFO and
jurisdictions and circumstances can be challenging and subject to information relating to expected credit losses was provided by the
legal process, leading to uncertainty over the timing of cash inflows. divisional finance teams who reviewed the open receivables balances,
Recognition of expected credit loss impairments for trade receivables with provisioning being assessed with input from Group finance.
and contract assets requires judgement.
Details of the allowance for expected credit loss are set out in note 20
to the statements.
Governance
Non-underlying items
The disclosure of non-underlying items requires significant The committee considered management’s presentation of
judgement given that no accounting standard defines specifically non-underlying items at its meetings in July and December 2023,
what items should or what items should not be presented as and February 2024. The reasonableness of the assumptions made
non-underlying. by management was discussed with EY.
The committee agreed with the recommendations made by
management.
Going concern
Assessing the Group’s ability to meet its obligations as they fall due in The committee considered the judgements and estimates made by
the near term requires estimates and judgements to be made about management in their assessment of the Group’s ability to continue as
the likely performance of the Group. The improved financial a going concern for the period through to the end of March 2025, a
performance in 2023 combined with securing new debt facilities period of at least 12 months from when the financial statements are
through issuing new notes in the US private placement market in authorised for issue, at its meetings in July and December 2023, and
August 2023 provide a strong platform for considering the Group’s February 2024.
ability to continue as a going concern. However, going concern
remains a key focus for the committee and judgements and
estimates have been made on prevailing market conditions in
order to complete this assessment.
Internal audit External audit

The Keller internal audit programme is risk-based, ensuring appropriate The committee places great importance on ensuring there are high
coverage dependent upon the size of the entity and the perceived risks standards of quality and effectiveness.
associated with that operation. It also includes theme-based audits to
review adherence to Group policies across the organisation. EY was appointed by shareholders at the AGM held in May 2019, and
reappointed in subsequent years. The lead EY partner during the financial
The programme carried out by PwC during the year consisted of 14 year ended 31 December 2023 was Kevin Harkin, who had no previous
operational entity audits and themed audits across 12 countries, which involvement with the Group in any capacity prior to appointment. The
together represented approximately 39% of the Group’s budgeted revenue lead EY partner from the financial year to 31 December 2024 will be
for the year. Kevin Weston.
The committee received and considered reports from PwC which detailed The committee considered the effectiveness and quality of the external
the progress against the agreed work programme and the findings. In the audit process and of EY as external auditor. This review included
majority of reviews, following the successful update and deployment of the consideration of comprehensive papers from both management and the
Group Finance Standards, findings were limited to the need for formalising external auditor, and meetings with management in the absence of the
maintenance of evidence of controls performed. Where more significant external auditor. It considered matters including: the competence of the
control issues were identified, we reviewed the findings, discussed the key senior members of the team and their understanding of the business
remediation plans with management and received updates on the progress and its environment; the planning process; effectiveness in identifying key
of remediating the control deficiencies. None of the control deficiencies risks; technical expertise displayed by the auditor over complex accounting
identified are significant in relation to the preparation of the 2023 Annual matters; communicating and resolving audit issues; timeliness of the audit
Report and Accounts. process; cost and communication of issues and risks to management and
the committee.
The audits carried out during 2023 have been performed against
updated control standards wherever they have been issued and any There are a number of checks and controls in place for safeguarding
improvement actions aligned to them. The majority of control standards the objectivity and independence of EY. These include open lines of
are now in place and embedded across the Group, helping to improve communication and reporting between EY and the committee and, when
the control environment and enable early identification of potential presenting their ‘independence letter’, EY discuss with the committee their
control breakdowns. internal process for ensuring independence.
Overall, progress has been made across business units and we have We assess the effectiveness of the external audit process on an ongoing
observed a demonstrably stronger control environment. basis, paying particular attention to the mindset and culture, skills, character
and knowledge, quality control and judgement of the external audit firm in
During the year, the committee completed an external effectiveness their handling of key judgements, responsiveness to the committee and
assessment of the internal audit function, which was performed by Deloitte. in their commentary where appropriate on the systems of internal control.
The work of the internal audit function was rated as fully conforming. It was, By way of an example, please refer to the Independent auditor’s report on
however, noted that there was an opportunity to refresh Keller’s three lines pages 148 to 158 where EY’s actions to mitigate the risk arising out the
of defence model, with a plan for further improvement of the second line of financial reporting fraud in Austral are explained.
defence to be executed in 2024.
External audit continued The Group aims to continuously strengthen its processes, with the
involvement of the committee, to ensure these processes are embedded
We hold regular private meetings with the external auditor, during which
throughout the organisation. During 2023, we continued to support
we discuss:
management in their efforts to enhance the system of internal controls,
• How the auditor has identified and addressed potential risks to the defining the following priorities and receiving updates on their progress:
audit quality.
• Continued development of the Group’s financial control framework
• The controls in place within the audit firm to identify risks to audit
and setting of minimum control standards for all areas of financial
quality.
reporting and operational finance.
• The level of challenge the auditor has discussed with the management
• Monitoring of the implementation of the monthly sign-off checklist
team and their confidence on the control landscape.
at each business to certify that accounting controls have been
• Whether the auditor has met the agreed audit plan and how it has performed/complied with for the month.
responded to any changes that have been required.
• Review of internal control questionnaires, to identify common areas
• Feedback from key people involved in the audit. for improvement as well as to address specific risks and direct
• The content of the auditor’s management letter. assurance efforts.
A detailed assessment of the amounts and relationship of audit and non- • Mapping of the Group’s control environment to assess controls
audit fees and services is carried out each year and we have developed maturity across all functions within the Group.
and implemented a policy regulating the placing of non-audit services • Successfully implementing a governance, risk and compliance (GRC)
to EY. This should prevent any impairment of independence and ensure tool to support the assessment, monitoring and reporting on risks and
compliance with the updates to the Code and revised Auditing and Ethical internal controls.
Standards with regard to non-audit fees. Any work awarded to EY, other
Although we review the Group’s system of internal controls, any such
than audit, with a value in excess of £50,000, requires the specific pre-
system can only provide reasonable and not absolute assurance against any
approval of the Board. In 2023, non-audit-related fees paid to EY were less
material misstatement or loss.
than 5% of the total audit fee. These relate to the half-year report review
and are considered to be permitted services. The breakdown is available in The committee reviewed and challenged the output of management’s
note 6 of the accounts on page 177. assurance map to assess controls maturity in the context of the
various programme change initiatives under way such as ERP, finance
The external audit contract is put out to tender at least every 10 years.
transformation and PPM.
As part of the review of the effectiveness and independence of the
external auditor, we recommend the reappointment of EY for the year
ending 31 December 2024. The lead EY partner from the financial year to Controls response plan
31 December 2024 will be Kevin Weston. As reported last year and elsewhere in this report, following the financial
reporting fraud in the Austral Business Unit, a controls response plan was
We confirm compliance with the provisions of the Statutory Audit Services developed that covered both the business unit and the Group. Deloitte was
for Large Companies Market Investigation (Mandatory Use of Competitive engaged to assist in the initial review and plan implementation. The majority
Tender Processes and Audit Committee Responsibilities) Order 2014. of the actions have been completed and there are ongoing projects that will
continuously improve controls, including:
Risk management and internal control
• Second line of defence assurance.
The committee has a key role, as delegated by the Board, in ensuring
• Project management controls through the new PPM standard.
appropriate governance and challenge around risk management. We also
set the tone and culture within the organisation regarding risk management • Finance transformation.
and internal control. Deloitte’s engagement, following the initial review, involved assessing
the maturity and robustness of the Group’s minimum control standards
Further information on the Group’s risks can be found on pages 36 to 47.
across a sample of legal entities and performing an effectiveness review of
the internal audit function. Both reviews highlighted the need for Keller to
The system of internal control is designed both to safeguard shareholders’
urgently review the organisation’s governance, risk and assurance design
investment and the Group’s assets, and to facilitate the identification,
across the three lines of defence, with priority focused on the second line of
evaluation and management of the significant risks facing the Group. Key
defence, to help reduce the likelihood of control breakdowns.
elements of the Group’s system of internal control include:
This is an extensive piece of work which has already commenced and we will
• An experienced and qualified finance function which regularly
report further next year.
assesses the possible financial impact of the risks facing the Group.
• Monthly dashboard packs reviewed by the Executive Committee and
the Board.
• Detailed business unit budget reviews with updates provided to the
Board.
• Regular reports to the Board on health and safety issues.
• Regular visits to operating businesses by head office and divisional
directors.
• Annual completion of internal control questionnaires by business unit
management.
• Reports to the committee by PwC on the findings of their internal
audit reviews of the controls, processes and procedures in place at
each of the Group’s in-scope units.
Governance
Anti-bribery and anti-fraud Corporate governance
The committee is responsible for reviewing the Group’s procedures The committee’s terms of reference, which were reviewed during the year,
for detecting fraud, and the systems and controls for preventing other are available on our website (www.keller.com) and on request from the
inappropriate behaviour with a financial impact. Any instances of fraud Committee Secretary.
or suspected fraud are reported directly to the Group Head of Risk and
Internal Audit and the Group Company Secretary and Legal Advisor, or It is intended that the committee is comprised of at least three members,
anonymously via the Group Whistleblowing hotline. All reports of suspected all of whom are independent Non-executive Directors of the company
or actual fraud are treated with confidentiality and thoroughly reviewed with the necessary range of relevant sector, financial and commercial
and assessed. expertise to enable the committee to fulfil its terms of reference. They do
so by providing independent and robust challenge to management and
During 2023 the Anti-Bribery and Anti-Fraud Policy was independently our internal and external auditors, and ensuring there are effective and high
reviewed and updated. We also ran a series of fraud risk workshops with key quality controls in place and appropriate judgements are taken. The Code
members of management across the business to ensure material fraud requires the inclusion of one financially qualified member (as recognised by
risks are identified and effective controls put in place to mitigate them. the Consultative Committee of Accountancy Bodies) with recent financial
expertise. Currently, the Committee Chair fulfils this requirement.
During the year, the committee was kept fully apprised in regular updates on
the progress and findings of investigations of cases of alleged fraud and any We invite the Group Chairman, the CEO, the CFO, the Group Financial
remedial actions taken. Nothing substantial was uncovered. Controller, the Group Head of Risk and Internal Audit, the Group Company
Secretary and Legal Advisor, the company’s external auditor, EY, and PwC in
their role as internal auditor, to all meetings. The Group Head of Secretariat
Our response to the UK Corporate Governance Reform
is the Committee Secretary.
Our UK Corporate Governance Reform implementation plan continues to
be revised to ensure that it is fit for purpose and in line with emerging FRC On two occasions, the committee met privately with EY without
and Government requirements. In 2023, a major component of this plan management being present and we also met twice during the year
involved investment in key systems to facilitate effective risk management, with PwC and the Group Head of Risk and Internal Audit without
including the implementation and rollout of a Governance, Risk and management present.
Compliance tool, to bring together all aspects of our risk management
and internal controls management processes. We also implemented a In line with best practice, the committee conducted an effectiveness review
segregation of duties monitoring tool to ensure that we maintain effective of the business covered during the year against its terms of reference.
segregation of duties within our current ERP landscape and to also assist
with appropriate role design within our future global ERP. Collectively, the committee has the competence relevant to the sector
as required by the provisions of the Code, as well as the contracting and
Following the fraud identified in the Austral Business Unit, the Group international skills and experience required to fully discharge its duties. The
implemented a number of initiatives, including reviewing and updating committee is authorised by the Board to seek any information necessary
the Anti-Bribery and Anti-Fraud Policy and running a series of fraud risk to fulfil these duties and to obtain any necessary independent legal,
workshops with key members of management to ensure that all material accounting or other professional advice, at the company’s expense.
fraud risks are identified and captured and effective controls are in place
to mitigate those risks. The Group Head Office team worked closely with
the new Austral CFO and her team to redesign and document the material
finance processes and controls and to implement remediation activities
identified from the various external reviews commissioned in response to Looking forward
the fraud. These external reviews also identified the need to enhance our
second line of defence capabilities, especially around internal controls over In 2024 our priorities will be:
financial reporting and project performance management controls. Design
and rollout of a second line of defence model will be a key area of focus for • Monitoring improvement actions identified in 2023, in
the Group throughout 2024 and other areas of risk, including non-financial particular the detailed action plan that will deliver continuous
reporting, compliance and operations, will also be included to address the improvement to our second line of defence processes in line
FRC’s proposed requirement that the Board disclose the basis for their with our assurance strategy.
statement on internal controls. • Monitoring the progress of the finance transformation project.
• Further developing the approach to fraud risk assessment
Interaction with the FRC utilising the GRC tool that was successfully deployed in 2023.
• Continued review of the cyber security risk mitigation plan.
During the year, the FRC reviewed the company’s Annual Report and
Accounts for the year ended 31 December 2022 in accordance with Part • Monitoring the implementation of PPM, supported by both
2 of the FRC Corporate Reporting Review Operating Procedures. This internal and external independent assurance activity.
resulted principally in requesting further information in respect of expected • Monitoring the delivery of the ERP system, supported by
credit losses for trade receivables and contract assets, as well as minor independent assurance activity.
observations on other areas of the accounts.
The Group responded fully to the matters raised in the correspondence

and as a result has restated the disclosure of the allowance for expected
credit losses in note 20 of this year’s accounts. The FRC’s enquiry did not
result in any restatement of the primary statements reported for the 2022
financial year.
The Chair of the Committee has been involved in reviewing the Group’s
response to the points raised and is satisfied that the matters have been
addressed effectively, with additional or amended disclosures adopted in
this year’s Annual Report and Accounts.
REM
Annual statement from the Chair
of the Remuneration Committee

• onsulted with major shareholders and shareholder bodies
C
on proposed changes to the Remuneration Policy.
• Monitored developments in corporate governance and market
trends, including the challenges presented by increasing levels of
inflation, the impact of the ‘cost of living crisis’, and the impact
across our wider workforce.
• Benchmarked and assessed the remuneration packages of the
Executive Directors and the Executive Committee.
• Reviewed and approved a new bonus structure for senior leaders
below the Executive Committee.
• Determined bonus outcomes for 2023 and the vesting outcome
of the 2021–23 Performance Share Plan (PSP) awards.
• Set base salaries and established bonus arrangements for 2024
for the Executive Directors and the Executive Committee.
• Approved 2024–26 LTIP awards to Executive Directors,
Executive Committee and other senior executives.
• Reviewed its terms of reference and the effectiveness
Eva Lindqvist of the Committee.
Chair of the Remuneration Committee

Dear shareholder
On behalf of the committee, I am pleased to provide an overview of
Executive Director remuneration for the year ended 31 December 2023.
Role of the committee
The role of the committee is to determine and agree with the Board 2023 business performance and incentive outcomes
the framework or broad policy for the remuneration of the Chairman,
the Executive Directors, their direct reports and such other members Keller delivered a record performance in 2023. Underlying operating profit
of the executive management as it is designated to consider. In increased to £180.9m, up 67% at constant currency. Underlying diluted
addition, the committee is responsible for determining the total earnings per share increased by 53% to 153.9p per share (2022: 100.7p per
individual remuneration packages of the Chairman, the Executive share). Net debt (on a bank covenant IAS 17 basis) decreased by 33% to
Directors, the Group Company Secretary and Legal Advisor and other £146.2m, equating to a net debt/EBITDA leverage ratio of 0.6x (2022: 1.2x).
senior executives, ensuring compliance with legal and regulatory
The targets for the 2023 annual bonus for executive management were
requirements whilst enhancing Keller’s long-term development.
set by the committee in February of last year and remained unchanged
throughout the year. When determining the bonus outcome, the
The committee also:
committee considered overall company performance over the period,
• determines the measures and targets for annual bonus plan weighing the successful execution of the strategy and continued growth of
objectives and outcomes for the Executive Directors, Executive the Group against the wider macroeconomic environment.
Committee and other senior executives;
• exercises the powers of the Board in relation to share plans; The annual bonus payments for 2023 reflect the very strong operational
• sets and oversees the selection and appointment process of and financial performance of the Group. The financial measures, Group
its remuneration advisers; profit before tax and net debt, paid out in full. There was progress against
• monitors developments in corporate governance and, the corporate objectives and the Executive Directors achieved 9% out
particularly, any impacts on remuneration practices; and of a possible 30% maximum. Overall, the annual bonus outturn was 79%
of maximum.
• reports on its activities to shareholders on an annual basis.
The Chair of the committee reports on the committee’s activities After considering all the relevant factors for the 2023 bonus, the
at the Board meeting immediately following each meeting. committee’s view was that the outcome was fair and appropriate from
both a performance perspective and also taking into account the wider
Meeting stakeholder experience. Therefore, no discretion was exercised.
The performance of the PSP granted under the company’s Long-Term
Eva Lindqvist (Chair)1 Incentive Plan 2018 (LTIP) to executives in 2021 and vesting in March 2024
was improved from the previous PSP cycle. The operating profit margin and
Paula Bell ROCE targets were almost fully met during the performance period, with
Juan G. Hernández Abrams the EPS target being met in full and TSR vesting at maximum. Overall, the
2021 LTIP awards vested at 95.6% of maximum.
Annette Kelleher1
The committee carefully considered the vesting levels of the 2021 award,
Baroness Kate Rock with additional reference to both the shareholder and wider workforce
experience. It also specifically considered share price movements and was
1. E
va will retire from the Board and as Chair of the Committee following the 2024 AGM. satisfied that there had been no inappropriate windfall gains over the period.
Annette will be appointed Chair.
2. A
nnette joined the Board and the Committee in December 2023. The committee determined that the LTIP outcome fairly and
appropriately reflected performance over the three years and no
discretion was exercised.
Governance
2023 wider workforce Shareholder engagement and consultation
Salary increases awarded across the business in 2023 were weighted to the In October 2023, we engaged with our top 20 shareholders as well as the
company’s lower paid employees and a number of one-off payments were Investment Association, ISS and Glass Lewis to explain our proposed
made to support employees through the cost of living crisis. changes to the Policy as part of the normal three-year renewal cycle.
During 2023, the committee reviewed the annual bonus plan arrangements The vast majority of our largest shareholders were supportive of the
in place for the extended leadership team, comprising our global senior proposals put forward. On that basis, the committee has decided to
management teams at the level below the Executive Committee, and proceed with the proposed changes in our 2024 Policy which will be put to a
approved a new structure proposed by management to provide general binding shareholder vote at our AGM in May 2024 and we wrote to our major
alignment and consistency in the structure, performance measures shareholders and the main proxy voting bodies in January 2024 to follow up
and weighting of performance pay across the Group. Employees now with our final proposals.
have a profit and cash target one level up from their area of operation to
encourage collaboration and alignment, together with a number of shared The committee is grateful to shareholders for the time they have given to
corporate and/or personal objectives. the consultation process and the feedback provided, which has helped
facilitate a more robust decision-making process.
2024 salary review

Salary increases for UK-based employees across the Group were generally
Year ahead: 2024 annual bonus plan and LTIP metrics
around 6.5%, effective 1 January 2024. The committee has considered Management’s focus continues to be on driving value by focusing on, and
the impacts of rising inflation and cost of living challenges with regard to investing in, our key markets and the sustainability of operating profits and
the wider workforce and has positively noted management’s efforts to enhanced margins, whilst maintaining a robust balance sheet.
provide additional security and robustness of earnings to those particularly
impacted in the Group. In 2022, the company committed to ambitious net zero targets for all
three of our emission scopes which will culminate in carbon neutrality
Michael Speakman, CEO, and David Burke, CFO, were awarded salary by 2050 at the latest, and a Scope 2 reduction target formed one of
increases of 4.5%. As additional context, the CEO and CFO are already management’s corporate objectives for 2022 and 2023. Recognising
aligned with the wider workforce pension rate of 7% of salary. the continued importance of achieving these goals, we have agreed a
Scope 1 reduction target and a further Scope 2 reduction target to be
included in management’s corporate objectives for 2024. Further detail
Key changes to the Remuneration Policy (the ‘Policy’) on the 2024 corporate objectives will be disclosed in the 2024 Annual
A number of changes were made to the Policy in 2021, bringing it in line with remuneration report.
the UK Corporate Governance Code and the wider business environment.
The 2021 Policy introduced a number of best practice governance features, The four LTIP measures agreed in 2021 continue to support the delivery of
some of which were already in operation, as summarised below: the strategy and are therefore carried forward into 2024. Together with the
targets for the LTIP for the year ahead, the measures are disclosed in the
• Introduction of a two-year post-employment shareholding this Directors’ remuneration report. See page 141 for further details.
requirement for Executive Directors.
• Discretion for the committee to override formulaic outcomes in the PSP.
2024 Annual General Meeting (AGM)
• Malus and clawback policy.
We very much hope that you will support our 2024 Policy and 2023 Annual
• Mitigation measures for Executive Director leavers written into current
remuneration report at the AGM in May. I will be available at the AGM to
service contracts.
answer any questions you may have about our work. Please also feel free to
• Settlement of deferred bonus and dividend equivalents in shares and email your questions to the Group Company Secretary and Legal Advisor at
not cash. [email protected] and we will respond to them directly.
• Alignment of Executive Director pensions to the general workforce.
The 2024 AGM will be my last at Keller as I have decided to step down after
We also took the opportunity to refresh the performance metrics in our
seven years on the Board. It has been a pleasure to serve on your Board
PSP. The 2021 Policy was approved by 90.2% of shareholders.
and I wish Annette Kelleher great success as she takes over as Chair of the
Remuneration Committee.
In the context of evolving market practice since the approval of Keller’s
2021 Policy, the committee has reviewed its policy and proposes the
following changes:
• Increasing the maximum opportunity available under the PSP from

150% to 200% of salary. The committee believes this increase is
appropriate in the context of market practice and competitiveness
Eva Lindqvist
and to ensure the policy remains fit for purpose over the next three
years. In 2023, the CEO received an LTIP award of 150% of base salary Chair of the Remuneration Committee
and the CFO received an LTIP award of 125% of base salary. The Approved by the Board of Directors and authorised for issue on
committee intends to grant 2024 LTIP awards at the same level. 4 March 2024.
• Introducing an additional trigger of ‘corporate failure’ under Keller’s
malus and clawback policy, for good governance and in line with
emerging market practice.
REM Remuneration in context
The committee sets the Remuneration Policy for Executive Directors and other senior
executives, taking into account the company’s strategic objectives over both the short
and the long term and the external market.
The committee: Shareholder views
• addresses the need to balance risk and reward; The committee engages proactively with the company’s major
• monitors the variable pay arrangements to take account of risk levels, shareholders and is committed to maintaining an open dialogue. The
ensuring an emphasis on long-term and sustainable performance; and committee reviews any feedback received from shareholders as a result of
• believes that the incentive plans are appropriately managed and the AGM process. Committee members are available to answer questions
that the choice of performance measures and targets does not at the AGM and throughout the rest of the year. The committee takes into
encourage undue risk-taking by the executives so that the long-term consideration the latest views of investor bodies and their representatives,
performance of the business is not compromised by the pursuit of including the Investment Association, the Pension and Lifetime Savings
short-term value. Association and proxy advice agencies such as Institutional Shareholder
Services.
The plans incorporate a range of internal and external performance metrics,
measuring both operational and financial performance over differing and
overlapping performance periods, providing a rounded assessment of Remuneration principles
overall company performance. We strongly believe in fair and transparent reward throughout the
organisation and when making decisions on executive remuneration the
committee considers the context of wider workforce remuneration. This
Linkage to all-employee pay section shows how the 2018 Code is embedded in our remuneration
The committee reviews changes in remuneration arrangements in the principles and how they are cascaded throughout the organisation. The
workforce generally as we recognise that all our people play an important table below and on the following page shows how the policy is aligned with
role in the success of the company. Keller is committed to creating an the factors set out in Provision 40, and how our principles and policy are
inclusive working environment and to rewarding our employees throughout aligned with the 2018 Code. During 2024 we will work to align our policy with
the organisation in a fair manner. In making decisions on executive pay, the the 2024 Code.
committee considers wider workforce remuneration and conditions to
ensure that they are aligned on an ongoing basis.
As part of our commitment to fairness, we have a section in this report (see

ESG and sustainability on page 70) which sets out more information on our
wider workforce and our diversity initiatives. We recognise there is always an
opportunity to improve in relation to these issues.
Our Purpose: Building the foundations for a sustainable future
Embedding our purpose and

vision in our remuneration
guiding principles How we address the requirements under Provision 40
• Support our purpose, values and our Cultural alignment and proportionality Simplicity, clarity and predictability
wider business goals. • The committee ensures that the overall • The committee ensures the highest
• Drive long-term sustainable reward framework embeds our purpose standards of disclosure to our internal and
performance for the benefit of all and values. external stakeholders.
our customers, shareholders and • The committee reviews the executive • The committee makes decisions on
wider stakeholders. reward framework regularly to ensure it executive pay in the context of all
• Be simple, transparent and easily supports the company’s strategy. employees and the external environment.
understood by internal and external
stakeholders. Proportionality and risk Cultural alignment and risk
• Attract, motivate and retain • A significant proportion of remuneration is • The committee ensures that a significant
all our employees with diverse delivered in variable pay linked to corporate portion of reward is equity-based and
backgrounds, skills and capabilities. performance. thereby linked to shareholder return.
• Performance measures/targets for • Executive Directors are required to build
incentives are objectively determined. significant personal shareholdings in the
• Outcomes under incentive plans are based company and this is regularly monitored
on holistic assessment of performance. by the committee.
Clarity
• The committee ensures that the Executive Directors are provided with a remuneration
opportunity which is competitive against companies of a similar size and complexity, with a
strong emphasis on the variable elements.
Governance
Alignment of the Policy to the Provisions of the 2018 Code
Clarity
The company’s performance remuneration is based on supporting the implementation of the company’s strategy measured through KPIs which
are used for the annual bonus and LTIP. This provides clarity to all stakeholders on the relationship between the successful implementation of the
company’s strategy, including its sustainability framework, and the remuneration paid.
Simplicity
The Policy includes the following:
• setting defined limits on the maximum awards which can be earned;

• requiring the deferral of a substantial proportion of the incentives in shares for a material period of time, helping to ensure that the
performance earning the award was sustainable, and thereby discouraging short-term behaviours;
• aligning the performance conditions with the agreed strategy of the company as well as our sustainability and net zero carbon ambitions;
• ensuring a focus on long-term sustainable performance through the LTIP; and
• ensuring there is sufficient flexibility to adjust payments through malus and clawback and an overriding discretion to depart from formulaic
outcomes, especially if it appears that the behaviours giving rise to the awards are inappropriate or that the criteria on which the award was
based do not reflect the underlying performance of the company.
Predictability Proportionality
Shareholders are given full information on the potential values The company’s incentive plans clearly reward the successful
which can be earned under the annual bonus and LTIP plans on their implementation of the strategy and our environmental ambitions, and
approval. In addition, all the checks and balances set out above under through deferral and measurement of performance over a number
‘Risk’ are disclosed at the time of shareholder approval. of years ensure that the executives have a strong drive to ensure that
the performance is sustainable over the long term. Poor performance
cannot be rewarded due to the committee’s overriding discretion to
depart from the formulaic outcomes under the incentive plans if they
do not reflect underlying business performance.
Alignment to culture
A key principle of the company’s culture is a focus on our stakeholders and their experience; this is reflected directly in the type of performance
conditions used for the bonus. The focus on long-term sustainable performance is also a key part of the company’s culture. In addition, the
measures used for the incentive plans are measures used to determine the success of the implementation of the strategy.
REM Remuneration at a glance
Overview of Remuneration Policy – How Executive Directors will be paid in future years
We are seeking shareholder approval for a revised Policy at the 2024 AGM. The key elements of the Policy will remain unchanged.
An overview of our Policy and how it is proposed to apply in 2024 is set out below:
Fixed pay
Attract and retain high- Remuneration in 2024

calibre individuals needed
to execute and deliver
on the Group’s strategic Salary CEO: £645,510 – 4.5% increase from 2023, CFO: £423,810 – 4.5% increase from 2023,
below average salary increases of 6.5% below average salary increases of 6.5%
objectives.
awarded to UK-based employees awarded to UK-based employees
Pension 7% of salary – aligned with the wider workforce rate
Benefits Includes car allowance, private health care and life assurance and long-term disability insurance
Annual bonus
Rewards achievement of
25% of bonus deferred 2024 bonus metrics:
short-term financial and Cash element
strategic targets. into shares for two years
• 50% PBT
Maximum opportunity – up to 150% of salary. • 20% Net debt
Awards subject to malus and clawback. • 30% Corporate objectives
Performance Share Plan (PSP)
Focus on delivering value

3-year 2-year
creation for shareholders 2024 PSP metrics:
performance period holding period
and sustainable financial • 25% Cumulative EPS • 25% Relative TSR
performance for the • 25% ROCE • 25% Operating profit
company over the long Maximum opportunity – up to 200% of salary. margin
term. For 2024, CEO will receive 150% of salary and CFO
will receive 125% of salary.
Awards subject to malus and clawback. ✓ Aligned with our ✓ Aligned with
evolving strategy strategic KPIs
✓ Aligned with ✓ Drive quality
shareholders and sustainable
performance
Shareholding guideline
Guideline applies in post, Post-employment guideline: 100% of in-post

and extends beyond In-post guideline: 200% of salary shareholding (or actual shareholding if lower) in
tenure. year 1 and at least 50% in year 2
Updates
The committee is proposing the following changes to the 2021 Policy:
to the Policy
• Increasing the maximum opportunity available under Keller’s Long-Term Incentive Plan from 150% to
200% of salary. The committee believes this increase is appropriate in the context of market practice and
competitiveness and to ensure the policy remains fit for purpose over the next three years. In 2023, the
CEO received an award of 150% of base salary and the CFO received an award of 125% of base salary. The
committee intends to maintain the 2024 LTIP awards for the CEO and CFO at the 2023 levels.
• Introducing an additional trigger of ‘corporate failure’ under Keller’s malus and clawback policy for good
governance and in line with emerging market practice.
Governance
Remuneration for 2023 – What Executive Directors earned during 2023
The Executive Directors received salary increases of 5% in 2023, below the salary increases to UK-based employees of 8%. The CEO received £617,715 and
the CFO received £405,563 in base salary.
Annual bonus Weighting Threshold Target Max Outcome (% of max)
50% 110.0 120.2 130.0 100%

Underlying operating profit, £m1
Performance outcome: 180.9
20% 297.1 270.1 243.1 100%

Net debt, £m
Performance outcome: 146.2
30% Summary of objectives on page 136 29%

Corporate objectives
Actual: 8.6% out of 30%
Overall 78.6%
PSP Weighting Threshold Max Outcome (% of max)
25% 245p 310p 100%

EPS
Actual: 338.8p
25% Median Upper quartile 100%

TSR
Actual: Above upper quartile
25% 12% 18% 90.1%

ROCE2
Actual: 17.2%
25% 5.2% 6.2% 92.5%

Operating profit margin
Actual: 6.1%
Overall 95.6%
1 At 2023 budget exchange rates before non-underlying items.

2 Average of the three-year ROCE for 2021–2023.
REM Remuneration Policy report
The Remuneration Policy (the ‘Policy’) is set out in this section

This Policy will be put to shareholders for approval at the AGM to be held on
15 May 2024. The Policy is intended to apply, subject to shareholder approval,
for three years from 1 January 2024. Where a material change to this Policy
is considered, the company will consult with major shareholders prior to
submitting to all shareholders for approval. The Policy will be displayed on
the company’s website (www.keller.com) following the 2024 AGM.
Summary of decision-making process Shareholders were offered the opportunity to discuss the proposals with
the Committee Chair and the Group Company Secretary and Legal Advisor
As described in the Annual statement from the Chair of the Remuneration
on both occasions and overall we were encouraged by the number of
Committee, the committee engaged with its major shareholders in 2023
shareholders who took the time to respond and engage and are satisfied
as part of its review of the executive remuneration policy. We wrote to
that, having taken into account both supporting views and key concerns,
20 of our largest shareholders and the major shareholder representative
we have developed an appropriate way forward.
bodies in October 2023 to consult on the development of our executive
remuneration approach and, having considered the feedback, we wrote
In addition to the specific feedback received from our consultation with
to them again in January 2024 to explain the outcome of the review, the
major shareholders, we also considered input from the management
changes proposed and associated rationale.
team and our independent advisers, as well as latest market practice and
corporate governance developments. To manage any potential conflicts
of interest arising, the committee ensured that no individual was involved
in discussions on their own remuneration arrangements and all changes
proposed aligned to the business’ core strategy and values.
In reaching its decisions, the committee also considered the following principles as
recommended in the 2018 UK Corporate Governance Code.
Clarity Predictability
The policy is designed to allow our remuneration arrangements The committee considers the impact of various performance
to be structured such that they clearly support, in a sustainable outcomes on incentive levels when determining quantum. These
way, the financial and strategic objectives of the company. The can be seen in the charts on page 130.
committee remains committed to reporting on its remuneration
practices in a transparent, balanced and understandable way.
Simplicity Proportionality
The Policy consists of three main elements: fixed pay (salary, A substantial portion of the package comprises of performance-
benefits and pension), an annual bonus and a long-term incentive based reward, which is linked to our strategic priorities and
award. The metrics used in our incentive plans directly link back underpinned by a robust target-setting process. This year, we have
to our key corporate objectives and provide a clear link to the also been particularly mindful of the alignment with our workforce
shareholder experience. The committee may change measures for when considering the right and proportional approach to pay.
future years to ensure they continue to be aligned with our strategy
Risk Alignment to culture

Remuneration policies are in line with our risk appetite. A robust When developing the Policy, the committee reviewed our
malus and clawback policy is in place, and the committee has the approach to remuneration throughout the organisation to
discretion to reduce pay outcomes where these are not considered ensure that arrangements are appropriate in the context of the
to represent overall company performance or the shareholder wider workforce. The themes considered include workforce
experience. Furthermore, our bonus deferral, post-cessation demographics, engagement levels and diversity to ensure that
shareholding requirement, and PSP holding period ensure executive remuneration is appropriate from a cultural perspective.
that Executive Directors are motivated to deliver sustainable
performance.
Governance
Remuneration Policy main changes We also took the opportunity to refresh the performance metrics in our
PSP. The 2021 Policy was approved by 90.2% of shareholders.
A number of changes were made to the Policy in 2021, bringing it in line with
the UK Corporate Governance Code and the wider business environment.
In the context of evolving market practice since the approval of Keller’s 2021
The 2021 Policy introduced a number of best practice governance features,
Remuneration Policy, the committee has reviewed its policy and proposes
some of which were already in operation, as summarised below:
the following changes:
• Introduction of a two-year post-employment shareholding
• Increasing the maximum opportunity available under the PSP from
requirement for Executive Directors.
150% to 200% of salary. The committee believes this increase is
• Discretion for the committee to override formulaic outcomes in the appropriate in the context of market practice and competitiveness and
Performance Share Plan (PSP). to ensure the Policy remains fit for purpose over the next three years.
• Malus and Clawback Policy. • In 2023, the CEO received an LTIP award of 150% of base salary and the
• Mitigation measures for Executive Director leavers written into current CFO received an LTIP award of 125% of base salary. The committee will
service contracts. not increase the quantum of award in 2024.
• Settlement of deferred bonus and dividend equivalents in shares and • Introducing an additional trigger of ‘corporate failure’ under Keller’s
not cash. malus and clawback policy, for good governance and in line with
• Alignment of Executive Director pensions to the general workforce. emerging market practice.
Summary of our Remuneration Policy
Base salary and Competitive fixed remuneration.

benefits
Annual bonus Maximum: 150% of base salary.

Reward for achievements against profit and working capital targets which are key financial metrics and individual
objectives linked to strategic objectives.
Performance Maximum: 200% of base salary.

