STV Group plc

LEI: 21380075GOOTTBDNDJ58

Annual Report and Accounts and Notice of Annual General Meeting

STV Group plc (the "Company") released its Preliminary Announcement of annual results for the year ended 31 December 2022 on 7 March 2023.  Further to the Preliminary Announcement, the Annual Report and Accounts for the year ended 31 December 2022 ('2022 Annual Report and Accounts') and the Notice of the 2023 Annual General Meeting ('2023 Notice of AGM') are now available to shareholders.

As required by DTR 6.3.5R(3), the 2022 Annual Report and Accounts with the 2023 Notice of AGM and Form of Proxy are available on the Company's website at www.stvplc.tv

All of the material required to be communicated to the media in unedited full text through a Regulatory Information Service under DTR 6.3.5R was in the Preliminary Announcement issued on 7 March 2023 (other than the Directors' Responsibility statement, which is set out in the Appendix).  This announcement is not a substitute for reading the 2022 Annual Report and Accounts in full.

In compliance with LR 9.6.3, the following documents have been submitted to the National Storage Mechanism and will shortly be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism

·    2022 Annual Report and Accounts

·    2023 Notice of AGM

·    Form of Proxy

The Company's Annual General Meeting will be held at 11.00 am on Thursday 27 April 2023 at STV's office, Pacific Quay, Glasgow G51 1PQ. Shareholders can vote online via www.signalshares.com

Eileen Malcolmson

Company Secretary

APPENDIX

This material should also be read in conjunction with and is not a substitute for reading the full 2022 Annual Report and Accounts.

Page references in the text detailed in the Appendix refer to the page numbers in the 2022 Annual Report and Accounts that can be viewed on the Company's website.

Directors' Responsibility Statement

The following responsibility statement is repeated here to comply with DGTR 6.3.5.  This statement relates to and is extracted from pages 89 and 90 of the 2022 Annual Report and Accounts.  Responsibility is for the full 2022 Annual Report and Accounts, not the extracted information presented in this announcement and the full year results announcement. 

Statement of Directors' responsibilities in respect of the financial statements

The Directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulation.

Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have prepared the group and the parent company financial statements in accordance with UK-adopted international accounting standards.

Under company law, Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and parent company and of the profit or loss of the group for that period. In preparing the financial statements, the Directors are required to:

·    select suitable accounting policies and then apply them consistently;

·    state whether applicable UK-adopted international accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements;

·    make judgements and accounting estimates that are reasonable and prudent; and

·    prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and parent company will continue in business.

The Directors are responsible for safeguarding the assets of the group and parent company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The Directors are also responsible for keeping adequate accounting records that are sufficient to show and explain the group's and parent company's transactions and disclose with reasonable accuracy at any time the financial position of the group and parent company and enable them to ensure that the financial statements and the Directors' Remuneration Report comply with the Companies Act 2006.

The Directors are responsible for the maintenance and integrity of the parent company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Directors' confirmations

The Directors consider that the Annual Report and accounts, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the group's and parent company's position and performance, business model and strategy.

Each of the Directors, whose names and functions are listed in the Board of Directors confirm that, to the best of their knowledge:

·    the group and parent company financial statements, which have been prepared in accordance with UK-adopted international accounting standards, give a true and fair view of the assets, liabilities and financial position of the group and parent company, and of the profit of the group; and

·    the Strategic Report includes a fair review of the development and performance of the business and the position of the group and parent company, together with a description of the principal risks and uncertainties that it faces.

In the case of each Director in office at the date the Directors' report is approved:

·    so far as the Director is aware, there is no relevant audit information of which the group's and parent company's auditors are unaware; and

·    they have taken all the steps that they ought to have taken as a Director in order to make themselves aware of any relevant audit information and to establish that the group's and parent company's auditors are aware of that information