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Annual Report and Form 20-F 2014

Table of contents

  • Page 1
    Annual Report and Form 20-F 2014

  • Page 2
    ...on our Board of Directors 60 Who is on our Executive Committee 65 Audit Committee Report 68 Corporate Responsibility Committee Report 69 Nomination Committee Report 70 Statement of compliance with the UK Corporate Governance Code 72 Directors' Report 76 Directors' Remuneration Report Group Financial...

  • Page 3
    STRATEGIC REPORT GOVERNANCE GROUP FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS ADDITIONAL INFORMATION 1

  • Page 4
    ... shareholder returns over the long term. Our strategy is detailed on pages 14 to 33. Our business model We predominantly franchise our brands to, and manage hotels on behalf of, third-party owners; our focus is therefore on building preferred brands and strong revenue delivery systems. Franchised...

  • Page 5
    ...to 48 STRATEGIC REPORT Revenue $374m $400m§ 2014 2013 $242m $236m Operating profit before exceptional items 2014 2013 Operating profit before exceptional items 2014 2013 $89m $105m§ $89m $82m GOVERNANCE GROUP FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS The Americas See pages...

  • Page 6
    IHG Annual Report and Form 20-F 2014 Our preferred brands Each of the brands in our portfolio are complementary and differentiated to meet the changing, multifaceted needs of our guests and be commercially compelling to third-party hotel owners. Supported by the IHG brand and IHG Rewards Club (our...

  • Page 7
    ... Rooms open Hotels in the pipeline Rooms in the pipeline Holiday Inn Resort® properties offer great value, warm and friendly service and the peace of mind of a trusted brand name. The Holiday Inn Resort brand champions the family holiday. Holiday Inn Club Vacations® is a vacation ownership club...

  • Page 8
    ... and leading revenue delivery systems. Our highlights in 2014 included the opening of the first two hotels under the EVEN Hotels brand, and the progress made in both strengthening our digital offer and enhancing our loyalty programme, IHG Rewards Club, with the aim of building lifetime loyalty...

  • Page 9
    ..., and details of our 2014 evaluation and action plan, can be found on pages 63 and 64. Detailed information on our Board and governance processes, including the Directors' Remuneration Report, can be found on pages 54 to 91. In line with our commitment to responsible business practices (see pages 24...

  • Page 10
    ... of delivery against our strategic priorities." Richard Solomons Chief Executive Officer Our Winning Model The Winning Model is our framework for delivering value for our shareholders and owners through our portfolio of preferred brands, talented people and leading revenue delivery systems. We are...

  • Page 11
    ... 'winning culture' and our employer brand and maintain our high Employee Engagement survey scores (see page 32). GOVERNANCE Richard Solomons Chief Executive Officer GROUP FINANCIAL STATEMENTS Responsible Business Operating as a Responsible Business underpins each of our strategic priorities and...

  • Page 12
    .... These include revenue per available room (RevPAR), average daily rate and rooms supply growth. Global industry RevPAR growth (2014 v 2013) 2014 2013 The different business models within the hotel industry The global hotel industry operates under a number of different business models, depending on...

  • Page 13
    ... of the 'Guest Journey' and invest in developing strong technology platforms. Competitors These long-term drivers and global trends are changing the competitive landscape within the travel industry. Competitors are no longer simply branded or independent hotels, but also include companies offering...

  • Page 14
    ... 2014 Our business model We predominantly franchise our brands to, and manage hotels on behalf of, third-party owners. Our asset-light strategy enables us to grow our business whilst generating high returns on invested capital. We franchise and/or manage hotels depending largely on market maturity...

  • Page 15
    ... of our brands and our expansion in priority markets System funded capital investments for strategic investment to drive growth at hotel level Examples • Maintenance of our owned and leased hotels, which will reduce as we become increasingly asset-light. • Corporate infrastructure maintenance...

  • Page 16
    ... differentiated brands, building scale in key markets, creating a long-lasting relationship with our guests and delivering revenue to hotels through the lowest cost, direct channels. Our proposition to owners is highly competitive and drives superior returns. We execute our asset-light strategy in...

  • Page 17
    ... on guests' occasion needs, with an asset-light business model, i.e. franchising and managing hotels rather than owning them. See pages 12, 13, 18 and 19. STRATEGIC REPORT GOVERNANCE Highest opportunity segments GROUP FINANCIAL STATEMENTS Managed and franchised model PARENT COMPANY FINANCIAL...

  • Page 18
    ... turn, delivers better returns for our owners through an increase in total gross revenue. Why we think this is important Scale provides significant advantages in the hotel industry at the global, national and city level. The size of the IHG System, and our concentration on priority markets and key...

  • Page 19
    ... the right site to operating a profitable business; • providing a range of revenue-driving tools and services, including booking and distribution channels; • seeking to price our fees to reflect our services, tools and brand value; PARENT COMPANY FINANCIAL STATEMENTS GROUP FINANCIAL STATEMENTS...

  • Page 20
    ... was also a consideration in the acquisition of Kimpton Hotels & Restaurants (see page 21). How we measure it KPIs - Guest HeartBeat, RevPAR How we measure it KPIs - Net rooms supply, Total gross revenue Source: Smith Travel Research. Holiday Inn Manhattan - Financial District, New York, US * 18

  • Page 21
    ... number of Chinese guests around the world through cultural and food and beverage training for hotel teams. We currently have 84 hotels in AMEA, The Americas and Europe that have signed up for the programme. STRATEGIC REPORT GOVERNANCE GROUP FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS...

  • Page 22
    ... loyalty programme, IHG Rewards Club, to introduce our members to the EVEN Hotels brand, specifically targeting our communications at those guests who travel to, or have expressed an interest in, the locations of our first hotels, wellness or the brand itself. 5 4 3 1 2 Highest opportunity segments...

  • Page 23
    ... and resort locations, as well as the highest RevPAR markets such as San Francisco and New York. GROUP FINANCIAL STATEMENTS The Kimpton brand has a strong strategic fit within our existing brand portfolio at the upper upscale price point. It is also highly complementary with our Hotel Indigo and...

  • Page 24
    ... that allows us to develop solutions such as Mobile Check-in and Check-out (now available in over 500 hotels); • piloted enhanced customer relationship management capability that allows us to utilise our IHG Rewards Club members' profiles to drive personalisation and guest recognition in our...

  • Page 25
    ... values. - Room to be involved: We communicate with employees on matters relating to the Group's business and performance and share information on people, policies and news across IHG through various channels, including conferences, team meetings and our intranet site. We encourage employees to give...

