Ryanair 2009 Annual Report Download - page 19

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19
Going concern
After making enquiries the directors consider that the Company 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.
Subsidiary companies
Details of the principal subsidiary undertakings are disclosed in Note 26 on page 175 of the consolidated
financial statements.
Interests of directors and company secretary
The directors and company secretary who held office at March 31, 2009 had no interests other than those
outlined in note 19 on pages 166 to 168 of the consolidated financial statements in the shares of the Company
or other group companies.
Takeover Bids Directive
Information regarding rights and obligations attached to shares are set forth in Note 15 on pages 161 to 163
of the consolidated financial statements.
Shares in the Ryanair employee share schemes carry no control rights and shares are only issued (and gain
voting rights) when options are exercised by employees.
Ryanair’s Articles of Association do not contain any restrictions on voting rights. However, there are
provisions in the Articles which allow the directors to (amongst other things) suspend the voting rights of a
share if the Board believes the number of non-qualifying nationals holding shares in Ryanair would put it in
breach of the Air Navigation Acts and licences and permits which allow it to operate. This is not an absolute
restriction and can only occur if the Board designates a number of shares to be so restricted.
Ryanair has not received any notifications from shareholders (as shareholders are obliged to do) regarding
any agreements between shareholders which might result in restrictions on the transfer of shares.
Details of the rules concerning the removal and appointment of the directors are set out above as part of
this Directors’ Report. There are no specific rules regarding the amendment of the Company’s Articles of
Association.
Details of the Company’s share buy-back programme are set forth on page 105 of the Annual Report. The
shareholders approved the power of the Company to buy back shares at the 2006 AGM.
None of the significant agreements to which the Company is party to, contain change of control provisions.
As referred to above in this Director’s Report, Mr. O’Leary’s employment agreement does not contain
provisions providing for compensation on his termination.
Political contributions
During the financial years ended March 31, 2009, 2008 and 2007 the Company made no political
contributions which require disclosure under the Electoral Act, 1997.
Post balance sheet events
Details of significant post balance sheet events are set forth in Note 25 on page 175 of the consolidated
financial statements.