Share Plan
Metrics reward for achievements against EPS, ROCE and operating margin targets which are key financial metrics and
relative TSR which rewards outperformance of alternative investment.
Shareholder Shareholding guideline: 200% of base salary.

aligned
Post-employment shareholding requirement: for two years following cessation of employment, with 100% of the
in-employment shareholding guideline of 2 x salary (or actual shareholding if lower) to be held in year 1 and at least 50%
in year 2.
25% of annual bonus deferred in shares for two years.
PSP vested shares to be retained for a further two years.
Malus and clawback policy applies to bonus, deferred bonus and PSP.
Internally The Remuneration Committee oversees the pay structure for senior managers who are eligible to bonus and PSP awards.
consistent The committee also receives information on broader employee pay and incentives across the Group.
REM Remuneration Policy report continued
Remuneration principles
Our remuneration principles underpinning Directors’ remuneration and our Policy are:
• Support the delivery of Keller’s strategy.
• Align Executive Directors’ interests with those of our shareholders.
• Attract, retain and motivate high-calibre executives to lead and manage the business and ensure the long-term sustainable success of the company.
• Consider fairness and equity across the entirety of our workforce.
Directors’ Remuneration Policy table

There are five main elements of the remuneration package for Executive Directors: base salary, benefits, pension, performance-related annual bonus, and
Performance Share Plan. The table below summarises these elements, how they link to strategy and discourage excessive risk-taking and their operation
and performance measures. The Group aims to balance the need to attract, retain and motivate Executive Directors and other senior executives of an
appropriate calibre with the need to be cost effective, whilst at the same time rewarding exceptional performance. The Policy is designed to balance these
factors, taking account of prevailing best practice, investor expectations and the level of remuneration and pay made generally to employees of the Group.
Fixed remuneration – base salary, benefits and pension

Base salary
Purpose and Reflects the individual’s role, experience and contribution to the company.
link to strategy
Set at sufficiently competitive levels to attract and retain high-calibre individuals needed to execute and
deliver on the Group’s strategic objectives.
Operation Salaries are normally set in the home currency of the • changes in the scope or responsibility of the role;
Executive Director and reviewed annually. Any salary • company and individual performance;
increases are normally effective from 1 January. • periodically, salary levels for comparable roles at
In making salary decisions the committee takes relevant international comparators; and
account of: • general increases across the Group.
Performance None
Opportunity Determined having considered market practice for Larger increases could be awarded in circumstances
relevant roles in companies of a similar size and where there is a significant increase in the complexity,
complexity. scope or responsibility of the role, an increase in the
size and complexity of the company, or in the case of
Whilst there is no prescribed maximum level of salary, appointment at a level lower than a predecessor and/
increases are typically not expected to exceed average or typical market level with a view to increase over
increases for the wider workforce taking into account time as the Executive Director gains experience.
relevant geography.
Benefits
Purpose and To be market competitive for the purpose of attracting and retaining high-calibre
link to strategy individuals needed to execute and deliver the strategic objectives.
Operation Benefits typically include: Where applicable, relocation costs may be provided,
which may include, but which are not limited to:
• a company car or a car allowance; removal costs, housing allowance, immigration
• private health care; and assistance, relocation and cost of living allowance,
• life assurance, and long-term disability insurance. school fees and tax equalisation.
Other benefits may be provided from time to time Executive Directors would also be eligible to
if considered reasonable and appropriate by the participate in any all-employee share plans on the
committee. same basis as other eligible employees, should such
plans be implemented by the company.
Performance None
Opportunity There is no formal maximum as the cost of benefit provision can fluctuate
depending on changes in provider cost, location and individual circumstances.
Governance
Fixed remuneration – base salary, benefits and pension continued
Pension
Purpose and To provide a market-competitive level of retirement benefit.

link to strategy
Operation Executive Directors participate in the company pension schemes that apply in their home country. Current UK
Directors can elect to receive either a contribution to a UK defined contribution (DC) scheme or a salary cash
supplement in lieu of pension benefits.
Performance None
Opportunity The maximum annual pension contribution/cash supplement is currently 7% of base salary unless the
contribution rates are determined by the rules of a specific country pension plan. The level of contribution for
Executive Directors will remain in line with the level of pension contribution received by the general workforce.
Short‑term variable remuneration

Annual Bonus Plan
Purpose and Rewards achievement of the short-term financial and strategic targets of the company.
link to strategy
Operation At the start of each financial year, performance The company’s malus and clawback policy may
measures and weightings are determined and annual operate in respect of the Annual Bonus Plan (including
financial targets and personal strategic objectives are deferred bonuses). The policy could take effect in the
set by the committee. Bonus outcomes are event of corporate failure, financial misstatement,
determined based on performance against those serious reputational damage, or material misconduct
targets. in individual cases.
25% of any bonus earned is normally deferred into The committee may apply judgement and shall have
company shares for two years. discretion to make appropriate adjustments to an
individual’s annual bonus payout (including, if
Deferred bonus shares are eligible for dividend appropriate, reduction to nil) or to recover the
equivalents over the period from the date the deferred relevant value.
award is granted, to the date of its vesting.
Clawback will apply to the cash bonus and deferred
Dividend equivalents are settled in shares. bonus for a period of two years following the end of
the performance period.
Performance The annual bonus is predominantly based on delivering The measures are reviewed by the committee each
financial performance (majority weighting). This may year and will be explained in the Annual report on
include, for example, financial measures such as profit remuneration.
before tax (PBT) and working capital management. The
remainder of the bonus is based on personal strategic The committee retains full discretion to adjust the
objectives (minority weighting) which are linked to performance measures/targets/weightings on an
Keller’s strategy and assessed by the committee. annual basis for future years to reflect the prevailing
strategic objectives of the business.
The committee agrees targets annually for threshold,
target and maximum payouts, ensuring targets are The committee also has discretion to adjust the
achievable but stretching. No more than 50% of bonus outcomes (cash bonus and deferred bonus) if it
maximum is payable for target performance. Payouts determines this is needed to achieve an appropriate
between threshold and target, and target and outcome having considered the broader performance
maximum, are normally determined on a straight-line of the company and/or the individual. This could, for
basis. example, take into account factors such as a material
deterioration in safety performance, events
impacting the reputation of the company, or failure to
achieve a minimum level of financial performance
impacting the scope for payout under personal
strategic objectives.
Opportunity The maximum annual bonus potential for Executive Directors is up to 150% of base salary.
Long‑term variable remuneration
Performance Share Plan (PSP)
Purpose and Focuses on delivering value creation for shareholders and sustainable financial performance for the company
link to strategy over the long term.
Operation Typically subject to a performance period of at least The company’s malus and clawback policy may
three years with a subsequent two-year holding period, operate in respect of the PSP (including deferred
making it a five-year plan. bonuses). The policy could take effect in the event of
financial misstatement, serious reputational damage,
Awards are normally granted every year. or material misconduct in individual cases.
Award levels are determined annually by the committee The committee may apply judgement and shall have
and set within the policy maximum. Subject to discretion to make appropriate adjustments to an
stretching performance conditions. individual’s annual bonus payout (including, if
The performance measures and targets are appropriate, reduction to nil) or to recover the
determined at the start of each performance period relevant value.
in line with the company’s financial and strategic Clawback will apply to the PSP for a period of two
objectives. years following the end of the performance period.
Dividend equivalents may accrue over the five-year
period.
Performance The performance measures and targets are For 2024, the PSP awards are based on:
determined at the start of each performance period in
line with the company’s financial and strategic • earnings per share (EPS) with a weighting of 25%;
objectives. • total shareholder return (TSR) with a weighting of
25%;
Vesting of PSP awards is subject to performance
• return on capital employed (ROCE) with a weighting
against relevant financial and/or non-financial
of 25%; and
performance measures as determined by the
committee. • operating margin with a weighting of 25%.
The committee may amend performance measures
and weightings to reflect the prevailing strategic
objectives of the company. The committee will
engage with investors, to the extent it considers
necessary, if any significant changes are made to the
performance measures.
Opportunity The maximum award limit in each financial year is 200% For threshold performance, typically 25% of the
of base salary. Individual award levels may vary and will award will vest. For maximum performance, 100% will
be set out in the relevant Annual remuneration report. vest. Vesting will normally operate on a straight-line
basis.
For 2024, the CEO will receive an award of 150% of base
salary and the CFO will receive an award of 125% of base
salary.
Governance
Shareholding guidelines
Purpose: aligns interests of Executive Directors with those of shareholders.
Executive Directors are expected to retain 50% net of tax of shares following the vesting of share awards until the guideline is attained. The committee
encourages the Directors to buy shares on the market.
Minimum shareholding guideline for Executive Directors is 200% of (pre-tax) base salary.
Post-employment shareholding requirement

Executive Directors are required to hold their shares in the company for a period of two years after they have ceased to be employed by the company with
100% of the in-employment shareholding guideline of 2 times salary (or actual shareholding if lower) to be held in year 1 and at least 50% in year 2.
Notes to the Policy table:

Annual Bonus and Deferred Bonus Plans
• Profit-related measures are chosen by the committee as they support the strategic objectives of driving value by focusing on, and investing in, our
key markets and the sustainability of operating profits and enhanced margins, whilst maintaining a robust balance sheet; personal strategic objectives
allow Executive Directors to focus on strategic initiatives which support delivery of the annual business plan in any relevant year as well as laying
foundations for delivery of the longer-term Group strategy.
• To reinforce alignment with shareholder interests, 25% of any bonus will be deferred into the Deferred Bonus Plan (DBP). There are no further
performance conditions applicable to the deferred bonus and it is released in the form of shares after a deferral period of two years along with any
dividend shares accrued over the deferral period.
Performance Share Plan

• The committee believes that the measures for 2024 (TSR, EPS, ROCE and operating margin) provide a balance of performance measures aligned
with strategic delivery. The committee also has flexibility to adopt different measures if there are good reasons to do so and amend the weightings to
support the strategic focus in any award year.
• Relative TSR performance is measured by ranking against FTSE 250 companies (excluding investment trusts and financial services). Under a ranked
approach, threshold vesting will be for median performance against the comparator group; maximum vesting for upper quartile performance (or
above) against the comparator group. Vesting will be determined on a straight-line basis between these points. For relative TSR, we measure and rank
growth based on the data points at the end of the performance period compared with those at the beginning of the period.
• Underlying EPS is considered as an important indicator of revenue growth and profitability and is a simple and well-understood measure. Strong EPS
provides the foundation for maintaining our progressive dividend policy. Targets are set by the committee taking into account internal forecasts of
performance, any guidance provided to the market and market expectations, as well as historical performance.
• ROCE is one of our key performance indicators. It is well-understood by participants and used internally to drive profitability. Targets are set taking
into account our aspirations of ROCE improvement, as well as historical performance. ROCE remains an excellent measure of the efficiency of key
resources and directly drives responsible working capital and capital expenditure decisions.
• Operating margin reinforces management’s focus on the quality of earnings to ensure that value generated is sustainable and is aligned to the long-
term success of the business.
Awards under previous remuneration policies

The committee reserves the right to make any remuneration payments and/or payments for loss of office (including the exercise of any discretions available
to it in connection with such payments) notwithstanding that they are not in line with the Policy where the terms of the payment were (i) agreed before
the 2014 AGM (when the company’s first shareholder-approved Directors’ Remuneration Policy came into effect); (ii) before the Policy came into effect,
provided that the terms of the payment were consistent with the shareholder-approved Directors’ Remuneration Policy in force at the time they were
agreed; (iii) at a time when the individual to whom the payment is made was not a Director of the company and, in the opinion of the committee, the payment
was not in consideration for the individual becoming a Director of the company.
For these purposes, ‘payments’ include the committee satisfying awards of variable remuneration and, in relation to an award over shares, the terms of the
payment are agreed at the time the award is granted.
Any awards or remuneration-related commitments made to Directors under previous remuneration policies will continue to be honoured.
Committee’s discretion
• If an event occurs which causes the committee to consider that an outstanding PSP award or bonus would not achieve its original purpose without
alteration, the committee has discretion to amend the targets, provided the new conditions are not materially less challenging than the original
conditions. The committee also has discretion, both upwards and downwards, to override formulaic outcomes in the LTIP.
• Such discretion could be used to adjust appropriately for the impact of material acquisitions or disposals, or for exceptional and unforeseen events
outside the control of the management team. The application of any such discretion would have regard to the committee’s practice of ensuring the
stability of measures and targets throughout the business cycle.
• Awards may also be adjusted in the event of any variation of the company’s share capital or any demerger, capital distribution or other event that may
materially impact the company’s share price.
The committee has discretion in several areas of policy as set out in this report. The committee may also exercise operational and administrative discretions
under relevant plan rules approved by shareholders as set out in those rules. In addition, the committee has the discretion to amend the Policy with regard to
minor or administrative matters where it would be, in the opinion of the committee, disproportionate to seek or await shareholder approval.
Pay for performance scenarios

The charts below provide an illustration of the potential future reward opportunities for the Executive Directors and the potential split between the different
elements of remuneration under four performance scenarios: ‘Minimum’, ‘On-target’, ‘Maximum’ and ‘Maximum + share price growth’. Illustrations are
intended to provide further information to shareholders regarding the pay for performance relationship.
Potential reward opportunities are based on Keller’s Remuneration Policy, applied from 1 January 2024, excluding the impact of any share price movement
and dividend accrual during the performance period.
The ‘Minimum’ scenario reflects base salary, pension and benefits (ie fixed remuneration). Benefit levels are assumed to be the same as the last financial
year. No annual bonus payable and threshold performance under PSP is not achieved. The ‘On-target’ scenario reflects fixed remuneration as above, plus
bonus payout of 50% of maximum and PSP vesting at 50% of normal maximum award. The ‘Maximum’ scenario reflects fixed remuneration, plus full payout
of all incentives. The ‘Maximum + share price growth’ scenario reflects fixed remuneration plus full payout of all incentives, with a 50% increase in share price
applied to the PSP award.
Chief Executive Officer Chief Financial Officer

Remuneration (£m) Remuneration (£m)
Minimum 100% £0.7m Minimum 100% £0.5m
In line with 42% 29% 29% £1.7m In line with 45% 30% 25% £1.1m
expectations expectations
Maximum 27% 37% 37% £2.6m Maximum 29% 39% 32% £1.6m
Maximum + 22% 31% 31% 16% £3.1m Maximum + 25% 33% 28% 14% £1.9m
share price growth share price growth
0.0 0.5 1.0 1.5 2.0 2.5 3.0 3.5 0.0 0.2 0.4 0.6 0.8 1.0 1.2 1.4 1.6 1.8 2.0
Fixed remuneration Long-term variable remuneration Annual variable remuneration Share price growth
Approach to recruitment remuneration

The committee’s approach to remuneration for newly appointed Directors (both internal and external) is consistent with that for existing Directors. However,
where the company is considering an internal promotion to the Board, the committee may, at its discretion, decide that any remuneration commitment
agreed or entered into prior to the promotion will continue to be honoured even though that commitment may not be consistent with the prevailing policy.
In determining appropriate remuneration, the committee will take into consideration all relevant factors to ensure that arrangements are in the best interests
of both Keller and its shareholders and will seek not to pay more than is necessary for this purpose.
The table below summarises the committee’s approach on recruitment/promotion:
Component Approach Maximum
Base salary The base salaries of new appointees will be determined by reference to relevant market data, experience
and skills of the individual, internal relativities and their current base salary. Where new appointees have
initial basic salaries set below market, phased increases may be awarded over a period of two to three
years subject to the individual’s development in the role.
Benefits New appointees may be eligible to receive benefits in line with the Policy.
Pension New appointees may be eligible to receive pension contributions or an equivalent cash supplement in 7% of salary
lieu of pension in line with the Policy.
Annual bonus The structure described in the Policy table will apply to new appointees with the relevant maximum being 150% of salary
pro-rated to reflect the proportion of employment over the year. Targets for the individual element will
be tailored to each executive.
Performance New appointees may be granted awards under the PSP on the same terms as other executives, as 200% of salary
Share Plan described in the Policy table.
In addition, the committee may offer a ‘buyout’ payment where the committee considers it reasonable to do so in order to recruit a particular individual. The
committee may offer compensation on a like-for-like basis, for any amounts of variable remuneration being forfeited on leaving a previous employer. In doing
so, the committee will consider relevant factors such as expected values, any performance conditions attached to these awards and the likelihood of those
conditions being met, time horizons, delivery mechanism and the terms of the forfeited remuneration.
To facilitate such compensation, the committee may also rely on exemptions, procedures or provisions contained in the Listing Rules that permit awards
to be granted in exceptional circumstances. To ensure alignment from the outset with shareholders, malus and clawback provisions may also apply where
appropriate and the committee may require new Directors to acquire company shares up to a pre-agreed level. Shareholders will be informed of any buyout
arrangements at the time of appointment.
Governance
In making any decision on the remuneration of a new Director, the committee would balance shareholder expectations, current best practice and the
circumstances of any new Director. It would strive not to pay more than is necessary to recruit the right candidate and would give details in the next
remuneration report.
The committee may offer to pay reasonable relocation expenses for the new Executive Director in line with the policies described in this report.
Service contracts
Executive Directors’ contracts are for an indefinite term with one year’s notice. Service contracts between the company (or other companies in the Group)
and current Executive Directors are summarised below. Executive Directors’ service contracts are available to view at the company’s registered office.
Director Date of service contract Notice period Termination payment
Michael Speakman1 6 August 2018 Maximum of basic annual salary plus pension and
12 months’ notice by either the
benefits for the unexpired portion of the notice
David Burke 12 October 2020 company or the Director
period, subject to mitigation.
1 Michael Speakman was appointed Chief Financial Officer in August 2018, Interim Chief Executive Officer in October 2019 and Permanent Chief Executive Officer in December 2019.
Mitigation measures are written into current Executive Director service contracts and will be written into future Executive Director service contracts.
Payment for loss of office

When considering exit payments, the committee reviews all potential incentive outcomes to ensure they are fair to both shareholders and participants.
In a departure event, the committee will typically consider:

• Whether any element of annual bonus should be paid for the financial year. Any bonus paid will be limited to the period served during the financial year
in which the departure occurs. The default position is that a deferred bonus awarded in prior years will be preserved in full, unless the committee, in its
discretion, chooses to apply malus or clawback.
• Whether any awards under the PSP should be preserved either in full or in part.
The rules of the share plans set out the treatment of specific categories of leavers as set out below. In other cases where an executive leaves employment,
the committee will consider the specific details of each case before determining whether to award good leaver status.
Good leaver status (including ill-health, injury or disability): deferred bonus share awards will vest in full. To the extent that performance conditions are met,
PSP awards are pro-rated for service during the performance period and released at the normal vesting date.
Death, or sale of employing entity out of the Group: deferred bonus share awards vest in full on death or on sale. Performance conditions with regard to PSPs
may be waived, awards may be pro-rated for service during the performance period and awards may be released early.
The default position is that an unvested PSP award or entitlement lapses on cessation of employment, unless the committee applies discretion to
preserve some or all of the awards. This provides the committee with the maximum flexibility to review the facts and circumstances of each case, allowing
differentiation between good and bad leavers and avoiding ‘payment for failure’.
For good leavers, deferred bonus awards will normally vest in full at the normal vesting date and PSP awards will normally continue until the normal vesting
date or the end of the holding period although the committee may allow awards to vest (and be released from any holding period) as soon as practicable
after leaving where appropriate. The award will vest taking into account the extent to which performance conditions have been satisfied and, unless the
committee determines otherwise, the period of service during the performance period.
The committee maintains a discretionary approach to the treatment of leavers, on the basis that the facts and circumstances of each case are unique.
In an exit situation, the committee will consider: the individual circumstances; any mitigating factors that might be relevant; the appropriate statutory and
contractual position; the position under the relevant plan documentation; and the requirements of the business for speed of change.
The committee reserves the right to make any other payments in connection with a Director’s cessation of office or employment where the payments are
made in good faith in discharge of an existing legal obligation (or by way of damages for breach of such an obligation) or by way of settlement of any claim
arising in connection with the cessation of a Director’s office or employment or for any fees for outplacement assistance and/or the Director’s legal and/or
professional advice fees in connection with his cessation of office or employment.
In certain circumstances, the committee may approve new contractual arrangements with departing Executive Directors including (but not limited to)
settlement or consultancy arrangements. These will be used sparingly and are only entered into where the committee believes that it is in the best interests
of the company and its shareholders to do so.
Change of control
In the event of a change of control, the committee will determine the extent to which unvested awards will vest after taking into account all relevant factors at
the time including the extent to which any performance conditions have been achieved and the period of time that has elapsed from the award date to the
date of the relevant event.
External appointments
The Board may allow Executive Directors to accept external appointments and retain the fees; however, in accordance with the Code, the Board will not
agree to a full-time executive taking on more than one Non-executive Directorship, or the chairmanship of any company. None of the Executive Directors
held external appointments during 2023.
Remuneration policy for other employees

Keller’s approach to remuneration is broadly consistent across the Group. Consideration is given to the experience, performance and responsibilities of
individuals. Senior managers are eligible to participate in the annual bonus scheme with similar performance measures to those used for the Executive
Directors. Maximum opportunities vary by seniority, with business-specific measures applied where appropriate.
Members of the Executive Committee are also eligible to participate in the PSP with the same performance conditions as Executive Directors. Senior
managers (approximately 60) are eligible to participate in the LTIP and receive shares conditional on continued employment with the company for two years.
The award sizes vary according to seniority. Pensions and benefits provision follows local country practice.
Considerations of conditions elsewhere in the Group

When reviewing and setting executive remuneration, the committee takes into account the relevant pay and employment conditions elsewhere in the
Group. Specifically, the level of salary increases across the Group are reviewed annually. In addition, the designated Non-executive Director with responsibility
for workforce engagement at Keller, is a member of the committee and invited to contribute to discussions in this regard.
All senior managers are set annual objectives at the beginning of each year which support the execution of our strategic levers through delivering specific
objectives relevant to their business unit. Annual bonuses payable to senior managers across the Group depend on the satisfactory completion of these
objectives as well as performance against local business unit financial targets.
It should be noted that the workforce employed across the Group’s geographically diverse businesses is not a homogeneous group and pay and conditions
are designed to be competitive in, and appropriate to, the local employment market.
Non-executive Director remuneration

The remuneration of the Non-executive Directors is determined by the Board annually within the limits set out in the Articles of Association. When setting
the fee levels consideration is given to market practice for companies of similar size and complexity. The Chairman receives an all-inclusive fee. Non-
executive Directors receive a basic fee and additional fees may be payable for chairing a committee or performing the role of Senior Independent Director.
The Non-executive Directors’ fees are non-pensionable and Non-executive Directors are not eligible to participate in any incentive plans.
The Chairman and Non-executive Directors will be reimbursed by the company for all reasonable expenses incurred in performing their duties. This may
include costs associated with travel where required and any tax liabilities payable.
All Non-executive Directors have specific terms of engagement, the dates of which are set out below. All appointments are for an initial three-year period,
and thereafter are subject to review by the Nomination and Governance Committee, unless terminated by either party on three months’ notice.
There are no provisions for compensation payable in the event of early termination.
Fees for a new Non-executive Director will be set according the principles set out above.
Fees paid to Non-executive Directors with effect from 1 January 2024 are set out in the table below.
Non-executive Director Appointment date, renewal date, renewal due Fees
Peter Hill CBE 24 May 2016 (and 26 July 2016 as Chairman) £235,000 pa
(renewed 24 May 2019 and 24 May 2022)
Eva Lindqvist1 1 June 2017 (renewed 1 June 2020 £60,000 pa

and 1 June 2023) Plus £11,500 pa (Chair of Remuneration Committee)
Paula Bell 1 September 2018 (renewed 1 September 2021) £60,000 pa

Renewal due: 1 September 2024 Plus £11,500 pa (Chair of Audit and Risk Committee)
Baroness Kate Rock 1 September 2018 (renewed 1 September 2021) £60,000 pa

Renewal due: 1 September 2024 Plus £11,500 pa (Senior Independent Director)
Plus £5,500 pa (Workforce Engagement)
Juan G. Hernández Abrams 1 February 2022 £60,000 pa

Renewal due: 1 February 2025 Plus £11,500 pa (Chair of Sustainability Committee)
Plus £11,000 pa (intercontinental travel)
Annette Kelleher 1 December 2023 £60,000 pa

Renewal due: 1 December 2026
1 Eva Lindqvist will retire from the Board and as Chair of the Remuneration Committee following the 2024 AGM. Annette Kelleher will be appointed Chair of the Remuneration Committee.
In recruiting a new Non-executive Director, the committee will utilise this Policy.
Governance
REM Annual remuneration report
The following section provides details of how Keller’s Remuneration Policy was implemented
during the financial year ended 31 December 2023.
Single total figure of remuneration for Executive Directors (audited)
The table below sets out a single figure for the total remuneration received by each Executive Director for the financial years ended 31 December 2022
and 2023:
Executive Directors
Michael Speakman David Burke
2023 2022 2023 2022
£000 £000 £000 £000
Salary 618 588 406 386

Taxable benefits1 14 14 20 20
Pension benefits2 43 41 28 27
Total fixed pay 675 643 454 433
Annual bonus3 729 35 478 23
PSP4 892 619 488 –
Total variable pay 1,621 654 966 23
Total pay 2,296 1,297 1,420 456
1 Taxable benefits consist primarily of a car allowance of £12,000 and £18,000 for Michael Speakman and David Burke respectively.
2 Pension benefits represent cash in lieu of pension for Michael Speakman. David Burke’s pension contribution is paid into a private SIPP.
3 The annual bonus represents the value of the bonus receivable in respect of the Group’s annual bonus plan for the relevant financial year. 25% of the bonus shown above will be deferred into Keller
shares for a period of two years.
4 For the PSP, the value shown for 2023 reflects the final vesting outcome of the 2021 PSP award with performance measured over the three-year performance period 1 January 2021 to 31 December
2023. The final vesting outcome of the 2021 PSP award was 95.6% of maximum. The value of the award was calculated using a three-month average closing share price to 31 December 2023 of
786p. See page 136 for further details. The 2021 award will vest on 18 March 2024. Using the average closing share price to 31 December 2023, the price appreciated from the date of the award.
Total pension entitlements (audited)

Michael Speakman and David Burke’s pension rate has been set at 7% of base salary in line with the contribution rate provided to the majority of the UK
workforce. The committee keeps the pension entitlement of the Executive Directors under review in the context of any changes in pension provision across
the Group.
2023 annual bonus

The 2023 annual bonus was based 70% on the achievement of stretching profitability and net debt targets and 30% on individual corporate objectives
aligned to the delivery of key strategic and operational priorities. Overall, the bonus outcome for 2023 was 79% of the maximum payout, for each Executive
Director, based on performance as set out below:
2023 measurement ranges and outcome Bonus as % of salary

Executive Directors
Threshold Target Maximum Performance
Measures 0% 50% 100% outcome1 Max % Outcome % Max % Outcome %
Group underlying operating profit, £m 110.0 120.2 130.0 180.9 75 75 75 75

Group net debt (IAS 17 basis), £m 297.1 270.1 243.1 146.2 30 30 30 30
Total Group measures 105 105 105 105
Corporate objectives assessment 45 13 45 13
Total bonus 150 118 150 118
Base salary £617,715 £405,562
Bonus based on performance outcomes 118 £728,657 118 £478,401
1 At 2023 actual exchange rates, before non-underlying items.

REM Annual remuneration report continued
Corporate objectives
Corporate objectives are measurable deliverables that are jointly shared by the Executive Directors and the Executive Committee and are focused on
supporting the delivery of Keller’s key strategic activities. The committee determined that this was an appropriate basis to incentivise management to
increase collaboration on strategic activities. The categories of the corporate objectives have maximums from 5% to 10% of base salary that can be
attained, with an overall maximum of 30% of base salary available (20% weighting of total annual bonus plan for Executive Directors). The committee retains
the right to apply discretion to the overall evaluation of the attainment of corporate objectives.
Opportunity Actual Outcome

Corporate objective (maximum) performance (maximum 30%)
Improved project performance 12.0% of base salary Partially achieved 2.6%

Reducing the number of loss-making
contracts (LMC)
Fixed and indirect cost management 12.0% of base salary Not achieved 0.0%
An absolute 38% reduction in Scope 2 6.0% of base salary Fully achieved 6.0%
market-based emissions
Using the 2019 reported number as a baseline
Attainment as assessed by the committee 8.6%
Discretion applied 0% reduction
Final outcome 8.6% achieved
2023 annual bonus outcomes

The financial targets for Keller were fully met in 2023.
The objective scoring by the committee for performance in 2023 against corporate objectives resulted in an outcome of 8.6% of salary.
As described in the Chair’s letter, the committee considered all relevant factors when determining the level of bonus payout and concluded that the annual
bonus payments for 2023 reflects the very strong operational and financial performance of the Group. The committee’s view was that the outcome was fair
and appropriate from both a performance perspective and also taking into account the wider stakeholder experience.
2021–23 Performance Share Plan (PSP) outcomes (audited)

Based on EPS and TSR performance over the three years ended 31 December 2023, the PSP awards made in 2021 will vest as follows:
Vesting schedule and outcome 3

% of award that will vest
Measures 0% 25% 100% Outcome Vesting %
25% weight Less than

Cumulative EPS over three years1 245p 245p 310p 338.8p 25.0
25% weight
Keller’s TSR ranking relative to the constituents Less than Upper quartile
of the FTSE 250 comparator index2 median Median or higher Upper quartile 25.0
25% weight
ROCE over three years3 Below 12% 12% 18% 17.2% 22.5
25% weight Less than
Operating profit margin 5.2% 5.2% 6.2% 6.1% 23.1
Total vesting 95.6
1 EPS and ROCE are before non-underlying items on an IFRS 16 basis.

2 Excluding investment trusts and financial services.
3 Average of the three-year ROCE for 2021–23.
The committee carefully considered the vesting levels of the 2021 award, with additional reference to both the shareholder and wider workforce experience.
It also specifically considered share price movements and was satisfied that there had been no inappropriate windfall gains over the period. The committee
determined that the LTIP outcome fairly and appropriately reflected performance over the three years and no discretion was exercised.
In line with the Policy, the committee has the ability to exercise malus and clawback with regard to incentive awards in certain circumstances as outlined in the
Policy. Overall, the committee considers that the Policy has operated as it was intended during 2023.
Governance
Scheme interests awarded in 2023 (audited) 2023–25 PSP
The three-year performance period over which performance will be measured began on 1 January 2023 and will end on 31 December 2025. Awards will vest
in March 2026, subject to meeting performance conditions. Awards were made as follows:
Shares over which Market price Face value of the Face value at Face value at
Executive Director Date of grant awards granted at award (£) award at grant threshold (£) maximum (£) Performance period
Michael Speakman 15 March 23 130,743 7.08 1

150% of salary 231,415 925,660 1 Jan 23–31 Dec 25
David Burke 15 March 23 71,533 7.081 125% of salary 126,614 506,454 1 Jan 23–31 Dec 25
1 The average of the daily closing price on 9, 10 and 11 March 2023 of the company’s shares on the main market of the London Stock Exchange.
Vesting of the 2023–25 Performance Awards is subject to achieving the following performance conditions:
Vesting schedule
Measures 0% 25% 100%
25% weight
Cumulative EPS over three years1 Below 330p 330p 400p
25% weight
Keller’s relative TSR performance vs FTSE 2502 Index over three years Below median Median Upper quartile
25% weight
Average ROCE over three years Below 12% 12% 18%
25% weight
Operating profit margin in year three Below 5.5% 5.5% 6.5%
1 EPS and ROCE are before non-underlying items on an IFRS 16 basis.

To reflect the impact of any changes in IFRS accounting standards, the committee will consider adjusting financial targets appropriately for all subsisting PSP
awards, ensuring that they are not materially easier or harder to satisfy than the original targets. Any amended targets determined by the committee will be
disclosed to shareholders in the next Directors’ remuneration report.
Directors’ interests (audited information)

The table below sets out the beneficial interests of the Directors and their families in the share capital of the company as at 31 December 2023. None of
the Directors has a beneficial interest in the shares of any other Group company. There have been no changes in the Directors’ interests in shares since
31 December 2023 and the date of this report.
Ordinary shares at Ordinary shares at

Director 31 December 2023 31 December 2022
Michael Speakman 120,299 63,008

David Burke 21,921 4,872
Peter Hill CBE 53,000 53,000
Eva Lindqvist – –
Baroness Kate Rock 2,500 2,500
Paula Bell 1,581 1,581
Juan G. Hernández Abrams – –
Annette Kelleher1 – –
1 Annette Kelleher was appointed to the Board on 1 December 2023.
Executive Directors’ shareholding guideline (audited information)

The table below shows the shareholding of each Executive Director against their respective shareholding guideline as at 31 December 2023.
Shares held Awards held1

Unvested and subject Unvested without Shareholding
Owned outright to performance performance guideline Current shareholding
or vested conditions conditions2 % salary/fee %3 salary/fee
Michael Speakman 120,299 381,715 28,661 200% 171%

David Burke 21,921 208,842 18,817 200% 48%
1 Dividend accruals are included in these numbers, totalling 21,040 shares for Michael Speakman and 11,662 shares for David Burke.
2 Deferred awards.
3 Reflects closing price on 31 December 2023 of 880p.
Supplementary information on Directors’ remuneration

Outstanding Performance Share options/awards
Details of current awards outstanding to the Executive Directors are detailed in the table below:
Dividend
Granted equivalents
At 1 January during the Vested Lapsed during accrued during At 31 December
20231,2 year in year2 the year2 the year 20232 Vesting date
Michael Speakman
9 March 20203 1,850 – 1,850 – – – 15/03/23
9 March 2020 121,399 – 75,144 46,255 – – 15/03/23
15 March 2021 (deferred award) 25,767 – 25,767 – – – 15/03/23
15 March 2021 112,640 – – – 6,082 118,722 15/03/24
15 March 2022 (deferred award) 25,948 – – – 1,401 27,349 15/03/24
15 March 2022 118,778 – – – 6,431 125,191 15/03/25
15 March 2023 (deferred award) – 1,245 – – 67 1,312 15/03/25
15 March 2023 – 130,743 – – 7,059 137,802 15/03/26
David Burke
15 March 2021 (deferred award) 3,856 – 3,856 – – – 15/03/23
15 March 2021 61,625 – – – 3,327 64,952 15/03/24
15 March 2022 (deferred award) 17,036 – – – 920 17,956 15/03/24
15 March 2022 64,986 – – – 3,509 68,495 15/03/25
15 March 2023 (deferred award) – 817 – – 44 861 15/03/25
15 March 2023 – 71,533 – – 3,862 75,395 15/03/26
1 For awards granted in 2020, performance conditions are measured 25% on TSR outperformance of the FTSE 250 excluding investment trusts and financial services, 50% on EPS over three years of
the performance period, and 25% on ROCE. Awards granted in 2021 are measured 25% on TSR outperformance of the FTSE 250 excluding investment trusts and financial services, 25% on EPS over
three years of the performance period, 25% on ROCE, and 25% on operating margin in year three. Each performance period ends on 31 December of the third year.
2 Includes dividend equivalents added as shares since the date of grant.
3 The committee decided to make an additional PSP award to Michael Speakman to reflect his service as CEO from 1 September to 31 December 2019. This award carries the same performance
measures as the 2019–21 PSP award and will vest in three years from the date of grant. The award was made at the same time as the 2020 PSP awards in March 2020, albeit the committee considers
it to be remuneration awarded in respect of 2019 and supplements his 2019 PSP award.
CEO pay for performance comparison with TSR performance

The graph below shows the company’s performance, measured by TSR, compared with the performance of the FTSE 250 Index (excluding investment
trusts and financial services) and the FTSE All-Share Index. These indices have been selected for consistency with the comparator groups used to measure
TSR performance for PSP awards.
This graph shows the growth in value of a hypothetical £100 holding in Keller Group plc ordinary shares over 10 years, relative to a hypothetical £100 holding
in the FTSE 250 and FTSE All-Share Indices.
200
175
150
125
100
75
50
25
0
Dec 2013 Dec 2014 Dec 2015 Dec 2016 Dec 2017 Dec 2018 Dec 2019 Dec 2020 Dec 2021 Dec 2022 Dec 2023
Keller FTSE 250 FTSE All-Share

Governance
The table below details the CEO single figure of remuneration over the same period.
2014 20151 2016 2017 20182 20193 2020 2021 2022 2023
CEO single figure of remuneration (£000) 1,630 1,420 715 1,427 639 921 1,433 1,685 4
1,297 2,296
Annual bonus as a % of maximum opportunity 22 85 12 59 0 38 93 90 6 79
PSP vesting as a % of maximum opportunity 100 67.3 0 33.9 0 26.5 10.6 36.6 61.9 95.6
1 The CEO single figure of remuneration has been calculated using Justin Atkinson’s emoluments for the period from 1 January 2015 to 14 May 2015 and Alain Michaelis’ emoluments for the period
14 May 2015 to 31 December 2015.
2 The committee exercised its discretion and applied 0% bonus in 2018.
3 The CEO single figure of remuneration has been calculated using Alain Michaelis’ emoluments for the period from 1 January 2019 to 30 September 2019 and Michael Speakman’s emoluments for the
period 1 October 2019 to 31 December 2019.
4 Reflects the restatement of the PSP for 2021 to reflect the share price on the vesting date compared with the estimate published in the 2021 Annual Report. See page 134.
CEO pay ratio

The table below shows the comparison of the CEO’s single total figure of remuneration (STFR) to the 25th, median and 75th percentile STFR of full-time
equivalent UK employees on a Group-wide basis consistent with The Companies (Miscellaneous Reporting) Regulations 2018.
Financial year Method 25th percentile pay ratio Median pay ratio 75th percentile pay ratio
2019 Option A 26:1 19:1 15:1

2020 Option A 37:1 24:1 18:1
2021 Option A 43:1 30:1 22:1
2021 (restated with actual bonuses) Option A 43:1 30:1 22:1
2022 Option A 34:1 20:1 15:1
2022 (restated with actual bonuses) Option A 33:1 20:1 15:1
2023 Option A 51:1 33:1 25:1
The employees used for the purposes of the table above were identified as based in the UK and on a full-time equivalent basis as at 31 December 2023.
Option A was chosen as it is considered to be the most accurate way of identifying the relevant employees required by The Companies (Miscellaneous
Reporting) Regulations 2018.
The CEO pay ratio has been calculated to show the remuneration of the CEO Michael Speakman, who has been CEO on a permanent basis for the full
financial year.
Due to the timing of bonus payouts for the 2023 performance year, we have used the bonus payout for 2023 for the CEO and the bonus payouts for the
comparison population that was paid in 2023, in respect of the 2022 performance year. We will update these figures with the actual amounts paid in 2022,
in respect of the 2023 performance year, in next year’s Annual remuneration report.
The following table provides salary and total remuneration information in respect of the employees at each quartile.
Financial year Element of pay 25th percentile employee Median employee 75th percentile employee
2022 Salary £31,576 £46,662 £62,567

Total remuneration £37,753 £63,434 £85,133
2023 Salary £35,169 £50,531 £67,267
Total remuneration £44,722 £70,590 £92,825
The Board has confirmed that the ratio is consistent with the company’s wider policies on employee pay, reward and progression.
Director percentage change versus employee group

The table below shows how the percentage increase in each Director’s salary/fees, taxable benefits and annual bonus between 2022 and 2023 compared
with the average percentage increase in each of those components of pay for the UK-based employees of the Group as a whole. The Committee has
previously monitored year-on-year changes between the movement in salary, benefits and annual bonus for the CEO between the current and previous
financial year compared with that of employees. As required under The Companies (Directors’ Remuneration Policy and Directors’ Remuneration Report)
Regulations 2019, the analysis has been expanded to cover each Executive Director and Non-executive Director and this information will build up to display a
five-year history.
% change 2022/23 % change 2021/22 % change 2020/21 % change 2019/20

% % % % % % % % % % % %
change change change change change change change change change change change change
in salary in in annual in salary in in annual in salary in in annual in salary in in annual
or fees benefits bonus or fees benefits bonus or fees benefits bonus or fees benefits bonus
Executive Directors
Michael Speakman1 5.1 3.6 1,983 3.0 1.90 (95.5) 2.0 (0.8) (1.6) 39.3 0.0 412.4
David Burke1 5.2 2.3 1,978 3.0 2.00 (95.5) 364.4 300.0 332.5 n/a n/a n/a
Chairman and
Non-executive Directors2
Peter Hill CBE 5.0 5.0 0.0 0.0 2.6 0.0 0.0 8.3 0.0 0.0
Baroness Kate Rock 5.0 2.1 0.0 0.0 1.4 0.0 0.0 26.3 0.0 0.0
Paula Bell 5.0 2.4 0.0 0.0 1.6 0.0 0.0 8.8 0.0 0.0
Eva Lindqvist 5.0 2.4 0.0 0.0 1.6 0.0 0.0 26.5 0.0 0.0
Juan G. Hernández Abrams 32.3 100.0 0.0 0.0 n/a n/a n/a n/a n/a n/a
Annette Kelleher3 n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a
Nancy Tuor Moore 4
n/a n/a n/a (52.6) 0.0 0.0 (7.7) 0.0 0.0 6.0 0.0 0.0
Paul Withers4 n/a n/a n/a n/a n/a n/a n/a n/a n/a (60.0) 0.0 0.0
Keller UK based employees 5,6 6.0 15.0 27.0 4.5 44.6 (11.8) 5.3 22.8 23.4 15.5 16.7 146.4
1 The substantial increase in all measures for David Burke between 2020 and 2021 reflects a full year of employment following his start date on 12 October 2020. In both 2020 and 2021 the financial
targets relating to profitability and cash-based performance were achieved in full. The Executive Directors and the comparator group of employees are incentivised on the same financial metrics.
2 The increases for Non-executive Directors reflect the changes made during 2022 and 2023.
3 Annette Kelleher was appointed in December 2023.
4 Paul Withers and Nancy Tuor Moore retired in June 2020 and May 2022 respectively.
5 The comparator group comprises the population of Keller UK and group head office employees being professional/managerial employees based in the UK and employed on more readily comparable terms.
6 The change in components of the comparator group remuneration is on a per capita basis, the year-on-year increases, reflect large percentage increases in small value benefits such as travel allowances.
Relative importance of spend on pay

The table below shows shareholder distributions (ie dividends) and total employee pay expenditure for the financial years ended 31 December 2022 and
31 December 2023, along with the percentage changes.
2023 2022 %
£m £m change
Distribution to shareholders1 27.7 26.4 5.0%

Remuneration paid to all employees 2
739.7 699.8 5.7%
1 The Directors are proposing a final dividend in respect of the financial year ended 31 December 2023 of 31.3p per ordinary share.
2 Total remuneration reflects overall employee costs. See note 8 to the consolidated financial statements for further information.
Summary of implementation of the Remuneration Policy during 2023 and 2024

Overall, the committee considers that the Remuneration Policy has operated as it intended during 2023, with no deviations. A summary of how the
committee intends the Policy to be operated during 2024 can be found in the remuneration policy report on pages 126 to 134.
2024 base salary and benefits

The committee noted that salary increases for UK-based employees across the Group were generally around 6.5%, effective 1 January 2024. The Executive
Directors received salary increases of 4.5% for 2024.
Benefits for 2024 will remain broadly unchanged from prior years.
Governance
2024 pensions
Pension contributions for Michael Speakman and David Burke have been set at 7% of base salary in line with the rate provided to the majority of the
workforce in the UK and on a weighted average basis around Keller’s most populous locations.
2024 annual bonus

For 2024, 70% of Executive Directors’ bonus will be based on Group financial results and 30% will be based on shared corporate objectives. The performance
measures will be underlying operating profit, an important indicator of the company’s financial and operating performance, and a cash-based target, a more
operational measure. Targets for each measure are challenging but realistic and have been set in the context of the business plan. Targets will be disclosed
retrospectively in the 2023 Annual remuneration report to the extent that they are no longer considered commercially sensitive.
25% of any bonus earned will be deferred into company shares for two years.
2024–26 Performance Share Plan Awards (PSP)

The 2024–26 PSP performance conditions will be assessed over three years based on the following measures: relative TSR (25% weight), cumulative EPS
(25% weight), return on capital employed (ROCE) (25% weight) and operating profit margin (25% weight). These measures strongly align potential payout
under the PSP with Keller’s strategic priorities.
Relative TSR performance will be measured by ranking against FTSE 250 companies (excluding investment trusts and financial services). Under a ranked
approach, a threshold vesting (resulting in 25% of that portion of the award vesting) will be for median performance against the comparator group;
maximum vesting for upper quartile performance (or above) against the comparator group. Straight-line vesting between these points.
EPS will be measured on a cumulative basis enabling target setting to reflect business plans, market consensus and the position in the construction cycle.
Cumulative EPS of 500p over the three-year period will enable full vesting of this performance condition, with a threshold vesting of 25% if 400p is achieved,
calculated off the 2021 underlying EPS (at IFRS 16 basis) of 88.4p.
ROCE will be measured on an average basis over the three-year performance period, with a threshold level of performance of 20% (leading to 25% of that
portion of the award vesting) and a maximum of 25%. Straight-line vesting between these points.
Operating profit margin will be measured in year three (with a threshold vesting of 6.0% leading to 25% of that portion of the award vesting) and maximum of
7.0%. Straight-line vesting between these points.
These targets have been carefully assessed and the committee considers them to be appropriately stretching, given the company’s business plans,
opportunity set and investor expectations and the challenging macroeconomic environment.
2024–26 Performance Share Awards

To reflect the impact of any changes in IFRS accounting standards, the committee will consider adjusting financial targets for all subsisting PSP awards,
ensuring that they are not materially easier or harder to satisfy than the original targets. Any amended targets determined by the committee will be
disclosed to shareholders in the next Directors’ remuneration report.
Vesting schedule
Measures 0% 25% 100%
25% weight – Cumulative EPS over three years1 Below 400p 400p 500p
25% weight – Keller’s relative TSR performance vs FTSE 2502 Index over three years Below median Median Upper quartile
25% weight – Average ROCE over three years Below 20% 20% 25%
25% weight – Operating profit margin in year three Below 6.0% 6.0% 7.0%
1 EPS is before non-underlying items on an IFRS 16 basis.

