Holiday Inn 2003 Annual Report Download - page 17

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Options held under the Six Continents Savings Related Share
Option Schemes became exercisable for a period of six
months from 11 April 2003. Options exercised during this
period resulted in the issue of 1,659,515 IHG PLC shares.
The remainder of these options lapsed on 11 October 2003.
In February 2003, the Six Continents Employee Profit Share
Scheme released 1,408,292 Six Continents PLC shares out of
profits appropriated to them by the Six Continents PLC Board in
2000. Following Separation, the Six Continents PLC shares held
by the Trust on behalf of beneficiaries were exchanged for IHG
PLC and Mitchells & Butlers plc shares. At 31 December 2003,
1,549,907 IHG PLC shares were held by the Trustees on behalf
of 1,803 participants.
Under the terms of the Six Continents Special Deferred
Incentive Plan 246,355 IHG PLC shares were transferred
to 21 employees in December 2003, reflecting entitlements
existing prior to the Separation.
No awards were made during the period under the
Six Continents Long Term Incentive Plan, which ceased
to operate on Separation.
INTERCONTINENTAL HOTELS GROUP SHARE PLANS
A number of IHG Share Plans were established on Separation.
Under the Sharesave Plan, options were granted in December
2003 to 1,374 employees over 1,374,559 IHG PLC shares at
420.5p per share, a 20% discount to the market price.
Between June and December 2003, 661,867 IHG PLC shares
were awarded under the Britvic Share Incentive Plan to be
retained in Trust by Hill Samuel ESOP Trustee Limited as free
and partnership shares on behalf of 2,421 eligible employees,
subject to the Plan rules.
In May and September 2003, options were granted under the
Executive Share Option Plan to 170 employees over 7,375,272
IHG PLC shares at 438p and 491.75p per share respectively.
In June 2003, conditional rights over 5,281,020 IHG PLC
shares were awarded to 46 employees under the
Performance Restricted Share Plan.
A number of executives participated in the Short Term
Deferred Incentive Plan during the period but were not
eligible to receive an award.
Neither the Hotels Group Share Incentive Plan nor the
US Employee Stock Purchase Plan were operated during
the period.
SHARE CAPITAL
During the period, 4,902,352 IHG PLC shares were issued
under employee share schemes and the ordinary share capital
at 31 December 2003 consisted of 739,364,254 IHG PLC
shares of £1 each.
No IHG PLC shares were purchased during the period and
the authority granted by shareholders to purchase up to
110,095,835 IHG PLC shares remained unutilised as at the
date of this report. The authority remains in force until the
Annual General Meeting and a resolution to renew the authority
will be put to shareholders at the Annual General Meeting.
SUBSTANTIAL SHAREHOLDINGS
As at 10 March 2004, the Company has been notified
by shareholders of the following substantial interests
(3% or more) in its ordinary share capital:
Dodge & Cox Funds 3.4%
FMR Corp and Fidelity International Ltd 3.1%
Legal & General Group Plc 4.1%
POLICY ON PAYMENT OF SUPPLIERS
IHG PLC is a holding company and has no trade creditors.
GOING CONCERN
The financial statements which appear on pages 28 to 55
have been prepared on a going concern basis as, after
making appropriate enquiries, the directors have a reasonable
expectation that the Group has adequate resources to
continue in operational existence for the foreseeable future.
CODE OF ETHICS
The Board has agreed the adoption of a specific Code
of Ethics for senior financial officers, consistent with the
Company’s existing guidelines for proper business conduct.
CHARITABLE DONATIONS
IHG continues to support community initiatives and charitable
causes and during the period donated £1.42 million. In addition
to these cash contributions, employees are encouraged to give
their time and skills to a variety of causes and IHG makes
donations in kind, such as hotel accommodation.
POLITICAL DONATIONS
The Group made no political donations during the period and
proposes to maintain its policy of not making such payments.
ANNUAL GENERAL MEETING
The Notice convening the Annual General Meeting to be held
at 3.30pm on Tuesday, 1 June 2004 is contained in a circular
sent to shareholders with this Report.
AUDITORS
Ernst & Young LLP have expressed their willingness to continue
in office as auditors of the Company and their reappointment
will be put to members at the Annual General Meeting.
By order of the Board
Richard Winter
Company Secretary
10 March 2004