Marks and Spencer 2003 Annual Report Download - page 24

22 Marks and Spencer Gro up p.l.c.
Directors’ report
Principal activities
The principal activities of the Group are Retailing and Financial Services.
Retailing consists of the Group’s retail activities under the Marks & Spencer and Kings Super Markets brand names.
Financial Services consists of the operations of the Group’s retail financial services companies, which provide account
cards, personal loans, unit trust management, life assurance, personal insurance and pensions. The Group’s captive
insurance company is also included in this segment as the major part of its business is generated from the provision
of related insurance services.
Review of activities and future performance
A review of the Group’s activities and of the future development of the Group is contained within the Annual Review and
Summary Financial Statement.
Profit and dividends
The profit for the financial year, after taxation, minority interests and non-equity dividends, amounts to £473.7m (last year
£153.0m). The directors have declared dividends as follows:
Ordinary shares £m
Interim paid, 4.0p per share (last year 3.7p) 91.8
Proposed final, 6.5p per share (last year 5.8p) 147.4
Total ordinary dividends, 10.5p per share (last year 9.5p) 239.2
During the year, dividends of £6.8m have been paid on non-equity shares.
The final dividend will be paid on 18 July 2003 to shareholders whose names are on the Register of Members at the close
of business on 30 May 2003.
Changes in share capital
(i) Issue of new ordinary shares
During the period, 7,960,946 ordinary shares in the Company were issued as follows:
•513,987 shares under the terms of the 1984 Executive Share Option Scheme at prices between 329p and 404p;
•575,629 shares under the terms of the 1997 Executive Share Option Scheme at prices between 260p and 358p;
•1,779,021 shares under the terms of the 2000 Executive Share Option Scheme at prices between 195p and 256p; and
•5,092,309 shares were issued under the terms of the United Kingdom Employees’ Save As You Earn Share Option
Scheme at prices between 156p and 389p.
(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. During the year the Company purchased and subsequently cancelled 44,894,601
ordinary shares at a cost of £141.7m, with a nominal value of £11.2m, at prices between 266.1p and 354.8p, representing
2.0% of its issued share capital. This authority is renewable annually and approval will be sought from shareholders at the
AGM in 2003 to renew the authority for a further year.
(iii) Redemption of B shares
During the year the Company redeemed 225,383,628 B shares at par.
Major shareholders
As at 13 May 2003, the Company’s share register of substantial shareholdings showed the following interests in 3%
or more of the Company’s shares:
Ordinary % share
shares capital
The Capital Group Companies, Inc. 138,883,735 6.12
Brandes Investment Partners, L.P. 122,592,739 5.40
Legal and General Investment Management 94,771,750 4.17
Barclays 80,622,984 3.55
In addition, JP Morgan has notified us that it is holding 69,833,873 ordinary shares (3.08%) as American Depositary
Receipts, 52,498,950 of which are included in the above figures for Brandes Investment Partners.