Chairman and Non-executive Director fees

Fees for the Non-executive Directors were reviewed with effect from 1 January 2024. The base fee was increased by 4.5%. Additional fees for chairing
a committee and for the Senior Independent Director were increased by 9.5%. A fee of £5,500 was agreed for the role of designated NED for workforce
engagement and the fee for intercontinental travel was increased by 4.8%. The Chairman’s fee was increased by 6.6%.
Single total figure of remuneration for Non-executive Directors (audited information)

The table below sets out a single figure for the total remuneration received by each Non-executive Director for the year ended 31 December 2023 and the
prior year:
2023 2022
Non-executive Director £ £
Peter Hill CBE 220,500 210,000
Eva Lindqvist1 67,725 64,500
Paula Bell2 67,725 64,500
Baroness Kate Rock3 78,235 74,500
Juan G. Hernández Abrams4 78,235 59,125
Annette Kelleher5 4,769 –
Nancy Tuor Moore6 – 31,042
Total fees 517,189 503,667
1 Eva Lindqvist received additional fees of £10,000 as Chair of the Remuneration Committee.
2 Paula Bell received additional fees of £10,000 as Chair of the Audit and Risk Committee.
3 Baroness Kate Rock received additional fees of £10,000 as Senior Independent Director and £10,000 as Chair of the Social and Community Committee.
4 Juan G. Hernández Abrams received additional fees of £10,000 as Chair of the Sustainability Committee and £10,000 for intercontinental travel.
5 Annette Kelleher joined the Board on 1 December 2023.
6 Nancy Tuor Moore retired in May 2022.
Statement of shareholder voting

The following table sets out the results of the vote on the Remuneration report at the 2023 AGM and the Remuneration Policy at the 2021 AGM:
Votes for Votes against
Votes cast Votes withheld
Number % Number % Number Number
Remuneration report 56,345,523 93.73 3,769,367 6.27 60,114,890 4,470
Remuneration Policy 54,665,416 90.20 5,942,286 9.80 60,607,702 6,784
Consideration by the Directors of matters relating to Directors’ remuneration

The following Directors were members of the Remuneration Committee when matters relating to the Directors’ remuneration for 2024 were being considered:
• Eva Lindqvist
• Juan G. Hernández Abrams
• Paula Bell
• Baroness Kate Rock
• Annette Kelleher
During the year, the committee received assistance from Kerry Porritt (Group Company Secretary and Legal Advisor) on salary increases, bonus awards,
share plan awards and vesting, and policy and governance matters. David Burke (Chief Financial Officer) presented information with regard to 2023
financial performance and 2024 budget and the three-year plan for 2024–26. In determining the Executive Directors’ remuneration for 2023 and 2024, the
committee consulted the Chairman and the CEO about its proposals, except (in the case of the CEO) in relation to their own remuneration. No Director was
involved in determining their own remuneration.
No member of the committee has any personal financial interest (other than as a shareholder), conflict of interest arising from cross-directorships or day-
to-day involvement in running the business. Given their diverse backgrounds, the Board believes that the members of the committee are able to offer an
informed and balanced view on executive remuneration issues.
Corporate governance
The committee’s terms of reference, which were reviewed during the year, are available on the Group’s website (www.keller.com) and on request from the
Group Company Secretary and Legal Advisor.
The committee conducted an effectiveness review of the business covered during the year against its terms of reference.
External advisers
During the year, the committee received advice from Deloitte, an independent firm of remuneration consultants appointed by the committee after
consultation with the Board. The committee is satisfied that Deloitte is and remains independent of the company and that the advice provided is impartial
and objective. Deloitte is a founding member and signatory of the Code of Conduct for Remuneration Consultants, details of which can be found at
www.remunerationconsultantsgroup.com.
During the year, Deloitte also provided advice in relation to tax compliance and risk advisory services. The committee is satisfied that the provision of these
services did not impair Deloitte’s ability to advise the committee independently and objectively. Their total fees for the provision of remuneration services to
the committee for 2023 were £43,250.
Eva Lindqvist
Chair of the Remuneration Committee
Approved by the Board of Directors and authorised for issue on 4 March 2024.
Directors’ report
Governance
Results and dividends
The results for the year, showing an underlying profit before taxation of
£153.4m (2022: £93.5m), are set out on pages 148 to 201. Statutory profit
before tax was £125.6m (2022: £56.3m). The Directors recommend a final
dividend of 31.3p per share to be paid on 28 June 2024, to members on
the register at the close of business on 31 May 2024. An interim dividend of
13.9p per share was paid on 8 September 2023. The total dividend for the
year of 45.2p (2022: 37.7p) will amount to £32.7m (2022: £27.3m).
Going concern and viability statements

Information relating to the going concern and viability statements is set out
on page 39 of the Strategic report and is incorporated by reference into this
report.
Financial instruments
Full details can be found in note 26 to the financial statements and in the
Chief Financial Officer’s review.
Post balance sheet events

Kerry Porritt Please see page 205 for post balance sheet events.

Change of control
The Group’s main banking facilities contain provisions that, upon 15 days’
notice being given to the Group, lenders may exercise their discretion to
The Directors present their report together with require immediate repayment of the loans on a change of control and
the audited consolidated financial statements for cancel all commitments under the agreement.
the year ended 31 December 2023.
Certain other commercial agreements, entered into in the normal course
of business, include change of control provisions. There are no agreements
This report is required to be produced by law. The providing for compensation for the Directors or employees on a change
Disclosure Guidance and Transparency Rules and of control.
the Listing Rules also require us to make certain
disclosures. Transactions with related parties
Apart from transactions between the company, its subsidiaries and joint
The Corporate governance statement, including operations, which are related parties, there have been no related party
the Audit and Risk Committee report, forms part transactions during the year.
of this Directors’ report and is incorporated by
reference. Disclosures elsewhere in the Annual Directors and their interests
Report and Accounts are cross‑referenced The names of all persons who, at any time during the year, were Directors
where appropriate. Taken together, the Strategic of the company can be found on pages 88 and 89. The interests of the
report on pages 1 to 84 and this Directors’ report Directors holding office at the end of the year in the issued ordinary share
capital of the company and any interests in its Performance Share Plan are
fulfil the requirement of Disclosure Guidance
given in the Directors’ remuneration report on pages 137 and 138.
and Transparency Rule 4.1.5R to provide a
Management report. No Director had a material interest in any significant contract, other than a
service contract or a contract for services, with the company or any of its
operating companies during the year.
The company’s Articles of Association indemnify the Directors out of the

assets of the company in the event that they suffer any loss or liability in the
execution of their duties as Directors, subject to the provisions of the 2006
Act. The company maintains insurance for Directors and Officers in respect
of liabilities which could arise in the discharge of their duties.
Powers of the Directors

The business of the company is overseen by the Board, which may exercise
all the powers of the company subject to the provisions of the company’s
Articles of Association, the 2006 Act and any ordinary resolution of the
company. Specific treatment of Directors’ powers regarding allotment
and repurchase of shares is provided under separate headings in the
following pages.
Directors’ report continued
Amendment of the company’s Articles of Association Share capital

Any amendments to the company’s Articles of Association may be made in Details of the share capital, together with details of the movements in the
accordance with the provisions of the 2006 Act by way of special resolution. company’s issued share capital during the year, are shown in note 28 to the
The company’s Articles of Association were last amended in May 2017. consolidated financial statements. The company has one class of ordinary
shares which is listed on the London Stock Exchange (ordinary shares).
Ordinary shares carry no right to a fixed income and each ordinary share
Appointment and replacement of Directors
carries the right to one vote at general meetings of the company.
Directors shall be no fewer than two and no more than 12 in number.
Subject to applicable law, a Director may be appointed by an ordinary There are no specific restrictions on the size of a shareholding, nor on the
resolution of shareholders in a general meeting following nomination by transfer of shares, which are both governed by the Articles of Association
the Board or a member (or members) entitled to vote at such a meeting, or and the prevailing law. The Directors are not aware of any agreements
following retirement by rotation if the Director chooses to seek re-election between shareholders that may result in restrictions on voting rights and
at a general meeting. In addition, the Directors may appoint a Director to fill the transfer of securities. No person has any special rights of control over
a vacancy or as an additional Director, provided that the individual retires at the company’s share capital and all issued shares are fully paid.
the next AGM. A Director may be removed by the company as provided for
by applicable law, in certain circumstances set out in the company’s Articles Details of employee share plans are set out in note 32 to the consolidated
of Association (for example bankruptcy, or resignation), or by a special financial statements. Treasury shares and shares held by the Keller Group
resolution of the company. All Directors stand for re-election on an annual plc Employee Benefit Trust are not voted.
basis, in line with the recommendations of the Code.
Repurchase of shares
Employees The company obtained shareholder authority at the last AGM
The Group employed 9,500 people at the end of the year. (17 May 2023) to buy back up to 7,277,078 shares. The authority remains
outstanding until the conclusion of the 2024 AGM but could be varied or
withdrawn by agreement of shareholders at an intervening general meeting.
Employment policy The minimum price which must be paid for each ordinary share is its
The Group gives full and fair consideration to applications for employment nominal value and the maximum price is the higher of an amount equal to
made by disabled persons, having regard for their respective aptitudes and not more than 5% above the average of the middle market quotations for
abilities. The policy includes, where practicable, the continued employment an ordinary share, as derived from the London Stock Exchange Daily Official
of those who become disabled during their employment and the provision List for the five business days immediately before the purchase is made,
of training and career development and promotion, where appropriate. and an amount equal to the higher of the price of the last independent
Information on the Group’s approach to employee involvement, equal trade of an ordinary share and the highest current independent bid for an
opportunities and health, safety and the environment can be found in the ordinary share on the trading venue where the purchase is carried out.
ESG and sustainability section of this report on pages 59 to 84.
The Directors have not used, and have no current plans to use,
this authority.
During the financial year, the Directors have considered the needs of the
company’s stakeholders as part of their decision-making process. Details Allotment of shares and pre‑emption disapplication
are set out in our section 172 statement on pages 94 to 96. Shareholder authority was given at the 2023 AGM for the Directors to
allot new shares (i) up to an aggregate nominal amount of £2,425,693,
approximately equivalent to one-third of the company’s issued share
Political donations
capital (excluding treasury shares, as at 9 March 2023 and (ii) in connection
No political donations were made during the year. Keller has an established with a rights issue, a further aggregate nominal amount of £2,425,693,
policy of not making donations to any political party, representative or approximately equivalent to an additional one-third of the company’s issued
candidate in any part of the world. share capital (excluding treasury shares, as at 9 March 2023. Shareholder
authority was also granted to disapply pre-emption rights: (i) up to an
Greenhouse gas emissions aggregate nominal amount of £727,708, representing approximately
10% of the company’s issued share capital as at 9 March 2023, on an
Information relating to the greenhouse gas emissions of the company is set
unrestricted basis and (ii) up to a further aggregate nominal amount of
out on page 65 and is incorporated by reference into this report.
£727,708, representing approximately a further 10%. of the company’s
issued share capital for use in connection with an acquisition or specified
Research and development capital investment announced either contemporaneously with the issue,
The Group continues to have in-house design, development and or which has taken place in the preceding twelve-month period and is
manufacturing facilities, where employees work closely with site engineers disclosed in the announcement of the issue and (iii) in the case of both (i)
to develop new and more effective methods of solving problems of ground or (ii), up to an additional 2%. in connection with a follow-on offer to retail
conditions and behaviour. Most of the specialised ground improvement investors or existing investors not allocated shares in the offer.
equipment used in the business is designed and built in-house and,
where applicable, the development costs are included in the cost The Directors have not used, and have no current plans to use,
of the equipment. these authorities.
Governance
Auditor Other information
The Board, upon the recommendation of the Audit and Risk Committee, The Directors who held office at the date of approval of this Directors’
has decided that Ernst & Young LLP (EY) will be proposed as the Group’s report confirm that, in accordance with the provisions of section 418 of
auditor for the year ending 31 December 2024 and a resolution to reappoint the 2006 Act, so far as they are each aware, there is no relevant audit
EY will be put to shareholders at the 2024 AGM. information of which the company’s auditor is unaware; and each Director
has taken all the steps that he or she ought to have taken as a Director to
make him or herself aware of any relevant audit information and to establish
AGM
that the company’s auditor is aware of that information.
The full details of the 2024 AGM, which will take place on 15 May 2024,
are set out in the Notice of Meeting, together with the full wording of the
resolutions to be tabled at the meeting.
Substantial shareholdings
Kerry Porritt
At 4 March 2024, the company had been notified in accordance with
chapter 5 of the Disclosure Guidance and Transparency Rules of the
Financial Conduct Authority of the voting rights of shareholders in Approved by the Board of Directors and authorised for issue on
the company as per the table below: 4 March 2024.
Number of Percentage of the Registered office:

Ordinary shares ordinary shares total voting rights
2 Kingdom Street
FIL Limited 8,116,522 11.15 London W2 6BD
Schroders Plc 7,268,153 9.98
Registered in England No. 2442580
Old Mutual Plc 4,242,670 5.96
J O Hambro Capital
Management Limited 3,650,933 5.01
Franklin Templeton
Institutional, LLC 3,557,757 4.96
Aberforth Partners LLP 3,597,495 4.94
Artemis Investment
Management LLP 3,561,152 4.94
Standard Life Aberdeen plc 3,443,366 4.78
Baillie Gifford & Co 3,327,404 4.60
Source: TR1 notifications made by shareholders to the company.
Disclaimer
The purpose of this Annual Report and Accounts is to provide information
to the members of the company, as a body, and no other persons.
The company, its Directors and 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.
The Annual Report and Accounts 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 materially from those anticipated. The forward-
looking statements reflect knowledge and information available at the
date of preparation of this Annual Report and Accounts and the company
undertakes no obligation to update these forward-looking statements.
Nothing in this Annual Report and Accounts should be construed as a
profit forecast.
Statement of Directors’ responsibilities

in respect of the Annual Report and the financial statements
The Directors are responsible for preparing the Annual Report and the Responsibility statement of the Directors in respect of
Group and company financial statements in accordance with applicable the Annual Report and the financial statements
law and regulations.
We confirm that to the best of our knowledge:
Company law requires the Directors to prepare Group and company
financial statements for each financial year. Under that law they have • the financial statements, prepared in accordance with the applicable
elected to prepare the Group financial statements in accordance with set of accounting standards, give a true and fair view of the assets,
UK-adopted International Accounting Standards in conformity with the liabilities, financial position and profit or loss of the company and the
requirements of the Companies Act 2006, and the parent company undertakings included in the consolidation as a whole; and
financial statements in accordance with UK Accounting Standards, • the Strategic report and the Directors’ report, including content
including FRS 101 Reduced Disclosure Framework. contained by reference, includes a fair review of the development
and performance of the business and the position and performance
Under company law the Directors must not approve the financial of the company and the undertakings included in the consolidation
statements unless they are satisfied that they give a true and fair view of the taken as a whole, together with a description of the principal risks and
state of affairs of the Group and company and of their profit or loss for that uncertainties that they face.
period. In preparing each of the Group and company financial statements,
The Board confirms that the Annual Report and the financial statements,
the Directors are required to:
taken as a whole, are fair, balanced and understandable and provide the
• select suitable accounting policies and then apply them consistently; information necessary for shareholders to assess the Group’s position and
performance, business model and strategy.
• make judgements and estimates that are reasonable and prudent;
• for the Group financial statements, state whether they have been The Strategic report (pages 1 to 84) and the Directors’ report (pages 143 to
prepared in accordance with UK-adopted International Accounting 145) have been approved by the Board of Directors and authorised for issue
Standards in conformity with the requirements of the Companies on the date shown below.
Act 2006;
• for the company financial statements, state whether the applicable
UK Accounting Standards have been followed, subject to any
material departures disclosed and explained in the company financial
statements;
• assess the Group and company’s ability to continue as a going
Kerry Porritt
concern, disclosing, as applicable, matters relating to going concern;
and Group Company Secretary and Legal Advisor
• use the going concern basis of accounting unless they either intend to 4 March 2024
liquidate the Group or the company or to cease operations, or have no
realistic alternative but to do so. Registered office:
2 Kingdom Street
The Directors are responsible for keeping adequate accounting records that London W2 6BD
are sufficient to show and explain the company’s transactions and disclose
with reasonable accuracy at any time the financial position of the company Registered in England No. 2442580
and enable them to ensure that its financial statements comply with the
Companies Act 2006. They are 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, and
have general responsibility for taking such steps as are reasonably open to
them to safeguard the assets of the Group and to prevent and detect fraud
and other irregularities.
Under applicable law and regulations, the Directors are also responsible for
preparing a Strategic report, a Directors’ report, a Directors’ remuneration
report and a Corporate governance statement that comply with that law
and those regulations.
The Directors are responsible for the maintenance and integrity of the
corporate and financial information included on the company’s website.
Legislation in the UK governing the preparation and dissemination of
financial statements may differ from legislation in other jurisdictions.
148 Independent auditor’s report Other information
159 Consolidated income statement 218 Financial record
160 Consolidated statement of comprehensive income 219 Contacts
161 Consolidated balance sheet 220 Cautionary statement
162 Consolidated statement of changes in equity
163 Consolidated cash flow statement
164 Notes to the consolidated financial statements
206 Company balance sheet
207 Company statement of changes in equity
208 Notes to the company financial statements
215 Adjusted performance measures
Independent auditor’s report

to the members of Keller Group plc
Opinion
In our opinion:
• Keller Group plc’s Group financial statements and parent company financial statements (the ‘financial statements’) give a true and fair view of the
state of the Group’s and of the parent company’s affairs as at 31 December 2023 and of the Group’s profit for the year then ended;
• the Group financial statements have been properly prepared in accordance with UK adopted international accounting standards;
• the parent company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting
Practice; and
• the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the financial statements of Keller Group plc (the ‘parent company’) and its subsidiaries (the ‘Group’) for the year ended 31 December 2023
which comprise:
Group Parent company
Consolidated balance sheet as at 31 December 2023 Company balance sheet as at 31 December 2023
Consolidated income statement for the year then ended 31 December 2023 Company statement of changes in equity for the year
then ended 31 December 2023
Consolidated statement of comprehensive income for the year then ended
31 December 2023 Related notes 1 to 10 to the financial statements
including a summary of significant accounting policies
Consolidated statement of changes in equity for the year then ended
31 December 2023
Consolidated statement of cash flows for the year then ended 31 December 2023
Related notes 1 to 35 to the financial statements, including a summary of significant
accounting policies
The financial reporting framework that has been applied in the preparation of the consolidated financial statements is applicable law and UK adopted
international accounting standards. The financial reporting framework that has been applied in the preparation of the parent company financial statements
is applicable law and United Kingdom Accounting Standards, including FRS 101 ‘Reduced Disclosure Framework’ (United Kingdom Generally Accepted
Accounting Practice).
Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those
standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Independence
We are independent of the Group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements
in the UK, including the FRC’s Ethical Standard as applied to listed public interest entities, and we have fulfilled our other ethical responsibilities in accordance
with these requirements.
The non-audit services prohibited by the FRC’s Ethical Standard were not provided to the Group or the parent company and we remain independent of the
Group and the parent company in conducting the audit.
Conclusions relating to going concern • We confirmed the continued availability of debt facilities through the
going concern period and reviewed their underlying terms including
In auditing the financial statements, we have concluded that the Directors’
the new private placement of $300m entered into during the year,
use of the going concern basis of accounting in the preparation of the
including covenants, by examination of executed documentation, and
financial statements is appropriate. Our evaluation of the Directors’
agreed the amounts drawn down at year end to external confirmations
assessment of the Group and parent company’s ability to continue to adopt
from the banks.
the going concern basis of accounting included:
• We extended our procedures (including inquiries of management,
• In conjunction with our walkthrough of the Group’s financial considering the forward order book, and maturity of debt/availability
statements close process, we confirmed our understanding of of access to future financing in the viability period) to consider
management’s going concern assessment process and also engaged events beyond 31 March 2025, including the forecast for covenant
with management early to ensure key factors were considered in compliance at the next testing interval as at 30 June 2025. We have
their assessment, including the evaluation of the current economic also inquired with our debt advisory specialist over the availability and
environment impacting the Group and our own independent prospects of Keller’s refinancing options based on the corporate
assessment of risk. This included macroeconomic factors such as finance market for the sector, noting the maturity of facilities due
uncertainty over future interest rates, the price of steel, and continued to expire after the going concern period, most notably the revolving
inflationary pressure over the cost of material, energy and labour. credit facility, due to expire in November 2025.
• We obtained management’s Board-approved forecast cash flows and • We considered whether management’s disclosures in the financial
covenant calculation covering the period of assessment from the date statements sufficiently and appropriately capture the impact of
of signing to 31 March 2025. As part of this assessment, the Group the Group’s principal risks and uncertainties on the going concern
has modelled a number of adverse scenarios in their cash forecasts assessment and through consideration of relevant disclosure
and covenant calculations in order to incorporate unexpected changes standards.
to the forecasted liquidity of the Group. • The audit procedures performed in evaluating the Directors’
• We assessed the reasonableness of the cash flow forecast through assessment were performed by the Group audit team, however
analysing management’s historical forecasting accuracy, challenging we also considered the financial and non-financial information
the robustness of the Group’s orderbook, and considering actual post communicated to us from our component teams of key locations as
year-end performance to date. We have assessed how management sources of potential contrary indicators which may cast doubt over the
considered the future profitability and cashflows assumed in the going concern assessment.
base case forecast to take account of significant one-off margin
contributions during the current year for example windfall from steel The results from both management’s evaluation and our independent
prices one-off items which are not expected to recur. We evaluated reverse stress testing suggest that the Group would need to be exposed
the key assumptions underpinning the Group’s assessment by to downside events significantly greater than the financial effect of the
challenging the measurement and completeness of downside disruption caused in recent years (eg due to COVID-19 and Russia’s
scenarios modelled by management and how these compare with invasion of Ukraine) throughout the going concern period in order to breach
principal risks and uncertainties of the Group. its covenants or exhaust its available funding.
• We considered the extent to which current and emerging climate-
The Group has borrowing facilities available to it during the going concern
related risks may affect the Group’s assessment, including
period. The undrawn committed facilities available as at 31 December 2023
assumptions around the long-term reliance on concrete, steel and
amounted to £377.8m which comprises mainly of the Group’s £375m
related manufacturing processes, the use of heavy-duty combustion
revolving credit facility, expiring on 23 November 2025.
machinery, ‘Environmental, Social and Governance’ related covenants
or levies, the cost of climate adaptation solutions, and the exposure
to extreme weather events which could delay project completion or Conclusion
cause damage to physical assets. We have also considered the impact Based on the work we have performed, we have not identified any material
of increased replacement cost for capex arising from stranded assets uncertainties relating to events or conditions that, individually or collectively,
which do not meet the required carbon emission standards. may cast significant doubt on the Group and parent company’s ability to
• We tested the clerical accuracy and logical integrity of the cash flow continue as a going concern for a period through to 31 March 2025.
forecast model, used to prepare the Group’s going concern and
viability assessments. In relation to the Group and parent company’s reporting on how they have
• We considered whether the Group’s forecasts and related key applied the UK Corporate Governance Code, we have nothing material
assumptions in the going concern assessment were consistent to add or draw attention to in relation to the Directors’ statement in the
with other forecasts used by the Group in its accounting estimates, financial statements about whether the Directors considered it appropriate
including goodwill impairment and deferred tax asset recognition. to adopt the going concern basis of accounting.
• We evaluated, based on our own independent analysis, what reverse
Our responsibilities and the responsibilities of the Directors with respect
stress testing scenarios could lead either to a breach of the Group’s
to going concern are described in the relevant sections of this report.
banking covenants or a liquidity shortfall and whether these scenarios
However, because not all future events or conditions can be predicted,
were plausible.
this statement is not a guarantee as to the Group’s ability to continue as a
• Our analysis also considered the mitigating actions that management going concern.
could undertake in an extreme downside scenario and whether these
were achievable and in control of management.
Independent auditor’s report continued

Overview of our audit approach

Audit scope • We performed an audit of the complete financial information of 63 components and audit procedures on
specific balances for a further 19 components.
• The components where we performed full or specific audit procedures accounted for 93% of profit before tax,
94% of revenue and 95% of total assets.
Key audit matters • Improper revenue recognition.

• Carrying value of goodwill.
• Quality of earnings including disclosure of non-underlying items.
Materiality • Overall Group materiality of £7.0m which represents 4.6% of profit before tax, adjusted for one-off, non-
underlying items.
An overview of the scope of the parent company The reporting components where we performed audit procedures
and Group audits accounted for 93% (2022: 91%) of the Group’s profit before tax, 94%
(2022: 93%) of the Group’s revenue and 95% (2022: 96%) of the Group’s
Tailoring the scope total assets. For the current year, the full scope components contributed
Our assessment of audit risk, our evaluation of materiality and our allocation 78% (2022: 48%) of the Group’s profit before tax, 64% (2022: 67%) of
of performance materiality determine our audit scope for each company the Group’s revenue and 67% (2022: 70%) of the Group’s total assets.
within the Group. Taken together, this enables us to form an opinion on The specific scope component contributed 15% (2022: 43%) of the
the consolidated financial statements. We take into account size, risk Group’s profit before tax, 30% (2022: 26%) of the Group’s revenue and
profile, the organisation of the Group and effectiveness of Group-wide 28% (2022: 27%) of the Group’s total assets. The audit scope of these
controls, changes in the business environment, the potential impact of components may not have included testing of all significant accounts of
climate change and other factors such as recent internal audit results when the component but will have contributed to the coverage of significant
assessing the level of work to be performed at each company. accounts tested for the Group.
In assessing the risk of material misstatement to the Group financial Of the remaining 126 components that together represent 7% of the
statements, and to ensure we had adequate quantitative coverage of Group’s profit before tax, none are individually greater than 3% of the
significant accounts in the financial statements, of the 208 reporting Group’s profit before tax. For these components, we performed other
components of the Group, we selected 82 components covering entities procedures, including analytical review and/or ‘review scope’ components,
within AMEA, Europe and North America, which represent the principal testing of consolidation journals and intercompany eliminations and foreign
business units within the Group. currency translation recalculations to respond to any potential risks of
material misstatement to the Group financial statements.
Of the 82 components selected, we performed an audit of the complete
financial information of 63 components (‘full scope components’) which The charts below illustrate the coverage obtained from the work performed
were selected based on their size or risk characteristics. This also reflects by our audit teams.
inclusion of consolidation entities representing manual adjustments posted
in topside at the Group consolidated level, which we have treated as full
scope. For 19 components (‘specific scope components’), we performed
audit procedures on specific accounts within that component that we
considered had the potential for the greatest impact on the significant
accounts in the financial statements either because of the size of these
accounts or their risk profile.
Profit before tax Revenue Total assets
Full scope components 78% Full scope components 64% Full scope components 67%
Specific scope components 15% Specific scope components 30% Specific scope components 28%
Other procedures 7% Other procedures 6% Other procedures 5%
Changes from the prior year These are explained on pages 48 to 58 in the Task Force on Climate-related
Financial Disclosures (TCFD) and on page 43 in the principal risks and
For the current year, we evaluated the emerging increase in risk on revenue
uncertainties. The Group has also explained its climate commitments on
recognition such as with Keller Arabia, which is servicing the work related to
pages 63 to 67. All of these disclosures form part of the ‘Other information’,
the NEOM project in Saudi Arabia, where we applied specific risk-focused
rather than the audited financial statements. Our procedures on these
procedures on the current year, compared with other procedures in the
unaudited disclosures therefore consisted solely of considering whether
prior year. The determination of our group scoping was made through our
they are materially inconsistent with the financial statements, or our
updated risk assessment and a reflection of the low rate of misstatements
knowledge obtained in the course of the audit or otherwise appear to be
identified in the previous cycles, as well as the relative contribution of these
materially misstated, in line with our responsibilities on ‘Other information’.
entities to the Group as a whole. The scope for the current year continued
to focus on the key areas of audit focus and judgement, including, but not
In planning and performing our audit we assessed the potential impacts of
limited to, revenue recognition and we increased the scope of procedures
climate change on the Group’s business and any consequential material
performed across the Group in areas of emerging increases in risk. We
impact on its financial statements.
applied specific risk-focused procedures on these entities rather than
specified procedures on certain areas in the prior year. Our scoping reflects The Group has explained in its basis of preparation in note 2 on how
the inclusion of consolidation entities representing manual adjustments they have considered the impact of climate change in their financial
posted topside at the Group consolidated level, which we have treated as statements, particularly in the context of the risks identified in the TCFD
full scope. disclosure on pages 48 to 58 this year. The basis of preparation also explains
management’s consideration of the impact of climate change in respect to
Involvement with component teams (a) estimates of future cash flows used in impairment assessments of the
In establishing our overall approach to the Group audit, we determined the carrying value of goodwill, (b) the useful economic life of plant, equipment
type of work that needed to be undertaken at each of the components and other intangible assets, and (c) going concern and viability of the Group
by us, as the primary audit engagement team, or by component auditors over the next three years. Whilst management disclosed that there is
from other EY global network firms operating under our instruction. Of currently no material short-term impact expected from climate change,
the 63 full scope components, audit procedures were performed on 61 they are aware of the variable risks arising from climate change and thus
of these directly by the primary audit teams. This included consolidation they will regularly assess these risks against judgement and estimates
entities representing manual adjustments posted topside at the Group made in preparation of the Group’s financial statements.
consolidated level, which we have treated as full scope. For the two
remaining full scope and 19 specific scope components, where the work Our audit effort in considering the impact of climate change on the
was performed by component auditors or centrally by the primary audit financial statements was focused on evaluating management’s
team, we determined the appropriate level of involvement to enable us to assessment of the impact of climate risk, physical and transition, their
determine that sufficient audit evidence had been obtained as a basis for climate commitments, the effects of material climate risks disclosed on
our opinion on the Group as a whole. pages 48 to 58 and the significant judgements and estimates disclosed
in note 2. We have assessed whether the impact of climate-related risks
In addressing the appropriateness of oversight arrangements for has been appropriately reflected in future cash flows used to assess the
component teams, the Group audit team executed an oversight strategy carrying value of goodwill, economic life of plant, equipment and other
consisting of physical and virtual site visits for in-scope components, the intangible assets and the going concern and viability assessment (see
latter being enabled through the use of video conferencing. The Group note 2) following the requirements of UK adopted international accounting
audit team (including the Senior Statutory Auditor) visited the principal standards. As part of our audit testing and applying profession scepticism,
operating business of North America during the planning/interim phase of we performed our own risk assessment, supported by our climate change
the audit which involved discussing the audit approach with the component internal specialists, to determine the risks of material misstatement in the
team and any issues arising from their work, meetings with local and financial statements from climate change which needed to be considered in
divisional management to discuss key accounting judgements on revenue our audit. Our audit testing included challenges to management with regard
and provisions, conducting contract site visits, and reviewing key audit to cost assumptions around climate adaptation solutions, and the exposure
working papers in the high-risk areas. The virtual site visits, which occurred to extreme weather events which could delay project completion or cause
throughout the key audit periods, involved the primary team (including damage/impairment to physical assets and the assumptions for capex
the Senior Statutory Auditor) meeting with our component teams to requirement in the forecasted going concern and viability period including
discuss and direct their audit approach, reviewing key working papers and goodwill. We corroborated our analysis with market available information
understanding the significant audit findings in response to the risk areas for any change in climate-related regulations and discussion with our
including revenue recognition and areas of judgement and estimation component team. In determining the valuations and the timing of future
such as contract liabilities and provisions for legal claims (including insured cash flows, we acknowledged that there is degree of certainty involved and
liabilities). We also attended virtual meetings with local management, all climate-related risks or future outcome are not yet known.
obtaining updates on reported financial performance and significant risk
areas for the audit, including the anticipated business outlook during the We also challenged the Directors’ considerations of climate change risks
going concern period. in their assessment of going concern, viability and associated disclosures.
The primary team interacted regularly with the component teams, Where considerations of climate change were relevant to our assessment
during various stages of the audit, reviewed key working papers and of going concern, these are described above.
were responsible for the scope and direction of the audit process. This,
Based on our work we have not identified the impact of climate change
together with the additional procedures performed at Group level, gave us
on the financial statements to be a key audit matter. We considered the
appropriate evidence for our opinion on the Group financial statements.
impact of climate change on the future cash flows which have been used
to assess the carrying value of goodwill and going concern including
Climate change
the viability assessment. Details of our procedures and findings on the
Stakeholders are increasingly interested in how climate change will impact goodwill impairment assessment are included in the key audit matters
Keller Group plc. The Group has assessed the principal risks and impact section overleaf.
of climate change for the business in relation to (a) its inability to deliver
environmentally friendly and/or regulatory conforming solutions impacting
its clients and reputation, (b) disruptions to operations and damage/
impairment to assets or installed works from physical events, such as
storms, floods or wildfires, and (c) transition risks such as the cost of carbon
intensive materials, and the growing necessity to monitor and report
reduction of Scope 3 emissions.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current
period and include the most significant assessed risks of material misstatement (whether or not due to fraud) that we identified. These matters included
those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit and directing the efforts of the engagement
team. These matters were addressed in the context of our audit of the financial statements as a whole, and in our opinion thereon, and we do not provide a
separate opinion on these matters.
Key observations communicated

Risk Our response to the risk to the Audit and Risk Committee
Improper revenue recognition For all revenue recorded on the input method and output From the audit procedures
(management override of controls) (2023: method bases, we: performed, we conclude that
£2,966.0m, 2022: £2,944.6m) the recognition of revenue was
• Performed walkthroughs of significant classes of revenue appropriate, that the
Refer to the Audit and Risk Committee transactions and assessed the design effectiveness of key
report (page 112); Accounting policies (page judgements made by
controls. management are consistent
164); and note 4 of the consolidated financial
• Performed a risk assessment of the population of contracts with the accounting policy to be
statements (page 174)
and selected a sample of higher-risk (value and/or applied to all contracts with
The Group recognises revenue over time complexity) contracts across the Group, representing both customers, and that the
from contracts either through the output those accounted for using the input and output methods. presentation and disclosure of
method or the input method basis, For the sample selected we obtained an understanding of revenue is materially correct.
depending on the size and nature of the the contract terms, key operational or commercial/financial
contract (in accordance with the guidelines issues, significant judgements that impact the contract
provided in the Group revenue recognition position and the appropriateness of revenue recognised at
policy and IFRS 15). The judgements involved 31 December 2023. The factors that we considered when
in determining revenue recognition under determining additional higher-risk contracts to select
both recognition methods present a included low-margin, loss-making and/or contracts subject
significant fraud risk as results are susceptible to delayed performance or commencement and where the
to manipulation, particularly around the ability to continue work had been affected by circumstances
estimation in determining the cost to outside the Group’s control.
complete and the percentage of completion
For the sample selected for testing we:
achieved at the year end. Management may
use inappropriate measures or assumptions • Considered the appropriateness of supporting evidence and
to evaluate the Group’s progress towards the requirements of IFRS 15 and the Group’s accounting
complete satisfaction of a performance policies where contracts included additional entitlements
obligation, recognition of revenue relating to to variations and claims, both for and against the Group.
variations/change orders and claims, and/or • We had meetings with the contract project managers to
inappropriately record manual, ‘topside’ understand the project status and outstanding works
journal entries to misstate revenues remaining on the contracts, and to ensure that the financial
recognised under the output method. Under information recorded was consistent with their input.
the input method management may use • Challenged the level of unbilled revenues and the adequacy
inappropriate assumptions and judgements of the evidence to prove recoverability through subsequent
when estimating forecast costs of contracts work certifications and cash collections.
at completion and/or the projected outcome
of additional claims made against the Group For the sample of contracts where revenue was recognised
or in respect of estimates of the Group’s over time under the input method basis, we have performed
entitlement to variable consideration from the following:
customers, resulting in inaccurate
• Challenged the reasonableness of management’s
recognition of revenue and profits.
calculations of costs to complete, which included
There is also significant judgement involved understanding the risks and outstanding works remaining
in estimating the impact of factors such as on the contract, the impact of any delays or other delivery
rising cost pressures and the availability of issues and the related cost assumptions and contingencies.
necessary skills and their impact on the cost • We tested the cost build up and the correct allocation across
of satisfying outstanding performance contracts (e.g. to verify no manipulation of costs between
obligations and the projected outcome of profitable and loss-making contracts and recognition
contract claims and variations made both by between periods (e.g. cut-off testing)) through a
and against the Group and valuation of combination of cost verification and analytical procedures
contract provisions for both the input and on contract margins.
output method bases. • Evaluated the expected margin and revenue recognised to
The Group also provides fabricated, date against latest contract progress.
unbonded post-tension materials to
customers in the residential and commercial
sectors, as well as geotechnical monitoring
solutions. The revenue from sales of these
materials is recognised at a point of time,
based upon the satisfaction of the
performance obligations. We have identified
that there is a risk that such revenues could
be manipulated at or near to the period end
through inappropriate ‘cut-off’ to meet
income statement targets.
Improper revenue recognition For the sample of contracts where revenue is recognised on
(management override of controls) (2023: the output method basis, we performed the following
£2,966.0m, 2022: £2,944.6m) continued procedures:
• Evaluated whether the assessment of output method
appropriately depicted outputs actually delivered and
progress towards satisfaction of performance obligations.
• We tested the cost build up and the correct allocation across
contracts (e.g. to verify no manipulation of costs between
profit-making and loss-making contracts) through a
combination of cost verification against invoices and
analytical procedures.
• Tested whether revenue has been recognised in the
appropriate period. This included checking whether revenue
recognised at the year end on open contracts is supported
by evidence (e.g. measured works certificates) that
demonstrates the period in which the work was performed.
For any loss-making contracts identified, for both input
method and output method contracts, we tested whether
management’s assessment of the forecast loss included
appropriate estimates in respect of costs to completion.
For contracts where there was significant uncertainty over
whether the project would be completed, we assessed the
appropriateness of the accounting treatment of contract
modifications, consideration received, and revenue
recognised/deferred and the impact on the carrying value of
related assets.
For revenue recognised at a point in time, we performed
revenue cut-off procedures at the year end to determine
whether transactions are recorded in the appropriate period
based on the recognition criteria under IFRS 15 by vouching
the transactions through to third-party support (such as
shipping, delivery or acceptance documents).
Data-driven journal entry testing was also performed in full and
specific scope locations on a risk-based approach, including
focusing on entries which were posted manually or those which
could be made to overstate revenue and unbilled revenue.
We have performed enquiries of management to understand
all provisions held and management’s assessment under the
new amendment of IAS 37 for where provisions have been
recognised or not for the purpose of assessing whether a
contract is onerous and to assess the cost of fulfilling the
contract, for example allocations of indirect or general
overheads. All contract provisions have been discussed with
management and project managers.
We performed full and specific scope audit procedures over
revenue in 81 locations, which covered 94% of the risk amount.