  • Page 26
    ... face-to-face training modules. Our Code of Conduct consolidates and clarifies expected standards of behaviour and communicates the ethical values of the Group. It is applicable to all Directors, officers and employees and is available at www.ihgplc.com/investors under corporate governance. We also...

  • Page 27
    ... community, from creating jobs and stimulating local economic opportunities, to managing their environmental impact in a responsible way and providing shelter in times of need. We work to develop new and better ways to assist owners to build and operate IHG branded hotels, creating sustainable value...

  • Page 28
    ...Counsel and Company Secretary and comprises the heads of Global Risk Management, Global Strategy, Programme Office and Global Internal Audit. Underpinning the Group's Major Risk Review process, each of the regions and functions have their own risk profiles that are updated quarterly in line with the...

  • Page 29
    ...these through policies, supply chain. operational and business processes and other internal controls supported by systems, tools and training. Subject-matter expertise, leadership and co-ordination is provided by Global Risk Management and functional specialists. PARENT COMPANY FINANCIAL STATEMENTS...

  • Page 30
    ... training and development programmes help our people grow their careers, thereby managing internal talent. We proactively manage and monitor succession planning at all levels. We consider the diversity (more broadly than gender) of our people and leadership, reviewing it in light of our guests and...

  • Page 31
    ...objective of driving revenue for them, and its use is reviewed annually in collaboration with the IHG Owners Association. • Long-term franchise and management contracts, owner due diligence, new hotel opening teams and processes, Hotel Solutions (our internal online portal which provides tools and...

  • Page 32
    .... Total gross revenue from hotels in IHG's System 2014 2013 2012 Actual $bn In line with our 2014 priorities, in relation to: • continuing to drive loyalty to our portfolio of brands and driving awareness of IHG Rewards Club, we: - enrolled 7m new IHG Rewards Club members (up 9% on 2013), taking...

  • Page 33
    ...2015 New priority for 2015 in line with changes to our business Annual incentive plan (Annual Performance Plan) Long-term incentive plan (Long Term Incentive Plan) For more information see Directors' Remuneration Report pages 76 to 91. STRATEGIC REPORT KPIs Global RevPAR growth1,2 2014 2013 2012...

  • Page 34
    ...launched new global leadership development programmes; survey, completed by - increased leadership succession through new appointments and employees and those who internal promotions at senior levels and internal organisational work in our managed hotels changes in line with business priorities; and...

  • Page 35
    ... the UK, allocating funds to help with financial support, vital supplies and accommodation. GOVERNANCE $6.18m 2013 $1.92m 2012 Not applicable 2011 Carbon footprint per occupied room 2014 In line with our 2014 priorities to reduce our carbon footprint and drive the IHG Green EngageTM system, we...

  • Page 36
    ... Annual Report and Form 20-F 2014 Performance Group Group results 12 months ended 31 December 2014 $m 2013 $m 2014 vs 2013 % change 20121 $m 2013 vs 2012 % change Revenue Americas Europe AMEA Greater China Central Total Operating profit Americas Europe AMEA Greater China Central Operating profit...

  • Page 37
    ... damages. Profit before tax increased by $53m to $600m. Adjusted earnings per ordinary share increased by 13.9% to 158.3¢. Global total gross revenue 12 months ended 31 December 2014 $bn 2013 $bn % change InterContinental Crowne Plaza Hotel Indigo Holiday Inn Holiday Inn Express Staybridge Suites...

  • Page 38
    ... over 2013 Global pipeline Hotels At 31 December 2014 Change over 2013 2014 Rooms Change over 2013 Analysed by brand InterContinental Crowne Plaza Hotel Indigo EVEN Hotels Holiday Inn1 Holiday Inn Express Staybridge Suites Candlewood Suites Other Total Analysed by ownership type Franchised Managed...

  • Page 39
    ...9.7% 11.7% 8.9% 11.2% GROUP FINANCIAL STATEMENTS Progress against 2014 regional priorities In line with our 2014 regional priorities, we: • continued to strengthen our preferred brands and provide best-in-class revenue delivery to hotels - the Holiday Inn brand rolled out revenue-driving food and...

  • Page 40
    IHG Annual Report and Form 20-F 2014 Performance continued Americas results 12 months ended 31 December 2014 $m 2013 $m 2014 vs 2013 % change 2012 $m 2013 vs 2012 % change Revenue Franchised Managed Owned and leased Total Percentage of Group Revenue Operating profit before exceptional items ...

  • Page 41
    ... 2014 Change over 2013 2014 Rooms Change over 2013 Analysed by brand InterContinental Crowne Plaza Hotel Indigo EVEN Hotels Holiday Inn1 Holiday Inn Express Staybridge Suites Candlewood Suites Other Total Analysed by ownership type Franchised Managed Owned and leased Total Percentage of Group hotel...

  • Page 42
    ... our revenue and sales tools at our hotels, driving our commercial delivery and people platforms (see progress against KPIs set out on pages 30 to 33), helping us to deliver RevPAR outperformance in our three priority markets. IHG's 2015 regional priorities 1. Continue to build IHG System size...

  • Page 43
    ... results 12 months ended 31 December 2014 $m 2013 $m 2014 vs 2013 % change 2012 $m 2013 vs 2012 % change Revenue Franchised Managed Owned and leased Total Percentage of Group Revenue Operating profit before exceptional items Franchised Managed Owned and leased Regional overheads Total Percentage of...

  • Page 44
    ... Rooms Change over 2013 Europe hotel and room count Hotels At 31 December 2014 Change over 2013 2014 Rooms Change over 2013 Analysed by brand InterContinental Crowne Plaza Hotel Indigo Holiday Inn Holiday Inn Express Staybridge Suites Other Total Analysed by ownership type Franchised Managed Total...

  • Page 45
    ... on previous year Franchised All brands Managed All brands 12 months ended 31 December 2014 1.7% 4.4% GROUP FINANCIAL STATEMENTS Progress against 2014 regional priorities In line with our 2014 regional priorities, we: • strengthened our position in the region's priority markets and key gateway...

  • Page 46
    ... Annual Report and Form 20-F 2014 Performance continued AMEA results 12 months ended 31 December 2014 $m 2013 $m 2014 vs 2013 % change 2012 $m 2013 vs 2012 % change Revenue Franchised Managed Owned and leased Total Percentage of Group Revenue Operating profit before exceptional items Franchised...

  • Page 47
    ... At 31 December 2014 Change over 2013 2014 Rooms Change over 2013 Analysed by brand InterContinental Crowne Plaza Holiday Inn1 Holiday Inn Express Staybridge Suites Other Total Analysed by ownership type Franchised Managed Owned and leased Total Percentage of Group hotel and room count 1 67 69...

