Experian 2009 Annual Report Download - page 48

46 Experian Annual Report 2009
Governance
Directors’ report
The directors present their report and
the audited nancial statements for
the year ended 31 March 2009.
Principal activities
and business review
Experian provides information,
analytical tools and marketing services
to organisations around the world,
ranging from small start-up businesses
to multinational corporations. The
Group also helps individuals to
manage their credit relationships
and to minimise the risk of identity
theft. Experian reports its nancial
performance on a geographical basis
across four regions: North America,
Latin America, UK and Ireland and
EMEA/Asia Pacic.
As described in the business review,
the Group’s activities in these regions
are grouped into the four principal
business lines of Credit Services,
Decision Analytics, Marketing
Services and Interactive.
Details of the development and
performance of the Group’s businesses
during the year, an indication of the
key performance indicators and
information regarding principal risks
and uncertainties are set out, together
with information equivalent to that
required for a business review, in the
business review section of the annual
report and are incorporated into this
report by reference.
Research and development
Research and development plays a key
role in supporting Experian’s activities.
Further details of research and
development activities can be found
in the business review section of the
annual report.
Prot and dividends
The Group income statement shows
a prot for the nancial year ended
31 March 2009 of US$506m (2008:
US$452m). The directors have
announced the payment of a second
interim dividend in lieu of a nal
dividend of 13.25 US cents per ordinary
share (2008: 12 US cents) to be paid
on 24 July 2009 to shareholders on the
register of members on 26 June 2009.
An interim dividend of 6.75 US cents
per ordinary share was paid on 30
January 2009 giving a total dividend for
the year of 20 US cents per ordinary
share (2008: 18.5 US cents).
Directors
The names and biographical details
of the directors are shown on the
immediately preceding pages. Sean
FitzPatrick resigned as a director of the
Company on 18 December 2008. Chris
Callero was appointed as a director
of the Company on 1 April 2009.
Particulars of directors’ remuneration,
service contracts and their interests
in the ordinary shares of the Company
are shown in the report on directors’
remuneration. There were no changes
in the directors’ interests in the
Company’s ordinary shares between
the end of the nancial year and
19 May 2009.
In accordance with the Company’s
articles of association, each director
is required to retire at the annual
general meeting held in the third
calendar year following the year in
which he or she was elected or last
re-elected by the Company. In order to
ensure an orderly re-election process,
John Peace, Laurence Danon and Sir
Alan Rudge will retire at the annual
general meeting in July 2009 and,
being eligible, will offer themselves
for re-election. Formal evaluations of
board performance, the performance
of the principal board committees
and the performance of individual
directors were carried out during the
year ended 31 March 2009 and the
board is satised that each of the
three directors retiring at the annual
general meeting contributes effectively
and demonstrates commitment to
the role. Further details regarding
the evaluations are contained in the
corporate governance statement.
Chris Callero will also retire at the
annual general meeting, being the rst
annual general meeting following his
appointment and, being eligible, will
offer himself for election.
Insurance and third party
indemnication
During the year, the Company
maintained liability insurance and third
party indemnication provisions for
its directors.
Acquisitions and disposals
Details of acquisitions and disposals
made during the year are contained in
the business review and in note 33 to
the Group nancial statements.
Substantial shareholdings
Substantial shareholders are
required to notify their interests in
accordance with the Company’s
articles of association, which
obliges shareholders to comply with
the notication obligations to the
Company contained in the Disclosure
and Transparency Rules. As at 19 May
2009, the Company had been notied
of the interests below in its issued
ordinary share capital or voting rights.
Substantial shareholdings
Number of Percentage
ordinary of issued
Date of Direct/indirect shares/ share capital/
notication Shareholder interest voting rights voting rights
12 May 2009 Viking Global Investors LP Direct 50,961,747 4.96%
and associated companies and indirect