Carrying value of goodwill (2023: £107.6m; We have performed the following: Our procedures focused on the
2022: £125.3m) CGUs where the headroom was
• Performed a walkthrough to understand the impairment either lower and/or sensitive to
Refer to the Audit and Risk Committee analysis and calculation process (e.g. controls over the data
report (page 112); Accounting policies (page changes in key assumptions,
and assumptions used), level of review on the outlook data in including improved future
164); and note 15 of the consolidated future years and how key inputs were derived.
financial statements (pages 184–185) performance. Through our
• Evaluated the appropriateness of the CGUs identified given process of challenging
Under IAS 36, an entity must assess changes in Group structure (including acquisitions) and the management and
intangible items with an indefinite useful allocation of assets and liabilities to the CGUs. understanding their
life annually, or whenever indicators of • In respect of each CGU, we have challenged management assumptions, we concur with
impairment are present for all other assets. over the key inputs and on the achievability of the cash flow their conclusion that the
forecasts. We have assessed the projected financial goodwill recorded in Keller
Due to the degree of estimation involved in information against recent performance and other market Limited (£12.1m), is impaired.
calculating the expected future cash flows data to assess the robustness of management’s forecasting
from cash-generating units (CGUs) and process. Keller Norway and Keller
determining appropriate long-term growth Canada were classified as
• Assessed the discount rates applied against cash flows for
rates and discount rates specific to each high-risk CGUs as part of our
each CGU by obtaining the underlying data used in the
CGU (including those arising from risk assessment. We assessed
calculation and benchmarking against comparable
acquisitions), we have identified a significant Keller Canada to be highly
organisations with the support of our EY valuation experts.
risk regarding the assessment of any sensitive to changes in cash
impairment against goodwill carrying values, • Validated the revenue/margin growth rates assumed for the flows and the forecasts were
as well as the identification of any indicators projected financial information for each CGU by comparing underpinned by future
of impairment as an area of significant risk. them to economic and industry forecasts. successful execution of
• Given the uncertainty attached to forecasts presented by business plans designed to
rising costs, skills shortages and the potential for address the current year poor
suspension or delay to key projects, we have assessed performance in margins and
management’s assumptions in relation to these factors profitability. Management has a
including the ongoing market uncertainties and increasing business plan to turn around
costs of materials and labour, in determining the ability to the current year poor
achieve cash flow forecasts. performance for the Canada
• Analysed the historical accuracy of budgets compared with CGU and the Norway CGU has
actual results to determine whether forecast cash flows are been restructured in 2023. We
reliable based on past experience. have challenged
• Challenged the assumptions in the approach taken to management’s plan and
determine working capital levels over the forecast period, assessed the sensitivity of
focusing on the principal reasons and timing of larger those plans to the forecasts.
fluctuations and how this compared with the historical trend. We have ensured that
• Performed an integrity review of the goodwill model to be adequate disclosures have
able to conclude that the formulae and construction of been made in the annual report
these models are effective and accurate. to disclose the key sensitivities,
• Performed sensitivity analyses by testing key assumptions assumptions and available
in the model to recalculate a range of potential outcomes in headroom for the Canada CGU.
relation to the size of the headroom between carrying value For the remaining CGUs, there
and fair value. is sufficient headroom to
• Considered the assumptions around the long-term reliance support the carrying value.
on concrete, steel and related manufacturing processes,
heavy-duty combustion machinery, and the potential for We concluded that
‘Environmental, Social and Governance’ related covenants management have accounted
or levies which could impact the CGU cash flows. We have for the impairments calculated
also considered the assumptions made by management appropriately and have included
around the cost of investment in technology and capex in sufficient disclosure over the
order to adapt to changing regulations related to climate key assumptions and
change and emissions. sensitivities impacting the
remaining CGUs in note 15.
• Considered the appropriateness of the related disclosures
provided in the notes to the Group financial statements.
The primary team centrally executed the work performed
across all locations, covering 100% of the balance. Component
teams have supported the primary team in assessing the
growth rates and achievability of the cash flows based on their
understanding of the business and local market and industry
conditions.
Quality of earnings, including disclosure of We performed the following procedures: As a result of our audit
non-underlying items (2023: £27.9m procedures performed, no
(pre-tax); 2022: £37.2m (pre-tax)) • Obtained the breakdown of non-underlying items to items were inappropriately
determine whether by their nature they meet the definition included or excluded from
Refer to the Audit and Risk Committee of non-underlying items, in accordance with Group policy
report (page 112); Accounting policies (page non-underlying items.
and ESMA (European Securities and Markets Authority)
164); and note 9 of the consolidated financial guidelines on Alternative Performance Measures. We have assessed that the
statements (page 177) alternative performance
• Tested that the amounts included as non-underlying items
The Group’s accounting policy is to classify are supported by appropriate evidence. We performed tests measures (APMs) included in
certain income statement items as of detail over costs classified as ERP costs and assessed the Group financial statements
non-underlying, where they are exceptional whether this is consistent with what other companies are are appropriately defined,
by their size and/or are non-trading in disclosing in the sector, the interpretation of the latest IFRIC reconciled to GAAP measures
nature, including amortisation of acquired for cloud computing costs, and the Group’s policy for and disclosed.
intangibles and other non-trading amounts, non-underlying items. We also performed tests of detail
including those relating to acquisitions and over material restructuring costs to ensure that the
disposals. underlying expenditure recorded truly relates to a specified
restructuring project and not a general or recurring expense,
As at the year end, management identified and that the IAS 37 criteria have been correctly met. We
certain pre-tax items totalling £27.9m which were assisted by our component teams in locations where
they believe are significant by either size these material expenditures have arisen.
and/or nature, which warrant separate • Assessed the appropriateness of the disclosures of
disclosure in the consolidated financial non-underlying items in light of IFRS (IAS 1) and the
statements to better reflect underlying continued focus by the accounting regulators on alternative
business performance. performance measures (APMs) with the support of our EY
The classification of such items is technical review team, we focused on:
judgemental and there is a risk that material – the clarity of definitions and explanations for the use of
items are misclassified as ‘non-underlying’ APMs;
and are therefore excluded from the results – adequacy of reconciliations to GAAP measures;
presented in the form of adjusted profit – equal prominence to GAAP measures; and
measures, which would mislead the users of
– consistency of application, including explanations for any
the financial statements in understanding
changes.
the performance of the Group.
• Ensured that the disclosures in the financial statements
Furthermore, there is a risk that the financial
appropriately explain to the users the key elements of FY23
statements give undue prominence to
performance that are not expected to recur in future
adjusted performance measures compared
periods.
with their IFRS equivalents.
• The primary team performed centralised procedures over
the classification and disclosure of non-underlying items,
and the related risk of material misstatement, in the Group
consolidated financial statements as a whole.
In the prior year, our auditor’s report included a key audit matter relating to the manipulation of contract performance in Keller Austral. Following the fraud
investigation performed by management’s appointed specialist, evaluation by our forensics team, as well as the incremental procedures included as part
of revenue recognition and fraud procedures, we deemed that the manipulation of contract performance in Keller Austral is no longer a separate key audit
matter. There have been no other changes in our assessment of key audit matters compared with the prior year.

Our application of materiality Performance materiality

We apply the concept of materiality in planning and performing the audit, The application of materiality at the individual account or balance level. It is
in evaluating the effect of identified misstatements on the audit and in set at an amount to reduce to an appropriately low level the probability that
forming our audit opinion. the aggregate of uncorrected and undetected misstatements exceeds
materiality.
Materiality On the basis of our risk assessments, together with our assessment
The magnitude of an omission or misstatement that, individually or in of the Group’s overall control environment, our judgement was that
the aggregate, could reasonably be expected to influence the economic performance materiality was 50% (2022: 50%) of our planning materiality.
decisions of the users of the financial statements. Materiality provides a The performance materiality has been set at an underlying basis which is
basis for determining the nature and extent of our audit procedures. consistent with prior year and includes consideration over the risk factors
relating to the financial reporting issue in Austral in 2022. The profitability
We determined materiality for the Group to be £7.0m (2022: £4.6m), of the Group has meant that the financial quantum of our performance
which is 4.6% (2022: 4.9%) of profit before tax adjusted for one-off, materiality threshold (£3.5m, 2022: £2.3m) has increased compared with
non-underlying items. We believe that this measure provides us with an prior year.
appropriate materiality basis which excludes non-underlying items, as these
were identified as a key audit matter which resulted in specific audit focus. Audit work at component locations for the purpose of obtaining audit
We determined materiality for the parent company to be £5.3m (2022: coverage over significant financial statement accounts is undertaken
£4.7m), which is 1% (2022: 1%) of equity. Equity is the most appropriate based on a percentage of total performance materiality. The performance
measure given the parent company is an investment holding company with materiality set for each component is based on the relative scale and risk
no revenue. The materiality determined for the standalone parent company of the component to the Group as a whole and our assessment of the
financial statements exceeds the Group materiality as it is determined on a risk of misstatement at that component. In the current year, the range of
different basis given the nature of the operations. For the purposes of the performance materiality allocated to components was £0.7m to £3.15m
audit of the Group financial statements, our procedures, including those on (2022: £0.5m to £1.6m).
balances in the parent company that are consolidated, are undertaken with
reference to the Group assigned materiality and performance materiality
set out in this report.
Reporting threshold
An amount below which identified misstatements are considered as being
clearly trivial.
Starting • £125.5m
• Profit before tax for the year We agreed with the Audit and Risk Committee that we would report to
basis them all uncorrected audit differences in excess of £0.35m (2022: £0.2m),
which is set at 5% of planning materiality, as well as differences below that
threshold that, in our view, warranted reporting on qualitative grounds.
• £22.2m
• Non-underlying items for the year We evaluate any uncorrected misstatements against both the quantitative
Adjustments • £5.7m measures of materiality discussed above and in light of other relevant
• Amortisation of intangibles on acquisition qualitative considerations in forming our opinion.
Other information
• Totals £153.4m The other information comprises the information included in the Annual
• Materiality of £7.0m (4.6% of profit Report and Accounts set out on pages 1 to 218, including the Strategic
Materiality before tax adjusted for one-off, non- report on pages 1 to 84, and Corporate governance report set out on pages
underlying items) 85 to 146, other than the financial statements and our auditor’s report
thereon. The Directors are responsible for the other information contained
within the annual report.
During the course of our audit, we reassessed initial materiality noting that Our opinion on the financial statements does not cover the other
there was an increase compared with the original assessment attributable information and, except to the extent otherwise explicitly stated in this
to the performance and profit before tax of the Group. The underlying basis report, we do not express any form of assurance conclusion thereon.
of materiality was not changed compared with the planning stage.
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 course of the audit or
otherwise appears to be materially misstated. If we identify such material
inconsistencies or apparent material misstatements, we are required to
determine whether this gives rise to a material misstatement in the financial
statements themselves. If, based on the work we have performed, we
conclude that there is a material misstatement of the other information, we
are required to report that fact.
We have nothing to report in this regard.

Opinions on other matters prescribed by the Responsibilities of Directors
Companies Act 2006 As explained more fully in the Directors’ responsibilities statement set
In our opinion, the part of the Directors’ remuneration report to be audited out on page 146, the Directors are responsible for the preparation of the
has been properly prepared in accordance with the Companies Act 2006. financial statements and for being satisfied that they give a true and fair
view, and for such internal control as the Directors determine is necessary
In our opinion, based on the work undertaken in the course of the audit: to enable the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
• the information given in the Strategic report and the Directors’ report
for the financial year for which the financial statements are prepared is In preparing the financial statements, the Directors are responsible for
consistent with the financial statements; and assessing the Group and parent company’s ability to continue as a going
• the Strategic report and the Directors’ report have been prepared in concern, disclosing, as applicable, matters related to going concern and
accordance with applicable legal requirements. using the going concern basis of accounting unless the Directors either
intend to liquidate the Group or the parent company or to cease operations,
or have no realistic alternative but to do so.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the Group and the
parent company and its environment obtained in the course of the audit,
Auditor’s responsibilities for the audit of the financial
we have not identified material misstatements in the Strategic report or the statements
Directors’ report. Our objectives are to obtain reasonable assurance about whether the
financial statements as a whole are free from material misstatement,
We have nothing to report in respect of the following matters in relation to whether due to fraud or error, and to issue an auditor’s report that includes
which the Companies Act 2006 requires us to report to you if, in our opinion: 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
• adequate accounting records have not been kept by the parent always detect a material misstatement when it exists. Misstatements can
company, or returns adequate for our audit have not been received arise from fraud or error and are considered material if, individually or in the
from branches not visited by us; or aggregate, they could reasonably be expected to influence the economic
• the parent company financial statements and the part of the decisions of users taken on the basis of these financial statements.
Directors’ remuneration report to be audited are not in agreement
with the accounting records and returns; or Explanation as to what extent the audit was considered
• certain disclosures of Directors’ remuneration specified by law are not capable of detecting irregularities, including fraud
made; or Irregularities, including fraud, are instances of non-compliance with laws and
• we have not received all the information and explanations we require regulations. We design procedures in line with our responsibilities, outlined
for our audit. above, to detect irregularities, including fraud. The risk of not detecting a
material misstatement due to fraud is higher than the risk of not detecting
Corporate Governance Statement one resulting from error, as fraud may involve deliberate concealment by, for
example, forgery or intentional misrepresentations, or through collusion.
We have reviewed the Directors’ statement in relation to going concern, The extent to which our procedures are capable of detecting irregularities,
longer-term viability and that part of the Corporate Governance Statement including fraud, is detailed below.
relating to the Group and company’s compliance with the provisions of the
UK Corporate Governance Code specified for our review by the Listing However, the primary responsibility for the prevention and detection of
Rules. fraud rests with both those charged with governance of the company and
management.
Based on the work undertaken as part of our audit, we have concluded that
each of the following elements of the Corporate Governance Statement • We obtained an understanding of the legal and regulatory frameworks
is materially consistent with the financial statements or our knowledge that are applicable to the Group and determined that the most
obtained during the audit: significant are those related to the reporting framework (IFRS, IFRS
adopted pursuant to FRS 101, United Kingdom Generally Accepted
• Directors’ statement with regard to the appropriateness of adopting Accounting Practice, the Companies Act 2006 and the Corporate
the going concern basis of accounting and any material uncertainties Governance Code) and the relevant tax compliance regulations in the
identified set out on page 39; countries of operations of the reporting components. In addition,
• Directors’ explanation as to their assessment of the company’s we concluded that there are certain significant laws and regulations
prospects, the period this assessment covers and why the period is which may have an effect on the determination of the amounts and
appropriate set out on page 39; disclosures in the financial statements. These are based on the nature
• Directors’ statement on whether they have a reasonable expectation of the Group’s operations and the key geographies in which they
that the Group will be able to continue in operation and meets its operate in, and include (but are not limited to): labour and employment
liabilities set out on page 39; laws, health and safety, the Modern Slavery Act 2015, the Bribery Act
• Directors’ statement on fair, balanced and understandable set out on 2010 and the Listing Rules of the London Stock Exchange.
page 113;
• Board’s confirmation that it has carried out a robust assessment of
the emerging and principal risks set out on pages 40 to 47;
• the section of the annual report that describes the review of
effectiveness of risk management and internal control systems set
out on pages 40 to 47; and
• the section describing the work of the Audit and Risk Committee set
out on page 113.

• We understood how Keller Group plc is complying with those Other matters we are required to address
frameworks by making enquiries of management, reviewing
• Following the recommendation from the Audit and Risk Committee,
management procedures for oversight by those charged with
we were appointed by the company on 27 February 2023 to audit
governance (ie considering the potential for override of controls or
the financial statements for the year ending 31 December 2023 and
other inappropriate influence over the financial reporting process,
subsequent financial periods. We were appointed as auditors at the
such as efforts by management to manage earnings in order to
Annual General Meeting of members and an engagement letter was
influence the perceptions of analysts as to the Group’s performance
signed on 10 February 2024 which applies to all accounting periods
and profitability), the culture of honesty and ethical behaviour and
from the date of the engagement letter until it is replaced.
whether a strong emphasis is placed on fraud prevention, which may
reduce opportunities for fraud to take place, and fraud deterrence. The period of total uninterrupted engagement including previous
We corroborated our enquiries through our review of Board minutes, renewals and reappointments is five years, covering the years ending
discussions with the Audit and Risk Committee, any correspondence 31 December 2019 to 31 December 2023.
received from regulatory bodies and those responsible for legal and
compliance procedures and the Company Secretary. • The audit opinion is consistent with the additional report to the Audit
• We assessed the susceptibility of the Group’s financial statements to and Risk Committee.
material misstatement, including how fraud might occur, by meeting
with management to understand where they considered there was
Use of our report
susceptibility to fraud. We also considered performance targets
and their influence on efforts made by management to manage This report is made solely to the company’s members, as a body, in
earnings or influence the perceptions of analysts. Where this risk was accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our
considered to be higher, we performed audit procedures to address audit work has been undertaken so that we might state to the company’s
each identified fraud risk. The key audit matters section above covers members those matters we are required to state to them in an auditor’s
those procedures performed in areas where we have concluded the report and for no other purpose. To the fullest extent permitted by law, we
risks of material misstatement are highest, including where we have do not accept or assume responsibility to anyone other than the company
identified a risk of fraud. These procedures included testing manual and the company’s members as a body, for our audit work, for this report, or
journal entries, a focus on the recoverability of unbilled revenue, and for the opinions we have formed.
considerations over information produced by the entity including work
over the authenticity of key evidence received during the audit.
Kevin Harkin (Senior statutory auditor)
• Based on this understanding we designed our audit procedures
to identify non-compliance with such laws and regulations. Our for and on behalf of Ernst & Young LLP, Statutory Auditor
procedures involved review of Board minutes to identify non- Reading
compliance with such laws and regulations, review of reporting to
the Audit and Risk Committee on compliance with regulations and 4 March 2024
enquires of the Company Secretary and management.
• We have performed enquires of internal and external legal counsel
to identify risks of material misstatement. We have made further
enquiries with project managers to investigate any inconsistencies in
data prepared by the finance team, including any transfers of costs
between projects and any unusual build-up of work in progress in
relation to construction income.
• We have reviewed the internal audit reports to identify major internal
control issues. We have discussed the impact of internal audit findings
with management to understand their plan to prevent any material
misstatement in addition to supplementing these areas with additional
audit procedures.
A further description of our responsibilities for the audit of the financial

statements is located on the Financial Reporting Council’s website at
www.frc.org.uk/auditorsresponsibilities. This description forms part of our
auditor’s report.
Consolidated income statement
For the year ended 31 December 2023
2023 20221
Non-underlying Non-underlying
Underlying items (note 9) Statutory Underlying items (note 9) Statutory
Note £m £m £m £m £m £m
Revenue 3,4 2,966.0 – 2,966.0 2,944.6 – 2,944.6

Operating costs 6 (2,764.6) (22.5) (2,787.1) (2,834.6) (29.7) (2,864.3)
Net impairment loss on trade receivables and
contract assets 7 (21.3) (0.4) (21.7) (2.9) (0.3) (3.2)
Amortisation of acquired intangible assets – (5.1) (5.1) – (10.3) (10.3)
Other operating income – 0.8 0.8 – 0.7 0.7
Share of post-tax results of joint ventures 17 0.8 (0.6) 0.2 1.5 (1.2) 0.3
Operating profit/(loss) 3 180.9 (27.8) 153.1 108.6 (40.8) 67.8
Finance income 10 1.8 – 1.8 0.5 3.6 4.1
Finance costs 11 (29.3) – (29.3) (15.6) – (15.6)
Profit/(loss) before taxation 153.4 (27.8) 125.6 93.5 (37.2) 56.3
Taxation 12 (38.8) 3.0 (35.8) (20.3) 9.0 (11.3)
Profit/(loss) for the year 114.6 (24.8) 89.8 73.2 (28.2) 45.0
Attributable to:
Equity holders of the parent 114.2 (24.8) 89.4 74.2 (28.2) 46.0
Non-controlling interests 34 0.4 – 0.4 (1.0) – (1.0)
114.6 (24.8) 89.8 73.2 (28.2) 45.0
Earnings per share

Basic 14 156.9p 122.8p 102.1p 63.3p
Diluted 14 153.9p 120.5p 100.7p 62.4p
1 The prior period columns have been reclassified to show net impairment loss on trade receivables and contract assets separate from operating costs, where they were reported in previous periods.
The inclusion of this information is considered useful for the users of the Annual Report and Accounts based on the material movements in the current period. Further details of the reclassified
amounts are outlined in note 7 to the consolidated financial statements.
Consolidated statement of comprehensive income

2023 2022
Note £m £m
Profit for the year 89.8 45.0
Other comprehensive income
Items that may be reclassified subsequently to profit or loss:

Exchange movements on translation of foreign operations (28.3) 46.3
Cash flow hedge gain taken to equity 1.9 –
Cash flow hedge transfers to income statement (0.2) –
Items that will not be reclassified subsequently to profit or loss:

Remeasurements of defined benefit pension schemes 33 (0.2) 2.8
Tax on remeasurements of defined benefit pension schemes 12 (0.1) (0.6)
Other comprehensive (loss)/income for the year, net of tax (26.9) 48.5
Total comprehensive income for the year 62.9 93.5
Attributable to:
Equity holders of the parent 62.7 94.0
Non-controlling interests 0.2 (0.5)
62.9 93.5
As at 31 December 2023
2022
2023 (Restated)1
Note £m £m
Assets
Non-current assets
Goodwill and intangible assets 15 114.6 137.9
Property, plant and equipment 16 480.2 486.5
Investments in joint ventures 17 4.5 4.4
Deferred tax assets 12 36.8 15.1
Other assets 18 66.8 60.8
702.9 704.7
Current assets
Inventories 19 93.3 124.4
Trade and other receivables 20 721.8 764.6
Current tax assets 6.3 5.0
Cash and cash equivalents 21 151.4 101.1
Assets held for sale 22 1.6 2.8
974.4 997.9
Total assets 3 1,677.3 1,702.6
Liabilities
Current liabilities
Loans and borrowings 26 (86.8) (34.2)
Current tax liabilities (35.5) (53.2)
Trade and other payables 23 (553.6) (585.6)
Provisions 24 (59.1) (52.7)
(735.0) (725.7)
Non-current liabilities
Loans and borrowings 26 (301.9) (365.8)
Retirement benefit liabilities 33 (17.7) (20.8)
Deferred tax liabilities 12 (7.8) (5.3)
Provisions 24 (73.7) (66.9)
Other liabilities 25 (23.2) (21.3)
(424.3) (480.1)
Total liabilities 3 (1,159.3) (1,205.8)
Net assets 3 518.0 496.8
Equity
Share capital 28 7.3 7.3
Share premium account 38.1 38.1
Capital redemption reserve 28 7.6 7.6
Translation reserve 29.8 57.9
Other reserve 28 56.9 56.9
Hedging reserve 1.7 –
Retained earnings 373.9 326.7
Equity attributable to equity holders of the parent 515.3 494.5
Non-controlling interests 34 2.7 2.3
Total equity 518.0 496.8
1 The 31 December 2022 consolidated balance sheet has been restated in respect of prior period business combination measurement adjustments, as outlined in note 5 to the consolidated
These consolidated financial statements were approved by the Board of Directors and authorised for issue on 4 March 2024.
They were signed on its behalf by:

Consolidated statement of changes in equity

Capital Attributable Non-

Share Share redemption Other Hedging to equity controlling
capital premium reserve Translation reserve reserve Retained holders of interests Total
(note 28) account (note 28) reserve (note 28) (note 26) earnings the parent (note 34) equity
£m £m £m £m £m £m £m £m £m £m
At 31 December 2021 7.3 38.1 7.6 12.1 56.9 – 303.2 425.2 2.8 428.0
Profit/(loss) for the year – – – – – – 46.0 46.0 (1.0) 45.0
Exchange movements on translation
of foreign operations – – – 45.8 – – – 45.8 0.5 46.3
Remeasurements of defined benefit
pension schemes – – – – – – 2.8 2.8 – 2.8
Tax on remeasurements of defined
benefit pension schemes – – – – – – (0.6) (0.6) – (0.6)
for the year, net of tax – – – 45.8 – – 2.2 48.0 0.5 48.5
Total comprehensive
income/(loss) for the year – – – 45.8 – – 48.2 94.0 (0.5) 93.5
Dividends – – – – – – (26.4) (26.4) – (26.4)
Purchase of own shares for ESOP trust – – – – – – (1.2) (1.2) – (1.2)
Share-based payments – – – – – – 2.9 2.9 – 2.9
At 31 December 2022 7.3 38.1 7.6 57.9 56.9 – 326.7 494.5 2.3 496.8
Profit for the year – – – – – – 89.4 89.4 0.4 89.8
Exchange movements on translation
of foreign operations – – – (28.1) – – – (28.1) (0.2) (28.3)
Cash flow hedge gain taken to equity – – – – – 1.9 – 1.9 – 1.9
Cash flow hedge transfers to income
statement – – – – – (0.2) – (0.2) – (0.2)
Remeasurements of defined benefit
pension schemes – – – – – – (0.2) (0.2) – (0.2)
Tax on remeasurements of defined
benefit pension schemes – – – – – – (0.1) (0.1) – (0.1)
Other comprehensive loss
for the year, net of tax – – – (28.1) – 1.7 (0.3) (26.7) (0.2) (26.9)
Total comprehensive
(loss)/income for the year – – – (28.1) – 1.7 89.1 62.7 0.2 62.9
Dividends – – – – – – (27.7) (27.7) – (27.7)
Transactions with non-controlling
interests – – – – – – (15.2) (15.2) 0.2 (15.0)
Purchase of own shares for ESOP trust – – – – – – (3.4) (3.4) – (3.4)
Share-based payments – – – – – – 4.4 4.4 – 4.4
At 31 December 2023 7.3 38.1 7.6 29.8 56.9 1.7 373.9 515.3 2.7 518.0
Consolidated cash flow statement
2023 2022
Note £m £m
Cash flows from operating activities

Profit before taxation 125.6 56.3
Non-underlying items 9 27.8 40.8
Finance income 10 (1.8) (4.1)
Finance costs 11 29.3 15.6
Underlying operating profit 3 180.9 108.6
Depreciation/impairment of property, plant and equipment 16 111.8 96.6
Amortisation of intangible assets 15 0.4 0.4
Share of underlying post-tax results of joint ventures 17 (0.8) (1.5)
Profit on sale of property, plant and equipment (4.4) (3.3)
Other non-cash movements (including charge for share-based payments) 3.3 3.7
Foreign exchange gains (2.1) –
Operating cash flows before movements in working capital and other underlying items 289.1 204.5
Decrease/(increase) in inventories 26.8 (44.2)
Decrease/(increase) in trade and other receivables 1.5 (110.0)
(Decrease)/increase in trade and other payables (25.6) 43.7
Increase/(decrease) in provisions, retirement benefit and other non-current liabilities 12.1 (13.4)
Cash generated from operations before non-underlying items 303.9 80.6
Cash outflows from non-underlying items: ERP costs (7.5) (5.4)
Cash outflows from non-underlying items: contract disputes (3.7) –
Cash outflows from non-underlying items: restructuring costs (1.2) (0.6)
Cash outflows from non-underlying items: acquisition costs – (0.2)
Cash generated from operations 291.5 74.4
Interest paid (16.2) (10.1)
Interest element of lease rental payments (5.6) (3.6)
Income tax paid (72.7) (5.9)
Net cash inflow from operating activities 197.0 54.8
Cash flows from investing activities

Interest received 1.8 4.0
Proceeds from sale of property, plant and equipment 20.9 8.2
Proceeds on disposal of businesses 5 1.3 0.7
Acquisition of businesses, net of cash acquired 5 (0.2) (20.2)
Acquisition of property, plant and equipment 16 (94.3) (81.6)
Acquisition of other intangible assets 15 (0.2) (0.1)
Net cash outflow from investing activities (70.7) (89.0)
Cash flows from financing activities

Increase in borrowings 241.2 99.3
Cash flows from derivative instruments 2.0 0.2
Repayment of borrowings (245.1) (1.4)
Payment of lease liabilities (28.3) (29.5)
Transactions with non-controlling interest (6.4) –
Purchase of own shares for ESOP trust (3.4) (1.2)
Dividends paid 13 (27.7) (26.4)
Net cash (outflow)/inflow from financing activities (67.7) 41.0
Net increase in cash and cash equivalents 58.6 6.8
Cash and cash equivalents at beginning of year 94.2 81.8

Effect of exchange rate movements (3.8) 5.6
Cash and cash equivalents at end of year 21 149.0 94.2
Notes to the consolidated financial statements
1 Corporate information The Group has prepared a forecast of financial projections for the three-
year period to 31 December 2026. The forecast underpins the going
The consolidated financial statements of Keller Group plc and its
concern assessment which has been made for the period through to
subsidiaries (collectively, the ‘Group’) for the year ended 31 December 2023
31 March 2025, a period of at least 12 months from when the financial
were authorised for issue in accordance with the resolution of the Directors
statements are authorised for issue and aligning with the period in which
on 4 March 2024.
the Group’s banking covenants are tested. The base case reflects the
Keller Group plc (the ‘company’) is a public limited company, incorporated assumptions made by the Group with respect to key project wins, organic
and domiciled in the United Kingdom, whose shares are publicly traded on growth and a focus on cost reduction. The forecast shows significant
the London Stock Exchange. The registered office is located at 2 Kingdom headroom and supports the position that the Group can operate within its
Street, London W2 6BD. The Group is principally engaged in the provision available banking facilities and covenants throughout this period.
of specialist geotechnical services. Information on the Group’s structure is
The Group’s revolving credit facility falls due in November 2025, eight
provided in note 10 of the company financial statements.
months after the going concern period assessed by management.
Management assumed the Group will continue to have access to
2 Material accounting policy information this funding throughout the going concern period and the three year
Basis of preparation viability period, on the basis that the Group will either renew the facility
or have sufficient time to agree an alternative source of finance on
In accordance with the Companies Act 2006, these consolidated
comparable terms.
financial statements have been prepared and approved by the Directors
in accordance with UK adopted international accounting standards. The For the going concern assessment, management ran a series of downside
company prepares its parent company financial statements in accordance scenarios over the base case forecast to assess covenant headroom
with FRS 101. against available funding facilities. This process involved constructing
scenarios to reflect the Group’s current assessment of its principal
The consolidated financial statements have been prepared on an historical
risks, including those that would threaten its business model, future
cost basis, except for derivative financial instruments that have been
performance, solvency or liquidity. The principal risks and uncertainties
measured at fair value. The carrying values of recognised assets and
modelled by management align with those disclosed within this Annual
liabilities that are designated as hedged items in fair value hedges that
Report and Accounts.
would otherwise be carried at amortised cost are adjusted to recognise
changes in the fair values attributable to the risks that are being hedged The following severe but plausible downside assumptions were modelled:
in effective hedge relationships. The consolidated financial statements
are presented in pounds sterling and all values are rounded to the nearest • Rapid downturn in the Group’s markets resulting in up to a 10% decline
hundred thousand, expressed in millions to one decimal point, except when in revenues;
otherwise indicated. • Failure to procure new contracts whilst maintaining appropriate
margins reducing profits by 0.5% of revenue;
Prior period business combination measurement adjustment • Ineffective execution of projects reducing profits by 1% of revenue;
Under IFRS 3 ‘Business Combinations’ there is a measurement period of • A combination of other principal risks and trading risks materialising
no longer than 12 months in which to finalise the valuation of the acquired together reducing profits by up to £20.1m over the period to 31 March
assets and liabilities. During the measurement period, the acquirer shall 2025. These risks include changing environmental factors, costs of
retrospectively adjust the provisional amounts recognised at the acquisition ethical misconduct and regulatory non-compliance, occurrence of
date to reflect new information obtained about facts and circumstances an accident causing serious injury to an employee or member of the
that existed as of the acquisition date and, if known, would have affected public and the cost of a product or solution failure; and
the measurement of the amounts recognised as of that date. During the
• Deterioration of working capital performance by 5% of six months’
measurement period, the acquirer shall also recognise additional assets or
sales.
liabilities if new information is obtained about facts and circumstances that
existed as of the acquisition date and, if known, would have resulted in the The financial and cash effects of these scenarios were modelled individually
recognition of those assets and liabilities as of that date. and in combination. The focus was on the ability to secure or retain future
work and potential downward pressure on margins. Management applied
In the year to 31 December 2022, the Group acquired Nordwest
sensitivities against projected revenue, margin and working capital metrics
Fundamentering AS. Adjustments to the provisional fair values were made
reflecting a series of plausible downside scenarios. Against the most
during the measurement period, as set out in note 5. The impact of the
negative scenario, mitigating actions were overlaid. These include a range
measurement period adjustments has been applied retrospectively,
of cost-cutting measures and overhead savings designed to preserve
meaning that the results and financial position for the year to 31 December
cash flows.
2022 have been restated.
Even in the most extreme downside scenario incorporating an aggregation
Going concern of all risks considered, which showed a decrease in operating profit of 26.4%
In August 2023, the Group received proceeds from a new $300m private and an increase in net debt of 26.7% against the Group’s latest forecast
placement of loan notes. These were used to repay existing borrowings. At profit and cash flow projections for the review period up to 31 March 2025,
31 December 2023, the Group had undrawn committed and uncommitted the adjusted projections do not show a breach of covenants in respect of
borrowing facilities totalling £425.2m, comprising £375m of the unutilised available funding facilities or any liquidity shortfall. Consideration was given
portion of the revolving credit facility, £2.8m of other undrawn committed to scenarios where covenants would be breached and the circumstances
borrowing facilities and undrawn uncommitted borrowing facilities of giving rise to these scenarios were considered extreme and remote.
£47.4m, as well as cash and cash equivalents of £149.0m. At 31 December
2023, the Group’s net debt to underlying EBITDA ratio (calculated on an IAS This process allowed the Board to conclude that the Group will continue
17 covenant basis) was 0.6x, well within the limit of 3.0x. to operate on a going concern basis for the period through to the end
of March 2025, a period of at least 12 months from when the financial
statements are authorised for issue. Accordingly, the consolidated financial
statements are prepared on a going concern basis.
Climate change Amendments to IAS 12 ‘Deferred Tax related to Assets and Liabilities
In preparing the consolidated financial statements, management has arising from a Single Transaction’
considered the impact of climate change, particularly in the context of The amendments to IAS 12 ‘Income Tax’ narrow the scope of the initial
the risks identified in the TCFD disclosure on pages 48 to 58. The output recognition exception, so that it no longer applies to transactions that give
from the scenario analysis has been considered, particularly the financial rise to equal taxable and deductible temporary differences such as leases
reporting judgements and estimates in respect of the following areas: and decommissioning liabilities. The amendments had no impact on the
Group’s consolidated financial statements.
• Estimates of future cash flows used in impairment assessments of the
carrying value of goodwill; Amendments to IAS 12 ‘International Tax Reform – Pillar Two Model Rules’
• The useful economic life of plant, equipment and other intangible The amendments to IAS 12 have been introduced in response to the
assets; and OECD’s BEPS Pillar Two rules and include:
• Going concern and viability of the Group over the next three years.
• A mandatory temporary exception to the recognition and disclosure
Although the scenario analysis identified a risk of stranded assets as a of deferred taxes arising from the jurisdictional implementation of the
result of increased emission standards, this was in one extreme downside Pillar Two model rules; and
scenario and we have not adjusted the useful economic life of any plant or • Disclosure requirements for affected entities to help users of the
equipment as a result. Whilst there is currently no change, management financial statements better understand an entity’s exposure to Pillar
are aware of the variable risks arising from climate change and will regularly Two income taxes arising from that legislation, particularly before its
assess these risks against judgement and estimates made in preparation of effective date.
the Group’s financial statements.
The UK Government enacted Finance (No 2) Act 2023 on 11 July 2023,
Changes in accounting policies and disclosures which includes the Pillar Two legislation introducing a multinational top
up tax and a domestic minimum top up tax in line with the minimum 15%
New and amended standards and interpretations
rate in the OECD’s Pillar Two rules. The rules will apply to the Group for the
The following applicable amendments became effective during the year to financial year commencing on 1 January 2024. The Group has applied the
31 December 2023: exemption in the amendments to IAS 12 (issued in May 2023) and has
neither recognised nor disclosed information about deferred tax assets and
• Amendments to IAS 8 ‘Definition of Accounting Estimates’.
liabilities related to Pillar Two income taxes.
• Amendments to IAS 1 and IFRS Practice Statement 2 ‘Disclosure of
Accounting Policies’. Basis of consolidation
• Amendments to IAS 12 ‘Deferred Tax related to Assets and Liabilities
The consolidated financial statements consolidate the accounts of
arising from a Single Transaction’.
the parent and its subsidiary undertakings to 31 December each year.
• Amendments to IAS 12 ‘International Tax Reform – Pillar Two Model Subsidiaries are entities controlled by the company. Control exists when
Rules’. the company has power over an entity, exposure to variable returns from its
involvement with the entity and the ability to use its power over the entity
The Group has not early adopted any standard, interpretation or
to affect its returns. Where subsidiary undertakings were acquired or sold
amendment that has been issued but are not yet effective.
during the year, the accounts include the results for the part of the year for
which they were subsidiary undertakings using the acquisition method of
IFRS 17 Insurance Contracts
accounting. Intra-group balances, and any unrealised income and expense
IFRS 17 Insurance Contracts is a new accounting standard for insurance
arising from intra‑group transactions, are eliminated in preparing the
contracts covering recognition and measurement, presentation and
consolidated financial statements.
disclosure, replacing IFRS 4 Insurance Contracts. The Group has identified
that the Standard will impact the results of its captive insurance company
Joint operations
as it issues re-insurance contracts, however since the contracts insure
other group companies and there are therefore no insurance contracts Where the Group undertakes contracts jointly with other parties, these are
on a consolidated basis and no transfer of significant insurance risk to the accounted for as joint operations as defined by IFRS 11. In accordance with
group, there is therefore no impact on the Group’s consolidated financial IFRS 11, the Group accounts for its own share of assets, liabilities, revenues
statements. and expenses measured according to the terms of the joint operations
agreement.
Amendments to IAS 8 ‘Definition of Accounting Estimates’
The amendments to IAS 8 clarify the distinction between changes in Joint ventures
accounting estimates, changes in accounting policies and the correction A joint venture is a type of joint arrangement whereby the parties that have
of errors. They also clarify how entities use measurement techniques and joint control of the arrangement have rights to the net assets of the joint
inputs to develop accounting estimates. The amendments had no impact arrangement. The consolidated financial statements incorporate a share of
on the Group’s consolidated financial statements. the results, assets and liabilities of joint ventures using the equity method of
accounting, whereby the investment is carried at cost plus post-acquisition
Amendments to IAS 1 and IFRS Practice Statement 2 ‘Disclosure of changes in the share of net assets of the joint venture, less any provision
Accounting Policies’ for impairment. Losses in excess of the consolidated interest in joint
The amendments to IAS 1 and IFRS Practice Statement 2 Making Materiality ventures are not recognised except where the Group has a constructive
Judgements provide guidance and examples to help entities apply commitment to make good those losses. The results of joint ventures
materiality judgements to accounting policy disclosures. The amendments acquired or disposed of during the year are included in the consolidated
have had no material impact on the Group’s consolidated financial income statement from the effective date of acquisition or up to the
statements. effective date of disposal, as appropriate.
Notes to the consolidated financial statements continued
2 Material accounting policy information continued Revenue from construction contracts