  • Page 48
    ...'s 2015 regional priorities 1. Further increase IHG System size, with deeper penetration in tier 2 and 3 cities and strengthen the distribution of the Holiday Inn and Holiday Inn Express brands to capture the growing midscale segment opportunity. 2. Build a strong pipeline for the HUALUXE Hotels and...

  • Page 49
    ... results 12 months ended 31 December 2014 $m 2013 $m 2014 vs 2013 % change 2012 $m 2013 vs 2012 % change Revenue Franchised Managed Owned and leased Total Percentage of Group Revenue Operating profit before exceptional items Franchised Managed Owned and leased Regional overheads Total Percentage of...

  • Page 50
    ... pipeline Hotels At 31 December 2014 Change over 2013 2014 Rooms Change over 2013 Analysed by brand InterContinental Crowne Plaza Hotel Indigo Holiday Inn1 Holiday Inn Express Other Total Analysed by ownership type Franchised Managed Owned and leased Total Percentage of Group hotel and room count...

  • Page 51
    ... from the sale of IHG Rewards Club points. The System Fund is managed for the benefit of hotels in the IHG System with the objective of driving revenues for the hotels. The System Fund is used to pay for marketing, the IHG Rewards Club loyalty programme and the global reservation system. The...

  • Page 52
    .... Under these arrangements, each pool contains a number of bank accounts with the same financial institution and the Group pays interest on net overdraft balances within each pool. The cash pools are used for day-to-day cash management purposes and are managed daily as closely as possible to a zero...

  • Page 53
    ... 33 to the Group Financial Statements, the Group completed the acquisition of Kimpton Hotel & Restaurant Group, LLC for $430m on 16 January 2015. The acquisition was primarily financed by a $400m bilateral term loan with a term of six months plus two six-month extension periods. A variable rate of...

  • Page 54
    ... The Plan phase of the 'Guest Journey' is where our guests narrow down their travel options. • They do this in different ways; by searching and learning more about our brands online and reading guest reviews; through IHG Rewards Club offerings; or via interaction with call centres, travel agents...

  • Page 55
    STRATEGIC REPORT GOVERNANCE GROUP FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS ADDITIONAL INFORMATION 53

  • Page 56
    ... and 64. Board changes and succession planning A high-level structure of IHG's Board and its Committees, along with biographies of current Board and Executive Committee members, can be found on pages 55 and 57 to 61. As announced in our 2013 Annual Report, David Kappler retired on 31 May 2014 after...

  • Page 57
    ... to the Chief Executive Officer, the Chief Financial Officer and the Audit Committee. Committee key Board Committees Management Committees Matters reserved for the Board and each Committee's terms of reference are available on our website at: www.ihgplc.com/investors under corporate governance...

  • Page 58
    ... finance updates from the Chief Financial Officer (which includes a financial review of the Group), and deep dives on each region and function presented by Executive Committee members and other senior management. Meetings without Executive Directors During 2014, at the end of each Board meeting, our...

  • Page 59
    ... a number of senior level finance positions, including Head of Investor Relations, Head of Global Corporate Finance and Financial Planning & Tax and Head of Hotel Development, Europe. Paul also acted as Interim Chief Executive Officer of the Europe, Middle East and Africa regions. Board contribution...

  • Page 60
    ... Company. Board contribution: Dale has over 10 years' experience in sales and marketing positions, and over 25 years' experience in general management, having held senior positions in the branded foods sector. He was appointed as the Board's Senior Independent Non-Executive Director on 31 May 2014...

  • Page 61
    ... (2010 to 2013) and previously Senior Vice President, Chief Marketing Officer UK and Northern Division (2006 to 2010). STRATEGIC REPORT GOVERNANCE The Board is supported by the Company Secretary: Ying Yeh Independent Non-Executive Director George Turner Executive Vice President, General Counsel...

  • Page 62
    ... 2015, having had over 15 years' experience working in a major global franchise business. He joined the Group having spent six years as President and Chief Executive Officer of HMSHost Corporation, a global travel and leisure company, where he was also a member of the Board of Directors. Elie...

  • Page 63
    ..., he became Chief Executive, Asia, Middle East and Africa in August 2011. Key responsibilities: These include business development and performance of all the hotel brands and properties in Asia, Middle East and Africa. STRATEGIC REPORT GOVERNANCE GROUP FINANCIAL STATEMENTS Board composition and...

  • Page 64
    IHG Annual Report and Form 20-F 2014 Corporate Governance continued Board composition and diversity continued Board Diversity Policy (BDP) and Global Diversity and Inclusion Policy (GDIP) With a presence in nearly 100 countries globally, we value the benefits of diversity, beyond gender, and ...

  • Page 65
    ... the opportunity to visit our UK and US corporate headquarters, meet and address the Group's senior leaders at our Senior Leaders Meeting held in Seattle, and tour hotels across our brands in Greater China, the US and the UK. STRATEGIC REPORT Ongoing Director training and development The updating...

  • Page 66
    ... be provided to the Board. Presentations on competitors' strategies and offerings. Competitive analysis to be included in both financial results and strategic reviews. Ensure opportunities are secured for meeting with the newly appointed Chief Executive Officer for The Americas region. Increase the...

  • Page 67
    ... financial planning and accounting framework; "Our priority is ensuring that standards of good governance are maintained across all areas of the business." Dear Shareholder The Audit Committee continues to focus on the integrity of internal financial controls and risk management systems. As the new...

  • Page 68
    ... of the Board, Chief Executive Officer, Chief Financial Officer, Head of Global Internal Audit (GIA), Group Financial Controller and external Auditor, EY, attend meetings. EY attended all meetings in 2014 and provided a report on progress of, and insights from, the annual audit. Other attendees...

  • Page 69
    ... meeting was held in February 2015 to consider whether the Annual Report and Form 20-F 2014 provided a fair, balanced and understandable view of the Group with the necessary information for shareholders to assess the Group's performance, business model and strategy. Audit Committee members provided...

  • Page 70
    ...set out in our terms of reference (ToR), which are reviewed annually and no changes were made for 2015. The ToR are available on the Company's website at www.ihgplc.com/investors under corporate governance/ committees or from the Company Secretary's office on request. Governance All members have the...

  • Page 71
    ... set out in our terms of reference (ToR), which are reviewed annually and no changes were made for 2015. The ToR are available on the Company's website at www.ihgplc.com/investors under corporate governance/committees or from the Company Secretary's office on request. Governance All members have the...

  • Page 72
    ... the necessary financial and human resources are in place for the Group to meet its objectives. Decisions and matters reserved for the Board and not delegated to management are available on our website at www.ihgplc.com/investors under corporate governance. The Board meets formally eight times each...

