Holiday Inn 2011 Annual Report Download - page 48

46 IHG Annual Review and Summary Financial Statement 2011
Activities of the Group
The principal activities of the Group are in hotels and resorts, with
franchising, management, ownership and leasehold interests in
over 4,400 establishments, with more than 658,000 guest rooms
in nearly 100 countries and territories around the world.
A review of the performance of the Group is contained in the
Chairman’s statement and the Chief Executive’s review on pages
3 to 5, the reviews presented on pages 6 to 39 and in the Summary
Financial Statement on pages 40 to 43.
Results and dividends
The operating profit before exceptional items was $559m. An
interim dividend of 9.8p per share (16.0 cents per ADR) was paid on
7 October 2011. The Directors are recommending a final dividend
of 24.7p per share (39.0 cents per ADR) to be paid on 1 June 2012 to
shareholders on the Register of Members at close of business on
23 March 2012.
Share capital
At 31 December 2011, InterContinental Hotels Group PLC’s
(the Company) issued share capital consisted of 290,548,089
ordinary shares of 1329⁄47p each. There are no special control rights
or restrictions on transfer attaching to these ordinary shares.
During the year, no awards or grants over shares were made that
would be dilutive of the Company’s ordinary share capital.
Share repurchases
No shares were purchased or cancelled under the authority
granted by shareholders at the Annual General Meeting held on
27 May 2011. The share buyback authority remains in force until
the Annual General Meeting in 2012, and a resolution to renew the
authority will be put to shareholders at that Meeting.
Substantial shareholdings
The Company had been notified, in accordance with the Disclosure
and Transparency Rules of the UK Financial Services Authority, of
the following significant holdings of voting rights in its ordinary
shares:
At At
31 December 13 February Nature of
2011 2012 interest
Southeastern Asset Management, Inc. 14.01% 14.01% Indirect
Cedar Rock Capital Limited 5.07% 5.07% Direct
BlackRock, Inc. 5.02% 5.02% Indirect
Capital Research and 5.02% 5.02% Indirect
Management Company
Legal & General Group plc 3.96% 3.96% Direct
Directors
Biographical details of current Board members are shown on
pages 44 and 45. Executive Directors have service contracts and
Non-Executive Directors have letters of appointment.
The Board may exercise all the powers of the Company. The Group
maintains insurance cover for and has provided indemnities to all of
its directors and officers, as permitted by the Companies Act 2006.
Details of the beneficial share interests of Directors who were on
the Board at the year end are shown below.
31 December 2011
InterContinental Hotels Group PLC
ordinary shares
Executive Directors
Kirk Kinsell1 109,547
Tracy Robbins 43,108
Thomas Singer –
Richard Solomons 252,166
Non-Executive Directors
Graham Allan2 12,000
David Kappler 1,400
Jennifer Laing 3,373
Jonathan Linen3 7,34 3
Luke Mayhew 2,000
Dale Morrison –
David Webster 35,828
Ying Yeh –
1 108,910 ordinary shares and 637 American Depositary Receipts.
2 2,000 ordinary shares and 10,000 American Depositary Receipts.
3 Held in the form of American Depositary Receipts.
Employees
IHG directly employed an average of 7,956 people worldwide during
2011, whose costs are borne by the Group. When the whole IHG
estate is taken into account, approximately 345,000 people are
employed globally across IHG’s brands. The Group is committed
to providing employees with equality of opportunity, without
discrimination. Great emphasis is placed on employee
communications, particularly on matters relating to the Group’s
business and its performance.
Charitable and political donations
During the year, the Group donated $2,040,000 in support of
community initiatives and charitable causes. This figure includes
contributions from IHG employees and guests. No payments were
made for political purposes.
Auditors
The Directors confirm that they have taken steps to make themselves
aware of relevant audit information. None of the Directors is aware
of any relevant audit information which has not been disclosed to
the auditors.
The reappointment of Ernst & Young LLP as auditors of the
Company will be put to members at the Annual General Meeting.
Annual General Meeting
The Notice of the Annual General Meeting to be held at 11.00am on
Friday, 25 May 2012 is contained in a circular sent to shareholders
at the same time as this Annual Review.
Going concern
At the end of 2011, the Group was trading significantly within its
banking covenants and debt facilities. IHG’s fee-based model and
wide geographic spread means that it is well placed to manage
through uncertain times.
The financial statements for the year ended 31 December 2011
have therefore been prepared on the going concern basis.
SUMMARY DIRECTORS’ REPORT