The Group’s operations involve the provision of specialist geotechnical
Summary of material accounting policy information
services. The majority of the Group’s revenue is derived from construction
Foreign currencies contracts. Typically, the Group’s construction contracts consist of one
The Group’s consolidated financial statements are presented in pounds performance obligation; however, for certain contracts (for example
sterling, which is also the parent company’s functional currency. For each where contracts involve separate phases or products that are not highly
entity, the Group determines the functional currency and items included interrelated) multiple performance obligations exist. Where multiple
in the financial statements of each entity are measured using that performance obligations exist, total revenue is allocated to performance
functional currency. obligations based on the relative standalone selling prices of each
performance obligation.
Transactions and balances
Transactions in foreign currencies are initially recorded by the Group’s For each contract, revenue is the amount that is expected to be
entities at their respective functional currency spot rates at the date the received from the customer. Revenue is typically invoiced in stages
transaction first qualifies for recognition. during the contracts, however smaller contracts are usually invoiced
on completion. Variable consideration and contract modifications are
Monetary assets and liabilities denominated in foreign currencies are assessed on a contract-by-contract basis, according to the terms, facts
translated at the functional currency spot rates of exchange at the and circumstances of the project. Variable consideration is recognised
reporting date. Differences arising on settlement or translation of only to the extent that it is highly probable that there will not be a
monetary items are recognised in the consolidated income statement. significant reversal.
Non-monetary items that are measured in terms of historical cost in a
foreign currency are translated using the exchange rates at the dates of the The effects of contract modifications, including claims to customers, are
initial transactions. recognised only when the Group considers there is an enforceable right to
consideration, therefore no revenue is recognised until this point. Operating
Group companies expenses in relation to customer modifications are recognised as incurred.
On consolidation, the assets and liabilities of foreign operations are Factors indicating an enforceable right to consideration will vary from county
translated into pounds sterling at the rate of exchange prevailing at to country but usually includes written confirmation from the customer. In
the reporting date and their income statements are translated at certain circumstances, uncertainty over whether a project will be completed
exchange rates prevailing at the dates of the transactions. The exchange or not will mean that it is not appropriate to recognise contracted revenues.
movements arising on translation for consolidation are recognised in
other comprehensive income (OCI). On disposal of a foreign operation, Revenue attributed to each performance obligation is recognised based on
the component of the translation reserve relating to that particular foreign either the input or the output method. The output method is the Group’s
operation is reclassified to profit or loss. default revenue recognition approach. The input method is generally used
for longer-term, more complex contracts. These methods best reflect the
Any goodwill arising on the acquisition of a foreign operation and any transfer of benefits to the customer.
fair value adjustments to the carrying amounts of assets and liabilities
arising on the acquisition are treated as assets and liabilities of the foreign • Output method: revenue is recognised on the direct measurement of
operation and translated at the average rate. progress based on output, such as units of production relative to the
total number of contracted production units.
The exchange rates used in respect of principal currencies are: • Input method: revenue is recognised on the percentage of
completion with reference to cost. The percentage of completion is
Average rates 2023 2022
calculated based on the costs incurred to date as a percentage of the
US dollar 1.24 1.24 total costs expected to satisfy the performance obligation. Estimates
Canadian dollar 1.68 1.61 of revenues, costs or extent of progress towards completion are
revised if circumstances change. Any resulting increases or decreases
Euro 1.15 1.17
in estimated revenues or costs are reflected in the percentage of
Singapore dollar 1.67 1.70 completion calculation in the period in which the circumstances that
Australian dollar 1.87 1.78 give rise to the revision become known.
Where the Group becomes aware that a loss may arise on a contract,
Year-end rates 2023 2022
and that loss is probable, full provision is made in the consolidated
US dollar 1.27 1.21 balance sheet; based on the estimated unavoidable costs of meeting the
Canadian dollar 1.69 1.63 obligations of the contract, where these exceed the economic benefits
expected to be received. The unavoidable costs under a contract reflect the
Euro 1.15 1.12
least net cost of exiting from the contract, which is the lower of the cost of
Singapore dollar 1.68 1.62 fulfilling it and any compensation or penalties arising from failure to fulfil it.
Australian dollar 1.87 1.76
Incremental bid/tender costs and fulfilment costs are not material to the
overall contract and are expensed as incurred.
Any revenues recognised in excess of billings are recognised as contract

assets within trade and other receivables. Any payments received in excess
of revenue recognised are recognised as contract liabilities within trade and
other payables.
Revenue from the sale of goods and services Interest income and expense
The Group’s revenue recognised from the sale of goods and services All interest income and expense is recognised in the income statement on
primarily relates to certain parts of the North America business. These an accruals basis, using the effective interest method.
contracts typically have a single performance obligation, or a series of
distinct performance obligations that are substantially the same. There are Employee benefit costs
typically two types of contract: The Group operates a number of defined benefit pension schemes, and
also makes payments into defined contribution schemes.
• Delivery of goods: revenue for such contracts is recognised at a point
in time, on delivery of the goods to the customer. The liability in respect of defined benefit schemes is the present value of
• Delivery of goods with installation and/or post-delivery services: the defined benefit obligations at the balance sheet date, calculated using
revenue for these contracts is recognised at a point in time by the projected unit credit method, less the fair value of the schemes’ assets
reference to the date on which the goods are installed and/or where applicable. The Group recognises the administration costs, current
accepted by the customer. service cost and interest on scheme net liabilities in the income statement,
and remeasurements of defined benefit plans in OCI in full in the period
Taxes in which they occur. Any surplus resulting from this calculation is limited to
Current income tax the present value of any economic benefits available in the form of refunds
Current income tax assets and liabilities are measured at the amount from the plans or reductions in future contributions to the plans. Where
expected to be recovered from or paid to the taxation authorities. The tax there is no legal right to a refund from the plan, the liability is calculated as
rates and tax laws used to compute the amount are those that are enacted the minimum funding requirement to the plan that exists at the balance
or substantively enacted at the reporting date in the countries where the sheet date.
Group operates and generates taxable income. Current income tax relating
The Group also has long service arrangements in certain overseas
to items recognised directly in equity is recognised in equity and not in the
countries. These are accounted for in accordance with IAS 19 ‘Employee
consolidated income statement.
Benefits’ and accounting follows the same principles as for a defined
The Group provides for future liabilities in respect of uncertain tax positions benefit scheme.
where additional tax may become payable in future periods. Such provisions
Payments to defined contribution schemes are accounted for on an
are based on management’s best judgement of the probability of the
accruals basis.
outcome in reaching agreement with the relevant tax authorities. For
further information refer to note 12.
Property, plant and equipment
Deferred tax Property, plant and equipment is stated at cost, net of accumulated
depreciation and accumulated impairment losses, if any. Further details
Deferred tax is provided using the liability method on temporary differences
are set out in note 16 for impairments recognised in the year. Subsequent
between the tax bases of assets and liabilities, and their carrying amounts
expenditure on property, plant and equipment is capitalised when it
for financial reporting purposes at the reporting date.
enhances or improves the condition of the item of property, plant and
Deferred tax is recognised on temporary differences in line with IAS 12 equipment beyond its original assessed standard of performance.
‘Income Taxes’. Deferred tax assets are recognised when it is considered Maintenance expenditure is expensed as incurred.
likely that they will be utilised against future taxable profits or deferred
Depreciation
tax liabilities.
Depreciation is provided to write off the cost less the estimated residual
Deferred tax is calculated at the tax rates that are expected to apply in the value of property, plant and equipment using the straight-line method by
period when the liability is settled or the asset is realised. Deferred tax is reference to their estimated useful lives as follows:
charged or credited to the income statement, except when it relates to
items charged or credited directly to equity or to OCI, in which case the Buildings 50 years
related deferred tax is also dealt with in equity or in OCI. Plant and equipment 3 to 12 years
Motor vehicles 4 years
The carrying amount of deferred tax assets is reviewed at each reporting
date and reduced to the extent that it is no longer probable that sufficient Computers 3 years
taxable profit will be available to allow all or part of the deferred tax asset
to be utilised. Unrecognised deferred tax assets are reassessed at each Depreciation is not provided for on freehold land.
reporting date and are recognised to the extent that it has become
probable that future taxable profits will allow the deferred tax asset to An item of property, plant and equipment is derecognised upon disposal
be recovered. (ie at the date the recipient obtains control) or when no future economic
benefits are expected from its use or disposal. Any gain or loss arising on
Deferred tax assets and liabilities are offset when there is a legally derecognition of the asset (calculated as the difference between the net
enforceable right to set off current tax assets against current tax liabilities disposal proceeds and the carrying amount of the asset) is included in the
and when they relate to income taxes levied by the same taxation authority income statement when the asset is derecognised.
and the Group intends to settle its current tax assets and liabilities on a
net basis. The residual values, useful lives and methods of depreciation of property,
plant and equipment are reviewed at each financial year end and adjusted
where appropriate.
2 Material accounting policy information continued Short-term leases and leases of low-value assets
The Group applies the short-term lease recognition exemption to its short-
Summary of material accounting policy information continued
term leases of plant, machinery and vehicles (ie those leases that have a
Leases lease term of 12 months or less from the commencement date and do
The Group assesses at contract inception whether a contract is, or not contain a purchase option). It also applies the lease of low-value assets
contains, a lease. That is, if the contract conveys the right to control the use recognition exemption to leases of office equipment that are considered of
of an identified asset for a period of time in exchange for consideration. low asset value (below £3,000). Lease payments on short-term leases and
leases of low-value assets are recognised as an expense on a straight-line
Group as lessee basis over the lease term.
The Group applies a single recognition and measurement approach for all
leases, except for short-term leases and leases of low-value assets (less Business combinations
than £3,000). The Group recognises lease liabilities to make payments and Business combinations are accounted for using the acquisition method
right-of-use assets representing the right to use the underlying assets. as at the acquisition date, which is the date on which control is transferred
to the Group. Control is the power to govern the financial and operating
Right-of-use assets policies of an entity so as to obtain benefits from its activities. In assessing
The Group recognises right-of-use assets at the commencement date control, the Group takes into consideration potential voting rights that
of the lease (ie the date the underlying asset is available for use). Right-of- currently are exercisable. The cost of an acquisition is measured as the
use assets are measured at cost, less any accumulated depreciation and aggregate of the consideration transferred, which is measured at the
impairment losses, and adjusted for any remeasurement of lease liabilities. fair value at the acquisition date. Acquisition-related costs are expensed
The cost of right-of-use assets includes the amount of lease liabilities as incurred and included in administrative expenses. Identifiable assets
recognised, initial direct costs incurred, and lease payments made at or acquired and liabilities and contingent liabilities assumed in a business
before the commencement date less any lease incentives received. Right- combination are measured initially at their fair values at the acquisition
of-use assets are depreciated on a straight-line basis over the shorter of date. The excess of cost of an acquisition over the fair value of the Group’s
the lease term and estimated useful lives as follows: share of the identifiable net assets acquired, including assets identified as
intangibles on acquisition, is recorded as goodwill.
Land and buildings 3 to 15 years
Plant and equipment 2 to 8 years The results of subsidiaries which have been disposed are included up to the
effective date of disposal.
Motor vehicles 3 to 5 years
Goodwill
Right-of-use assets are tested for impairment in accordance with IAS 36
Goodwill is initially measured at cost, being the excess of the aggregate of
‘Impairment of Assets’.
the consideration transferred. After initial recognition, goodwill is measured
Lease liabilities at cost less any accumulated impairment losses. Goodwill is reviewed for
impairment annually and whenever there is an indication that the goodwill
At the commencement date of the lease, the Group recognises lease
may be impaired in accordance with IAS 36, any impairment losses are
liabilities measured at the present value of lease payments to be made over
recognised immediately in the income statement. Goodwill arising prior to
the lease term. The lease payments include fixed payments less any lease
1 January 1998 was taken directly to equity in the year in which it arose.
incentives receivable, variable lease payments that depend on an index or
Such goodwill has not been reinstated on the balance sheet. For the
a rate, and amounts expected to be paid under residual value guarantees.
purpose of impairment testing, goodwill acquired in a business combination
The lease payments also include the exercise price of a purchase option
is, from the acquisition date, allocated to each of the Group’s cash-
reasonably certain to be exercised by the Group and payments of penalties
generating units (CGUs) that are expected to benefit from the combination,
for terminating a lease, if the lease term reflects the Group exercising the
irrespective of whether other assets or liabilities of the acquiree are
option to terminate. Variable lease payments that do not depend on an
assigned to those units.
index or a rate are recognised as an expense in the period in which the event
or condition that triggers the payment occurs. Where goodwill has been allocated to a CGU and part of the operation
within that unit is disposed of, the goodwill associated with the disposed
In calculating the present value of lease payments, the Group uses the
operation is included in the carrying amount of the operation when
incremental borrowing rate at the lease commencement date, if the
determining the gain or loss on disposal. Goodwill disposed in these
interest rate implicit in the lease is not readily determinable. The incremental
circumstances is measured based on the relative values of the disposed
borrowing rate applied to each lease is determined by taking into account
operation and the portion of the CGU retained.
the risk-free rate of the country where the asset under lease is located,
matched to the term of the lease and adjusted for factors such as the credit
risk profile of the lessee. Incremental borrowing rates applied to individual
leases range from 1.07% to 15.05%.
After the commencement date, the amount of lease liabilities is increased

to reflect the addition 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 lease
payments (eg changes to future payments resulting from a change in an
index or rate used to determine such lease payments) or a change in the
assessment of an option to purchase the underlying asset. The Group’s
lease liabilities are included in interest-bearing loans and borrowings. Refer
to note 26 for details.
Other intangible assets Inventories
Intangible assets, other than goodwill, include purchased licences, software Inventories are measured at the lower of cost and estimated net realisable
(including internally generated software), customer relationships, customer value with allowance made for obsolete or slow-moving items. Cost
contracts and trade names. Intangible assets are capitalised at cost and comprises direct materials and, where applicable, direct labour costs and
amortised on a straight-line basis over their useful economic lives from the those overheads that have been incurred in bringing the inventories to their
date that they are available for use and are stated at cost less accumulated present location and condition.
amortisation and impairment losses. The estimated useful economic lives
are as follows: Write-downs to net realisable value are made for slow-moving, damaged
or obsolete items based on evaluations made at the local level by reference
Licences 1 to 4 years to frequency of stock turnover or specific factors affecting the items
Software 3 to 7 years concerned.
Patents 2 to 7 years Assets held for sale

Customer relationships 5 to 7 years Assets are classified as held for sale if their carrying amount will be
Customer contracts 1 to 2 years recovered by sale rather than by continuing use in the business. Assets held
for sale are measured at the lower of their carrying amount and fair value
Trade names 5 to 7 years
less costs to sell, with reference to comparable market transactions. Assets
that are classified as held for sale are not depreciated.
Software-as-a-service arrangements
The Group’s current SaaS arrangements are arrangements in which the Financial instruments
Group does not control the underlying software used in the arrangement. Financial assets and financial liabilities are recognised in the Group’s balance
sheet when the Group becomes a party to the contractual provisions of the
Software development costs incurred to configure or customise application
instrument. The principal financial assets and liabilities of the Group are as
software provided under a cloud computing arrangement and associated
follows:
fees are recognised as operating expenses as and when the services are
received where the costs represent a distinct service provided to the Group. (a) Trade receivables and trade payables
Trade receivables are initially recorded at fair value and subsequently
When such costs incurred do not provide a distinct service, the costs
measured at cost and reduced by allowances for estimated irrecoverable
are recognised as expenses over the duration of the SaaS contract. The
amounts.
Group capitalises other software costs when the requirements of IAS 38
‘Intangible Assets’ are satisfied, including configuration and customisation
Trade receivables and contract assets are stated net of expected credit
costs which are distinct and within the control of the Group. Such software
losses (ECLs). At each reporting date, the Group evaluates the estimated
costs are capitalised and carried at cost less any accumulated amortisation
recoverability of trade receivables and contract assets and records
and impairment, and amortised on a straight-line basis over the period
allowances for ECLs based on experience.
which the developed software is expected to be used.
The Group applies the simplified approach to measurement of ECLs in
Amortisation commences when the development is complete and the
respect of trade receivables, which requires expected lifetime losses to be
asset is available for use and is included in the operating costs item of the
recognised from initial recognition of the receivable. Immediately after an
consolidated income statement. The amortisation is reviewed at least at
individual trade receivable or contract asset is assessed to be unlikely to
the end of each reporting period and any changes are treated as changes in
be recovered, an impairment is recognised as the difference between the
accounting estimates.
carrying amount of the receivable and the present value of estimated future
cash flows. Customer specific factors are considered when identifying
Impairment of assets excluding goodwill
impairments, which can include the geographic location and credit rating of
The carrying values of property, plant and equipment, right-of-use assets
a customer.
and other intangibles are reviewed for impairment when events or changes
in circumstances indicate the carrying value may be impaired. If any such Where there are no specific concerns over recovery, other than the
indication exists, the recoverable amount, being the lower of their carrying increasing age of a trade receivable or contract asset balance past payment
amount and fair value less costs to sell, of the asset is estimated in order to terms, the Group uses a provision matrix, where provision rates are based
determine the extent of impairment loss. on days past due. The provision matrix used reflects estimates based on
past experience, current economic factors and consideration of forward-
Capital work in progress
looking estimates of economic conditions. Generally, trade receivables are
Capital work in progress represents expenditure on property, plant and written-off completely if past due for more than 180 days. Default is defined
equipment in the course of construction. Transfers are made to other as the point where there is no further legal address available for the Group
property, plant and equipment categories when the assets are available to recover the receivable amount.
for use.
The information about the ECLs on the Group’s trade receivables and
contract assets is disclosed in note 20.
Trade payables that are not interest bearing are initially recognised at fair
value and carried at amortised cost.
2 Material accounting policy information continued For the purpose of hedge accounting, hedges are classified as:
Summary of material accounting policy information continued • Cash flow hedges when hedging the exposure or variability in cash
Financial instruments continued flows that is either attributable to a particular risk associated with a
(b) Cash and cash equivalents recognised asset or liability or a highly probable transaction.
Cash and cash equivalents in the balance sheet comprise cash at bank and • Fair value hedges when hedging the exposure to changes in the fair
on hand and short-term deposits with a maturity of three months or less. value of a recognised asset or liability.
For the purpose of the consolidated statement of cash flows, cash and cash • Hedges of a net investment in a foreign operation.
equivalents consist of cash and short-term deposits, as defined above, net
of outstanding bank overdrafts as they are considered an integral part of At the inception of a hedge relationship, the Group formally designates
the Group’s cash management. Bank overdrafts are included within financial and documents the hedge relationship to which it wishes to apply
liabilities in current liabilities in the balance sheet. hedge accounting and the risk management objective and strategy for
undertaking the hedge. The documentation includes identification of the
(c) Bank and other borrowings hedging instrument, the hedged item, the nature of the risk being hedged
Interest-bearing bank and other borrowings are recorded at the fair value and how the Group will assess whether the hedging relationship meets
of the proceeds received, net of direct issue costs. Subsequent to initial the hedge effectiveness requirements (including the analysis of sources of
recognition, borrowings are stated at amortised cost, where applicable. hedge ineffectiveness and how the hedge ratio is determined). A hedging
relationship qualifies for hedge accounting if it meets all of the following
Bank or other borrowings are derecognised when the obligation under the effectiveness requirements:
liability is discharged, cancelled or expires. When an existing financial liability
is replaced by another from the same lender on substantially different • There is ‘an economic relationship’ between the hedged item and the
terms, or the terms of an existing liability are substantially modified, such hedging instrument.
an exchange or modification is treated as the derecognition of the original • The effect of credit risk does not ‘dominate the value changes’ that
liability and the recognition of a new liability. The difference in the respective result from that economic relationship.
carrying amounts is recognised in the consolidated income statement. • The hedge ratio of the hedging relationship is the same as that
resulting from the quantity of the hedged item that the Group actually
Financial assets and financial liabilities are offset and the net amount hedges and the quantity of the hedging instrument that the Group
is reported in the consolidated balance sheet if there is a currently actually uses to hedge that quantity of hedged item.
enforceable legal right to offset the recognised amounts and there is an
intention to settle on a net basis, ie to realise the assets and settle the Provisions
liabilities simultaneously. Provisions have been made for employee-related liabilities, restructuring
commitments, onerous contracts, insured liabilities and legal claims,
(d) Derivative financial instruments and hedge accounting and other property-related commitments. These are recognised as
The Group uses derivative financial instruments to manage interest rate management’s best estimate of the expenditure required to settle the
risk and to hedge fluctuations in foreign currencies in accordance with its Group’s liability at the reporting date.
risk management policy. In cases where these derivative instruments are
significant, hedge accounting is applied as described below. The Group A provision is recognised in the balance sheet when the Group has a
does not use derivative financial instruments for speculative purposes. present legal or constructive obligation as a result of a past event and
where it is probable that an outflow will be required to settle the obligation
Derivatives are initially recognised in the balance sheet at fair value on and the amount of the obligation can be estimated reliably. If the effect is
the date the derivative contract is entered into and are subsequently material, expected future cash flows are discounted using a current pre-tax
remeasured at reporting periods to their fair values. Derivatives are carried rate that reflects, where appropriate, the risks specific to the liability. Where
as financial assets when the fair value is positive and as financial liabilities discounting is used, the increase in the provision due to unwinding the
when the fair value is negative. discount is recognised as a finance cost. Details of provisions are set out in
note 24.
Changes in the fair value of the effective portion of derivatives that are
designated and qualify as cash flow hedges are recognised in other Provisions for insured liabilities and legal claims include the full estimated
comprehensive income (OCI). Changes in the fair value of the ineffective value of the liability. Any related insurance reimbursement asset that is
portion of cash flow hedges are recognised in the income statement. virtually certain to be received is separately presented gross within trade
Amounts originally recognised in OCI are transferred to the income and other receivables or other non-current assets on the consolidated
statement when the underlying transaction occurs or if the transaction balance sheet.
results in the recognition of a non-financial asset or liability, the amount
accumulated in equity is included in the initial cost or carrying amount of the Contingent liabilities
hedged asset or liability. Contingent liabilities are possible obligations of the Group of which the
timing and amount are subject to significant uncertainty. Contingent
Changes in the fair value of derivative financial instruments that do not liabilities are not recognised in the consolidated balance sheet, unless they
qualify for hedge accounting are recognised in the income statement as are assumed by the Group as part of a business combination. They are
they arise. however disclosed, unless they are considered to be remote. If a contingent
liability becomes probable and the amount can be reliably measured it
Hedge accounting is discontinued when the hedging instrument expires
is no longer treated as contingent and recognised as a liability on the
or is sold, terminated, or exercised, or no longer qualifies for hedge
balance sheet.
accounting. At that time, any cumulative gain or loss on the hedging
instrument recognised in OCI is retained in equity until the hedged
transaction occurs. If a hedged transaction is no longer expected to occur,
the net cumulative gain or loss recognised in OCI is transferred to the
income statement in the period.
Contingent assets Significant accounting judgements, estimates
Contingent assets are possible assets of the Group of which the timing and and assumptions
amount are subject to significant uncertainty. Contingent assets are not The preparation of the Group’s consolidated financial statements
recognised in the consolidated balance sheet. They are however disclosed, in conformity with IFRS requires management to make judgements,
when they are considered to be probable. A contingent asset is recognised estimates and assumptions that affect the application of policies,
in the financial statements when the inflow of economic benefits is reported amounts of assets and liabilities, revenue and expenses and the
virtually certain. accompanying disclosures, and the disclosure of contingent liabilities. The
estimates are based on historical experience and various other factors
Share-based payments that are believed to be reasonable under the circumstances, the results
The Group operates a number of equity-settled executive and employee of which form the basis of making the judgements about carrying values
share plans. For all grants of share options and awards, the fair value of the of assets and liabilities that are not readily apparent from other sources.
employee services received in exchange for the grant of share options Uncertainty about these assumptions and estimates could result in
is recognised as an expense, calculated using appropriate option pricing outcomes that require a material adjustment to the carrying amount of
models. The total amount to be expensed over the vesting period is assets or liabilities affected in future periods. Actual results may also differ
determined by reference to the fair value of the options granted, excluding from these estimates.
the impact of any non-market vesting conditions, with a corresponding
increase in retained earnings. The charge is adjusted to reflect expected The estimates are reviewed on an ongoing basis. Revisions to accounting
actual levels of options vesting due to non-market conditions. estimates are recognised in the period in which the estimate is revised if the
revision affects only that and prior periods, or in the period of the revision
Shares purchased and held in trust in connection with the Group’s and future periods if the revision affects both current and future periods.
share schemes are deducted from retained earnings. No gain or loss is
recognised within the income statement on the market value of these The key assumptions concerning the future and other key sources of
shares compared with the original cost. estimation uncertainty at the reporting date, that have a significant risk
of causing a material adjustment to the carrying amounts of assets and
Segmental reporting liabilities within the next financial year, are described below. The Group
During the year the Group comprised three geographical divisions which based its assumptions and estimates on parameters available when the
have only one major product or service: specialist geotechnical services. consolidated financial statements were prepared. Existing circumstances
North America; Europe; and Asia-Pacific, Middle East and Africa continue and assumptions about future developments, however, may change due to
to be managed as separate geographical divisions. This is reflected in the market changes or circumstances arising that are beyond the control of the
Group’s management structure and in the segment information reviewed Group. Such changes are reflected in the assumptions when they occur.
by the Chief Operating Decision Maker.
Construction contracts
Dividends The Group’s approach to key estimates and judgements relating to
Interim dividends are recorded in the Group’s consolidated financial construction contracts is set out in the revenue recognition policy. In the
statements when paid. Final dividends are recorded in the Group’s Group consolidated balance sheet this impacts contract assets, contract
consolidated financial statements in the period in which they receive liabilities and contract provisions (refer to notes 4 and 24). As described in
shareholder approval. the policy the default revenue recognition approach is the output method.
When revenue is recognised based on the output method, there is little
Non-underlying items judgement involved in accounting for construction contracts as the
Non-underlying items are disclosed separately in the financial statements amount of revenue that has not been certified/accepted by the client is
where it is necessary to do so to provide further understanding of the typically small and is usually based on volumes achieved at agreed rates.
financial performance of the Group. They are items which are exceptional These contracts can still be subject to claims and variations resulting in an
by their size and/or are non-trading in nature, including amortisation adjustment to the revenue recognised.
of acquired intangibles, goodwill impairment, restructuring costs and
other non-trading amounts, including those relating to acquisitions and
disposals. Tax arising on these items, including movement in deferred tax
assets arising from non-underlying provisions, is also classified as a non-
underlying item.
2 Material accounting policy information continued The Group exercises judgement in assessing whether restructuring items
and the ERP implementation costs should be classified as non-underlying.
Significant accounting judgements, estimates This assessment covers the nature of the item, cause of the occurrence
and assumptions continued and scale of impact of that item on the reported performance. Typically,
Construction contracts continued management will categorise restructuring costs incurred to exit a specific
When revenue is recognised based on the input (cost) method, the main geography as non-underlying, in addition restructuring programmes which
factors considered when making estimates and judgements include the are incremental to normal operations undertaken to add value to the
cost of the work required to complete the contract in order to estimate business are included in non-underlying items. The value of exceptional
the percentage completion, and the outcome of claims raised against the restructuring costs in 2023 (£2.8m) is lower than in 2022 (£5.3m). ERP
Group by customers or third parties. The Group performed around 5,500 implementation costs are categorised as non-underlying due to the scale
contracts during 2023, at an average revenue of approximately £540,000 and length of the project. The nature of the project and costs incurred
and a typical range of between £25,000 and £10m in value. The majority of are reviewed on a regular basis to assess the appropriateness of the
contracts were completed in the year and therefore there are no estimates classification as a non-underlying cost.
involved in accounting for these. For contracts that are not complete at year
end and revenue is recognised on the input method, the Group estimates Carrying value of goodwill
the total costs to complete in order to measure progress and therefore how The Group tests annually whether goodwill has suffered any impairment
much revenue to recognise, which may impact the contract asset or liability in accordance with the accounting policy set out above. Impairment exists
recorded in the balance sheet. The actual total costs incurred on these when the carrying value of an asset or cash-generating unit exceeds
contracts will differ from the estimate at 31 December and it is reasonably its recoverable amount, which is the higher of its fair value less costs of
possible that outcomes on these contracts within the next year could be disposal and its value-in-use. The fair value less costs of disposal calculation
materially different in aggregate to those estimated. Total contract assets is based on available market data for transactions conducted at arm’s
are £90.9m and contract liabilities are £90.9m at 31 December 2023. length, for similar assets or observable market prices less incremental
costs of disposing of the asset. The Group estimates the recoverable
However, due to the level of uncertainty and timing across a large portfolio amount based on value-in-use calculations. The value-in-use calculation is
of contracts, which will be at different stages of their contract life, it is not based on a discounted cash flow (DCF) model. The cash flows are derived
practical to provide a quantitative analysis of the aggregated judgements from the relevant budget and forecasts for the next three years, including
that are applied at a portfolio level. The estimated costs to complete are a terminal value assumption. The recoverable amount is sensitive to the
management’s best estimate at this point in time and no individual estimate discount rate used for the DCF model as well as the expected future
or judgement is expected to have a materially different outcome. cash inflows, growth rates and maintainable earnings assumed within
the calculation.
In the case of loss-making contracts, a full provision is made based on the
estimated unavoidable costs of meeting the obligations of the contract, In 2023, management noted sensitivity in the headroom available for
where these exceed the economic benefits expected to be received. Keller Canada. The DCF for this CGU is sensitive to the future successful
The process for estimating the total cost to complete is the same as for execution of the CGU’s business plans to consistently meet forecasted
in-progress profitable contracts, and will include management’s best margins (which assumes a significant improvement in operating
estimate of all labour, equipment and materials costs required to complete performance compared with 2023) by improving project delivery
the contracted work. All cost to complete estimates involve judgement over and revenue growth. Refer to note 15 for further information.
the likely future cost of labour, equipment and materials and the impact of
inflation is included if material. The amount included within provisions in Deferred tax assets
respect of contract provisions is £41.2m (2022: £37.8m). Deferred tax assets are recognised for unused tax losses and other timing
differences to the extent that it is probable that future taxable profits will be
As stated in the revenue recognition accounting policy, variable available against which the losses can be utilised. Significant management
consideration is assessed on a contract-by-contract basis, according to judgement is required to determine the amount of deferred tax assets
the terms, facts and circumstances of the project. Variable consideration that can be recognised, based upon the likely timing and the level of future
is recognised only to the extent that it is highly probable that there will not taxable profits (based on the same Board-approved information to support
be a significant reversal; management judgement is required in order to the going concern and goodwill impairment assessments). The Group
determine when variable consideration is highly probable. Uncertainty over uses judgement in assessing the recoverability of deferred tax assets, for
whether a project will be completed or not can mean that it is appropriate to which the significant assumption is forecast taxable profits. A 10% shortfall
treat the contracted revenue as variable consideration. in expected profits would have a proportional impact on the value of the
deferred tax assets recoverable. Deferred tax assets recognised on unused
Non-underlying items tax losses were £10.7m at 31 December 2023 (2022: £14.5m). Refer to
Non-underlying items are disclosed separately in the financial statements note 12 for further information.
where it is necessary to do so to provide further understanding of the
financial performance of the Group. They are items which are exceptional Insurance and legal provisions
by their size and/or are non-trading in nature, including amortisation The recognition of provisions for insurance and legal disputes is subject to
of acquired intangibles, goodwill impairment, restructuring costs and a significant degree of estimation. In making its estimates, management
other non-trading amounts, including those relating to acquisitions and seek specialist input from legal advisers and the Group’s insurance claims
disposals. Tax arising on these items, including movement in deferred tax handler to estimate the most likely legal outcome. Provisions are reviewed
assets arising from non-underlying provisions, is also classified as a non- regularly and amounts updated where necessary to reflect developments
underlying item. in the disputes. The ultimate liability may differ from the amount provided
depending on the outcome of court proceedings and settlement
negotiations or if investigations bring to light new facts. Refer to note 24
for further information.
3 Segmental analysis
During the year the Group was managed as three geographical divisions and has only one major product or service: specialist geotechnical services.
This is reflected in the Group’s management structure and in the segment information reviewed by the Chief Operating Decision Maker.
2023 2022
Revenue Operating profit Revenue Operating profit

£m £m £m £m
North America 1,770.0 169.6 1,896.1 82.0

Europe 686.0 1.8 649.3 29.1
Asia-Pacific, Middle East and Africa 510.0 22.6 399.2 6.6
2,966.0 194.0 2,944.6 117.7
Central items – (13.1) – (9.1)
Underlying 2,966.0 180.9 2,944.6 108.6
Non-underlying items (note 9) – (27.8) – (40.8)
2,966.0 153.1 2,944.6 67.8
2023
Segment Segment Capital Capital Depreciation2 and Tangible 3 and
assets liabilities employed additions amortisation intangible assets
£m £m £m £m £m £m
North America 929.9 (302.9) 627.0 42.1 56.5 347.3

Europe 317.1 (224.1) 93.0 22.1 30.7 141.1
Asia-Pacific, Middle East and Africa 235.8 (138.2) 97.6 30.3 23.9 105.6
1,482.8 (665.2) 817.6 94.5 111.1 594.0
Central items1 194.5 (494.1) (299.6) – 1.1 0.8
1,677.3 (1,159.3) 518.0 94.5 112.2 594.8
20224
Segment Segment Capital Capital Depreciation2 and Tangible 3 and
assets liabilities employed additions amortisation intangible assets
£m £m £m £m £m £m
North America 1,016.3 (349.1) 667.2 33.8 54.6 352.5

Europe 338.9 (208.0) 130.9 23.2 27.8 159.6
Asia-Pacific, Middle East and Africa 251.1 (163.4) 87.7 24.7 13.7 109.6
1,606.3 (720.5) 885.8 81.7 96.1 621.7
Central items1 96.3 (485.3) (389.0) – 0.9 2.7
1,702.6 (1,205.8) 496.8 81.7 97.0 624.4
1 Central items include net debt and tax balances, which are managed by the Group.
2 Depreciation and amortisation excludes amortisation of acquired intangible assets.
3 Tangible and intangible assets comprise goodwill, intangible assets and property, plant and equipment.
4 The 31 December 2022 consolidated balance sheet has been restated in respect of the prior year business combination measurement adjustments, as outlined in note 5 to the consolidated
3 Segmental analysis continued

Revenue analysed by country:
2023 2022
£m £m
United States 1,644.0 1,758.0

Australia 279.4 228.4
Germany 146.3 115.9
Canada 125.2 137.9
United Kingdom 125.1 127.4
Other 646.0 577.0
2,966.0 2,944.6
Non-current assets1 analysed by country:
2023 2022
£m £m
United States 342.6 343.5

Australia 62.3 67.0
Germany 52.4 54.3
Canada 44.5 46.6
Austria 33.2 34.9
Other 131.1 143.3
666.1 689.6
1 Excluding deferred tax assets.
4 Revenue
The Group’s revenue is derived from contracts with customers. In the following table, revenue is disaggregated by primary geographical market, being the
Group’s operating segments (see note 3) and timing of revenue recognition:
2023 2022
Revenue Revenue Revenue Revenue
recognised on recognised on recognised on recognised on
performance performance performance performance
obligations obligations obligations obligations
satisfied satisfied at a Total satisfied satisfied at Total
over time point in time revenue over time a point in time revenue
£m £m £m £m £m £m
North America 1,355.0 415.0 1,770.0 1,434.7 461.4 1,896.1

Europe 686.0 – 686.0 649.3 – 649.3
Asia-Pacific, Middle East and Africa 510.0 – 510.0 399.2 – 399.2
2,551.0 415.0 2,966.0 2,483.2 461.4 2,944.6
The final contract value will not always have been agreed at the year end. The contract value, and therefore revenue allocated to a performance obligation,
may change subsequent to the year end as variations and claims are agreed with the customer. The amount of revenue recognised in 2023 from
performance obligations satisfied in previous periods is £12.4m (2022: £15.7m).
The Group’s order book comprises the unexecuted elements of orders on contracts that have been awarded. Where a contract is subject to variations, only
secured variations are included in the reported order book. As at 31 December 2023, the total order book is £1,489.1m (2022: £1,407.1m).
The order book for contracts with a total duration over one year is £463.1m (2022: £384.5m). Revenue on these contracts is expected to be recognised
as follows:
2023 2022
£m £m
Less than one year 363.4 289.3

One to two years 93.3 87.1
More than two years 5.8 8.1
462.5 384.5
The following table provides information about trade receivables, contract assets and contract liabilities arising from contracts with customers:
2023 2022
£m £m
Trade receivables 583.1 615.5

Contract assets 90.9 105.3
Contract liabilities (90.9) (85.6)
Trade receivables include invoiced amounts for retentions, which are balances typically payable at the end of a construction project, when all contractual
performance obligations have been met, and are therefore received over a longer period of time. Included in the trade receivables balance is £156.9m (2022:
£121.3m) in respect of retentions anticipated to be receivable within one year. Included in non-current other assets is £22.7m (2022: £16.3m) anticipated to
be receivable in more than one year. All contract assets and liabilities are current.
Significant changes in the contract assets and liabilities during the year are as follows:
2023 2022
Contract assets Contract liabilities Contract assets Contract liabilities
£m £m £m £m
As at 1 January 105.3 (85.6) 99.2 (46.5)

Revenue recognised in the current year 985.8 299.7 911.2 824.2
(Disposed)/acquired with businesses (0.8) – 0.6 –
Amounts transferred to trade receivables (995.3) – (914.1) –
Cash received/invoices raised for performance obligations not yet satisfied – (309.1) – (858.9)
Exchange movements (4.1) 4.1 8.4 (4.4)
As at 31 December 90.9 (90.9) 105.3 (85.6)
5 Acquisitions and disposals

Acquisitions
Current year
There were no material acquisitions during the year to 31 December 2023.
Prior year acquisitions

GKM Consultants Inc.
On 1 May 2022, the Group acquired 100% of the issued share capital of GKM Consultants Inc., an instrumentation and monitoring provider in Quebec,
Canada, for an initial cash consideration of £3.3m (CAD$5.3m). In addition, contingent consideration is payable dependent on the cumulative EBITDA in the
three-year period post acquisition.
At the acquisition date, the fair value of the contingent consideration was £1.2m (CAD $2.0m), based on expected cashflows generated by the business over
a three year period at that point in time. At 31 December 2022, the fair value of the contingent consideration was revised to £0.9m with the reduction in the
amount payable recognised in the income statement as a non-underlying item in that year. The maximum value of the contingent consideration is £1.2m,
the minimum payable would be zero.
The fair value of intangible assets acquired represents the fair value of customer contracts at the date of acquisition, customer relationships and the trade
name. Goodwill arising on acquisition is attributable to the knowledge and expertise of the assembled workforce, the expectation of future contracts
and customer relationships and the operating synergies that arise from the Group’s strengthened market position. The goodwill is not expected to be
deductible for tax purposes.
Nordwest Fundamentering AS
On 15 November 2022, the Group acquired 100% of the issued share capital of Nordwest Fundamentering AS, a small specialist geotechnical contractor
provider in Norway, for an initial cash consideration of £5.5m (NOK65m). In addition, deferred consideration of £0.5m (NOK6m) is payable. Due to the timing
of the acquisition, the review of the fair value of net assets acquired was performed in H1 2023. The provisional value of net assets acquired was £1.0m at
acquisition date, resulting in a goodwill and other intangibles value of £5.3m.
5 Acquisitions and disposals continued

Acquisitions continued
Prior period business combination measurements adjustments
Under IFRS 3 ‘Business Combinations’ there is a measurement period of no longer than 12 months in which to finalise the valuation of the acquired assets
and liabilities. During the measurement period, the acquirer retrospectively adjusts the provisional amounts recognised at the acquisition date to reflect any
new information obtained about facts and circumstances that existed as of the acquisition date and, if known, would have affected the measurement of the
amounts recognised as of that date.
The valuation of Nordwest Fundamentering AS acquired assets is now final and the adjustments to the provisional fair values that were made during the
measurement period are set out in the table below:
Provisional fair value Revised provisional

recognised on Adjustments during fair value recognised
acquisition measurement period on acquisition
£m £m £m
Assets
Intangible assets1 – 0.9 0.9
Property, plant and equipment 0.3 – 0.3
Property, plant and equipment – right-of-use asset 2.1 – 2.1
Trade and other receivables 1.5 – 1.5
Cash and cash equivalents 1.1 – 1.1
5.0 0.9 5.9
Liabilities
Trade and other payables (1.5) – (1.5)
Current tax liabilities2 – (0.7) (0.7)
Loans and borrowings, including lease liabilities (2.2) – (2.2)
Deferred tax liabilities (0.3) – (0.3)
(4.0) (0.7) (4.7)
Total identifiable net assets 1.0 0.2 1.2
Goodwill 5.3 (0.2) 5.1
Total consideration 6.3 – 6.3
Satisfied by:
Initial cash consideration 5.5 – 5.5
Initial valuation of contingent consideration 0.5 – 0.5
Purchase price adjustment 0.3 – 0.3
6.3 – 6.3
1 The adjustment to intangible assets relates to the revised valuation of the trade name and customer relationships acquired.
2 The adjustment to current tax liabilities relates to the updated tax liability due from pre-acquisition profits.
The impact of these adjustments has been applied retrospectively, meaning that the financial position for the year to 31 December 2022 has been
restated. The adjustments did not result in any impact on the income statement for the year ended 31 December 2022. A summary of the purchase price
adjustments made for the 2022 acquisitions are set out in the table below.
Fair value
of other
Acquired Acquired identifiable
intangible deferred tax assets and Consideration Non-cash Net cash
Goodwill assets liabilities liabilities paid Cash acquired elements outflow
Acquisition £m £m £m £m £m £m £m £m
Nordwest Fundamentering AS 5.1 0.9 (0.3) 0.6 6.3 1.1 0.8 4.4
Disposals
On 10 November 2023, the Group disposed of its Cyntech Tanks operation in Canada, a part of Cyntech Construction Ltd, for a total consideration of
£1.5m (CAD$2.6m), consisting of the sale price of £1.3m (CAD$2.2m) and further sale price adjustments to be paid from the Escrow amount of £0.2m
(CAD$0.4m). A non-underlying loss on disposal of £0.1m (CAD$0.2m) was recognised.
In 2022, a contingent consideration of £0.7m was received in accordance with the terms of the sale and purchase agreement of Wannenwetsch GmbH,
which was disposed of in 2020.
6 Operating costs
2023 20221
Note £m £m
Raw materials and consumables 954.0 1,054.3

Staff costs 8 739.7 699.8
Other operating charges 774.6 777.5
Amortisation of intangible assets 15 0.4 0.5
Expenses relating to short-term leases and leases of low-value assets 184.7 201.7
Depreciation:
Owned property, plant and equipment 16a 81.8 71.1
Right-of-use assets 16b 29.4 29.7
Underlying operating costs 2,764.6 2,834.6
Non-underlying items 9 22.5 29.7
Statutory operating costs 2,787.1 2,864.3
Other operating charges include:
Redundancy and other reorganisation costs – –
Fees payable to the company’s auditor for the audit of the company’s Annual Report and Accounts 1.4 1.4
Fees payable to the company’s auditor for other services:
The audit of the company’s subsidiaries, pursuant to legislation 2.1 2.0
Other assurance services 0.1 0.1
1 The net impairment loss on trade receivables and contract assets has been reclassified and separated from operating costs, where it was reported in previous periods. Further details of the
reclassified amounts are outlined in note 7 to the consolidated financial statements. The restatement explained in note 20 has caused a consequential increase of £12.8m in the amount reported
above for Other operating charges for the prior period.
7 Net impairment loss on trade receivables and contract assets

The net impairment loss on trade receivables and contract assets is made up of movements in the allowance for expected credit losses of trade receivables
and contract assets as follows:
2023 2022 1
£m £m
Additional provisions 29.4 13.8

Unused amounts reversed (7.7) (10.6)
Net impairment loss2 21.7 3.2
1 The net impairment loss on trade receivables and contract assets has been reclassified and separated from operating costs, where it was reported in previous periods.
2 Of this amount £16.8m (2022: £11.5m) is subject to enforcement activity.
Further information on the Group’s allowance for expected credit losses of trade receivables and contract assets and on the Group’s expected credit loss
rates for the 2022 and 2023 financial years can be found in note 20 Trade and other receivables.
8 Employees
The aggregate staff costs of the Group were:
2023 2022
£m £m
Wages and salaries 643.5 606.7

Social security costs 66.2 66.7
Other pension costs 25.6 23.1
Share-based payments 4.4 3.3
739.7 699.8
These costs include Directors’ remuneration. Fees payable to Non-executive Directors totalled £0.5m (2022: £0.5m).
In the United States, the Coronavirus Aid, Relief, and Economic Security Act allowed employers to defer the payment of the employer’s share of social
security taxes otherwise required to be paid between 27 March and 31 December 2020. The payment of the deferred taxes is required in two instalments;
the first half was paid on 3 January 2022 and the remainder was paid on 3 January 2023.
8 Employees continued
The average number of staff, including Directors, employed by the Group during the year was:
2023 2022
Number Number
North America 4,413 4,604

Europe 2,924 3,043
Asia-Pacific, Middle East and Africa 2,152 2,174
9,489 9,821
9 Non-underlying items
Non-underlying items include items which are exceptional by their size and/or are non-trading in nature, including amortisation of acquired intangibles, goodwill
impairment, restructuring costs and other non-trading amounts, including those relating to acquisitions and disposals. Tax arising on these items, including
movement in deferred tax assets arising from non-underlying provisions, is also classified as a non-underlying item. These are detailed in the table below.
As underlying results include the benefits of restructuring programmes and acquisitions but exclude significant costs (such as major restructuring costs and
the amortisation of acquired intangible assets) they should not be regarded as a complete picture of the Group’s financial performance, which is presented
in its total statutory results. The exclusion of non-underlying items may result in underlying earnings being materially higher or lower than total statutory
earnings. In particular, when significant impairments and restructuring charges are excluded, underlying earnings will be higher than total statutory earnings.
2023 2022
£m £m
ERP implementation costs 7.5 6.3

Goodwill impairment 12.1 12.5
Exceptional restructuring costs 2.8 5.3
Impairment of trade receivables related to restructuring 0.4 0.3
Loss on disposal of operations 0.1 –
Exceptional historic contract dispute – 3.5
Claims related to closed business – 2.5
Contingent consideration: additional amounts provided – 0.1
Change in fair value of contingent consideration – (0.7)
Acquisition costs – 0.2
Non‑underlying items in operating costs (including net impairment loss
on trade receivables and contract assets) 22.9 30.0
Amortisation of acquired intangible assets 5.1 10.3
Gain on sale of assets held for sale (0.8) –