  • Page 73
    ... in 2014, are set out in the Audit Committee Report on pages 65 to 67. The Audit Committee's terms of reference are available on our website at www.ihgplc.com/investors under corporate governance/ committees or from the Company Secretary's office on request. Ernst & Young LLP has expressed its...

  • Page 74
    ...2015 and will provide an opportunity for shareholders to vote on certain aspects of Group business, as set out in the Notice of Meeting available at www.ihgplc.com/investors under financial library and which was sent out to shareholders at the same time as this Annual Report and Form 20-F. The Board...

  • Page 75
    ... its AGMs to allot shares for cash without first offering such shares to existing shareholders. Employee share ownership trust (ESOT) ADDITIONAL INFORMATION IHG operates an ESOT for the benefit of employees and former employees. The ESOT purchases ordinary shares in the market and releases them to...

  • Page 76
    ...Group's employment policies, including equal opportunities, employee communications and development, see pages 23 to 25. Directors As at 31 December 2014 ordinary shares As at 31 December 2013 ordinary shares Patrick Cescau (Chairman) Richard Solomons (Chief Executive Officer) Senior Independent...

  • Page 77
    ... of the Board George Turner, Company Secretary InterContinental Hotels Group PLC Registered in England and Wales, Company number 5134420 16 February 2015 STRATEGIC REPORT GOVERNANCE Events after the reporting period On 13 January 2015, the Group raised a $400m bilateral term loan to help finance...

  • Page 78
    ... business strategy; an annual plan to incentivise and reward the delivery of good financial results, as well as from 2013, improvements in guest satisfaction and employee engagement; and a long-term plan to reward the delivery of strong shareholder returns and better-than-market number of rooms...

  • Page 79
    ... the Company's website at www.ihgplc.com/investors under corporate governance/ committees or from the Company Secretary's office on request. The ToR are reviewed annually and there were no changes to them during 2014. Governance All members are independent Non-Executive Directors, as required under...

  • Page 80
    ... 2014 155,440,907 (90.94%) 15,483,775 (9.06%) 906,025 The Chairman of the Board, and Tracy Robbins (Executive Vice President, Human Resources and Group Operations Support) attended all meetings. The Chief Executive Officer attended four meetings. Jean-Pierre Noël (Senior Vice President, Global...

  • Page 81
    ... and strategy and with returns for our hotel owners and shareholders; • attract and retain high-quality executives in an environment where compensation for multinational employers is based on global market practice; • support equitable treatment between members of the same executive team; and...

  • Page 82
    ...be higher than the corporate UK and US employee population until the target positioning is achieved. Benefits Benefits are restricted to the typical level in the relevant market for an Executive Director. They may include the cost of independent financial advice, car allowance/company car, private...

  • Page 83
    ... features help ensure alignment between executive reward and shareholder returns. Policy on payment for loss of office All current Executive Directors have a rolling service contract with a notice period from the Company of 12 months. As an alternative, the Company may, at its discretion, pay in...

  • Page 84
    ..., Executive Vice President, Human Resources and Group Operations Support Value 5000 (£000) 4000 Pension Pension benefit £3,257 3000 2000 1000 0 3000 £2,910 £2,042 £1,843 £1,923 £2,073 Variable pay LTIP APP deferred shares APP cash Fixed pay Benefits Salary 2000 1000 0 2014 potential...

  • Page 85
    ... of business performance for our shareholders. • It is a function of other critical measures: net rooms growth, RevPAR, operating profit and fee revenues. GROUP FINANCIAL STATEMENTS Award levels relate to achievement against target under each of the measures. The link between our strategy and...

  • Page 86
    ... group of global hotels, as per data sourced from Thomson Datastream. In order to generate higher returns for our shareholders, we need to increase revenue share, improve operating efficiency and grow margins through increasing the number of rooms we have available to sell, as well as increasing...

  • Page 87
    ... 31 December 2014. Pensions Pension benefit: the value of Company contributions to pension plans and any cash allowances paid in lieu of pension contributions. As published in the 2013 Annual Report, the Group commenced the phasing out of potential enhanced early retirement terms related to those...

  • Page 88
    ... Scheme interests awarded during 2014 (audited information) During 2014, awards relating to shares were granted under the 2014/16 LTIP. Awards were made to each Executive Director over shares with a value of 205% of salary using the closing mid-market share price on 7 April 2014. These are in the...

  • Page 89
    .... The terms of the EERF require an executive to obtain Company consent and would also require the payment by the Group of an additional insurance premium to secure the benefit entitlement for that executive. STRATEGIC REPORT Richard Solomons' IC Plan pension, which formed part of the buy-out, was...

  • Page 90
    ... 2014: Chief Executive Officer UK employees Salary Taxable benefits2 Annual incentive 1 +3.5% -11.8% +2.7% +3.0%1 +4.5% +7.6% 2 The percentage change for UK employees shown is the budget for the 2014 annual pay review and promotions/market adjustments during 2014. Based on P11D taxable benefits...

  • Page 91
    ... 2011 Annual Bonus Plan (ABP). Andrew Cosslett received his award as 100% cash pro-rated to 30 June 2011. Relative importance of spend on pay PARENT COMPANY FINANCIAL STATEMENTS The table below sets out the actual expenditure of the Group in 2012, 2013 and 2014 on corporate employee remuneration...

  • Page 92
    ... any benefit from ICETUS: Former Director Value in 2014 £ Andrew Cosslett1 Richard Hartman2 Richard North3 Sir Ian Prosser 1 No value to disclose 74,968 3,386,296 8,597 Payments for loss of office (audited information) Tom Singer stepped down from the Board and his role as Group Chief Financial...

  • Page 93
    ... Board and the role of Group Chief Financial Officer effective as of 1 January 2014. In line with the DR Policy for newly appointed or promoted Executive Directors, he was appointed on a salary set below benchmark policy level and, following strong performance in his first year in role, an increase...

  • Page 94
    ... income Group statement of changes in equity Group statement of financial position Group statement of cash flows Accounting policies Notes to the Group Financial Statements Book 'Guest Journey' - Step three • The Book phase of the 'Guest Journey' involves guests actually making a reservation...

  • Page 95
    STRATEGIC REPORT GOVERNANCE GROUP FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS ADDITIONAL INFORMATION 93

  • Page 96
    .... UK Corporate Governance Code Having taken advice from the Audit Committee, the Board considers that this Annual Report and Form 20-F, taken as a whole is fair, balanced and understandable and that it provides the information necessary for shareholders to assess the Company's performance, business...

