Marks and Spencer 2006 Annual Report Download - page 29

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27Marks and Spencer Group plc
(ii) Purchase of ordinary shares
The Company is authorised by the shareholders to purchase, in the market, the Company’s own shares, as permitted under the
Company’s Articles of Association. The Company engages in share buy-backs to create value for the shareholders, when cash flow
permits and there is not an immediate alternative investment use for the funds. During the year, no shares were bought back under
this authority. This authority is renewable annually and approval will be sought from shareholders at the Annual General Meeting in
2006 to renew the authority for a further year. It is the Company’s present intention to cancel any shares it buys back, rather than
hold them in treasury.
(iii) Redemption of B shares
During the year, the Company redeemed 15,638,602 B shares, with a nominal value of £11.0m. All 78,184,314 remaining B shares
with a nominal value of £54.7m were redeemed on 5 May 2006.
Major shareholders
As at 9 May 2006, the Company’s register of substantial shareholdings showed the following interests in 3% or more of the
Company’s shares:
Ordinary % share
shares capital
Brandes Investment Partners, LLC 199,889,342 11.88
Legal & General Investment Management 55,032,628 3.20
Fidelity International 50,690,284 3.01
Board of directors
On 26 May 2006, the directors were Paul Myners, Lord Burns, Stuart Rose, Ian Dyson, Steven Sharp, Kevin Lomax, Jeremy Darroch,
Steven Holliday, Jack Keenan, David Michels and Louise Patten. Their biographical details are given on page 19.
Lord Burns was appointed as Deputy Chairman with effect from 1 October 2005 and will become Chairman at the conclusion of the
Annual General Meeting on 11 July 2006.
Ian Dyson was appointed Group Finance Director on 27 June 2005 and Steven Sharp was appointed as an executive director of the
Company on 8 November 2005. Louise Patten and Jeremy Darroch were appointed non-executive directors on 1 February 2006
and David Michels on 1 March 2006.
Kevin Lomax, Senior Independent Director, is retiring from the Board on 31 August 2006, when he will have completed two three-
year terms as a non-executive director. On 1 September 2006, David Michels will succeed Kevin as Senior Independent Director and
Jeremy Darroch as Audit Committee chairman.
Alison Reed retired as Group Finance Director on 30 April 2005. Anthony Habgood retired as a non-executive director on 30 August
2005 and Charles Wilson retired as an executive director on 28 October 2005.