Contingent consideration received – (0.7)
Non-underlying items in other operating income (0.8) (0.7)
Amortisation of joint venture acquired intangibles 0.6 1.2
Total non-underlying items in operating profit 27.8 40.8

Non-underlying items in finance income – (3.6)
Total non-underlying items before taxation 27.8 37.2
Taxation (3.0) (9.0)
Total non-underlying items after taxation 24.8 28.2
Non-underlying items in operating costs
ERP implementation costs
The Group is continuing the strategic project to implement a new cloud computing enterprise resource planning (ERP) system across the Group. Due to
the size, nature and incidence of the relevant costs expected to be incurred, the costs are presented as a non-underlying item, as they are not reflective of
the underlying performance of the Group. As this is a complex implementation, project costs are expected to be incurred over a total period of five years, of
which 2023 was the third year. Non-underlying ERP costs of £7.5m (2022: £6.3m) include only costs relating directly to the implementation including external
consultancy costs and the cost of the dedicated implementation team. Non-underlying costs does not include operational post-deployment costs such as
licence costs for businesses that have transitioned.
Goodwill impairment
The goodwill impairment of £12.1m relates to Keller Limited, the UK Foundations business following uncertainty over the future profitability of the cash-
generating unit after the completion of a substantial customer contract. Refer to note 15 for further information.
In 2022, the goodwill impairment of £12.5m was related to Austral (£7.7m) due to uncertainty over the future profitability of the cash-generating unit
following the discovery of the financial reporting fraud; and Sweden (£4.8m) due to a downward revision to the medium-term forecast as forward projections
did not fully support the carrying value of the goodwill.
Exceptional restructuring costs

Exceptional restructuring costs of £2.8m. comprise £0.5m in the Europe division, and £2.3m in the Asia-Pacific, Middle East and Africa (AMEA) division. In
Europe, the costs relate to the exit from Kazakhstan, in AMEA the costs relate to the closure of the Egypt business. In addition, the exit from Kazakhstan
resulted in a £0.4m impairment of trade receivables.
The Group exercises judgement in assessing whether restructuring items should be classified as non-underlying. This assessment covers the nature of
the item, cause of the occurrence and scale of impact of that item on the reported performance. Typically, management will categorise restructuring costs
incurred to exit a specific geography as non-underlying, in addition restructuring programmes which are incremental to normal operations undertaken to
add value to the business are included in non-underlying items. The value of exceptional restructuring costs in 2023 (£2.8m) is lower than in 2022 (£5.3m).
In 2022, exceptional restructuring costs of £5.3m comprised £3.4m in the North America Division, £1.8m in the Europe Division, a credit of £0.6m in AMEA
and £0.7m incurred centrally. In North America, the costs arose as a result of a management and property reorganisation within the parts of the business
located in Texas. Costs include redundancy costs and property duplication costs. In Europe, the costs related to the scheduled exit of the Ivory Coast and
Morocco businesses, including asset impairments and redundancy costs. In AMEA, the credit arose from restructuring costs provided for in prior years as
costs incurred were lower than originally anticipated. In 2022, an impairment charge of £0.3m by the North-East Europe Business Unit was in respect of
trade receivables in Ukraine that were not expected to be recovered due to the ongoing conflict.
Loss on disposal of operations

On 10 November 2023, the Group disposed of its Cyntech Tanks operation in Canada, a part of Cyntech Construction Ltd, for a total consideration of
£1.5m, consisting of the sale price of £1.3m and further sale price adjustments to be paid from the Escrow amount of £0.2m. A loss on disposal of £0.1m
was recognised.
Exceptional historic contract dispute and claims related to closed business

In 2022, the £3.5m exceptional charge was related to a provision made for additional legal costs relating to the historical Avonmouth contract dispute
following a negotiation with insurers during that year. In addition, a £2.5m provision for a legal claim in respect of a closed business was recognised.
Contingent consideration
In 2022, additional contingent consideration payable of £0.1m related to the acquisition of the Geo Instruments US business in 2017.
Acquisition costs
Acquisition costs of £0.2m in 2022 comprised professional fees relating to the NWF acquisition in Norway and centrally incurred project costs.
Amortisation of acquired intangible assets

Amortisation of acquired intangible assets of £5.1m relates to the amortisation charge on assets acquired in the RECON, GKM, Moretrench and NWF
acquisitions. The amortisation in 2022 of £10.3m relates to the RECON, GKM, Moretrench and Voges acquisitions.
Non-underlying items in other operating income

The gain on disposal of assets held for sale of £0.8m relates primarily to the sale of assets owned by the now closed Waterway business in Australia as
mentioned in note 22. Impairment charges for these assets had previously been charged to non-underlying items in prior periods and therefore the
corresponding profit on disposal of the assets is also recognised as a non-underlying item.
During 2022, the second and final instalment of contingent consideration was received in relation to the Wannenwetsch disposal in September 2020, in
accordance with the terms of the sale and purchase agreement. The first instalment was received during 2021.
9 Non-underlying items continued

Amortisation of joint venture acquired intangibles
Amortisation of joint venture intangibles relates to NordPile, an acquisition by the Group’s joint venture interest KFS Finland Oy on 8 September 2021.
Non-underlying finance income

In 2022, the Group entered into an interest rate derivative with the purpose of hedging a highly probable forecast transaction. The forecast transaction did
not take place and as a result the amount arising from the hedging instrument was recognised in the income statement. This resulted in the recognition of
£3.6m of finance income which was included in non-underlying as it was material in size and was not reflective of the underlying finance income and costs of
the Group.
Non-underlying taxation
Refer to note 12 for details of the non-underlying tax items.
10 Finance income
2023 2022
£m £m
Bank and other interest receivable 1.6 0.3

Net pension interest income – 0.1
Other finance income 0.2 0.1
Underlying finance income 1.8 0.5
Non-underlying finance income – 3.6
Total finance income 1.8 4.1
11 Finance costs
2023 2022
£m £m
Interest payable on bank loans and overdrafts 12.6 7.8

Interest payable on other loans 8.6 2.4
Interest on lease liabilities 5.6 3.6
Net pension interest cost 0.3 0.1
Other interest costs 1.8 1.5
Total interest costs 28.9 15.4
Unwinding of discount on provisions 0.4 0.2
Total finance costs 29.3 15.6
12 Taxation
2023 2022
£m £m
Current tax expense:

Current year 54.6 46.6
Prior years 0.4 (2.5)
Total current tax 55.0 44.1
Deferred tax expense:
Current year (18.7) (32.0)
Prior years (0.5) (0.8)
Total deferred tax (19.2) (32.8)
35.8 11.3
UK corporation tax is calculated at 23.5% (2022: 19%) of the estimated assessable profit for the year. Taxation for other jurisdictions is calculated at the
rates prevailing in the respective jurisdictions.
The effective tax rate can be reconciled to the UK corporation tax rate of 23.5% (2022: 19%) as follows:
2023 2022
£m £m £m £m £m £m
Profit/(loss) before tax 153.4 (27.8) 125.6 93.5 (37.2) 56.3

UK corporation tax charge/(credit) at 23.5% (2022: 19%) 36.0 (6.5) 29.5 17.8 (7.1) 10.7
Tax charged at rates other than 23.5% (2022: 19%) 4.3 (0.2) 4.1 3.1 (1.0) 2.1
Tax losses and other deductible temporary differences
not recognised 10.1 0.6 10.7 6.6 0.8 7.4
Utilisation of tax losses and other deductible
temporary differences previously unrecognised (7.4) - (7.4) (0.7) (4.3) (5.0)
Permanent differences (4.3) 3.1 (1.2) (2.8) 2.6 (0.2)
Adjustments to tax charge in respect of previous periods (0.1) - (0.1) (3.3) – (3.3)
Other 0.2 - 0.2 (0.4) – (0.4)
Tax charge/(credit) 38.8 (3.0) 35.8 20.3 (9.0) 11.3
Effective tax rate 25.3% 10.6% 28.5% 21.7% 24.2% 20.1%
The increase in the effective tax rate on underlying profits of 25% from the 2022 rate of 22% is largely due to increased profits in the US (which are taxed at
a higher combined federal and state tax rate), non-deductible accounting provisions in Saudi Arabia and material accounting losses in Sweden, Norway and
Poland where no deferred tax asset is recognised.
The tax credit of £3.0m on non-underlying items has been calculated by assessing the tax impact of each component of the charge to the income
statement and applying the jurisdictional tax rate that applies to that item. The effective tax rate in 2023 on non-underlying items is lower than the effective
tax rate on underlying items due to the inclusion of costs for which there is no corresponding tax credit. In 2022, £4.7m of the non-underlying tax credit
related to the tax impact of the non-underlying loss for the year. The remainder of the FY22 credit arose from the reversal of the valuation allowance against
deferred tax assets in Canada that was recognised through the non-underlying tax charge in prior years.
The Group is subject to taxation in over 40 countries worldwide and the risk of changes in tax legislation and interpretation from tax authorities in the
jurisdictions in which it operates. The assessment of uncertain positions is subjective and subject to management’s best judgement of the probability of
the outcome in reaching agreement with the relevant tax authorities. Where tax positions are uncertain, provisions are made where necessary, based on
interpretation of legislation, management experience and appropriate professional advice. Management do not expect the outcome of these estimates to
be materially different from the position taken.
The UK government enacted Finance (No 2) Act 2023 on 11 July 2023, which includes the Pillar Two legislation introducing a multinational top up tax and
a domestic minimum top up tax in line with the minimum 15% rate in the OECD’s Pillar Two rules. The rules will apply to the Group for the financial year
commencing on 1 January 2024. The UK legislation has also adopted the OECD’s transitional Pillar Two safe harbour rules which, if applicable, will deem the
top up tax for a jurisdiction to be nil based on available Country-by-Country Reporting data.
The Group has performed an assessment of the potential exposure to Pillar Two top up taxes, based on the most recent Country-by-Country Reporting,
and FY24 country specific PBT forecasts for the constituent entities in the Group. Based on the assessment, the Pillar Two effective tax rates in most of the
jurisdictions in which the Group operates are above 15%. There are however a limited number of jurisdictions where the transitional safe harbour relief may
not apply and the Pillar Two effective tax rate is close to the 15% threshold. The Group does not expect a material exposure to Pillar Two top up taxes for
these jurisdictions.
The Group has applied the exemption in the amendments to IAS 12 (issued in May 2023) and has neither recognised nor disclosed information about
deferred tax assets or liabilities relating to Pillar Two income taxes.
12 Taxation continued
The following are the major deferred tax liabilities and assets recognised by the Group and the movements during the current and prior reporting periods:
Other
Accelerated Retirement employee- Other1
Unused tax capital benefit related temporary
losses allowances obligations liabilities Bad debts differences Total
£m £m £m £m £m £m £m
At 1 January 2022 (13.0) 38.2 (4.2) (6.3) (8.7) 13.5 19.5

(Credit)/charge to the income statement (1.0) (31.2) 0.3 0.9 (0.3) (1.6) (32.9)
Charge to other comprehensive income – – 0.6 – – – 0.6
Acquisition and disposal of businesses – – – – – 0.8 0.8
Exchange movements (0.5) 3.9 0.1 (0.7) (1.1) 0.6 2.3
Other reallocations/transfers – – – – – (0.1) (0.1)
At 31 December 2022 (14.5) 10.9 (3.2) (6.1) (10.1) 13.2 (9.8)
Charge/(credit) to the income statement 3.1 (11.9) 0.7 (6.7) 2.8 (7.2) (19.2)
Charge to other comprehensive income – – 0.1 – – – 0.1
Exchange movements 0.7 – 0.1 0.4 0.3 (1.6) (0.1)
At 31 December 2023 (10.7) (1.0) (2.3) (12.4) (7.0) 4.4 (29.0)
1 Other temporary differences are mainly in respect of intangible assets and contract provisions.
The movement from a net deferred tax asset of £9.8m at 31 December 2022 to £29.0m at 31 December 2023 is largely as a result of the timing of the
deductibility of R&D expenditure for US tax purposes. R&D expenditure is capitalised for tax purposes and amortised over five years.
Deferred tax assets include amounts of £36.8m (2022: £15.1m) where recovery is based on forecasts of future taxable profits that are expected to be
available to offset the reversal of the associated temporary differences. The deferred tax assets arise predominantly in the US (£29.3m) Australia (£3.7m),
Canada (£2.1m), India (£1.0m) and the UK (£0.7m). The amount of profits in each territory which are necessary to be realised over the forecast period to
support these assets are £115m, £12m, £7m, £4m and £3m. Canadian tax rules currently allow tax losses to be carried forward up to 20 years. Australia
and the UK allow losses to be carried forward indefinitely. The recovery of deferred tax assets has been assessed by reviewing the likely timing and level of
future taxable profits. The period assessed for recovery of assets is appropriate for each territory having regard to the specific facts and circumstances
and the probability of achieving forecast profitability. A 10% shortfall in expected profits would have a proportional impact on the value of the deferred tax
assets recoverable.
The following is the analysis of the deferred tax balances:
2023 2022
£m £m
Deferred tax liabilities 7.8 5.3

Deferred tax assets (36.8) (15.1)
(29.0) (9.8)
At the balance sheet date, the Group had unused tax losses of £137.6m (2022: £140.9m), mainly arising in Canada, Australia, Malaysia and the UK, available
for offset against future profits, on which no deferred tax asset has been recognised. Of these losses, £84.0m (2022: £118.2m) may be carried forward
indefinitely. Of the remaining losses, £15.6m expire in 2025, £3.4m expire in 2028 and £34.6m expire in 2035.
At the balance sheet date, the aggregate of other deductible temporary differences for which no deferred tax asset has been recognised was £4.4m (2022:
£18.0m). These differences have no expiry term.
At the balance sheet date the aggregate of temporary differences associated with investments in subsidiaries, branches and joint ventures for which no
deferred tax liability has been recognised is £373.9m (2022: £335.0m), on the basis that the Group can control the reversal of temporary differences and it is
probable that the temporary differences will not reverse in the foreseeable future. The unprovided deferred tax liability in respect of these timing differences
is £10.0m (2022: £10.2m).
13 Dividends payable to equity holders of the parent
Ordinary dividends on equity shares:
2023 2022
£m £m
Amounts recognised as distributions to equity holders in the year:

Final dividend for the year ended 31 December 2022 of 24.5p (2021: 23.3p) per share 17.7 16.8
Interim dividend for the year ended 31 December 2023 of 13.9p (2022: 13.2p) per share 10.0 9.6
27.7 26.4
The Board has recommended a final dividend for the year ended 31 December 2023 of £22.7m, representing 31.3p (2022: 24.5p) per share. The
proposed dividend is subject to approval by shareholders at the Annual General Meeting on 15 May 2024 and has not been included as a liability in
these financial statements.
14 Earnings per share

Basic earnings per share is calculated by dividing the profit for the year attributable to ordinary equity holders of the parent by the weighted average number
of ordinary shares outstanding during the year.
When the Group makes a profit, diluted earnings per share equals the profit attributable to equity holders of the parent adjusted for the dilutive impact
divided by the weighted average diluted number of shares. When the Group makes a loss, diluted earnings per share equals the loss attributable to the
equity holders of the parent divided by the basic average number of shares. This ensures that earnings per share on losses is shown in full and not diluted by
unexercised share awards.
There have been no other transactions involving ordinary shares or potential ordinary shares between the reporting date and the date of authorisation of
these financial statements.
Basic and diluted earnings per share are calculated as follows:
Underlying earnings attributable to Earnings attributable to the equity

the equity holders of the parent holders of the parent
2023 2022 2023 2022
Basic and diluted earnings (£m) 114.2 74.2 89.4 46.0
Weighted average number of ordinary shares (m)1

Basic number of ordinary shares outstanding 72.8 72.7 72.8 72.7
Effect of dilution from:
Share options and awards 1.4 1.0 1.4 1.0
Diluted number of ordinary shares outstanding 74.2 73.7 74.2 73.7
Earnings per share

Basic earnings per share (p) 156.9 102.1 122.8 63.3
Diluted earnings per share (p) 153.9 100.7 120.5 62.4
1 The weighted average number of shares takes into account the weighted average effect of changes in treasury shares during the year. The weighted average number of shares excludes those held in
the Employee Share Ownership Plan Trust and those held in treasury, which for the purpose of this calculation are treated as cancelled.
15 Goodwill and intangible assets

Customer
Trade contracts and Other
Goodwill names relationships intangibles Total
£m £m £m £m £m
Cost
At 1 January 2022 225.5 32.7 44.6 22.4 325.2
Additions – – – 0.1 0.1
Acquired with businesses1,2 6.9 0.7 1.5 – 9.1
Exchange movements 15.8 1.4 1.8 4.6 23.6
At 31 December 2022 and 1 January 20231 248.2 34.8 47.9 27.1 358.0
Additions – – – 0.2 0.2
Exchange movements (9.6) (2.0) (2.7) (0.2) (14.5)
At 31 December 2023 238.6 32.8 45.2 27.1 343.7
Accumulated amortisation and impairment

At 1 January 2022 105.0 26.8 32.2 21.7 185.7
Impairment charge for the year 12.5 – – – 12.5
Amortisation charge for the year1 – 1.6 8.7 0.4 10.7
Exchange movements 5.4 0.6 0.8 4.4 11.2
Impairment charge for the year 12.1 – – – 12.1
Amortisation charge for the year – 1.7 3.4 0.4 5.5
Exchange movements (4.0) (1.8) (2.5) (0.3) (8.6)
At 31 December 2023 131.0 28.9 42.6 26.6 229.1
Carrying amount
At 1 January 2022 120.5 5.9 12.4 0.7 139.5
At 31 December 2023 107.6 3.9 2.6 0.5 114.6
1 The 31 December 2022 consolidated balance sheet has been restated in respect of prior period business combination measurement adjustments, as outlined in note 5 to the consolidated financial
statements.
2 In the 2022 financial year, goodwill arising on the acquisition of business relates to Nordwest Fundamentering AS.
Other intangibles represent internally developed software and licences. There are no indicators of impairment for assets relating to trade names,
customer contracts and relationships or other intangibles at 31 December 2023.
For the purposes of impairment testing, goodwill has been allocated to seven (2022: ten) separate cash-generating units (CGUs). The carrying amount of
goodwill allocated to the five CGUs with the largest goodwill balances is significant in comparison to the total carrying amount of goodwill and comprises
99% of the total (2022: 95%). The relevant CGUs and the carrying amount of the goodwill allocated to each are as set out below, together with the pre-tax
discount rate and medium-term growth rate used in their value-in-use calculations:
2023 2022
Carrying Pre-tax Forecast Carrying Pre-tax Forecast
value discount rate1 growth rate value discount rate1 growth rate
CGU Geographical segment £m % % £m % %
Keller US North America 49.4 15.2 2.0 51.9 13.6 2.0

Suncoast North America 33.9 15.2 2.0 35.5 13.5 2.0
Keller Canada North America 13.2 13.8 2.0 13.7 12.7 2.0
Keller Limited Europe – – – 12.1 13.2 2.0
Other North America and Europe 11.1 12.1
107.6 125.3
1 Pre-tax discount rates and forecast growth rates are defined by market.
The recoverable amount of the goodwill allocated to each CGU has been calculated on a value-in-use basis. The calculations use cash flow projections
based on financial budgets and forecasts approved by management and cover a three-year period.
The Group’s businesses operate in a diverse geographical set of markets, some of which are expected to continue to face uncertain conditions in future
years. The most important factors in the value-in-use calculations are the forecast revenues and operating margins during the forecast period, the growth
rates and discount rates applied to future cash flows. The key assumptions underlying the cash flow forecasts are revenue and operating margins assumed
throughout the forecast period. Revenue and operating margins are prepared as part of the Group’s three-year forecast in line with the Group’s annual
business planning process. The Group’s budget for 2024 and financial projections for 2025 and 2026 were approved by the Board, and have been used as
the basis for input into the value-in-use calculation.
Management considers all the forecast revenues, margins and profits to be reasonably achievable given recent performance and the historic trading results
of the relevant CGUs. A margin for historical forecasting error has also been factored into the value-in-use model. Cash flows beyond 2026 which are
deemed to be on a continuing basis have been extrapolated using the forecast growth rates above and do not exceed the long-term average growth rates
for the markets in which the relevant CGUs operate. The growth rates used in the Group’s value-in-use calculation into perpetuity are based on forecasted
growth in the construction sector in each region where a CGU is located and adjusted for longer-term compound annual growth rates for each CGU as
estimated by management. The discount rates used in the value-in-use calculations are based on the weighted average cost of capital of companies
comparable to the relevant CGUs, adjusted as necessary to reflect the risk associated with the asset being tested.
Management’s assessment for Keller Canada is sensitive to the future successful execution of CGU’s business plans to consistently meet forecasted
margins (which assumes a significant improvement in operating performance compared with 2023) by improving project delivery and revenue growth.
The goodwill in Keller Limited, included in the table above, was impaired by £12.1m during 2023. The goodwill is impaired due to the uncertainty in the CGU’s
business plans to address the quantum of reduction in revenue volumes, margins and profits following scheduled completion of HS2 projects within the next
twelve months.
For the remaining CGUs, management believes that any reasonable possible change in the key assumptions on which the recoverable amounts of the CGUs
are based would not cause any of their carrying amounts to exceed their recoverable amounts.
A number of sensitivities were run on the projections to identify the changes required in each of the key assumptions that, in isolation, would give rise to an
impairment of the following goodwill balances.
Reduction1 in Reduction in
Increase1 in future growth final year
discount rate rate cash flow
CGU Geographical segment % % %
Keller US North America 35.6 76.8 97.5

Suncoast North America 111.2 n/a 119.4
Keller Canada North America 7.4 9.6 50.1
1 The increase in discount rate and reduction in future growth rate are presented as gross movements.
16 Property, plant and equipment

Property, plant and equipment comprises owned and leased assets.
2023 2022
Note £m £m
Property, plant and equipment – owned assets 16a 394.9 409.5

Right-of-use assets – leased assets 16b 85.3 77.0
At 31 December 480.2 486.5
16 Property, plant and equipment continued

16 a) Property, plant and equipment – owned assets
Land and Plant, machinery Capital work
buildings and vehicles in progress Total
£m £m £m £m
Cost
At 1 January 2022 69.0 910.9 5.5 985.4
Additions 1.9 72.4 7.3 81.6
Acquired with businesses – 0.7 – 0.7
Disposals – (34.8) – (34.8)
Net transfers to held for sale – (1.5) – (1.5)
Reclassification – 2.2 (2.2) –
Exchange movements 5.3 68.2 0.6 74.1
At 31 December 2022 and 1 January 2023 76.2 1,018.1 11.2 1,105.5
Additions 4.3 85.3 4.7 94.3
Transfer from leased assets (note 16 b) – 0.8 – 0.8
Disposals (0.6) (69.8) (0.1) (70.5)
Net transfers to held for sale1 – (1.7) – (1.7)
Disposed with businesses2 – (0.8) – (0.8)
Reclassification 1.2 5.8 (7.0) –
Exchange movements (2.5) (37.3) (0.6) (40.4)
At 31 December 2023 78.6 1,000.4 8.2 1087.2
Accumulated depreciation and impairment

At 1 January 2022 21.9 588.0 – 609.9
Charge for the year 1.9 69.2 – 71.1
Disposals – (30.1) – (30.1)
Net transfers to held for sale – (1.2) – (1.2)
Exchange movements 1.6 44.7 – 46.3
At 31 December 2022 and 1 January 2023 25.4 670.6 – 696.0
Charge for the year 3.1 78.7 – 81.8
Disposals (0.2) (57.3) – (57.5)
Net transfers to held for sale1 – (0.2) – (0.2)
Disposed with businesses 2
– (0.4) – (0.4)
Exchange movements (0.8) (26.6) – (27.4)
At 31 December 2023 27.5 664.8 – 692.3
Carrying amount
At 1 January 2022 47.1 322.9 5.5 375.5
At 31 December 2022 and 1 January 2023 50.8 347.5 11.2 409.5
At 31 December 2023 51.1 335.6 8.2 394.9
1 The carrying amount of assets held for sale at the balance sheet date are detailed in note 22.
2 Assets disposed with the Cyntech Tanks operation in Canada as detailed in note 5.
The Group had contractual commitments for the acquisition of property, plant and equipment of £12.0m (2022: £17.6m) at the balance sheet date. These
amounts were not included in the balance sheet at the year end.
16 b) Right-of-use assets – leased assets
The Group has lease contracts for various items of land and buildings, plant, machinery and vehicles used in its operations. Leases of land and buildings
generally have lease terms between three and 15 years, while plant, machinery and vehicles generally have lease terms between two and eight years. The
Group’s obligations under its leases are secured by the lessor’s title to the lease assets. Generally, the Group is restricted from assigning and sub-leasing its
leased assets. There are several lease contracts that include extension and termination options.
The Group has certain leases of machinery with lease terms of 12 months or less and leases of office equipment with low value. The Group applies the
‘short-term lease’ and ‘lease of low-value assets’ recognition exemptions for these leases.
Set out below are the carrying amounts of the right-of-use assets recognised and the movements during the year:
Land and Plant, machinery

buildings and vehicles Total
£m £m £m
At 1 January 2022 42.9 25.0 67.9

Additions 5.9 18.9 24.8
Acquired with businesses – 2.1 2.1
Depreciation expense (14.1) (15.6) (29.7)
Impairment renewal – 4.2 4.2
Contract modifications 6.0 (4.4) 1.6
Exchange movements 3.4 2.7 6.1
At 31 December 2022 and 1 January 2023 44.1 32.9 77.0
Additions 18.0 15.9 33.9
Transfers to property, plant and equipment – (0.8) (0.8)
Depreciation expense (14.7) (14.7) (29.4)
Impairment expense (0.6) – (0.6)
Contract modifications 7.3 1.4 8.7
Exchange movements (2.1) (1.4) (3.5)
At 31 December 2023 52.0 33.3 85.3
The carrying amounts of lease liabilities (included within note 26 within loans and borrowings) and the movements during the year are set out in note 27.
17 Investments in joint ventures

The Group’s investment in joint ventures relates to a 50% interest in the ordinary shares of KFS Finland Oy, an entity incorporated in Finland.
2023
£m
At 1 January 2023 4.4

Share of underlying post-tax results 0.8
Share of non-underlying post-tax results (note 9) (0.6)
Exchange movements (0.1)
At 31 December 2023 4.5
2022
£m
At 1 January 2022 4.0

Share of underlying post-tax results 1.5
Share of non-underlying post-tax results (note 9) (1.2)
Exchange movements 0.1
At 31 December 2022 4.4
In 2023, KFS Finland Oy earned total revenue of £19.0m (2022: £20.7m) and a statutory profit after tax for the year of £0.2m (2022: £0.3m).
The joint venture had no contingent liabilities or commitments as at 31 December 2023 (2022: £nil).
17 Investments in joint ventures continued

Aggregate amounts relating to joint ventures:
2023 2022
£m £m £m £m £m £m
Revenue 19.0 – 19.0 20.7 – 20.7

Operating costs1 (18.0) (0.6) (18.6) (19.2) (1.2) (20.4)
Operating profit/(loss) 1.0 (0.6) 0.4 1.5 (1.2) 0.3
Finance costs (0.2) – (0.2) (0.1) – (0.1)
Profit/(loss) before taxation 0.8 (0.6) 0.2 1.4 (1.2) 0.2
Taxation (0.1) 0.1 – 0.1 – 0.1
Share of post-tax results 0.7 (0.5) 0.2 1.5 (1.2) 0.3
1 Included within operating costs is depreciation on owned assets of £0.9m (2022: £1.1m).
KFS Finland Oy (100% of results) Group’s portion of the joint venture

2023 2022 2023 2022
£m £m £m £m
Non-current assets 16.0 18.0 8.0 9.0

Cash and cash equivalents 3.2 1.4 1.6 0.7
Other current assets 3.0 4.4 1.5 2.2
Total assets 22.2 23.8 11.1 11.9
Other current liabilities (3.8) (3.4) (1.9) (1.7)
Non-current loans and borrowings (9.0) (10.8) (4.5) (5.4)
Other non-current liabilities (0.4) (0.8) (0.2) (0.4)
Total liabilities (13.2) (15.0) (6.6) (7.5)
Share of net assets 9.0 8.8 4.5 4.4
18 Other non-current assets

2023 2022
£m £m
Non-qualifying deferred compensation plan assets 20.5 19.4

Customer retentions 22.7 16.3
Other assets 1.6 1.7
Insurance receivables 22.0 23.4
66.8 60.8
A non-qualifying deferred compensation plan (NQ) is available to US employees, whereby an element of eligible employee bonuses and salary is deferred
over a period of four to six years. The plan allows participants to receive tax relief for contributions beyond the limits of the tax-free amounts allowed per the
401k defined contribution pension plan. The plan is administered by a professional investment provider with participants able to select their investments
from an approved listing. An amount equal to each participant’s compensation deferral is transferred into a trust and invested in various marketable
securities. The related trust assets are not identical to investments held on behalf of the employee but are invested in similar funds with the objective that
performance of the assets closely tracks the liabilities. The investments held in the trust are designated solely for the purpose of paying benefits under
the non-qualified deferred compensation plan. The investments in the trust would however be available to all unsecured general creditors in the event
of insolvency.
The value of both the employee investments and those held in trust by the company are measured using Level 1 inputs per IFRS 13 (‘quoted prices in active
markets for identical assets or liabilities that the entity can access at the measurement date’) based on published market prices at the end of the period.
Adjustments to the fair value are recorded within net finance costs in the consolidated income statement.
At 31 December 2023, non-current assets in relation to the investments held in the trust were £20.5m (2022: £19.4m). The fair value movement on these
assets was £2.2m (2022: £3.5m). During the period proceeds from the sale of NQ-related investments were £nil (2022: £nil). At 31 December 2023, non-
current liabilities in relation to the participant investments were £14.3m (2022: £14.7m). These are accounted for as financial liabilities at fair value through
profit or loss. The fair value movement on these liabilities was £2.6m (2022: £3.5m). During the year £0.6m (2022: £1.2m) of compensation was deferred
Further details on insurance receivables are given in note 24.

19 Inventories
2023 2022
£m £m
Raw materials and consumables 58.9 56.3

Work in progress 1.0 1.9
Finished goods 33.4 66.2
93.3 124.4
During 2023, £1.3m (2022: £2.0m) of inventory write-downs were recognised as an expense for inventories carried at net realisable value. This is recognised
within operating costs in the consolidated income statement.
During 2023, inventory balances decreased by £31.1m (2022: £52.3m increase), which was made up of cashflow movements of £26.8m (2022:£(44.2)m),
foreign exchange movements of £4.2m (2022: £(7.5)m) and other non-cash movements of £0.1m (2022: £(0.6)m).
20 Trade and other receivables

2023 2022
£m £m

Other receivables 21.7 20.7
Prepayments 26.1 23.1
721.8 764.6
During 2023, trade and other receivable balances decreased by £42.8m (2022: £179.1m increase), which was made up of cashflow movements of £1.5m
(2022: £(110.0)m), foreign exchange movements of £33.0m (2022: £(57.1)m) and other non-cash movements of £8.3m (2022: £(12.0)m).
Further details on insurance receivables included within other receivables are given in note 24.
Trade receivables and contract assets included in the balance sheet are shown net of expected credit loss provisions as detailed in note 2.
The movement in the allowance for expected credit losses of trade receivables and contract assets is as follows:
2023 2022
(Restated)
£m £m
At 1 January 36.0 34.8

Used during the year (10.8) (4.4)
Additional provisions 29.4 13.8
Unused amounts reversed (7.7) (10.6)
Acquisition with businesses – 0.2
Exchange movements (1.8) 2.2
At 31 December 45.1 36.0
During the year, the Financial Reporting Council (“FRC”) reviewed the Group’s Annual Report and Accounts for the year ended 31 December 2022. The FRC’s
review was limited to the Group’s Annual Report and Accounts for the year ended 31 December 2022 and did not benefit from a detailed understanding of
underlying transactions and therefore provided no assurance that they are correct in all material respects. Following completion of the review, the Directors
have concluded to restate the opening trade and other receivables balance of the prior period by £18.9m and the amounts presented in the Unused
amounts reversed. The restatement has no impact on the value of the allowance as at 31 December 2022 and has no impact on the statement of financial
position at 31 December 2022. The restatement has caused a consequential increase of £12.8m in the amount reported in note 6 for Other operating
charges for the prior period.
20 Trade and other receivables continued

Set out below is information about the credit risk exposure on the Group’s trade receivables and contract assets, detailing past due but not impaired, based
on agreed terms and conditions with the customer:
2023
Contract assets Trade receivables and non-current customer retentions
Days past due
Total Current <30 days 31–90 days >90 days Total
£m £m £m £m £m £m
Expected credit loss rate 1% 1% 1% 1% 46% 7%

Estimated total gross carrying amount at default 92.2 402.8 109.8 57.9 79.1 649.6
Allowance for expected credit loss (1.3) (5.9) (1.0) (0.3) (36.6) (43.8)
Carry amount as shown in the balance sheet 90.9 396.9 108.8 57.6 42.5 605.8
2022
Contract assets Trade receivables and non-current customer retentions
Days past due
Total Current <30 days 31–90 days >90 days Total
£m £m £m £m £m £m
Expected credit loss rate 1% 1% 0% 0% 43% 5%

Estimated total gross carrying amount at default 106.4 395.9 112.3 91.2 67.3 666.7
Allowance for expected credit loss (1.1) (5.3) (0.3) (0.4) (28.9) (34.9)
Carry amount as shown in the balance sheet 105.3 390.6 112.0 90.8 38.4 631.8
The Group’s expected credit loss rate for trade receivables and non-current customer retentions that were more than 90 days past due increased from
43% in 2022 to 46% in 2023. This was as a result of specific provisions that were provided in relation to both customers struggling financially and contractual
disputes leading to failure of recovery. The other expected credit loss rates were in line with the prior year.
21 Cash and cash equivalents

2023 2022
£m £m
Bank balances 105.2 97.0

Short-term deposits 46.2 4.1
Cash and cash equivalents in the balance sheet 151.4 101.1
Bank overdrafts (2.4) (6.9)
Cash and cash equivalents in the cash flow statement 149.0 94.2
Cash and cash equivalents include £4.4m (2022: £8.5m) of the Group’s share of cash and cash equivalents held by joint operations, and £1.1m (2022: £1.4m)
of restricted cash which is subject to local country restrictions as it is held as collateral in support of bank guarantees.
22 Assets held for sale

2023 2022
£m £m
Plant and machinery 1.6 2.8

1.6 2.8
During 2023, £1.1m (2022: £0.9m) of the North American assets, £1.4m of the Waterway assets and £0.1m of the South African assets were disposed of
for a total cash consideration of £4.2m resulting in a gain from the disposal of assets of £1.6m.
At 31 December 2023, assets held for sale comprises of an electric crane in Australia costing £1.5m which was added during the period and remaining
£0.1m of assets in North America.
23 Trade and other payables
2023 2022
£m £m
Trade payables 155.5 229.4

Other taxes and social security payable 16.8 21.5
Other payables 153.0 139.4
Contract liabilities 90.9 85.6
Accruals 137.1 109.7
Fair value of derivative financial instruments 0.3 –
553.6 585.6
Other payables includes contingent and deferred consideration of £1.7m (2022: £0.8m), interest payable of £6.1m (2022: £2.0m), non-qualifying
compensation plan liabilities of £3.3m (2022: £1.7m) and contract specific accruals of £119.1m (2022: £117.6m).
During 2023, trade and other payable balances decreased by £32.0m (2022: £77.6m increase), which was made up of cashflow movements of £25.6m
(2022: £(43.7)m), foreign exchange movements of £22.0m (2022: £(39.2)m) and other non-cash movements of £(15.6)m (2022: £5.3m).
24 Provisions
Employee Restructuring Contract Insurance and Other
provisions provisions provisions legal provisions provisions Total
£m £m £m £m £m £m
As at 31 December 2022 10.4 4.1 37.8 65.0 2.3 119.6

Charge for the year 2.5 5.9 31.1 16.6 0.6 56.7
Used during the year (2.3) (3.5) (21.2) (5.8) (0.1) (32.9)
Unused amounts reversed (0.3) (0.3) (5.2) (1.8) – (7.6)
Unwinding of discount – – – 0.4 – 0.4
Exchange movements (0.7) (0.1) (1.3) (1.0) (0.3) (3.4)
At 31 December 2023 9.6 6.1 41.2 73.4 2.5 132.8
Current 3.2 6.1 29.5 17.9 2.4 59.1

Non-current 6.4 – 11.7 55.5 0.1 73.7
At 31 December 2023 9.6 6.1 41.2 73.4 2.5 132.8
Employee provisions
Employee provisions relate to various liabilities in respect of employee rights and benefits, including the workers’ compensation scheme in North America
and long service leave benefits in Australia.
At 31 December 2023, the provision in respect of workers’ compensation was £6.5m (2022: £7.1m). A provision is recognised when an employee informs
the company of a workers’ compensation claim. The provision is measured based on information provided by the workers’ compensation insurer. The actual
costs that may be incurred in respect of these claims are dependent on the assessment of an employee’s claim and potential medical expenses, with timing
of outflows variable depending on the claim.
At 31 December 2023, the provision in respect of long service leave was £2.0m (2022: £1.9m). A provision is recognised at the point an employee joins the
company, with an adjustment made to factor the likelihood that the employee will remain in continuous service with the company to meet the threshold to
receive the benefits. It is measured on an IAS 19 basis, at the present value of expected future benefit for services provided by employees up to the reporting
date. The actual costs that may be incurred are dependent on the length of service for employees and amended for any starters and leavers. The provision is
utilised when the leave is taken by the employee or when unused leave is paid on termination of employment.
Employee provisions also includes an amount of £0.8m (2022: £0.8m) in respect of social security contributions on share options. This provision is utilised as
the options are exercised by employees, which occurs when the awards vest. The provision covers three years of open share options and will be utilised each
year as the options vest.
24 Provisions continued
Restructuring provisions
A restructuring provision is recognised when the Group has developed a detailed formal plan for the restructuring, has raised a valid expectation in those
individuals affected and liabilities have been identified. The measurement of a restructuring provision includes only the direct expenditures arising from
the restructuring.
The restructuring provisions in 2023 include amounts provided in the year for the exit from the Egypt business, as well as amounts not yet settled from
restructuring projects provided in the prior year. The provisions comprise mainly amounts for redundancy costs. Estimates may differ from the actual
charges depending on the finalisation of redundancy amounts. These provisions are expected to be utilised within the next 12 months
Contract provisions
Contract provisions include onerous contracts where the forecast costs of completing the contract exceed the revenue and provision for potential
remediation costs that we believe are probable to incur.
Provision for onerous contracts is made in full when such losses are foreseen, based on the estimated unavoidable costs of meeting the obligations of the
contract, where these exceed the economic benefits expected to be received. The unavoidable costs under a contract reflect the least net cost of exiting
from the contract, which is the lower of the cost of fulfilling it and any compensation or penalties arising from failure to fulfil it. The actual loss incurred is
uncertain until the project has been completed, and the actual costs incurred to complete the contract could be higher or lower than estimated in the
calculation of the provision. The majority of this balance is expected to be utilised in the next 12 months, given the general short-term nature of contracts.
Provision for potential remediation costs typically arise after the completion of a project through a customer claim or dispute. The provision reflects our
estimate of costs to be incurred in relation to the dispute, some disputes can take a long period of time to resolve and the actual amount incurred could be
higher or lower than our provision, so there is uncertainty over both the amount and the timing of the expected cash outflows. The non-current element of
the provision relates to disputes we expect will take longer than a year to resolve.
Insurance and legal provisions

Insurance and legal provisions comprises the liability for legal claims against the Group, including those that are retained within the Group’s captive insurer
(the ‘captive’). The captive covers both public liability and professional indemnity claims for the Group. The captive covers liabilities below an upper limit above
which third-party insurance applies. They also include matters relating to separate legal issues which are not covered by the captive, including claims arising
from civil matters which could result in penalties and legal costs. By their nature the amounts and timings of any outflows are difficult to predict.
Provisions for insurance and legal claims are made based on the best estimate of the likely total settlement value of a claim against the Group. Management
seek specialist input from legal advisers and the Group’s insurance claims handler to estimate the most likely legal outcome. The outcome of legal
negotiations is inherently uncertain; as a result, there can be no guarantee that the assumptions used to estimate the provision will result in an accurate
prediction of the actual costs that may be incurred.
A provision is recognised when it is judged likely that a legal claim will result in a payment to the claimant and the amount of the claim can be reliably
estimated. Provisions are utilised as insurance claims are settled, which may take a number of years. A separate insurance receivable is recognised to the
extent that confirmed third-party insurance is expected to cover any element of an estimated claim value and is virtually certain to be recovered. The asset
is recognised within other non-current assets (refer to note 18) and trade and other receivables (refer to note 20). Management considers that there are no
instances of reimbursable assets which are probable in nature.
Other provisions
Other provisions are in respect of property dilapidation arising from lease obligations and other operational provisions. Where a lease includes a ‘make-good’
requirement, provision for the cost is recognised as the obligation is incurred, either at the commencement of the lease or as a consequence of using the
asset, and the cost of the expected work required can be reliably estimated. These are expected to be utilised over the relevant lease term which ranges
from 3 to 15 years across the Group.
25 Other non-current liabilities