  • Page 97
    ... Rewards Club points liability. • Recognition of deferred tax assets relating to losses. • Capitalisation of software assets and carrying value of legacy systems. • Disposal of the 80% interest in the InterContinental New York Barclay hotel. GROUP FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL...

  • Page 98
    ... the revenue cycle and the allocation of expenditures related to the marketing, advertising and loyalty point programmes (the System Fund) As outlined in the Strategic Report on page 49, the System Fund (the Fund) is a key part of the Group's business model. For the year ended 31 December 2014, and...

  • Page 99
    ...by the application of the UK controlled foreign company legislation. Refer to page 67 (Audit Committee Report), page 113 (Critical accounting policies and the use of estimates and judgements), and pages 122 to 124 (notes). GOVERNANCE GROUP FINANCIAL STATEMENTS We tested the internal controls over...

  • Page 100
    ...required to review: • the Directors' statement, set out on page 75, in relation to going concern; and • the part of the Corporate Governance statement relating to the company's compliance with the nine provisions of the UK Corporate Governance Code specified for our review. Alison Duncan (Senior...

  • Page 101
    ... the Public Company Accounting Oversight Board (United States), the accompanying Group statement of financial position of InterContinental Hotels Group PLC as of 31 December 2014 and 2013, and the related Group income statement, Group statement of comprehensive income, Group statement of changes in...

  • Page 102
    ... 2014 Total $m Total $m Total $m Revenue Cost of sales Administrative expenses Share of (losses)/profits of associates and joint ventures Other operating income and expenses Depreciation and amortisation Impairment reversal Operating profit Financial income Financial expenses Profit before...

  • Page 103
    Group statement of comprehensive income For the year ended 31 December 2014 2014 $m 2013 $m 2012 $m Profit for the year Other comprehensive income Items that may be subsequently reclassified to profit or loss: Gains on valuation of available-for-sale financial assets, net of related tax charge of $...

  • Page 104
    ... to profit or loss: Re-measurement losses on defined benefit plans Tax related to pension contributions Total other comprehensive income Total comprehensive income for the year Repurchase of shares Transaction costs relating to shareholder returns Purchase of own shares by employee share trusts...

  • Page 105
    ... capital reserve $m $m Retained earnings $m IHG shareNonholders' controlling equity interest $m $m Total equity $m At 1 January 2013 Profit for the year Other comprehensive income: Items that may be subsequently reclassified to profit or loss: Gains on valuation of available-for-sale financial...

  • Page 106
    ...benefit plans Tax related to pension contributions Total other comprehensive income Total comprehensive income for the year Issue of ordinary shares Repurchase of shares Transfer to capital redemption reserve Transaction costs relating to shareholder returns Purchase of own shares by employee share...

  • Page 107
    Group statement of financial position 2013 2012 2014 (restated1) (restated1) $m $m $m 31 December 2014 Note ASSETS Property, plant and equipment Goodwill Intangible assets Investment in associates and joint ventures Trade and other receivables Retirement benefit assets Other financial assets Non-...

  • Page 108
    IHG Annual Report and Form 20-F 2014 Group Financial Statements continued Group statement of cash ï¬,ows For the year ended 31 December 2014 Note 2014 $m 2013 $m 2012 $m Profit for the year Adjustments for: Net financial expenses Income tax charge Depreciation and amortisation Impairment reversal...

  • Page 109
    ... employees and to pay plan expenses, other than in the case of a company insolvency in which case they can be claimed by the general creditors of the company. At 31 December 2014, the trust had assets with a fair value of $148m (2013 $135m). GROUP FINANCIAL STATEMENTS Changes in accounting policies...

  • Page 110
    ...detailed review in early 2014 and based on the Group's experience of the actual contractual periods secured by these payments, the estimate of useful life has been re-assessed to comprise the full contract term, which is also consistent with the stated policy of other companies in the hotel industry...

  • Page 111
    ... is calculated using the effective interest rate method and is recognised in the income statement as interest income. Changes in fair values of available-for-sale financial assets are recorded directly in equity within the unrealised gains and losses reserve. On disposal, the accumulated fair...

  • Page 112
    IHG Annual Report and Form 20-F 2014 Accounting policies continued Trade payables Trade payables are non-interest-bearing and are stated at their nominal value. Bank and other borrowings Bank and other borrowings are initially recognised at the fair value of the consideration received less directly...

  • Page 113
    ... in circumstances (including changes in market prices and interest rates) up to the end of the reporting period. Revenue recognition Revenue arises from the sale of goods and provision of services where these activities give rise to economic benefits received and receivable by the Group on its own...

  • Page 114
    ... is managed for the benefit of hotels in the System with the objective of driving revenues for the hotels. The Fund is used to pay for marketing, the IHG Rewards Club loyalty programme and the global reservation system. The Fund is planned to operate at breakeven with any short-term timing surplus...

  • Page 115
    ... based on estimated future cash flows discounted to their present value using a pre-tax discount rate that is based on the Group's weighted average cost of capital adjusted to reflect the risks specific to the business model and territory of the cashgenerating unit or asset being tested. The...

  • Page 116
    ...functions include costs of global functions including technology, sales and marketing, finance, human resources and corporate services; central revenue arises principally from technology fee income. Central liabilities include the loyalty programme liability and the cumulative short-term System Fund...

  • Page 117
    ... $55m relating to cost of sales. Greater China $m Americas $m Europe $m AMEA $m Central $m Group $m Reconciliation of capital expenditure Capital expenditure per management reporting Management contracts acquired on disposal of hotels Capital contributions to associates Other financial assets...

  • Page 118
    IHG Annual Report and Form 20-F 2014 Notes to the Group Financial Statements continued 2. Segmental information continued Americas $m Europe $m AMEA $m Greater China $m Central $m Group $m Year ended 31 December 2013 Revenue Franchised Managed Owned and leased Central 576 128 212 - 916 104 156 ...

  • Page 119
    ...$51m relating to cost of sales. Greater China $m Americas $m Europe $m AMEA $m Central $m Group $m Reconciliation of capital expenditure Capital expenditure per management reporting Management contract acquired on disposal of hotel Other financial assets relating to pensions Timing differences...

  • Page 120
    IHG Annual Report and Form 20-F 2014 Notes to the Group Financial Statements continued 2. Segmental information continued Americas $m Europe $m AMEA $m Greater China $m Central $m Group $m Year ended 31 December 2012 Revenue Franchised Managed Owned and leased Central 541 97 199 - 837 91 147 ...

  • Page 121
    ... total revenue. STRATEGIC REPORT 31 December 31 December 2014 2013 $m $m Non-current assets United Kingdom United States France People's Republic of China (including Hong Kong) Rest of World 136 811 - 318 238 1,503 131 705 342 326 268 1,772 GOVERNANCE GROUP FINANCIAL STATEMENTS PARENT COMPANY...

