Barclays 2006 Annual Report Download - page 288

Barclays PLC
Annual Report 2006
284
Barclays Bank PLC data
Notes to the accounts
(e) Called up share capital
Ordinary Shares
The authorised ordinary share capital of the Bank, as at 31st December 2006, was 3,000 million (2005: 3,000 million) ordinary shares of £1 each.
During the year, the Bank issued 11 million ordinary shares with an aggregate nominal value of £11m, for cash consideration of £179m.
Preference Shares
The authorised preference share capital of Barclays Bank PLC, as at 31st December 2006, was 1,000 Preference Shares (2005: 1,000) of £1; 400,000
Preference Shares of ¤100 each (2005: 400,000); 400,000 Preference Shares of £100 each (2005: 400,000); 400,000 Preference Shares of US$100 each
(2005: 400,000); 80 million Preference Shares of US$0.25 each (2005: 80 million).
The issued preference share capital of Barclays Bank PLC, as at 31st December 2006, comprised 1,000 (2005: 1,000) Sterling £1 Preference Shares
of £1 each; 240,000 (2005: 240,000) Euro Preference Shares of ¤100 each; 75,000 (2005: 75,000) Sterling Preference Shares of £100 each; 100,000
(2005: 100,000) US Dollar Preference Shares of US$100 each; 30 million (2005: nil) US Dollar Preference Shares of US$0.25 each.
2006 2005
£m £m
Called up share capital, allotted and fully paid
At beginning of year 2,318 2,309
Issued for cash 11 9
At end of year 2,329 2,318
Called up preference share capital, allotted and fully paid
At beginning of year 30 7
Issued for cash 423
At end of year 34 30
Called up share capital 2,363 2,348
Share premium
2006 2005
£m £m
At beginning of year 8,882 6,531
Ordinary shares issued for cash 168 126
Preference shares issued for cash 402 2,225
At end of year 9,452 8,882
Sterling £1 Preference Shares
1,000 Sterling cumulative callable preference shares of £1 each (the ‘£1 Preference Shares’) were issued on 31st December 2004 at nil premium.
The £1 Preference Shares entitle the holders thereof to receive sterling cumulative cash dividends out of distributable profits of Barclays Bank PLC,
semi-annually at a rate reset semi-annually equal to the sterling interbank offered rate for six-month sterling deposits.
Barclays Bank PLC shall be obliged to pay such dividends if (1) it has profits available for the purpose of distribution under the Companies Act 1985
as at each dividend payment date and (2) it is solvent on the relevant dividend payment date, provided that a capital regulations condition is satisfied
on such dividend payment date. The dividends shall not be due and payable on the relevant dividend payment date except to the extent that Barclays
Bank PLC could make such payment and still be solvent immediately thereafter. Barclays Bank PLC shall be considered solvent on any date if (1) it is
able to pay its debts to senior creditors as they fall due and (2) its auditors have reported within the previous six months that its assets exceed its
liabilities.
If Barclays Bank PLC shall not pay, or shall pay only in part, a dividend for a period of seven days or more after the due date for payment, the holders of
the £1 Preference Shares may institute proceedings for the winding-up of Barclays Bank PLC. No remedy against Barclays Bank PLC shall be available
to the holder of any £1 Preference Shares for the recovery of amounts owing in respect of £1 Preference Shares other than the institution of
proceedings for the winding-up of Barclays Bank PLC and/or proving in such winding-up.
On a winding-up or other return of capital (other than a redemption or purchase by Barclays Bank PLC of any of its issued shares, or a reduction of
share capital, permitted by the Articles of Barclays Bank PLC and under applicable law), the assets of Barclays Bank PLC available to shareholders shall
be applied in priority to any payment to the holders of ordinary shares and any other class of shares in the capital of Barclays Bank PLC then in issue
ranking junior to the £1 Preference Shares on such a return of capital and pari passu on such a return of capital with the holders of any other class of
shares in the capital of Barclays Bank PLC then in issue (other than any class of shares in the capital of Barclays Bank PLC then in issue ranking in
priority to the £1 Preference Shares on a winding-up or other such return of capital), in payment to the holders of the £1 Preference Shares of a sum
equal to the aggregate of: (1) an amount equal to the dividends accrued thereon for the then current dividend period (and any accumulated arrears
thereof) to the date of the commencement of the winding-up or other such return of capital; and (2) an amount equal to £1 per £1 Preference Share.
After payment of the full amount of the liquidating distributions to which they are entitled, the holders of the £1 Preference Shares will have no right
or claim to any of the remaining assets of Barclays Bank PLC and will not be entitled to any further participation in such return of capital. The £1
Preference Shares are redeemable at the option of Barclays Bank PLC, in whole but not in part only, subject to the Companies Act and its Articles.
Holders of the £1 Preference Shares are not entitled to receive notice of, or to attend, or vote at, any general meeting of Barclays Bank PLC.