Cathay Pacific 2011 Annual Report Download - page 39

Cathay Pacific Airways Limited Annual Report 2011 37
Bank and other borrowings
The net bank loans, overdrafts and other borrowings,
including obligations under finance leases, of the Group
and the Company are shown in notes 17 and 24 to
the accounts.
Share capital
During the year under review, the Group did not
purchase, sell or redeem any shares in the Company and
the Group has not adopted any share option scheme.
At 31st December 2011, 3,933,844,572 shares were in
issue (31st December 2010: 3,933,844,572 shares).
Details of the movement of share capital can be found in
note 25 to the accounts.
Commitments and contingencies
The details of capital commitments and contingent
liabilities of the Group and the Company as at 31st
December 2011 are set out in note 32 to the accounts.
Agreement for services
The Company has an agreement for services with John
Swire & Sons (H.K.) Limited (“JSSHK”), the particulars of
which are set out in the section on continuing connected
transactions.
As directors and/or employees of the John Swire & Sons
Limited (“Swire”) group, Christopher Pratt, W.E. James
Barrington, James W.J. Hughes-Hallett, Peter Kilgour,
Martin Murray, Ian Shiu, John Slosar and Merlin Swire are
interested in the JSSHK Services Agreement (as defined
below). Tony Tyler and James E. Hughes-Hallett were
interested as directors and/or employees of the Swire
group until their resignation with effect from 31st March
2011 and 18th November 2011 respectively. Merlin Swire
is also interested as a shareholder of Swire.
Particulars of the fees paid and the expenses reimbursed
for the year ended 31st December 2011 are set out
below and also given in note 31 to the accounts.
Significant contracts
Contracts between the Group and HAECO and its
subsidiary TAECO for the maintenance and overhaul of
aircraft and related equipment accounted for
approximately 3% of the Group’s operating expenses in
2011. HAECO is a subsidiary of Swire Pacific; all contracts
have been concluded on normal commercial terms in the
ordinary course of the business of both parties.
Major transactions
Cathay Pacific Aircraft Services Limited (“CPAS”), a
wholly owned subsidiary of the Company, entered into an
agreement with Airbus S.A.S. on 9th March 2011 for the
acquisition of 15 Airbus A330-300 aircraft. This transaction
constituted a major transaction under the Listing Rules in
respect of which an announcement dated 9th March 2011
was published and a circular dated 30th March 2011 was
sent to shareholders.
CPAS entered into an agreement with The Boeing
Company on 9th March 2011 for the acquisition of 10
Boeing 777-300ER aircraft. This transaction constituted a
major transaction under the Listing Rules in respect of
which an announcement dated 9th March 2011 was
published and a circular dated 30th March 2011 was sent
to shareholders.
CPAS entered into agreements with The Boeing
Company on 10th August 2011 for the acquisition of four
Boeing 777-300ER aircraft and eight Boeing 777-200F
freighters. This transaction constituted a major transaction
under the Listing Rules in respect of which an
announcement dated 10th August 2011 was published
and a circular dated 19th August 2011 was sent
to shareholders.
Discloseable transaction
CPAS entered into an agreement with Airbus S.A.S. on
20th January 2012 for the acquisition of six Airbus A350-
900 aircraft. This transaction constituted a discloseable
transaction under the Listing Rules in respect of which an
announcement dated 20th January 2012 was published.
Directors’ Report