  • Page 122
    ...managed hotels who have contracts or letters of service with IHG whose total costs of $449m (2013 $383m, 2012 $437m) are borne by those hotels. 2014 $m 2013 $m 2012 $m Directors' emoluments Base salaries, fees, performance payments and benefits¹ Pension benefits under defined contribution plans...

  • Page 123
    ... In 2014, relates primarily to costs incurred in introducing a new HR operating model across the business to provide enhanced management information and more efficient processes, and to implement more efficient processes and procedures in the Group's Global Technology infrastructure to help mitigate...

  • Page 124
    ... loyalty programme relating to interest on the accumulated balance of cash received in advance of the redemption of points awarded. The rate used for capitalisation of interest was 4.4%. 7. Tax Tax on profit Income tax UK corporation tax at 21.50% (2013 23.25%, 2012 24.50%): Current period Benefit...

  • Page 125
    ... investments $m $m Employee benefits $m Undistributed Intangible earnings of assets subsidiaries $m $m Other short-term temporary differences1 $m GOVERNANCE Losses $m Total $m GROUP FINANCIAL STATEMENTS At 1 January 2013 Income statement Statement of comprehensive income Statement of changes in...

  • Page 126
    IHG Annual Report and Form 20-F 2014 Notes to the Group Financial Statements continued 7. Tax continued The Group has unrecognised deferred tax assets as follows: 2014 $m 2013 $m Revenue losses Capital losses Total losses1 Employee benefits Other2 Total 1 126 130 256 5 58 319 127 85 212 16 55 ...

  • Page 127
    ....4 2014 millions 372 264 140.9 372 267 139.3 372 (5) 6 45 418 264 158.3 418 267 156.6 2013 millions 537 287 187.1 537 292 183.9 537 4 (1) (141) 399 287 139.0 399 292 136.6 STRATEGIC REPORT GOVERNANCE GROUP FINANCIAL STATEMENTS 2012 millions Diluted weighted average number of ordinary shares is...

  • Page 128
    ... 75% (2013 81%) of the net book value relates to the three (2013 four) largest owned and leased hotels (in terms of net book value) of a total of 10 hotels (2013 12 hotels), nine of which are open (2013 nine open). At 31 December 2014, there was one hotel (2013 three hotels) with a net book value of...

  • Page 129
    ... London Park Lane. During the year ended 31 December 2012, the Group sold an interest in a hotel in the Europe region. 2014 $m 2013 $m 2012 $m Consideration Current year disposals: Cash consideration, net of costs paid Other financial assets¹ Intangible assets - management contracts Investment...

  • Page 130
    ... 1. All cumulative impairment losses relate to the Americas managed cash-generating unit (CGU). Goodwill has been allocated to CGUs for impairment testing as follows: Cost 2014 $m 2013 $m Net book value 2014 $m 2013 $m AMEA franchised and managed operations Americas managed operations 74 141 215...

  • Page 131
    ... are internally developed. Additions to management contracts relate to contract values recognised as part of the proceeds for hotels sold (see note 11). The weighted average remaining amortisation period for management contracts is 30 years (2013 24 years). GROUP FINANCIAL STATEMENTS PARENT COMPANY...

  • Page 132
    ... financial information for individually immaterial associates and joint ventures is set out below. These are mainly investments in entities that own hotels which the Group manages. Associates 2014 $m 2013 $m 2012 $m 2014 $m Joint ventures 2013 $m 2012 $m 2014 $m 2013 $m Total 2012 $m Share...

  • Page 133
    ... income from available-for-sale equity securities of $10m (2013 $6m) is reported as other operating income and expenses in the Group income statement. Trade deposits and loans include a deposit of $37m made in 2011 to a hotel owner in connection with the renegotiation of a management contract...

  • Page 134
    ...on payment terms of up to 30 days. The fair value of trade and other receivables approximates their carrying value. The maximum exposure to credit risk for trade and other receivables, excluding prepayments, at the end of the reporting period by geographic region is: 2014 $m 2013 $m Americas Europe...

  • Page 135
    ... held by the Group's central treasury company in the UK. For the purposes of the Group statement of cash flows, cash and cash equivalents comprise the following: 2013 2012 2014 (restated1) (restated1) $m $m $m STRATEGIC REPORT Cash at bank and in hand Short-term deposits Bank overdrafts (note 21...

  • Page 136
    ... of the Group's loyalty programme, of which $132m (2013 $120m) is classified as current and $593m (2013 $529m) as non-current. 19. Provisions Onerous management contracts $m Litigation $m Total $m At 1 January 2013 Provided Utilised At 31 December 2013 Provided Utilised At 31 December 2014...

  • Page 137
    ... regulations. The Group had net liabilities of $717m at 31 December 2014 reflecting that its brands, in accordance with accounting standards, are not recorded on the balance sheet. STRATEGIC REPORT GOVERNANCE GROUP FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS ADDITIONAL INFORMATION 135

  • Page 138
    ... rating, to provide ongoing returns to shareholders and to service debt obligations, whilst maintaining maximum operational flexibility. A key characteristic of IHG's managed and franchised business model is that it is highly cash generative, with a high return on capital employed. Surplus cash...

  • Page 139
    ... maximum exposure to credit risk. PARENT COMPANY FINANCIAL STATEMENTS 2014 $m 2013 (restated1) $m Cash and cash equivalents Equity securities available-for-sale Derivative financial instruments Loans and receivables: Other financial assets Trade and other receivables, excluding prepayments 162...

  • Page 140
    IHG Annual Report and Form 20-F 2014 Notes to the Group Financial Statements continued 21. Loans and other borrowings 2014 Current $m Non-current $m Total $m Current $m Non-current $m 2013 (restated1) Total $m Bank overdrafts Unsecured bank loans Secured bank loan Finance lease obligations £250m ...

  • Page 141
    ... as net investment hedges. Forward foreign exchange contracts At 31 December 2014, the Group held short dated foreign exchange swaps with total principal values of â,¬220m (2013 â,¬75m) and $31m (2013 $100m). The swaps are used to manage sterling surplus cash and reduce euro and US dollar borrowings...

  • Page 142
    ... on the recorded fair value that are not based on observable market data. 2014 Level 1 $m Level 2 $m Level 3 $m Total $m Level 1 $m Level 2 $m Level 3 $m 2013 Total $m Assets Equity securities available-for-sale: Quoted equity shares Unquoted equity shares Derivatives Liabilities £250m 6% bonds...

