Ryanair 2006 Annual Report Download - page 21

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Code of Business Conduct
Ryanair’s standards of integrity and ethical values have been
established and are documented in Ryanair’s Code of
Business Conduct. This code is applicable to all Ryanair
employees. There are established channels for reporting
code violations or other concerns in a confidential manner.
The internal auditor investigates any instances and reports
findings directly to the Audit committee.
Going Concern
After making enquiries the directors consider that the group
has adequate resources to continue operating for the
foreseeable future. For this reason , they have continued to
adopt the going concern basis in preparing the financial
statements.
Statement of Compliance
The Irish Stock exchange and UK Listing Authority require
listed companies to disclose, in relation to section 1 of the
2003 Combined code, how they have applied its provisions
throughout the year. The Company had fully complied with
the provisions set out in Section 1 of the 2003 Combined code
throughout the year.
Subsidiary Companies
Details of the principal subsidiary undertakings are disclosed
on page 68 of the financial statements.
Directors and their Interests
A list of the directors who held office in the period is set out
on page 75. One third (rounded up to the next whole number
if it is a fractional number) of the directors (being the
directors who have been longest in office) will retire by
rotation and be eligible for re-election at every Annual
General Meeting. The directors who held office at March 31,
2006 had no interests other than those outlined in note 19 in
the shares of the company or group companies.
Share buy back
The Board intends to seek shareholder approval at the AGM ,
in the best interest of shareholders and at an appropriate
time which has yet to be determined, for the ability to
purchase and subsequently cancel ordinary shares from the
shareholders - a share buy back programme.
Dividend Policy
Due to the capital intensive nature of the business and the
group’s projected growth, the directors do not intend to
recommend the payment of any dividend.
Political Contributions
During the financial year ended March 31, 2006 the group
made no political contributions which require disclosure
under the Electoral Act, 1997.
Post Balance Sheet Events
There were no significant post balance sheet events.
Auditors
In accordance with Section 160(2) of the Companies Act 1963,
the auditors KPMG, Chartered Accountants, will continue in
office.
Annual General Meeting
The Annual General Meeting will be held on September 21,
2006 at 11am in the Clarion Hotel, Dublin Airport, Co. Dublin.
On behalf of the Board
D. Bonderman M. O’ Leary
Chairman Chief Executive
August 21, 2006
(Continued)
Directors’ Report 21
ANNUAL REPORT & FINANCIAL STATEMENTS 2006