2023 2022
£m £m
Non-qualifying compensation plan liabilities 14.3 14.7

Other liabilities 8.9 6.6
23.2 21.3
Other liabilities include deferred and contingent consideration of £8.9m (2022: £1.1m) and £nil (2022: £5.2m) in respect of US social security tax deferrals,
refer to note 8 for further information.
Refer to note 18 for further information on the non-qualifying deferred compensation plan.
26 Financial instruments
Exposure to credit, interest rate and currency risks arise in the normal course of the Group’s business and have been identified as risks for the Group.
Derivative financial instruments are used to hedge exposure to fluctuations in foreign exchange and interest rates.
The Group does not trade in financial instruments nor does it engage in speculative derivative transactions.
Currency risk
The Group faces currency risk principally on its net assets, most of which are in currencies other than sterling. The Group aims to reduce the impact that
retranslation of these net assets might have on the consolidated balance sheet by matching the currency of its borrowings, where possible, with the
currency of its assets. The majority of the Group’s borrowings are held in sterling and US dollars.
The Group manages its currency flows to minimise transaction exchange risk. Forward contracts are used to hedge significant individual transactions.
The majority of such currency flows within the Group relate to the repatriation of profits, intra-group loan repayments and any foreign currency cash flows
associated with acquisitions. The Group’s treasury risk management is performed at the Group’s head office.
As at 31 December 2023, the fair value of outstanding foreign exchange forward contracts was £0.3m (2022: £nil) included in current liabilities.
Interest rate risk

Our objectives are to add stability to the interest expense and to manage our exposure to interest rate movements. To accomplish these objectives, we
primarily use external debt and have previously used interest rate swaps as part of our interest rate risk management strategy.
Interest rate risk is managed by either fixed or floating rate borrowings dependent upon the purpose and term of the financing.
As at 31 December 2023, approximately 99% (2022: 80%) of the Group’s third-party borrowings were at fixed interest rates.
Hedging currency risk and interest rate risk

The Group currently hedges currency risk and has previously hedged interest rate risk. Where hedging instruments are used to hedge significant individual
transactions, the Group ensures that the critical terms, including dates, currencies, nominal amounts, interest rates and lengths of interest periods, are
matched. The Group uses both qualitative and quantitative methods to confirm this and to assess the effectiveness of the hedge.
Interest rate swaps were in place at the beginning of 2022, to hedge the interest rate risk on the existing US Private placement notes. These interest rate
swaps were closed out during 2022. There are no derivatives or other hedging instruments in place at the balance sheet date held for the purpose of
hedging interest rate risk.
Credit risk
The Group’s principal financial assets are trade and other receivables, bank and cash balances and a limited number of investments and derivatives held to
hedge certain Group exposures. These represent the Group’s maximum exposure to credit risk in relation to financial assets.
The Group has procedures to manage counterparty risk and the assessment of customer credit risk is embedded in the contract tendering processes.
The counterparty risk on bank and cash balances is managed by limiting the aggregate amount of exposure to any one institution by reference to their credit
rating and by regular review of these ratings.
Customer credit risk is mitigated by the Group’s relatively small average contract size and diversity, both geographically and in terms of end markets.
No individual customer represented more than 4% of revenue in 2023 (2022: 6%). The ageing of trade receivables that were past due but not impaired is
shown in note 20.
The Group evaluates each new customer and assesses their creditworthiness before any contract is undertaken.
The Group reviews customer receivables (including contract assets) on an ageing basis and provides against expected unrecoverable amounts.
Experience has shown the level of historical provision required to be relatively low. Credit loss provisioning reflects past experience, economic factors
and specific conditions.
The Group’s estimated exposure to credit risk for trade receivables and contract assets is disclosed in note 20. This amount is the accumulation of several
years of provisions for known or expected credit losses.
26 Financial instruments continued

Liquidity risk and capital management
The Group’s capital structure is kept under constant review, taking into account the need for availability and cost of various sources of funding. The capital
structure of the Group consists of net debt and equity as shown in the consolidated balance sheet. The Group maintains a balance between the certainty of
funding and a flexible, cost-effective financing structure, with all main borrowings being from committed facilities. The Group’s policy ensures that its capital
structure is appropriate to support this balance and the Group’s operations.
In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue
new shares or sell assets to reduce debt. The Group’s debt and committed facilities mainly comprise a $75m private placement repayable in December
2024, a US$120m private placement repayable in August 2030, a US$180m private placement repayable in August 2033 and a £375m syndicated revolving
credit facility expiring in November 2025.
The private placement debt and revolving credit facility are subject to certain covenants linked to the Group’s financing structure, specifically regarding
the ratios of net debt and interest to profit. The covenants are calculated on an IAS 17 basis, EBITDA to net debt leverage must be below three times and
EBITDA interest cover must be above four times. The Group has complied with these covenants throughout the year.
At the year end, the Group also had other borrowing facilities available of £50.2m (2022: £75.8m).
Private placements
In August 2023, $120m and $180m were raised through a private placement with US institutions. The proceeds of the issue of $120m Series A notes 6.38%
due 2030 and $180m Series B notes 6.42% due 2033 were used to repay a $115m bilateral term loan facility and to repay drawings from the revolving credit
facility. The US private placement notes are accounted for on an amortised cost basis and are retranslated at the exchange rate at each period end. The
carrying value of the $120m and $180m private placement liabilities at 31 December 2023 were £94.2m and £141.2m, respectively.
In December 2014, $75m was raised through a private placement with US institutions. The proceeds of the issue of $75m Series B notes 4.17% due 2024
was used to refinance maturing private placements. The US private placement note are accounted for on an amortised cost basis and are retranslated at the
exchange rate at each period end. The carrying value of the $75m private placement liability at 31 December 2023 was £58.5m (2022: £62.0m).
Hedging
The Group entered into a Treasury lock on 28 April 2023 designated as a cash flow hedge against the highly probable cash outflows for the US private
placement notes issued in August 2023. A Treasury lock is a synthetic forward sale of a US Treasury note, which is settled in cash based upon the difference
between an agreed-upon treasury rate and the prevailing treasury rate at settlement. Such Treasury locks are entered into to effectively fix the underlying
treasury rate component of an upcoming debt issuance. The Treasury lock was settled on 26 May 2023.
All hedges are tested for effectiveness every six months. All hedging relationships remained effective during the year while they were in place.
Accounting classifications
2023 2022
£m £m
Financial assets measured at fair value through profit or loss

Non-qualifying deferred compensation plan 20.5 19.4
Financial assets measured at amortised cost
Cash and cash equivalents 151.4 101.1
Financial liabilities at fair value through profit or loss
Contingent consideration payable (10.0) (0.9)
Forward contracts (0.3) –
Financial liabilities measured at amortised cost
Trade payables (155.5) (229.4)
Contract liabilities (90.9) (85.6)
Bank and other loans (297.1) (319.0)
Lease liabilities (91.6) (81.0)
Deferred consideration payable (0.7) (1.0)
Effective interest rates and maturity analysis
In respect of financial liabilities, the following table indicates their effective interest rates and undiscounted contractual cash flows at the balance sheet date:
2023
Carrying
amount as
Effective Due within Due within Due within Due after more shown in the
interest rate 1 year 1–2 years 2–5 years than 5 years Total balance sheet
% £m £m £m £m £m £m
Bank loans and overdrafts 2.5 (2.8) (0.4) (0.1) – (3.3) (3.2)
Other loans 6.0 (76.5) (15.1) (45.4) (287.9) (424.9) (293.9)
Lease liabilities – (31.0) (24.4) (36.7) (16.3) (108.4) (91.6)
Contract liabilities – (90.9) – – – (90.9) (90.9)
Trade payables – (155.5) – – – (155.5) (155.5)
Contingent and deferred consideration – (1.7) (3.0) (7.4) – (12.1) (10.7)
(358.4) (42.9) (89.6) (304.2) (795.1) (645.8)
2022
Carrying
amount as
Effective Due within Due within Due within Due after more shown in the
interest rate 1 year 1–2 years 2–5 years than 5 years Total balance sheet
% £m £m £m £m £m £m
Bank loans and overdrafts 5.0 (10.4) (0.4) (245.7) (0.1) (256.6) (256.4)
Bonds and other loans 4.2 (3.2) (64.6) – – (67.8) (62.6)
Lease liabilities – (28.3) (21.4) (32.9) (7.1) (89.7) (81.0)
Contract liabilities – (85.6) – – – (85.6) (85.6)
Trade payables – (229.4) – – – (229.4) (229.4)
Contingent consideration – (0.8) (1.1) – – (1.9) (1.9)
(357.7) (87.5) (278.6) (7.2) (731.0) (716.9)
Loans and borrowings analysis

2023 2022
£m £m
$75m private placement (due December 2024) (58.5) (62.0)

$120m private placement (due August 2030) (94.2) –
$180m private placement (due August 2033) (141.2) –
£375m syndicated revolving credit facility (expiring November 2025) – (248.1)
Bank overdrafts (2.4) (6.9)
Other bank borrowings (0.8) (1.4)
Other loans – (0.6)
Lease liabilities (note 27) (91.6) (81.0)
Total loans and borrowings (388.7) (400.0)
The Group has substantial borrowing facilities available to it. The undrawn committed facilities available at 31 December 2023 amounted to £377.8m (2022:
£227.6m). This mainly comprised the Group’s unutilised £375m revolving credit facility, which expires on 23 November 2025. In addition, the Group had undrawn
uncommitted borrowing facilities totalling £47.4m at 31 December 2023 (2022: £46.1m). Other uncommitted bank borrowing facilities are normally reaffirmed
by the banks annually, although they can theoretically be withdrawn at any time. Facilities totalling £nil (2022: £1.5m) are secured against certain assets. Future
obligations under finance leases on a former IAS 17 basis totalled £0.5m (2022: £0.9m), including interest of £0.1m (2022: £0.1m).

Changes in loans and borrowings were as follows:
Foreign
exchange Fair value
2022 Cash flows Other 1
New leases movements changes 2023
£m £m £m £m £m £m £m
Bank overdrafts (6.9) 4.5 – – – – (2.4)

Bank loans (249.5) 244.5 (1.1) – 5.3 – (0.8)
Private placements (62.0) (241.2) 0.6 – 8.7 – (293.9)
Other loans (0.6) 0.6 – – – – –
Lease liabilities (note 27) (81.0) 33.9 (14.3) (33.9) 3.7 – (91.6)
Total loans and borrowings (400.0) 42.3 (14.8) (33.9) 17.7 – (388.7)
1 Other comprises disposals and contract modifications and interest accretion on lease liabilities and the amortisation of deferred financing costs on bank loans.
Changes in loans and borrowings in the prior year were as follows:
Foreign
Acquisition of exchange Fair value
2021 Cash flows Other1 New leases businesses movements changes 2022
£m £m £m £m £m £m £m £m
Bank overdrafts (0.9) (5.9) – – – (0.1) – (6.9)

Bank loans (140.9) (98.2) (0.5) – (0.1) (9.8) – (249.5)
Other loans (58.8) 0.3 – – – (6.5) 2.4 (62.6)
Lease liabilities (note 27) (75.4) 33.1 (5.2) (24.8) (2.1) (6.6) – (81.0)
Total loans and borrowings (276.0) (70.7) (5.7) (24.8) (2.2) (23.0) 2.4 (400.0)
Derivative financial instruments 2.6 (0.2) – – – – (2.4) –
1 Other comprises disposals and contract modifications and interest accretion on lease liabilities and the amortisation of deferred financing costs on bank loans.
There was no impact of IBOR reform on the Group in the year.
Cash flow hedges

At 31 December 2023, the Group held foreign exchange forward contracts to hedge exposures to changes in foreign currency rates. The net value of
instruments held was £0.3m (2022:£nil).
2023
Maturity Carrying amount Change in fair
value used for
calculating
hedge Nominal
<1 year 1–2 years 2–5 years >5 years Asset Liability ineffectiveness amount
£m £m £m £m £m £m £m $m
Forward exchange forwards (0.3) – – – – (0.3) – (0.3)
2022
Maturity Carrying amount Change in fair
value used for
calculating
hedge Nominal
<1 year 1–2 years 2–5 years >5 years Asset Liability ineffectiveness amount
£m £m £m £m £m £m £m $m
Forward exchange forwards – – – – – – – –

Fair value hedges
At 31 December 2023, the Group held no instruments to hedge exposures to changes in interest rates (2022: £nil).
Fair values
The fair values of the Group’s financial assets and liabilities are not materially different from their carrying values. The following summarises the major
methods and assumptions used in estimating the fair values of financial instruments; being derivatives, interest-bearing loans and borrowings, contingent
and deferred consideration and payables, receivables and contract assets, cash and cash equivalents.
Derivatives
The fair values of foreign currency forward contracts are calculated based on achieved contract rates compared to the prevailing market rates at the balance
sheet date. The valuation methods of all of the Group’s derivative financial instruments carried at fair value are categorised as Level 2. Level 2 assets are
financial assets and liabilities that do not have regular market pricing, but whose fair value can be determined based on other data values or market prices.
Interest-bearing loans and borrowings

Fair value is calculated based on expected future principal and interest cash flows discounted using appropriate discount rates prevailing at the balance
sheet date.
Contingent and deferred consideration

Fair value is calculated based on the amounts expected to be paid, determined by reference to forecasts of future performance of the acquired businesses,
discounted using appropriate discount rates prevailing at the balance sheet date and the probability of contingent events and targets being achieved.
The valuation methods of the Group’s contingent consideration carried at fair value are categorised as Level 3. Level 3 assets are financial assets and
liabilities that are considered to be the most illiquid. Their values have been estimated using available management information, including subjective
assumptions. The individually significant unobservable inputs used in the fair value measurement of the Group’s contingent consideration as at 31
December 2023 are the estimation of future profits at Keller Arabia and at GKM in order to determine the expected outcome of the earnout arrangement.
The following table shows a reconciliation from the opening to closing balances for contingent and deferred consideration:
2023 2022
£m £m

Acquisition of businesses (note 5) – 1.7
Non-controlling interest (note 34) 9.3 –
Additional amounts provided (note 9) – 0.1
Paid during the period (0.2) (12.3)
Fair value in the income statement during the period (note 9) – (0.7)
On 29 August 2023, the Group acquired the 35% interest in the voting shares of Keller Turki Company Limited. A contingent consideration is payable
annually between the years 2023 and 2027, dependent on the qualifying revenue generated by the business for each of those years. The fair value of the
contingent consideration as at 31 December 2023 was £9.3m (SAR 43.2m).
On 1 May 2022, the Group acquired GKM Consultants Inc. Contingent consideration is payable dependent on the cumulative EBITDA in the three-year
period post acquisition. The fair value of the contingent consideration was recognised at the date of acquisition at £1.2m, but subsequently reduced
following movements in its fair value to £0.9m at 31 December 2022. On 15 November 2022, the Group acquired Nordwest Fundamentering AS and the
deferred contingent consideration payable relating to this acquisition is £0.5m.
Additional deferred consideration provided of £0.2m relates to the Voges Drilling acquisition in 2021.
Total contingent and deferred consideration of £0.2m was paid during the period in respect of the Voges Drilling acquisition in 2021.
There were no fair value movements during the year. In 2022, fair value movements of £0.7m related to a fair value adjustment of the RECON contingent
consideration on finalisation of the amount payable of £0.3m and the reduction in the GKM payable noted above of £0.4m.
Payables, receivables and contract assets

For payables, receivables and contract assets with an expected maturity of one year or less, the carrying amount is deemed to reflect the fair value.
Non-qualifying deferred compensation plan assets and liabilities

The value of both the employee investments and those held in trust by the company are measured using Level 1 inputs per IFRS 13 (‘quoted prices in active
markets for identical assets or liabilities that the entity can access at the measurement date’) based on published market prices at the end of the period.
Adjustments to the fair value of the assets and related liabilities are recorded within net finance costs in the consolidated income statement.
Refer to note 18 for further information on the non-qualifying deferred compensation plan.

Interest rate and currency profile
The profile of the Group’s financial assets and financial liabilities after taking account of the impact of hedging instruments was as follows:
2023
GBP USD EUR CAD AUD Other Total
Weighted average fixed debt interest rate (%) – 6.0 1.4 – – – 5.9
Weighted average fixed debt period (years) – 6.7 1.3 – – – 6.9
£m £m £m £m £m £m £m
Fixed rate financial liabilities – (293.9) (0.8) – – – (294.7)

Floating rate financial liabilities – (1.4) (1.0) – – – (2.4)
Lease liabilities (2.1) (57.8) (10.2) (5.6) (3.7) (12.2) (91.6)
Cash and cash equivalents 59.7 14.6 17.5 6.2 6.7 46.7 151.4
Net debt 57.6 (338.5) 5.5 0.6 3.0 34.5 (237.3)
Trade receivables 6.8 375.7 38.1 46.0 26.0 90.5 583.1

Trade payables (4.6)) (71.2) (24.4) (3.3) (4.0) (48.0) (155.5)
2022
GBP USD EUR CAD AUD Other Total
Weighted average fixed debt interest rate (%) – 4.2 1.4 – – 3.5 4.1
Weighted average fixed debt period (years) – 2.0 3.2 – – 0.1 2.0
£m £m £m £m £m £m £m
Fixed rate financial liabilities – (62.0) (1.4) – – (0.6) (64.0)

Floating rate financial liabilities (75.3) (153.8) (0.2) – (25.6) (0.1) (255.0)
Lease liabilities (2.9) (48.4) (10.4) (4.4) (4.6) (10.3) (81.0)
Cash and cash equivalents 7.1 4.4 14.9 4.7 11.6 58.4 101.1
Net debt (71.1) (259.8) 2.9 0.3 (18.6) 47.4 (298.9)
Trade receivables 7.2 409.5 39.8 58.1 27.0 73.9 615.5

Trade payables (6.9) (120.3) (32.6) (13.0) (9.2) (47.4) (229.4)
Sensitivity analysis
At 31 December 2023, it is estimated that a general movement of one percentage point in interest rates would increase or decrease the Group’s profit
before taxation by approximately £nil (2022: £1.5m).
It is estimated that a general increase of 10 percentage points in the value of sterling against other principal foreign currencies would have decreased the
Group’s profit before taxation and non‑underlying items by approximately £14m for the year ended 31 December 2023 (2022: £8.8m). The estimated
impact of a 10 percentage point decrease in the value of sterling is an increase of £17m (2022: £7.2m) in the Group’s profit before taxation and non-
underlying items. This sensitivity relates to the impact of retranslation of foreign earnings only. The impact on the Group’s earnings of currency transaction
exchange risk is not significant. These sensitivities assume all other factors remain constant.
27 Lease liabilities
Set out below are the carrying amounts of lease liabilities (included within note 26 within loans and borrowings) and the movements during the year:
2023 2022
£m £m

Additions 33.9 24.9
Acquired with businesses – 2.1
Contract modifications 8.7 1.6
Interest expense 5.6 3.6
Payments (33.9) (33.1)
Current 25.9 24.5

Non-current 65.7 56.5
28 Share capital and reserves

2023 2022
£m £m
Allotted, called up and fully paid equity share capital:

73,099,735 ordinary shares of 10p each (2022: 73,099,735) 7.3 7.3
The company has one class of ordinary shares, which carries no rights to fixed income. There are no restrictions on the transfer of these shares.
The capital redemption reserve of £7.6m is a non-distributable reserve created when the company’s shares were redeemed or purchased other than from
the proceeds of a fresh issue of shares.
The other reserve of £56.9m is a non-distributable reserve created when merger relief was applied to an issue of shares under section 612 of the
Companies Act 2006 to part-fund the acquisition of Keller Canada. The reserve becomes distributable should Keller Canada be disposed of.
As at 31 December 2023, the total number of shares held in treasury was 323,133 (2022: 328,954).
During the year to 31 December 2023, 500,000 ordinary shares were purchased by the Keller Group Employee Benefit Trust (2022: 135,050 purchased),
to be used to satisfy future obligations of the company under the Keller Group plc Long-Term Incentive Plan and 515,119 shares were utilised to satisfy the
obligation in the year (2022: nil). This brings the total ordinary shares held by the Employee Benefit Trust to 537,171 (2022: 552,290). The cost of the market
purchases was £3.4m (2022: £1.2m).
There is a dividend waiver in place for both shares held in treasury and by the Keller Group Employee Benefit Trust.
29 Related party transactions

Transactions between the parent, its subsidiaries and joint operations, which are related parties, have been eliminated on consolidation. Other related party
transactions are disclosed below:
Compensation of key management personnel

The remuneration of the Board and Executive Committee, who are the key management personnel, comprised:
2023 2022
£m £m
Short-term employee benefits 8.2 4.5

Post-employment benefits 0.3 0.3
Termination payments – 0.4
8.5 5.2
Other related party transactions

As at 31 December 2023, there was a net balance of £0.1m (2022: £0.1m) owed by the joint venture. These amounts are unsecured, have no fixed date of
repayment and are repayable on demand.
30 Commitments
Capital commitments
Capital expenditure contracted for at the end of the reporting period but not yet incurred was £12.0m (2022: £17.6m) and relates to property, plant and
equipment purchases.
31 Guarantees, contingent liabilities and contingent assets

Claims and disputes arise, both in the normal course of business and in relation to the historic construction activities of the Group, some of which lead to
litigation or arbitration procedures. Such claims are predominantly covered by the Group’s insurance arrangements. The Group recognises provisions for
liabilities when it is more likely than not that a settlement will be required and the value of such a payment can be reliably estimated.
At 31 December 2023, the Group had outstanding standby letters of credit and surety bonds for the Group’s captive and other global insurance
arrangements totalling £24.5m (2022: £28.1m). The Group enters into performance and advance payment bonds and other undertakings in the ordinary
course of business, using guarantee facilities with financial institutions to provide these bonds to customers. At 31 December 2023, the Group has £182.7m
outstanding related to performance and advanced payment bonds (2022: £190.6m). These are treated as a contingent liability until such time it becomes
probable that payment will be required under the individual terms of each arrangement. It is judged to be a remote possibility that a payment will be required
under any of the current performance or advance payment bonds.
At 31 December 2023, the Group had no contingent assets (2022: £nil).
32 Share-based payments
The Group operates a Long Term Incentive Plan (the ‘Plan’). Under the Plan, Executive Directors and certain members of senior management are granted
nil-cost share options with a vesting period of three years. The awards are exercised automatically on vesting, in addition the Executive Directors are subject
to a two-year post-vesting holding period.
Performance share awards are granted to Executive Directors and key management personnel which are subject to performance conditions including
total shareholder return, earnings per share, return on capital employed and operating profit margin. Conditional awards are granted under which senior
management receive shares subject only to service conditions, ie the requirement for participants to remain in employment with the Group over the vesting
period. Participants are entitled to receive dividend equivalents on these awards.
Outstanding awards are as follows:
Number
Outstanding at 1 January 2022 1,974,436

Granted during 2022 817,381
Lapsed during 2022 (365,677)
Exercised during 2022 (448,963)
Outstanding at 31 December 2022 and 1 January 2023 1,977,177
Granted during 2023 840,572
Lapsed during 2023 (208,543)
Exercised during 2023 (520,940)
Outstanding at 31 December 2023 2,088,266
Exercisable at 1 January 2022 –
Exercisable at 31 December 2022 and 1 January 2023 –
Exercisable at 31 December 2023 –
The average share price during the year was 756.5p (2022: 759.3p).
Under IFRS 2, the fair value of services received in return for share awards granted is measured by reference to the fair value of share options granted. The
estimate of the fair value of share awards granted is measured based on a stochastic model. The contractual life of the award is used as an input into this
model, with expectations of early exercise being incorporated into the model.
The inputs into the stochastic model are as follows:
2023 2022
Share price at grant 660.0p 800.0p

Weighted average exercise price 0.0p 0.0p
Expected volatility 39.6% 41.2%
Expected life 3 years 3 years
Risk-free rate 3.22% 1.35%
Expected dividend yield 0.00% 0.00%
Expected volatility was determined by calculating the historical volatility of the Group’s share price over the previous three years, adjusted for any expected
changes to future volatility due to publicly available information.
The Group recognised total expenses (included in operating costs) of £4.5m (2022: £2.9m) related to equity-settled, share-based payment transactions.
The weighted average fair value of options granted in the year was 555.7p (2022: 724.2p). Options outstanding at the year-end have a weighted average
remaining contractual life of 1.2 years (2022: 1.2 years).
The awards, which are taken as shares, are intended to be satisfied from shares held under the Keller Group Employee Benefit Trust (the ‘Trust’) or from
treasury shares held. The shares held by the Trust are accounted for as a deduction from equity in retained earnings. At 31 December 2023, 537,171
(2022: 552,290) ordinary shares were held by the Trust with a value of £3.9m (2022: £4.9m).
33 Retirement benefit liabilities

The Group operates pension schemes in the UK and overseas.
In the UK, the Group operates the Keller Group Pension Scheme (the ‘Scheme’), a defined benefit scheme, which has been closed to new members since
1999 and was closed to all future benefit accrual with effect from 31 March 2006. Under the Scheme, employees are normally entitled to retirement benefits
on attainment of a retirement age of 65. The Scheme is subject to UK pensions legislation which, inter alia, provides for the regulation of work‑based
pension schemes by The Pensions Regulator. The trustees are aware of and adhere to the Codes of Practice issued by The Pensions Regulator. The Scheme
trustees currently comprise one member-nominated trustee and two employer-nominated trustees. An employer-nominated trustee is also the Chair of
the trustees. The Scheme exposes the Group to actuarial risks, such as longevity risk, interest rate risk and market (investment) risk, which are managed
through the investment strategy to acceptable levels established by the trustees. The Scheme can invest in a wide range of asset classes including equities,
bonds, cash, property, alternatives (including private equity, commodities, hedge funds, infrastructure, currency, high yield debt and derivatives) and annuity
policies. Any investment in derivative instruments is only made to contribute to a reduction in the overall level of risk in the portfolio or for the purposes
of efficient portfolio management. With effect from the most recent actuarial valuation date (5 April 2023), the Group has agreed to pay a contribution
of £1.7m in total, paid in monthly instalments from January to August 2024. Contributions will then cease, subject to a review of the level of employer
contributions at the next actuarial review in 2026.
Between 1990 and 1997, the Scheme members accrued a Guaranteed Minimum Pension (GMP). This amount differed between men and women in
accordance with the rules which were applicable at that time. On 26 October 2018, there was a court judgement (in the case of Lloyds Banking Group
Pensions Trustees Limited v Lloyds Bank PLC) that confirmed that GMP is to be made equal for men and women. In 2018, the estimated increase in the
Scheme’s liabilities was £1.3m, which was recognised as a past service cost in 2018 as a charge to non-underlying items. On 20 November 2020, there was
an updated judgement requiring an allowance to be made for past transfers. The estimated increase in the Scheme’s liability in respect of this is less than
£0.1m. These estimates remain appropriate for 2022. The actual cost may differ when the GMP equalisation exercise is complete.
A potentially landmark judgement was handed down in the High Court case of Virgin Media vs NTL Trustees in June 2023. The judge in this case ruled that,
where benefit changes were made without a valid ‘section 37’ certificate from the scheme actuary, those changes could be considered void. It is anticipated
that the ruling will be appealed. The Keller Group Pension Scheme was contracted out of the additional state pension between 1997 and 2016 and made
scheme amendments during this period. The Scheme trustees have not yet investigated the scheme’s historic documentation to confirm whether they
hold the relevant s37 certificates, until this review has been completed we are unable to determine the impact of this judgement.
The Group has two UK defined contribution retirement benefit schemes. There were no contributions outstanding in respect of these schemes at
31 December 2023 (2022: £nil). The total UK defined contribution pension charge for the year was £1.8m (2022: £1.6m).
The Group has defined benefit retirement obligations in Germany and Austria. Under these schemes, employees are entitled to retirement benefits on
attainment of a retirement age of 65, provided they have either five or ten years of employment with the Group, depending on the area or field they are
working in. The amount of benefit payable depends on the grade of the employee and the number of years of service. Benefits under these schemes
only apply to employees who joined the Group prior to 1997. These defined benefit retirement obligations are funded on the Group’s balance sheet and
obligations are met as and when required by the Group.
The Group has a number of end of service schemes in the Middle East as required by local laws and regulations. The amount of benefit payable depends
on the current salary of the employee and the number of years of service. These retirement obligations are funded on the Group’s balance sheet and
obligations are met as and when required by the Group.
The Group operates a defined contribution scheme for employees in North America, where the Group is required to match employee contributions up to a
certain level in accordance with the scheme rules. The total North America pension charge for the year was £8.6m (2022: £8.1m).
In Australia, there is a defined contribution scheme where the Group is required to ensure that a prescribed level of superannuation support of an
employee’s notional base earnings is made. This prescribed level of support is currently 11.0% (2022: 10.5%). The total Australian pension charge for the
year was £4.8m (2022: £4.6m).
33 Retirement benefit liabilities continued

Details of the Group’s defined benefit schemes are as follows:
The Keller Group The Keller Group German 1, German 1,

Pension Scheme Pension Scheme Austrian and Austrian and
(UK) (UK) other schemes other schemes
2023 2022 2023 2022
£m £m £m £m
Present value of the scheme liabilities (41.8) (39.0) (16.2) (16.7)

Fair value of assets 46.0 42.2 – –
Surplus/(deficit) in the scheme 4.2 3.2 (16.2) (16.7)
Irrecoverable surplus (5.7) (7.3) – –
Net defined benefit liability (1.5) (4.1) (16.2) (16.7)
1 Included in this balance is £3.6m (2022: £3.5m) in relation to the end of service schemes in the Middle East.
For the Keller Group Pension Scheme, based on the net deficit of the Scheme as at 31 December 2023 and the committed payments under the Schedule
of Contributions agreed on 15 December 2023, there is a irrecoverable surplus of £5.7m (2022: £7.3m). Management is of the view that, based on the
Scheme rules, it does not have an unconditional right to a refund of a surplus under IFRIC 14, and therefore an additional balance sheet liability in respect of
a ‘minimum funding requirement’ has been recognised. The minimum funding requirement is calculated using the agreed total remaining contribution of
£1.5m, contributions will cease from August 2024. The contributions will be reviewed following the next actuarial review to be prepared as at 5 April 2026.
The value of the scheme liabilities has been determined by the actuary using the following assumptions:
The Keller Group The Keller Group German German

Pension Scheme Pension Scheme and Austrian and Austrian
(UK) (UK) schemes schemes
2023 2022 2023 2022
% % % %
Discount rate 4.6 4.8 3.4 3.5

Interest on assets 4.6 4.8 – –
Rate of increase in pensions in payment 3.5 3.4 2.5 2.5
Rate of increase in pensions in deferment 2.8 2.7 6.9 8.3
Rate of inflation 3.4 3.3 6.9 8.3
The mortality rate assumptions are based on published statistics. The average remaining life expectancy, in years, of a pensioner retiring at the age of 65 at
the balance sheet date is:
The Keller Group The Keller Group German German

Pension Scheme Pension Scheme and Austrian and Austrian
(UK) (UK) schemes schemes
2023 2022 2023 2022
Male currently aged 65 21.2 21.0 22.4 19.9

Female currently aged 65 24.0 23.4 25.3 23.3
The assets of the schemes were as follows:
The Keller Group The Keller Group German, German,

2023 2022 2023 2022
£m £m £m £m
Equities 6.6 7.8 – –

Target return funds1 6.0 5.0 – –
Bonds 18.7 13.6 – –
Liability driven investing (LDI) portfolios 2
14.0 12.9 – –
Cash 0.7 2.9 – –
46.0 42.2 – –
1 A diversified growth fund split between mainly UK listed equities, bonds and alternative investments which are capped at 20% of the total fund.
2 A portfolio of gilt and swap contracts, backed by investment-grade credit instruments, that is designed to hedge the majority of the interest rate and inflation risks associated with the
Schemes’ obligations.
The Keller Group The Keller Group German 1, German 1,
2023 2022 2023 2022
£m £m £m £m
Changes in scheme liabilities

Opening balance (39.0) (58.3) (16.7) (18.9)
Current service cost – – (1.2) (0.8)
Interest cost (1.8) (1.1) (0.5) –
Benefits paid 2.1 2.1 1.7 1.0
Exchange movements – – 0.5 (0.8)
Experience loss on defined benefit obligation (1.0) (0.5) – –
Changes to demographic assumptions (0.7) – – –
Changes to financial assumptions (1.4) 18.8 – 2.8
Closing balance (41.8) (39.0) (16.2) (16.7)
Changes in scheme assets
Opening balance 42.2 63.7 – –
Interest on assets 2.0 1.2 – –
Administration costs (0.3) (0.2) – –
Employer contributions 2.9 2.8 – –
Benefits paid (2.1) (2.1) – –
Return on plan assets less interest 1.3 (23.2) – –
Closing balance 46.0 42.2 – –
Actual return on scheme assets 3.3 (22.0) – –
Statement of comprehensive income
Return on plan assets less interest 1.3 (23.2) – –
Experience loss on defined benefit obligation (1.0) (0.5) – –
Changes to demographic assumptions (0.7) – – –
Changes to financial assumptions (1.4) 18.8 – 2.8
Change in irrecoverable surplus 1.6 4.9 – –
Remeasurements of defined benefit plans (0.2) – – 2.8
Cumulative remeasurements of defined benefit plans (25.8) (25.6) (6.4) (6.4)
Expense recognised in the income statement
Current service cost – – (1.2) (0.8)
Administration costs (0.3) (0.2) – –
Operating costs (0.3) (0.2) (1.2) (0.8)
Net pension interest cost 0.2 0.1 (0.5) –
Expense recognised in the income statement (0.1) (0.1) (1.7) (0.8)
Movements in the balance sheet liability
Net liability at start of year 4.1 6.8 16.7 18.9
Expense recognised in the income statement 0.1 0.1 1.7 0.8
Employer contributions (2.9) (2.8) – –
Benefits paid – – (1.7) (1.0)
Exchange movements – – (0.5) 0.8
Remeasurements of defined benefit plans 0.2 – – (2.8)
Net liability at end of year 1.5 4.1 16.2 16.7
1 Other comprises end of service schemes in the Middle East of £3.6m (2022: £3.5m).
33 Retirement benefit liabilities continued

A reduction in the discount rate of 0.5% would increase the deficit in the schemes by £2.6m (2022: reduction in the discount rate of 0.5% would increase
the deficit in the scheme by £2.5m), whilst a reduction in the inflation assumption of 0.5%, including its impact on the revaluation in deferment and pension
increases in payment, would decrease the deficit by £1.3m (2022: reduction in the inflation assumption of 0.5% would decrease the deficit by £1.3m).
A decrease in the mortality rate by one year would decrease the deficit in the schemes by £1.8m. Note that these sensitivities do not include end of service
schemes in the Middle East as these are not material to the Group.
The weighted average duration of the defined benefit obligation is approximately 13 years for the UK scheme and 12 years for the German and Austrian
schemes. The history of experience adjustments on scheme assets and liabilities for all the Group’s defined benefit pension schemes, including the end of
service schemes in the Middle East, are as follows:
2023 2022 2021 2020 2019

£m £m £m £m £m
Present value of defined benefit obligation (58.0) (55.7) (77.2) (86.9) (81.1)
Fair value of scheme assets 46.0 42.2 63.7 58.0 52.2
Deficit in the schemes (12.0) (13.5) (13.5) (28.9) (28.9)
Irrecoverable surplus (5.7) (7.3) (12.2) (2.2) (1.8)
Net defined benefit liability (17.7) (20.8) (25.7) (31.1) (30.7)
Experience adjustments on scheme liabilities (3.1) 21.1 6.6 (7.9) (8.2)
Experience adjustments on scheme assets 1.3 (23.2) 4.6 6.1 5.4
34 Non-controlling interests
Financial information of subsidiaries that have a material non-controlling interest is provided below:
Name Country of incorporation 2023 2022
Keller Fondations Speciales SPA Algeria 49% 49%

Keller Turki Company Limited Saudi Arabia 0% 35%
(Loss)/profit attributable to non-controlling interests:
2023 2022
£m £m
Keller Fondations Speciales SPA (0.2) (0.5)

Keller Turki Company Limited 0.4 (0.3)
Other interests 0.2 (0.2)
0.4 (1.0)
Share of net assets of non-controlling interests:
2023 2022
£m £m
Keller Fondations Speciales SPA 2.4 2.7

Keller Turki Company Limited – (0.6)
Other interests 0.3 0.2
2.7 2.3
On 29 August 2023, the Group acquired the 35% interest in the voting shares of Keller Turki Company Limited, increasing its ownership interest to 100%.
An initial cash consideration of £6.4m (SAR 30m) was paid to the non-controlling shareholders. In addition, a contingent consideration has been agreed as
part of the purchase agreement and is payable annually between the years 2023 and 2027, dependent on the qualifying revenue generated by the business
for each of those years. The fair value of the contingent consideration was £9.3m (SAR 43.2m) based on expected revenue generated by the business over
that period, which is the maximum amount of contingent consideration payable.
The carrying value of the net assets of Keller Turki Company Limited was £0.2m (SAR 0.8m). Following is a schedule of additional interest acquired in Keller
Turki Company Limited.
£m
Cash consideration paid to non-controlling shareholders 6.4

Contingent consideration 9.3
Group loan (0.7)
Carrying value of the additional interest in Keller Turki Company Limited 0.2
Difference recognised in retained earnings 15.2
Aggregate amounts relating to material non-controlling interests:
2023 2022
£m £m
Keller Keller Turki Keller Keller Turki
Fondations Company Fondations Company
Speciales SPA Limited Speciales SPA Limited
Revenue 0.9 14.3 0.1 4.6

Operating costs (1.0) (13.9) (0.6) (4.9)
Operating loss (0.1) 0.4 (0.5) (0.3)
Finance costs – – – –
Loss before taxation (0.1) 0.4 (0.5) (0.3)
Taxation (0.1) – – –
Loss attributable to non-controlling interests (0.2) 0.4 (0.5) (0.3)
2023 2022
£m £m
Keller Keller Turki Keller Keller Turki
Fondations Company Fondations Company
Speciales SPA Limited Speciales SPA Limited
Non-current assets 0.6 – 0.8 0.7

Current assets 2.4 – 2.8 6.0
Current liabilities (0.6) – (0.9) (6.2)
Non-current liabilities – – – (1.1)
Share of net assets/(liabilities) 2.4 – 2.7 (0.6)
35 Post balance sheet events

On 1 March we announced a change to the Group’s divisional structure. The Middle East and NEOM business units will move from the current Asia-Pacific,
Middle East and Africa (AMEA) division and combine with Europe to create a new Europe and Middle East Division (EME). The AMEA division will become the
Asia-Pacific division. This is a non-adjusting post balance sheet event and there is no impact to the balance sheet at 31 December 2023.
There were no other material post balance sheet events between the balance sheet date and the date of this report.
Company balance sheet

As at 31 December 2023
2023 2022
Note £m £m
Assets
Investments 2 515.9 513.9
Deferred tax assets – 0.5
Other assets 3 0.2 0.2
Non-current assets 516.1 514.6
Amounts owed by subsidiary undertakings:
– Amounts falling due within one year 4 74.5 6.1
– Amounts falling due after one year 4 – 62.0
Current tax assets 4.6 4.3
Trade and other debtors 5 5.0 4.6
Cash and bank balances 17.6 4.1
Current assets 101.7 81.1
Liabilities
Trade and other creditors 6 (20.5) (16.7)
Amounts owed to subsidiary undertakings (0.9) (1.4)
Loans and other borrowings 8 (58.5) –
Creditors: amounts falling due within one year (79.9) (18.1)
Net current assets 21.8 63.0
Total assets less current liabilities 537.9 577.6
Loans and other borrowings 8 – (60.7)
Amounts owed to subsidiary undertakings – (46.8)
Pension liabilities 9 (0.4) (1.3)
Creditors: amounts falling due after one year (0.4) (108.8)
Net assets 537.5 468.8
Capital and reserves

Called up share capital 7.3 7.3
Share premium account 38.1 38.1
Capital redemption reserve 7.6 7.6
Other reserve 56.9 56.9
Retained earnings 427.6 358.9
Shareholders’ funds 537.5 468.8
The company’s profit for the year was £95.7m (2022: £23.5m).
These financial statements were approved by the Board of Directors and authorised for issue on 4 March 2024.
They were signed on its behalf by:

Company statement of changes in equity
Share Capital
Share premium redemption Other Hedging Retained Total
capital account reserve reserve reserve earnings equity
£m £m £m £m £m £m £m
At 1 January 2022 7.3 38.1 7.6 56.9 – 359.7 469.6