  • Page 143
    ... rate. The interest rate used to discount the cash flows at 31 December 2014 was 7.4% (2013 8.4%). Unquoted equity shares are fair valued using the International Private Equity and Venture Capital Valuation Guidelines either by applying an average price-earnings (P/E) ratio for a competitor group...

  • Page 144
    ... benefit plans, the amounts recognised in the Group income statement, in administrative expenses, are: Pension plans UK 2014 $m 2013 $m 2012 $m 2014 $m US and other 2013 $m 2012 $m 2014 $m Post-employment benefits 2013 $m 2012 $m 2014 $m 2013 $m Total 2012 $m Current service cost Past service cost...

  • Page 145
    ...) 17 (23) (15) GOVERNANCE The assets and liabilities of the schemes and the amounts recognised in the Group statement of financial position are: Pension plans UK 2014 $m 2013 $m US and other 2014 $m 2013 $m Post-employment benefits 2014 $m 2013 $m 2014 $m Total 2013 $m Retirement benefit assets...

  • Page 146
    ... Annual Report and Form 20-F 2014 Notes to the Group Financial Statements continued 25. Retirement benefits continued Assumptions The principal financial assumptions used by the actuaries to determine the benefit obligations are: Pension plans UK 2014 % 2013 % 2012 % 2014 % 2013 % US 2012 % 2014...

  • Page 147
    ... 199 111 310 759 157 916 GOVERNANCE Pension plans UK US and other 2014 $m 2013 $m Post-employment benefits 2014 $m 2013 $m 2014 $m Total 2013 $m Movement in plan assets Fair value of plan assets at 1 January Company contributions Benefits paid Interest income Settlement loss Re-measurement gains...

  • Page 148
    IHG Annual Report and Form 20-F 2014 Notes to the Group Financial Statements continued 25. Retirement benefits continued Pension plans UK US and other 2014 $m 2013 $m Post-employment benefits 2014 $m 2013 $m 2014 $m Total 2013 $m Movement in asset restriction Balance at 1 January Interest expense...

  • Page 149
    ... granted in 2014, 2013 and 2012: APP LTIP 2014 Monte Carlo Simulation and Binomial 1,916.0p 2.55% 1.29% 28% 3.0 STRATEGIC REPORT Valuation model Weighted average share price Expected dividend yield Risk-free interest rate Volatility1 Term (years) Binomial 1,925.0p n/a 3.0 GOVERNANCE APP LTIP...

  • Page 150
    ... and service conditions have been met. Number of shares thousands Range of option prices pence Weighted average option price pence Executive Share Option Plan Outstanding at 1 January 2012 Exercised Lapsed or cancelled Outstanding at 31 December 2012 Exercised Outstanding at 31 December 2013...

  • Page 151
    ... Group PLC. On 27 June 2005 New InterContinental Hotels Group PLC changed its name to InterContinental Hotels Group PLC. On 7 August 2012, the Company announced a $1bn return of funds to shareholders comprising a $500m special dividend with share consolidation and a $500m share repurchase programme...

  • Page 152
    ...the Company when shares are repurchased or cancelled. Shares held by employee share trusts Comprises $34.5m (2013 $37.6m, 2012 $48.0m) in respect of 0.9m (2013 1.2m, 2012 1.8m) InterContinental Hotels Group PLC ordinary shares held by employee share trusts, with a market value at 31 December 2014 of...

  • Page 153
    ... $48m). At 31 December 2014, the Group had outstanding letters of credit of $40m (2013 $41m) mainly relating to self insurance programmes. PARENT COMPANY FINANCIAL STATEMENTS The Group may guarantee loans made to facilitate third-party ownership of hotels in which the Group has an equity interest...

  • Page 154
    IHG Annual Report and Form 20-F 2014 Notes to the Group Financial Statements continued 31. Related party disclosures 2014 $m 2013 $m 2012 $m Total compensation of key management personnel¹ Short-term employment benefits Post-employment benefits Termination benefits Equity compensation benefits ...

  • Page 155
    ... brand and management contracts, deferred tax assets and goodwill. Due to the close proximity of the acquisition date to the date of these financial statements, the initial accounting for the business combination is incomplete and the Group is unable to provide a quantification of the fair values...

  • Page 156
    IHG Annual Report and Form 20-F 2014 Parent Company Financial Statements 156 Parent company balance sheet 157 Notes to the Parent Company Financial Statements Stay 'Guest Journey' - Step four • The Stay phase of the 'Guest Journey' is where we welcome guests to our hotels and deliver our brand ...

  • Page 157
    STRATEGIC REPORT GOVERNANCE GROUP FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS ADDITIONAL INFORMATION 155

  • Page 158
    ... 2015 No profit and loss account is presented for InterContinental Hotels Group PLC as permitted by Section 408 of the Companies Act 2006. Loss on ordinary activities after taxation amounts to £34m (2013 profit £1,487m). Notes on pages 157 to 159 form an integral part of these Financial Statements...

  • Page 159
    ...STRATEGIC REPORT GOVERNANCE 2. Directors 2014 2013 Number of Directors 13 13 GROUP FINANCIAL STATEMENTS 2014 £m 2013 £m Directors' emoluments¹ Base salaries, fees, performance payments and benefits Pension benefits under defined contribution plan ¹ 5.5 0.1 5.5 0.2 Excludes ICETUS cash...

  • Page 160
    IHG Annual Report and Form 20-F 2014 Notes to the Parent Company Financial Statements continued 4. Debtors 2014 £m 2013 £m Amounts due from subsidiary undertakings Corporate taxation 8 15 23 14 14 28 5. Creditors 2014 £m 2013 £m Amounts falling due within one year Bank overdraft Amounts ...

  • Page 161
    ... of shares Loss after tax Transaction costs relating to shareholder returns Share-based payments capital contribution Dividends At 31 December 2014 75 75 7 7 201 - - - - 17 - 218 1,545 - (67) (34) (1) - (553) 890 STRATEGIC REPORT At 31 December 2014, 11,538,456 shares with a nominal value of...

  • Page 162
    ... corporate governance differences from NYSE listing standards Selected five-year consolidated financial information Return of funds Purchases of equity securities by the Company and affiliated purchasers Share price information Dividend history Shareholder profiles Useful information Investor...

  • Page 163
    STRATEGIC REPORT GOVERNANCE GROUP FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS ADDITIONAL INFORMATION 161

  • Page 164
    ... affects room rates and/or occupancy levels and other income-generating activities. This may result in deterioration of results of operations and potentially reduce the value of properties in affected economies. The owners or potential owners of hotels franchised or managed by the Group face...

