Holiday Inn 2008 Annual Report Download - page 35

THE BOARD, SENIOR MANAGEMENT AND THEIR RESPONSIBILITIES
Directors’ report 33
Share capital
During the year, 148,210 new shares were issued under employee
share plans. Taking into account the cancellation of 9,219,325
shares under the share repurchase programme, the Company’s
issued share capital at 31 December 2008 consisted of 285,552,193
ordinary shares of 13 29⁄47p each. There are no special control rights
or restrictions on transfer attaching to these ordinary shares.
The Company has not utilised the authority given by shareholders
at any of its Annual General Meetings, to allot shares for cash
without offering such shares to existing shareholders.
Substantial shareholdings
As at 16 February 2009, the Company had been notified by
shareholders of the following substantial interests, representing
3% or more of its ordinary share capital:
Ellerman Corporation Limited 10%
Morgan Stanley Investment Management Limited 5.60%
Cedar Rock Capital Limited 5.07%
Legal & General Group Plc 4.09%
Lloyds TSB Group plc* 3.84%
Directors
Details of Directors who served on the Board during the year
are shown on page 36. Details of the beneficial share interests
of Directors who were on the Board at the year end are shown
below. No changes to these interests occurred between the
year end and the date of this Report.
31 December 2008
InterContinental Hotels Group PLC
ordinary shares1
Executive Directors
Andrew Cosslett 240,229
Richard Solomons 242,385
Non-Executive Directors
David Kappler 1,400
Ralph Kugler 1,169
Jennifer Laing 3,373
Robert C Larson 10,2692
Jonathan Linen 7,3432
David Webster 32,839
Ying Yeh –
1 These shareholdings are all beneficial interests and include shares held by
Directors’ spouses and other connected persons. None of the Directors has
a beneficial interest in the shares of any subsidiary. These shareholdings do
not include Executive Directors’ entitlements to share awards under the
Company’s share plans, which are set out separately in the Remuneration
Report on pages 45 to 47.
2 Held in the form of American Depositary Receipts.
Subject to the Company’s Memorandum and Articles of
Association, any relevant legislation and to any directions given by
special resolution, the business is managed by the Board which
may exercise all the powers of the Company. These include the
power to allot and to purchase shares.
During the year, IHG has maintained cover for its Directors and
officers, and those of its subsidiary companies, under a directors’
and officers’ liability insurance policy, as permitted by the
Companies Act 2006.
The Group has provided to all of its Directors, indemnities in
respect of costs of defending claims against them and third-party
liabilities. These are all qualifying third-party indemnity provisions
for the purposes of the Companies Act 2006 and are all currently
in force.
There were no indemnity provisions relating to the UK pension
plan, for the benefit of the Directors of the Company, in place
during the period.
Employees
IHG directly employed an average of 8,334 people worldwide
during 2008, whose costs are borne by the Group. When the whole
IHG estate is taken into account (including staff working in the
managed and franchised hotels) approximately 330,000 people
are employed globally across IHG’s brands.
Further information regarding the Group’s employment policies,
including its obligations under equal opportunities legislation,
its commitment to employee communications and its approach
towards staff development, can be found on pages 20 to 22 of
the Business Review.
Charitable donations
During the year, the Group donated $1,161,500 in support of
community initiatives and charitable causes. 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. Taking these contributions into
account, total donations in 2008 are estimated at $1,394,400.
Political donations
The Group made no political donations during the year and
proposes to maintain its policy of not making such payments.
Financial risk management
The Group’s financial risk management objectives and policies,
including its use of financial instruments, are set out on page
19 of the Business Review and in notes 21 and 22 to the Group
financial statements on pages 79 to 82.
A number of IHG’s banking arrangements are terminable upon
a change of control of the Company.
Policy on payment of suppliers
InterContinental Hotels Group PLC is a holding company and has
no trade creditors. Group companies aim to adhere to the payment
terms agreed with suppliers. Payments are contingent on the
supplier providing goods or services to the required standard, and
purchasing is sometimes co-ordinated between Group undertakings.
* Now called Lloyds Banking Group plc.