Profit for the year – – – – – 23.5 23.5
Remeasurement of defined benefit pension schemes – – – – – – –
Total comprehensive income for the year – – – – – 23.5 23.5
Dividends – – – – – (26.4) (26.4)
Purchase of own shares for ESOP trust – – – – – (1.2) (1.2)
Share-based payments – – – – – 3.3 3.3
At 31 December 2022 and 1 January 2023 7.3 38.1 7.6 56.9 – 358.9 468.8
Profit for the year – – – – – 95.7 95.7
Remeasurement of defined benefit pension schemes – – – – – – –
Total comprehensive income for the year – – – – – 95.7 95.7
Dividends – – – – – (27.7) (27.7)
Purchase of own shares for ESOP trust – – – – – (3.4) (3.4)
Share-based payments – – – – – 4.1 4.1
At 31 December 2023 7.3 38.1 7.6 56.9 – 427.6 537.5
Details of the capital redemption reserve and the other reserve are included in note 28 of the consolidated financial statements.
Details of the shares held by the Keller Group Employee Benefit Trust and the share-based payment scheme are included in note 32 to the consolidated
Of the retained earnings, an amount of £236.8m (2022: £236.8m) attributable to profits arising on an intra-group reorganisation is not distributable.
Notes to the company financial statements
1 Principal accounting policies

Basis of preparation
The separate financial statements of the company are presented as required by the Companies Act 2006 (the ‘Act’). The company meets the definition of a
qualifying entity under FRS 100 (‘Financial Reporting Standard 100’) issued by the Financial Reporting Council and reports under FRS 101.
Except as noted below, the company’s accounting policies are consistent with those described in the consolidated financial statements of Keller Group
plc. As permitted by FRS 101, the company has taken advantage of the disclosure exemptions available under that standard in relation to share-based
payments, financial instruments, capital management, presentation of a cash flow statement, related party transactions and comparative information.
Where required, equivalent disclosures are given in the consolidated financial statements. In addition, disclosures in relation to share capital (note 28) and
dividends (note 13) have not been repeated here as there are no differences to those provided in the consolidated financial statements.
These company financial statements have been prepared on the going concern basis and under the historical cost convention. The financial statements are
presented in pounds sterling, which is the company’s functional currency, and all values are rounded to the nearest hundred thousand, expressed in millions
to one decimal point, except when otherwise indicated.
Profit of the parent company

The company has taken advantage of section 408 of the Act and consequently the statement of comprehensive income (including the profit and loss
account) of the parent company is not presented as part of these accounts. The profit after tax of the parent company for the financial year amounted to
£95.7m (2022: £23.5m).
Amounts owed by subsidiary undertakings

The company holds inter-company loans with subsidiary undertakings with repayment dates being a mixture of repayable on demand or repayable on a
fixed contractual date. These inter-company loans are disclosed on the face of the balance sheet. None are past due nor impaired. The carrying value of
these loans approximates their fair value. The expected credit loss on these loans with subsidiary undertakings is expected to be immaterial, both on initial
recognition and subsequently.
Financial instruments
Details of the company’s risk management processes and hedge accounting are included in the disclosures in note 26 to the consolidated financial
statements.
Investments
Investments in subsidiaries are stated at cost less, where appropriate, provisions for impairment.
Audit fees
The company has taken the exemption granted under SI 2008/489 not to disclose non-audit fees paid to its auditors as these are disclosed in the
consolidated financial statements.
Employees
The company has no employees other than the Directors. The remuneration of the Executive Directors is disclosed in the audited section of the
Remuneration policy report on pages 135 to 142. Fees payable to Non-executive Directors totalled £0.5m (2022: £0.5m).
Financial guarantees
Where the company provides guarantees relating to bank borrowings and other liabilities of other Group companies, under IFRS 9 such contracts are initially
recognised in the financial statements at fair value at the time the guarantee is issued. The company estimates the fair value of the financial guarantee
as being the difference between the net present value of the contractual cash flows required under a debt instrument and the net present value of the
contractual cash flows that would have been required without the guarantee. Subsequent to initial recognition, the company’s liability under each guarantee
is measured at the higher of the amount initially recognised less the cumulative amount of income recognised in accordance with the principals of IFRS 15
Revenue from Contracts with Customers and the loss allowance that would be recorded on the exposure. A financial guarantee liability is derecognised
when the liability underlying the guarantee is discharged or cancelled or expires if the guarantees withdrawn or cancelled.
2 Investments
2023 2022
£m £m
Shares at cost
At 1 January 513.9 513.9
Additions 3.0 –
Allowances for impairment (1.0) –
At 31 December 515.9 513.9
Allowances for impairment are a result of annual investment impairment assessment, where carrying amount was higher than recoverable amount of the
investment. The company’s investments are included in note 10.
3 Other assets
2023 2022
£m £m
Rent deposit 0.2 0.2

0.2 0.2
4 Amounts owed by subsidiary undertakings

2023 2022
£m £m
Amounts falling due within one year 74.5 6.1

Amounts falling due after one year – 62.0
74.5 68.1
Out of overall balance, £59.1m (2022: 62.0m) relates to inter-company loan to Keller Foundations LLC that is unsecured, interest bearing and is repayable on
fixed contractual date (December 2024). Remaining amounts owed by group undertakings are unsecured, interest free, have no fixed date of repayment and
are repayable on demand.
5 Trade and other debtors

2023 2022
£m £m
Other receivables 0.5 0.5

Prepayments 4.5 4.1
5.0 4.6
6 Trade and other creditors

2023 2022
£m £m
Trade creditors and accruals 13.6 9.7

Other creditors 6.8 6.9
Accrued interest 0.1 0.1
20.5 16.7
7 Contingent liabilities
The company and certain of its subsidiary undertakings have entered a number of guarantees in the ordinary course of business, the effects of which are
to guarantee or cross-guarantee certain bank borrowings and other liabilities of other Group companies. At 31 December 2023, the company’s liability in
respect of the guarantees against bank borrowings amounted to £nil (2022: £246.4m). In respect of one subsidiary, which is dormant and does not have the
funds to pay its liabilities, the company has recognised a liability for the present value of the estimated cash shortfall that will arise if the subsidiary is wound
up which is presented as other creditors in note 6.
In addition, as set out in note 10, the company has provided a guarantee of certain subsidiaries’ liabilities to take the exemption from having to prepare
individual accounts under section 394A and section 394C of the Companies Act 2006 and exemption from having their financial statements audited under
sections 479A to 479C of the Companies Act 2006.
Notes to the company financial statements continued
8 Loans and other borrowings

2023 2022
£m £m
$75m private placement (due December 2024) (58.5) (60.7)

(58.5) (60.7)
9 Pension liabilities
In the UK, the company participates in the Keller Group Pension Scheme (the ‘Scheme’), a defined benefit scheme, details of which are given in note 33 to
the consolidated financial statements. The company’s share of the present value of the assets of the Scheme at the date of the last actuarial valuation on
5 April 2023 was £13.1m and the actuarial valuation showed a funding level of 98%.
Details of the actuarial methods and assumptions, as well as steps taken to address the deficit in the Scheme, are given in note 33 to the consolidated financial
statements. The policy for determining the allocation of each participating company’s pension liability is based on where each Scheme member was employed.
During 2022, the company was party to a flexible apportionment arrangement (FAA) to transfer in the portion of the scheme previously attributed to a
dormant subsidiary entity. The Company previously accounted for a 14% share of the scheme assets and liabilities. During 2022, this then increased to 31%
of the scheme assets and liabilities and in 2023 decreased to 29%.
In respect of Guaranteed Minimum Pension the estimated increase in the Scheme’s liabilities was £0.2m. This was recognised as a past service cost in 2018.
An allowance has been made for an irrecoverable surplus of £1.7m (2022: £2.3m), representing the company’s allocation as a result of the Group not having
an unconditional right to refund of a surplus under IFRIC 14. These items are explained further in note 33 to the consolidated financial statements.
Details of the company’s share of the Scheme are as follows:

2023 2022
£m £m
Present value of the Scheme liabilities (12.0) (12.0)

Present value of assets 13.3 13.0
Surplus in the Scheme 1.3 1.0
Irrecoverable surplus (1.7) (2.3)
Net defined benefit liability (0.4) (1.3)
The assets of the Scheme were as follows:

2023 2022
£m £m
Equities 1.9 2.4

Target return funds1 1.7 1.5
Bonds 5.5 4.2
Liability driven investing (LDI) portfolios 2
4.0 4.0
Cash 0.2 0.9
13.3 13.0
1 A diversified growth fund split between mainly UK listed equities, bonds and alternative investments which are capped at 20% of the total fund.
2 A portfolio of gilt and swap contracts, backed by investment-grade credit instruments, that is designed to hedge the majority of the interest rate and inflation risks associated with the Scheme’s obligations.
2023 2022
£m £m
Changes in scheme liabilities

Opening balance (12.0) (8.1)
FAA transfer – (9.1)
Interest cost (0.5) (0.3)
Benefits paid 0.6 0.5
Experience loss on defined benefit obligation (0.3) –
Changes to demographic assumptions 0.6 (0.2)
Changes to financial assumptions (0.4) 5.2
Closing balance (12.0) (12.0)
Changes in scheme assets
Opening balance 13.0 9.0
FAA transfer – 8.1
Interest on assets 0.6 0.3
Administrative costs (0.1) (0.1)
Employer contributions 0.9 0.6
Benefits paid (0.6) (0.5)
Return on plan assets less interest (0.5) (4.4)
Closing balance 13.3 13.0
Actual return on scheme assets 0.1 (4.1)
Statement of comprehensive income
Return on plan assets less interest (0.5) (4.4)
Experience loss on defined benefit obligation (0.3) –
Changes to demographic assumptions 0.6 (0.2)
Changes to financial assumptions (0.4) 5.2
Change in irrecoverable surplus 0.6 (0.6)
Remeasurements of defined benefit plans – –
Cumulative remeasurements of defined benefit plans (3.5) (3.5)
Expense recognised in the income statement
Administration costs (0.1) (0.1)
Net pension interest costs 0.1 –
Expense recognised in the income statement – (0.1)
Movements in the balance sheet liability
Net liability at start of year (1.3) (0.8)
FAA transfer – (1.0)
Expense recognised in the income statement – (0.1)
Employer contributions 0.9 0.6
Remeasurements of defined benefit plans – –
Net liability at end of year (0.4) (1.3)
The contributions expected to be paid during 2024 are £0.5m.
The history of experience adjustments on Scheme assets and liabilities is as follows:
2023 2022 2021 2020 2019

£m £m £m £m £m
Present value of defined benefit obligations (12.0) (12.0) (8.1) (9.1) (9.0)
Fair value of Scheme assets 13.3 13.0 9.0 8.2 7.9
Surplus/(deficit) in the Scheme 1.3 1.0 0.9 (0.9) (1.1)
Irrecoverable surplus (1.7) (2.3) (1.7) (0.2) (0.3)
Net defined benefit liability (0.4) (1.3) (0.8) (1.1) (1.4)
Experience adjustments on Scheme liabilities (0.1) 5.0 0.8 (0.4) (0.8)
Experience adjustments on Scheme assets (0.5) (4.4) 0.7 0.3 0.8
The company contributes to a defined contribution scheme; there were no contributions outstanding in respect of the Scheme at 31 December 2023
(2022: £nil).
10 Group companies
In accordance with section 409 of the Companies Act 2006, a full list of subsidiaries and joint ventures as at 31 December 2023 is disclosed below. Unless
otherwise stated, each of the subsidiary undertakings is wholly owned through ordinary shares by intermediate subsidiary undertakings.
All of the subsidiary undertakings are included within the consolidated financial statements.
All trading companies are engaged in the principal activities of the Group, as defined in the Directors’ report.
Name Address
A.C.N. 000 120 936 Pty Ltd Suite G01, 2–4 Lyonpark Road, Macquarie Park, NSW, 2113, Australia
A.C.N. 008 673 167 Pty Ltd Suite G01, 2–4 Lyonpark Road, Macquarie Park, NSW, 2113, Australia
Accrete Industrial Flooring Limited 2 Kingdom Street, London, W2 6BD, United Kingdom
Accrete Limited 2 Kingdom Street, London, W2 6BD, United Kingdom
Ansah Asia Sdn Bhd 8A, Jalan Vivekananda, Off Jalan Tun Sambanthan, Brickfields, Kuala Lumpur, 50470, Malaysia
Austral Construction Pty Ltd 112–126 Hallam Valley Road, Dandenong, VIC, 3175, Australia
Austral Group Holdings Pty Ltd 112–126 Hallam Valley Road, Dandenong, VIC, 3175, Australia
Austral Investors Pty Ltd 112–126 Hallam Valley Road, Dandenong, VIC, 3175, Australia
Austral Plant Services Pty Ltd 112–126 Hallam Valley Road, Dandenong, VIC, 3175, Australia
Capital Insurance Limited 1st Floor Goldie House, 1–4 Goldie Terrace, Upper Church Street, Douglas, IM1 1EB, Isle of Man
Case Foundation Company 2405 York Road, Suite 201, Lutherville Timonium, Maryland, 21093, United States
Cyntech Construction Ltd. Suite 2600, Three Bentall Centre, 595 Burrard Street, P.O. Box 49314, Vancouver, BC V7X 1L3
Fondedile Foundations UK Ltd Oxford Road, Ryton-on-Dunsmore, Coventry, West Midlands, CV8 3EG, United Kingdom
Frankipile Botswana (Pty) Limited First floor, Plot 64518, Fairgrounds Office Park, Gaborone, Botswana
Frankipile Ghana Limited Plot LI/13/86, Bethlehem Street, Thema, Ghana
Frankipile International Projects Limited C/O DTOS Ltd, 10th floor, Standard Chartered Tower, 19 Cybercity, Ebene, Mauritius
Frankipile Mauritius International Ocean Gate House, Ground Floor, Room 12, Victoria, Mahe, Seychelles
(Seychelles) Limited
Frankipile Swaziland (Pty) Limited Tenant Office 204, 2nd floor, Inyatsi House, 760 Dr David Hynd Road, Trelwany Park, Manzini, Eswatini
GENCO Geotechnical Engineering Sheraton Buildings-Plot 10, Block 1161, El Nozha, Cairo, Egypt
Contractors Limited1
GEO Instruments Polska Sp. z o.o. Lysakow Drugi nr 47, 28–300 Jedrzejow, Poland
Geo-Instruments Sarl 8 Allee des Ginkgos, Parc d’Activites du Chene, Activillage, 69673 Bron Cedex, France
GEO-Instruments, Inc. 2405 York Road, Suite 201, Lutherville Timonium, Maryland, 21093, United States
GKM Consultants Inc. 101 – 2141 rue Nobel, Sainte-Julie, Québec, J3E1Z9, Canada
Keller (M) Sdn Bhd 8A, Jalan Vivekananda, Off Jalan Tun Sambanthan, Brickfields, Kuala Lumpur, 50470, Malaysia
Keller AMEA Hub Investment L.L.C. Unit 302, Level 103, Arenco Tower, Sheikh Zayed Road, Dubai Media City, Al Sufouh 2, Dubai,
United Arab Emirates
Keller Arabia Contracting Holdings Limited KGAF6755, 6755 Prince Sultan Bin Abdulaziz road, 3357 Ulaia District, Tabuk 47911,
Kingdom of Saudi Arabia
Keller AsiaPacific Limited 72, Anson Road #11–03, Anson House, Singapore, 079911
Keller Australia Pty Limited 2
Suite G01, 2–4 Lyonpark Road, Macquarie Park, NSW, 2113, Australia
Keller Canada Holdings Ltd. Suite 2600, Three Bentall Centre, P.O. Box 49314, 595 Burrard Street, Vancouver BC, V7X 1 L3,
Canada
Keller Canada Services Ltd Suite 2600, Three Bentall Centre, P.O. Box 49314, 595 Burrard Street, Vancouver BC, V7X 1 L3,
Canada
Keller Central Asia LLP Aiteke Bi Street 55, Atyrau City, 060011, Kazakhstan
Keller Cimentaciones Chile, SpA Avenida De Apoquindo 3885, piso 18 la Comuna de las Condes, Santiago, Chile
Keller Cimentaciones de Latinoamerica Av. Presidente Masaryk 101, Int. 402, Bosque de Chapultepec I Seccion Delegacion Miguel Hidalgo,
SA de CV 11580 CDMX, Mexico
Keller Cimentaciones SAC Avenida Santo Toribio 143, Urbanizacion El Rosario, Departamento San Isidro, Lima, Peru
Keller Cimentaciones, S.L.U. Calle de la Argentina, 15, 28806 Alcala de Henares, Madrid, Spain
Keller Drilling, Inc. 330 North Brand Blvd., Suite 700, Glendale, California, United States
Keller Egypt LLC Sheraton Buildings, Plot 10, Block 1161, El Nozha, Cairo, Egypt
Keller EMEA Limited 2 Kingdom Street, London, W2 6BD, United Kingdom
Keller Engineering Inc. 7550 Teague Road, Suite 300, Hanover, 21076, United States
Keller Finance Australia Limited 2 Kingdom Street, London, W2 6BD, United Kingdom
Name Address
Keller Finance Limited 2 Kingdom Street, London, W2 6BD, United Kingdom

Keller Financing 2 Kingdom Street, London, W2 6BD, United Kingdom
Keller Fondations Speciales SAS 2 rue Denis Papin, 67120, Duttlenheim, France
Keller Fondations Speciales SPA3 No. 35, Route de Khmiss El Khechna, Sbâat, 16012 Rouiba, w. Alger, Algeria
Keller Fondazioni S.r.l Via Isarco 1, Varna, I-39040, Italy
Keller Foundations (S E Asia) Pte Ltd 18 Boon Lay Way, #04–104, Tradehub 21, 609966, Singapore
Keller Foundations Ltd. Suite 2600, Three Bentall Centre, P.O. Box 49314, 595 Burrard Street, Vancouver BC,
V7X 1 L3, Canada
Keller Foundations Vietnam Company Limited 24 Dang Thai Mai Street, Ward 7, Phu Nhuan District, Ho Chi Minh City, Vietnam
Keller Funderingstechnieken B.V. Europalaan 16, 2408 BG, Alphen aan den Rijn, Netherlands
Keller Funderingstechnieken Belgie BV 17A, Ringlaan, 2960, Brecht, Belgium
Keller Funderingsteknik Danmark ApS Lottenborgvej 24, 2800 Kongens Lyngby, Denmark
Keller Geotechnics ESC (Pty) Ltd 16 Industry Road, Clayville Industrial, Olifantsfontein, 1666, South Africa
Keller Geotechnics (Mauritius) Ltd Geoffrey Road, Bambous, Mauritius
Keller Geotechnics Namibia (Pty) Limited 2nd floor, LA Chambers, Ausspann Plaza, Dr Agostinho Neto Road, Windhoek, Namibia
Keller Geotechnics SA (Pty) Ltd 4
16 Industry Rd, Clayville Industrial, Olifantsfontein, 1666, Gauteng, South Africa
Keller Geotechnics Tanzania Ltd5 1127 Amverton Tower, Chole Road, Dar es Salaam, Tanzania
Keller Geotehnica Srl Bucuresti Sectorul 1, Str., Uruguay, Nr. 27, Etaj 1, Ap. 2, 011444 Bucuresti, Romania
Keller Geoteknikk AS Hovfaret 13, Oslo, 0275, Norway
Keller Ground Engineering Bangladesh Limited 661/3 Ashkona Bazar, Hazi Camp, Dhakinkhan, Dhaka-1230, Bangladesh, Dhaka, Bangladesh
Keller Ground Engineering India Private Limited 7th Floor, Eastern Wing, Centennial Square 6A, Dr Ambedkar Road, Kodambakkam, Chennai,
600024, India
Keller Ground Engineering LLC6 Office # 14, Building # 700 Boushar Street 51, Oman
Keller Grundbau Ges.m.b.H. Guglgasse 15, BT4a/3.OG, Vienna, 1110, Austria
Keller Grundbau GmbH Kaiserleistraße 8, Offenbach am Main, 63067, Germany
Keller Grundlaggning AB Östra Lindomev 50, 437 34, Lindome, Sweden
Keller Holding GmbH Kaiserleistraße 8, Offenbach am Main, 63067, Germany
Keller Holdings Limited 2 Kingdom Street, London, W2 6BD, United Kingdom
Keller Holdings, Inc. The Corporation Trust Company, 1209 Orange Street, Wilmington, Delaware, 19801, United
States
Keller Industrial, Inc. 820 Bear Tavern Road, West Trenton, New Jersey, 08628, United States
Keller Investments LLP 2 Kingdom Street, London, W2 6BD, United Kingdom
Keller Limited Oxford Road, Ryton-on-Dunsmore, Coventry, West Midlands, CV8 3EG, United Kingdom
Keller Management Services, LLC The Corporation Trust Company, 1209 Orange Street, Wilmington, DE, 19801, United States
Keller Mélyépítő Korlátolt Felelősségű Társaság 1124 Budapest, Csörsz utca 41. 6. em., Hungary
Keller Mocambique, Limitada Bairro da Matola D, Estrada Nacional N4, Avenida Samora Machel nr. 393, Matola, Mozambique
Keller New Zealand Limited C/-GazeBurt, 1 Nelson Street, Auckland, 1010, New Zealand
Keller North America, Inc. The Corporation Trust Company, 1209 Orange Street, Wilmington, Delaware, 19801, United
States
Keller Polska Sp. z o.o. ul. Poznanska172, Ozarow Mazowiecki, PL-05850, Poland
Keller Pty Ltd Suite G01, 2–4 Lyonpark Road, Macquarie Park, NSW, 2113, Australia
Keller Puerto Rico, LLC The Corporation Trust Company, 1209 Orange Street, Wilmington, Delaware, 19801, United
States
Keller Qatar L.L.C7 Office No 273 Al Jazeera Complex-B Satwa Road, Wholesale Market, Doha, Qatar
Keller Resources Limited 2 Kingdom Street, London, W2 6BD, United Kingdom
Keller speciálne zakladani spol. s r.o. Na Pankraci 1618/30, 14000 Praha 4, Czech Republic
Keller specialne zakladanie spol.s.r.o. Galvaniho 15/A, Bratislava, 82701, Slovakia
Keller Turki Company Limited PO Box 718, Dammam, 31421, Saudi Arabia
Keller Ukraine LLC 30, Vasylkivska Street, Kiev, 03022, Ukraine
Keller West Africa S.A. BP 1238 Abidjan-Marcory, Zone 4C, Rue Clement Ader, Côte d’Ivoire
Keller-MTS AG Allmendstrasse 5, Regensdorf, 8105, Switzerland
KFS Finland Oy8 Haarakaari 42, TUUSULA, 04360, Finland
KGS Keller Gerate & Service GmbH Kaiserleistraße 8, Offenbach am Main, 63067, Germany
10 Group companies continued

Name Address
Makers Holdings Limited 2 Kingdom Street, London, W2 6BD, United Kingdom

Makers Management Services Limited 2 Kingdom Street, London, W2 6BD, United Kingdom
Makers Services Limited 2 Kingdom Street, London, W2 6BD, United Kingdom
Makers UK Limited 2 Kingdom Street, London, W2 6BD, United Kingdom
Moretrench Industrial Inc. 820, Bear Tavern Road, West Trenton, New Jersey, 08628, United States
North American Foundation Engineering Inc. 5393 Steels Ave West, Milton, Ontario, LPT 2Z1, Canada
PHI Group Limited Oxford Road, Ryton-on-Dunsmore, Coventry, West Midlands, CV8 3EG, United Kingdom
Piling Contractors New Zealand Limited C/-GazeBurt, 1 Nelson Street, Auckland, 1010, New Zealand
Piling Contractors Pty Limited Suite G01, 2–4 Lyonpark Road, Macquarie Park, NSW, 2113, Australia
PT. Keller Ground Indonesia9 Gedung Graha Kencana Lantai 7 Unit B-I, Jalan Raya Perjuangan No. 88, Kebon Jeruk, Jakarta
Barat, 11530, Indonesia
Recon Europe Holding, LLC 251 Little Falls Drive, Wilmington, Delaware, 19808 United States
Recon GP, LLC 251 Little Falls Drive, Wilmington, Delaware, 19808 United States
Recon Holdings II, Inc. 251 Little Falls Drive, Wilmington, Delaware, 19808 United States
Recon Holdings III, Inc 251 Little Falls Drive, Wilmington, Delaware, 19808 United States
Recon Services Inc. (Canada) 199 Bay Street, 5300 Commerce Court West, Toronto, ON M5L 1B9 Canada
Recon Services, Inc. 251 Little Falls Drive, Wilmington, Delaware, 19808, United States
Remedial Construction Services, L.P 211 E. 7th Street, Suite 620, Austin, Texas, 78701, United States
Resource Piling (M) Sdn. Bhd. 8A, Jalan Vivekananda, Off Jalan Tun Sambanthan, Brickfields, Kuala Lumpur, 50470, Malaysia
Suncoast Post-Tension, Ltd. The Corporation Trust Company, 1209 Orange Street, Wilmington, Delaware, 19801, United
States
Waterway Constructions Group Pty Limited 112–126 Hallam Valley Road, Dandenong, VIC, 3175, Australia
Waterway Constructions Pty Ltd 112–126 Hallam Valley Road, Dandenong, VIC, 3175, Australia
1 100% owned by two trustees.

2 Share capital consists of 99% ordinary shares. The remaining 1% consists of ordinary A, ordinary B and ordinary C shares.
3 51% owned by Keller Fondations Speciales SAS.
4 75.1% owned by Keller Holdings Limited.
5 99.7% owned by Keller Holdings Limited.
6 70% owned by Keller Holdings Limited.
9 Share capital consists of 56% Class A shares and 44% Class B shares. Keller Foundations (SE Asia) Pte Limited owns 100% of the Class A shares and 25% of the Class B shares.
Keller Group plc has guaranteed the liabilities of the following subsidiaries in order that they qualify for the exemption from having to prepare individual
accounts under section 394A and section 394C of the Companies Act 2006 in respect of the year ended 31 December 2023:
Company Registered number
Keller Financing 04592933

Keller EMEA Limited 02427060
Keller Resources Limited 04592974
Keller Finance Australia Limited 06768174
Keller Group plc has guaranteed the liabilities of the following subsidiaries in order that they qualify for the exemption from audit under sections 479A to
479C of the Companies Act 2006 in respect of the year ended 31 December 2023:
Company Registered number
Keller Holdings Limited 02499601

Keller Finance Limited 02922459
Keller Investments LLP OC412294
Adjusted performance measures
The Group’s results as reported under International Financial Reporting Standards (IFRS) and presented in the consolidated financial statements (the
‘statutory results’) are significantly impacted by movements in exchange rates relative to sterling, as well as by exceptional items and non-trading amounts
relating to acquisitions.
As a result, adjusted performance measures have been used throughout the Annual Report and Accounts to describe the Group’s underlying performance.
The Board and Executive Committee use these adjusted measures to assess the performance of the business because they consider them more
representative of the underlying ongoing trading result and allow more meaningful comparison to prior year.
Underlying measures
The term ‘underlying’ excludes the impact of items which are exceptional by their size and/or are non-trading in nature, including amortisation of acquired
intangible assets and other non-trading amounts relating to acquisitions and disposals (collectively ‘non-underlying items’), net of any associated tax.
Underlying measures allow management and investors to compare performance without the potentially distorting effects of one-off items or non-
trading items. Non-underlying items are disclosed separately in the consolidated financial statements where it is necessary to do so to provide further
understanding of the financial performance of the Group.
Constant currency measures

The constant currency basis (‘constant currency’) adjusts the comparative to exclude the impact of movements in exchange rates relative to sterling.
This is achieved by retranslating the 2022 results of overseas operations into sterling at the 2023 average exchange rates.
A reconciliation between the underlying results and the reported statutory results is shown on the face of the consolidated income statement, with non-
underlying items detailed in note 9 to the consolidated financial statements. A reconciliation between the 2022 underlying result and the 2022 constant
currency result is shown below and compared to the underlying 2023 performance:
Revenue by segment
2023 2022
Impact of Constant
exchange Constant Statutory currency
Statutory Statutory movements currency change change
£m £m £m £m % %
North America 1,770.0 1,896.1 (5.6) 1,890.5 -7% -6%

Europe 686.0 649.3 8.9 658.2 +6% +4%
Asia-Pacific, Middle East and Africa 510.0 399.2 (18.8) 380.4 +28% +34%
Group 2,966.0 2,944.6 (15.5) 2,929.1 +1% +1%
Underlying operating profit by segment

2023 2022
Impact of Constant
exchange Constant Underlying currency
Underlying Underlying movements currency change change
£m £m £m £m % %
North America 169.6 82.0 (0.4) 81.6 +107% +108%

Europe 1.8 29.1 0.5 29.6 -94% -94%
Asia-Pacific, Middle East and Africa 22.6 6.6 (0.2) 6.4 +242% +253%
Central items (13.1) (9.1) 0.1 (9.0) n/a n/a
Group 180.9 108.6 – 108.6 +66% +66%
Underlying operating margin

Underlying operating margin is underlying operating profit as a percentage of revenue.
Adjusted performance measures continued
Other adjusted measures

Where not presented and reconciled on the face of the consolidated income statement, consolidated balance sheet or consolidated cash flow statement,
the adjusted measures are reconciled to the IFRS statutory numbers below:
EBITDA (statutory)
2023 2022
£m £m

Depreciation and impairment of owned property, plant and equipment 81.8 71.1
Depreciation and impairment of right-of-use assets 30.0 25.5
Amortisation of intangible assets 0.4 0.4
Non-underlying items in operating costs (excluding goodwill impairment) (10.8) (17.6)
Non-underlying items in other operating income 0.8 0.7
EBITDA 283.1 188.7
EBITDA (IAS 17 covenant basis)

2023 2022
£m £m

Depreciation and impairment of owned property, plant and equipment 81.8 71.1
Depreciation and impairment of right-of-use assets 30.0 25.5
Legacy IAS 17 operating lease charges (33.8) (27.9)
Amortisation of intangible assets 0.4 0.4
Non-underlying items in operating costs (excluding goodwill impairment) (10.8) (17.6)
Non-underlying items in other operating income 0.8 0.7
EBITDA 249.3 160.8
Net finance costs

2023 2022
£m £m
Finance income (1.8) (0.5)

Underlying finance costs 29.3 15.6
Net finance costs (statutory) 27.5 15.1
Exclude: Finance charge on lease liabilities 1
(5.6) (3.6)
Lender covenant adjustments (0.8) (0.2)
Net finance costs (IAS 17 covenant basis) 21.1 11.3
1 Excluding legacy IAS 17 finance leases.
Net capital expenditure

2023 2022
£m £m
Acquisition of property, plant and equipment 94.3 81.6

Acquisition of other intangible assets 0.2 0.1
Proceeds from sale of property, plant and equipment (20.9) (8.2)
Net capital expenditure 73.6 73.5
Net debt
2023 2022
£m £m
Current loans and borrowings 86.8 34.2

Non-current loans and borrowings 301.9 365.8
Cash and cash equivalents (151.4) (101.1)
Net debt (statutory) 237.3 298.9
Lease liabilities 1
(91.1) (80.1)
Net debt (IAS 17 covenant basis) 146.2 218.8
1 Excluding legacy IAS 17 finance leases.
Leverage ratio
The leverage ratio is calculated as net debt to underlying EBITDA.
Statutory
2023 2022
£m £m
Net debt 237.3 298.9

Leverage ratio (x) 0.8 1.5
IAS 17 covenant basis

2023 2022
£m £m
Net debt 146.2 218.8

Leverage ratio (x) 0.6 1.2
Order book
The Group’s disclosure of its order book is aimed to provide insight into its backlog of work and future performance. The Group’s order book is not a
measure of past performance and therefore cannot be derived from its consolidated financial statements. The Group’s order book comprises the
unexecuted elements of orders on contracts that have been awarded. Where a contract is subject to variations, only secured variations are included
in the reported order book.
Free cash flow

The calculation of free cash flow is set out in the CFO section of the Strategic report and is reconciled to movements in the consolidated cash flow
statement and other movements in net debt as set out below.
2023 2022
£m £m
Net cash inflow from operating activities 197.0 54.8

Net cash outflow from investing activities (70.7) (89.0)
Exclude:
Cash inflows from non-underlying items – contract dispute 3.7 –
Cash inflows from non-underlying items – ERP costs 7.5 5.4
Cash inflows from non-underlying items – restructuring costs 1.2 0.6
Cash inflows from non-underlying items – acquisition costs – 0.2
Acquisition of subsidiaries, net of cash acquired 0.2 20.2
Disposal of subsidiaries (1.3) (0.7)
Include:
Increase in net debt from new leases (33.9) (24.8)
Increase in net debt from amortisation of deferred finance costs (0.5) (0.5)
Free cash flow 103.2 (33.8)
Financial record
2014 2015 2016 2017 2018 2019 2020 2021 20221 2023
£m £m £m £m £m £m £m £m £m £m
Consolidated income statement

Continuing operations
Revenue 1,599.7 1,562.4 1,780.0 2,070.6 2,224.5 2,300.5 2,062.5 2,222.5 2,944.6 2,966.0
Underlying EBITDA 141.9 155.5 158.6 177.2 167.5 198.4 205.0 185.9 205.6 293.1
Underlying operating profit 92.0 103.4 95.3 108.7 96.6 103.8 110.1 88.5 108.6 180.9
Underlying net finance costs (6.9) (7.7) (10.2) (10.0) (16.1) (22.5) (13.2) (8.9) (15.1) (27.5)
Underlying profit before taxation 85.1 95.7 85.1 98.7 80.5 81.3 96.9 79.6 93.5 153.4
Underlying taxation (29.7) (33.0) (29.8) (24.7) (22.5) (22.4) (28.3) (18.9) (20.3) (38.8)
Underlying profit for the year 55.4 62.7 55.3 74.0 58.0 58.9 68.6 60.7 73.2 114.6
Non-underlying items2 (56.6) (36.4) (7.3) 13.5 (71.8) (37.2) (27.5) (5.1) (28.2) (24.8)
Profit/(loss) for the year (1.2) 26.3 48.0 87.5 (13.8) 21.7 41.1 55.6 45.0 89.8
Underlying EBITDA
(IAS 17 covenant basis) 141.9 155.5 158.6 177.2 167.5 170.8 175.0 153.2 177.7 259.3

Working capital 104.1 97.1 152.5 181.3 225.4 200.9 180.3 149.6 303.4 261.5
Property, plant and equipment 295.6 331.8 405.6 399.2 422.0 460.6 434.9 443.4 486.5 480.2
Intangible and other non-current assets 203.4 183.0 218.2 198.3 179.5 192.3 183.5 232.0 203.1 185.9
Net debt (statutory) (102.2) (183.0) (305.6) (229.5) (286.2) (289.8) (192.5) (193.3) (298.9) (237.3)
Other net liabilities (154.6) (94.9) (41.1) (77.1) (114.2) (166.5) (196.2) (203.7) (197.3) (172.3)
Net assets 346.3 334.0 429.6 472.2 426.5 397.5 410.0 428.0 496.8 518.0
Net debt (IAS 17 covenant basis) (102.2) (183.0) (305.6) (229.5) (286.2) (213.1) (120.9) (119.4) (218.8) (146.2)
Underlying key performance indicators

Diluted earnings per share from
continuing operations (p) 74.2 85.4 74.8 101.8 79.1 81.3 96.3 84.2 100.7 153.9
Dividend per share (p) 25.2 27.1 28.5 34.2 35.9 35.9 35.9 35.9 37.7 45.2
Operating margin 5.8% 6.6% 5.4% 5.2% 4.3% 4.5% 5.3% 4.0% 3.7% 6.1%
Return on capital employed3 18.3% 20.5% 15.3% 15.1% 13.2% 14.4% 16.4% 13.9% 14.9% 22.8%
Net debt: EBITDA (statutory) 0.7x 1.2x 1.9x 1.3x 1.7x 1.5x 0.9x 1.0x 1.5x 0.8x
Net debt: EBITDA
(IAS 17 covenant basis) 0.7x 1.2x 1.9x 1.3x 1.7x 1.2x 0.7x 0.8x 1.2x 0.6x
1 Intangible and other non-current assets and other net liabilities presented here do not correspond to the published 2022 consolidated financial statements. The consolidated balance sheet has been
restated in respect of prior period measurement business combinations adjustments.
2 Non-underlying items are items which are exceptional by their size and/or are non-trading in nature and are disclosed separately in the financial statements where it is necessary to do so to provide
further understanding of the financial position of the Group.
3 Calculated as underlying operating profit expressed as a percentage of average capital employed. ‘Capital employed’ is net assets before non-controlling interests plus net debt and net defined
benefit retirement liabilities.
Contacts
Our offices Secretary and advisers Registered office

2 Kingdom Street
Head office Group Company Secretary London W2 6BD
2 Kingdom Street and Legal Advisor
London W2 6BD Kerry Porritt FCG LLB (Hons) Registered number
2442580
Telephone: +44 20 7616 7575 Joint brokers
www.keller.com Investec Bank plc
30 Gresham Street
North America Division
London EC2V 7QP
7550 Teague Road
Suite 300, Hanover Peel Hunt LLP
Maryland 21076 100 Liverpool Street
London, EC2M2AT
Telephone: +1 410 551 1938
www.keller-na.com
Financial advisers
Europe Division Rothschild & Co.
New Court, St. Swithin’s Lane
Kaiserleistrasse 8
London EC4N 8AL
63067 Offenbach
Germany
Legal advisers
Telephone: +49 69 80510 DLA Piper UK LLP
www.kellerholding.com 160 Aldersgate Street
London EC1A 4HT
Asia-Pacific, Middle East
and Africa (AMEA) Division Financial public relations advisers
Unit 302, Level 103 Arenco Tower, FTI Consulting
Sheikh Zayed Road, 200 Aldersgate Street
Dubai Media City, Al Sufouh 2, London EC1A 4HD
Dubai, UAE
Registrars
Telephone: +971 4213 58 00
Equiniti Limited
www.kellerme.com
Aspect House, Spencer Road
Lancing, West Sussex
BN99 6DA
Cautionary statement
This document contains certain forward-looking statements with All written or verbal forward-looking statements, made in this document
respect to Keller’s financial condition, results of operations and business, or made subsequently, which are attributable to Keller or any other
and certain of Keller’s plans and objectives with respect to these items. member of the Group or persons acting on their behalf are expressly
qualified in their entirety by the factors referred to above. Keller does not
Forward-looking statements are sometimes, but not always, identified intend to update these forward-looking statements.
by their use of a date in the future or such words as ‘anticipates’, ‘aims’,
‘due’, ‘will’, ‘could’, ‘may’, ‘should’, ‘expects’, ‘believes’, ‘intends’, ‘plans’, Nothing in this document should be regarded as a profits forecast.
‘potential’, ‘reasonably possible’, ‘targets’, ‘goal’ or ‘estimates’. By their
very nature forward-looking statements are inherently unpredictable, This document is not an offer to sell, exchange or transfer any securities
speculative and involve risk and uncertainty because they relate to of Keller Group plc or any of its subsidiaries and is not soliciting an offer
events and depend on circumstances that may occur in the future. to purchase, exchange or transfer such securities in any jurisdiction.
Securities may not be offered, sold or transferred in the United States
There are a number of factors that could cause actual results and absent registration or an applicable exemption from the registration
developments to differ materially from those expressed or implied by requirements of the US Securities Act.
these forward-looking statements.
Keller Group plc
These factors include, but are not limited to, changes in the economies 2 Kingdom Street
and markets in which the Group operates; changes in the regulatory London W2 6BD
and competition frameworks in which the Group operates; the impact
of legal or other proceedings against or which affect the Group; +44 20 7616 7575
and changes in interest and exchange rates. For a more detailed [email protected]
description of these risks, uncertainties and other factors, please www.keller.com
see the risk management approach and principal risks section of the
strategic report.
www.keller.com

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Building the

Keller is the world’s largest geotechnical

Find out how we do this

Read more on Read more on

Read more on Read more on

Contents Next page

The Keller model

For more information see pages 20 and 21

For more information see pages 60 and 81

Deep foundations Grouting Earth retention Ground improvement

Marine Instrumentation Post-tension systems Industrial services

What we do in the project lifecycle

Enabling Ground Sub contractor

For more information see pages 06 and 07

The Keller model

Infrastructure/public buildings Residential

Deep foundations Specialty grouting

Below £250k £250k to £1m £1m to £5m Above £5m

By the number of contracts (by value):

Below £250k £250k to £1m £1m to £5m Above £5m

People Rigs Underlying operating

The Keller model

Best solutions Assets and specialist skills

Proposal preparation Contract agreement Project execution Feedback & learning

The Keller model

For more information see pages 06 and 07

Our people are our most valuable Employee satisfaction*

For more information see pages 69 to 78

Our people come from the CDP score

Delivering for our stakeholders Total shareholder return

For more information see pages 159 to 215

The efforts of our people

Peter Hill CBE

or growing dividend with a CAGR of just under

Chairman’s statement continued

In recognition of the excellent performance in the

Board composition and In recognition of the excellent performance

Growing the dividend

The KB0-E has been trialled on a handful of

Our purpose is to build Favourable

£ 23bn 2. Addressable markets

Non-addressable markets are

1 USD = 0.81 GBP

1 Sources: Keller accounts, IHS Global Insight,

Variety of projects and sectors Niche subsector Diverse global market

Chief Executive Officer ’s statement

In 2023, the Group’s significant

We have made considerable

Chief Executive’s statement continued

markets and attractive projects, generating

In our ongoing commitment to excellence and Michael Speakman

At the core of our operations and achievements

Delivering our strategy

Strategic lever Strategic lever

A balanced portfolio Engineered solutions

What we achieved in 2023 What we achieved in 2023

2023 16.0% 2023 6.1%

2022 16.0% 2022 3.7%

Strategic lever Strategic lever

Operational excellence Expertise and scale

Best solutions Assets and specialist skills

1 Sources: Keller accounts, IHS Global Insight,