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26 www.marksandspencer.com/directorsreport2006 Marks and Spencer Group plc
Principal activities and business review
Marks and Spencer Group plc is the holding company of the Marks & Spencer group of companies (the “Group”). We are one of the
UK’s leading retailers of clothing, food and home products. We also trade in wholly-owned stores in the Republic of Ireland and
Hong Kong, as well as in worldwide franchise stores. On 28 April 2006 we completed the sale of Kings Super Markets, our wholly-
owned supermarket chain in the US.
More detailed information about the Group’s activities and the main trends and factors likely to affect the future development,
performance and position of the Group’s business can be found in the Chairman’s statement on pages 1 and 2, Chief Executive’s
review on pages 3 to 7, the Operating review on pages 8 to 18 and Financial review on pages 20 to 25.
Further information on environmental matters, employees, and social and community issues can be found in the Corporate Social
Responsibility Report, available on the Company’s website at www.marksandspencer.com/csrreport2006.
Principal risks and uncertainties
A summary of the Group’s principal risks and uncertainties has been provided within the Corporate Governance statement,
on page 37.
Profit and dividends
The profit for the financial year, after taxation and non-equity dividends, amounts to £523.1m (last year £583.4m). The directors have
declared dividends as follows:
Ordinary shares £m
Paid interim dividend of 4.8p per share (last year 4.6p per share) 79.8
Proposed final dividend of 9.2p per share (last year 7.5p per share) 154.8
Total ordinary dividend, 14.0p per share (last year 12.1p per share) 234.6
During the year, dividends of £2.3m (last year £2.8m) have been paid on non-equity shares.
The final ordinary dividend will be paid on 14 July 2006 to shareholders whose names are on the Register of Members at the close
of business on 2 June 2006.
Changes in share capital
(i) Issue of new ordinary shares
During the period, 24,341,872 ordinary shares in the Company were issued as follows:
• 13,100 shares under the terms of the 1984 Executive Share Option Scheme at a price of 458p;
• 787,031 shares under the terms of the 1997 Executive Share Option Scheme at prices between 278p and 557p;
• 2,938,371 shares under the terms of the 2000 Executive Share Option Scheme at prices between 215p and 349p;
• 5,944,531 shares under the terms of the 2002 Executive Share Option Scheme at prices between 270p and 350p; and
• 14,658,839 shares under the terms of the United Kingdom Employees’ Save As You Earn Share Option Scheme at prices
between 156p and 349p.
Group directors’ report