  • Page 165
    ...these companies continue to gain market share, they will impact the Group's profitability, undermine the Group's own booking channels and value to its hotel owners and may be able to increase commission rates and negotiate other favourable contract terms. STRATEGIC REPORT GOVERNANCE GROUP FINANCIAL...

  • Page 166
    ... highly integrated with internal processes and linked to multiple sales channels, including the Group's own websites, call centres, hotels, third-party intermediaries and travel agents. Lack of resilience and operational availability of these systems provided by the Group or third-party technology...

  • Page 167
    ... privacy and information protection, financial, accounting and tax. Regulatory changes may require significant changes in the way the business operates and may inhibit the Group's strategy, including the markets the Group operates in, brand protection, and use or transmittal of customer data. If...

  • Page 168
    ...Annual Report and Form 20-F 2014 Group information continued Executive Committee members' shareholdings Shares held by Executive Committee members (excluding the Executive Directors) as at 31 December Executive Committee member Number of shares held outright 2014 2013 APP deferred share awards 2014...

  • Page 169
    ... Annual Report and Form 20-F, ongoing SEC compliance and listing requirements, investor relations programmes, and advertising and public relations expenditure. Indirect payments As part of its service to the Company, the ADR Depositary has agreed to waive fees for the standard costs associated with...

  • Page 170
    ... by the Directors. The Company's Board of Directors may declare and pay to shareholders such interim dividends as appear to them to be justified by the Company's financial position. If authorised by an ordinary resolution of the shareholders, the Board of Directors may also direct payment of...

  • Page 171
    ... Low Pay Commission, an independent statutory body established by the UK government. Less than five per cent of the Group's UK employees are covered by collective bargaining agreements with trade unions. Continual attention is paid to the external market in order to ensure that terms of employment...

  • Page 172
    ... any loss. On 31 July 2012, the UK's Office of Fair Trading (OFT) issued a Statement of Objections alleging that the Company (together with Booking.com B.V. and Expedia, Inc.) had infringed competition law in relation to the online supply of room-only hotel accommodation by online travel agents. The...

  • Page 173
    ...establishment to which such ADSs or ordinary shares are attributable ('trading in the UK'). GOVERNANCE GROUP FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS Taxation of dividends UK taxation Under current UK tax law, the Company will not be required to withhold tax at source from dividend...

  • Page 174
    ... be in excess of the Company's current and accumulated earnings and profits as computed for US federal income tax purposes. As a result, it is expected that amounts distributed will be reported to the Internal Revenue Service (IRS) as dividends. Subject to applicable limitations and the discussion...

  • Page 175
    ...GOVERNANCE GROUP FINANCIAL STATEMENTS Summary of significant corporate governance differences from NYSE listing standards The Group's statement of compliance with the principles and provisions specified in the UK Corporate Governance Code issued by the Financial Reporting Council in the UK in 2012...

  • Page 176
    ... is applicable to all Directors, officers and employees, and further information on the Code of Conduct is available on the Company's website at www.ihgplc.com/investors under corporate governance. No waivers have been granted under the Code of Conduct. Committees The Company has a number of Board...

  • Page 177
    ... FINANCIAL STATEMENTS Group statement of financial position data 31 December 2014 2013 (restated1) 2012 (restated1) 2011 (restated1) 2010 (restated1) ($m, except number of shares) Goodwill and intangible assets Property, plant and equipment Investments and other financial assets Non-current trade...

  • Page 178
    ...the Company and affiliated purchasers The Group's $500m share repurchase programme was announced on 7 August 2012 and completed on 29 May 2014. As at 31 December 2014, 17,339,845 shares had been repurchased at an average price of 1,811.7674 pence per share (approximately £314m). (c) Total number of...

  • Page 179
    ..., for the financial periods indicated, the reported high and low middle market quotations (which represent an average of closing bid and ask prices) for the ordinary shares on the LSE, as derived from the Official List of the UK Listing Authority, and the highest and lowest sales prices of the ADSs...

  • Page 180
    ... capital See chart Category of shareholdings Number of shareholders Percentage total of shareholders Number of ordinary shares Private individuals Nominee companies Limited and public limited companies Other corporate bodies Pension funds, insurance companies and banks Total 41,572 1,428 1,647...

  • Page 181
    ... website at www.ihgplc.com/investors under corporate governance or from the Company's registered office on request. 1 2 ADDITIONAL INFORMATION 3 Calls cost 8p per minute plus network extras. Lines are open from 8.30am to 5.30pm Monday to Friday, excluding UK public holidays. Lines are open from...

  • Page 182
    ... text phone is available on 0871 384 22552 for UK callers with compatible equipment. Calls cost 8p per minute plus network extras. Lines are open from 8.30am to 5.30pm Monday to Friday, excluding UK public holidays. Telephone calls to this number are charged at 10p per minute. Standard network rates...

  • Page 183
    ... Group PLC Annual Report on Form 20-F (File No. 1-10409) dated 26 February 2014) Asset sale and purchase agreement relating to Intercontinental Hotel, Park Lane, London, between Hotel Inter-Continental London Limited, Constellation Hotel (Opco) UK S.A., and Six Continents Limited dated 27 March 2013...

  • Page 184
    ...payments 6C - Board practices Corporate Governance 6D - Employees Strategic Report: Disciplined Execution - Investment in developing great talent Group Financial Statements: Note 3 - Staff costs and Directors' emoluments Group information: Working Time Regulations 1998 6E - Share ownership Directors...

  • Page 185
    ... US Report Group Financial Statements: Statement of Directors' Responsibilities: Management's report on internal control over financial reporting Corporate Governance: Audit Committee Report Shareholder information: Summary of significant corporate governance differences from NYSE listing standards...

  • Page 186
    ... The Annual Report and Form 20-F in relation to the years ending 31 December 2013 or 2014, as relevant. APP Annual Performance Plan. Articles the Articles of Association of the Company for the time being in force. average daily rate or average room rate rooms revenue divided by the number of room...

  • Page 187
    ...marketing, the IHG Rewards Club loyalty programme and the global reservations system. technology income income received from hotels under franchise and management agreements for the use of IHG's proprietary reservations system. total gross revenue total rooms revenue from franchised hotels and total...

  • Page 188
    ... business partners; the Group's exposure to increasing competition from online travel agents and intermediaries; the risks related to identifying, securing and retaining franchise and management agreements; the risks in relation to changing technology and systems; the risks associated with the Group...

  • Page 189

  • Page 190
    InterContinental Hotels Group PLC Broadwater Park, Denham, Buckinghamshire UB9 5HR United Kingdom Tel +44 (0) 1895 512 000 Fax +44 (0) 1895 512 101 Web www.ihgplc.com Make a booking at www.ihg.com