Singapore Airlines 2006 Annual Report Download - page 100

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98
Singapore Airlines Annual Report 05/06
13 Share Capital (in $ million)
The Group and the Company
2006 2005
Issued and fully paid share capital
Ordinary shares
Balance at 1 April
1,218,239,646 shares (2004: 1,218,144,622 shares) 609.1 609.1
Transfer of share premium to share capital 448.2 –
Transfer of capital redemption reserve to share capital 64.4 –
6,465,104 share options exercised during the year (2004-05: 95,024) 80.9 @
Balance at 31 March
1,224,704,750 shares (2005: 1,218,239,646 shares) 1,202.6 609.1
Special share
Balance at 1 April
1 (2004: 1) # #
Balance at 31 March
1 (2005: 1 ) # #
1,202.6 609.1
@ The value was $47,512.
# The value is $0.50.
The holders of ordinary shares are entitled to receive dividends as and when declared by the Company. All ordinary shares
carry one vote per share without restriction.
On 30 January 2006, in accordance with the Companies (Amendment) Act 2005, the concepts of “par value” and
“authorised capital” were abolished and on that date, the shares of the Company ceased to have a par value. In addition, the
amounts standing in the share premium and capital redemption reserve had become part of the Company’s share capital.
During the fi nancial year, the Company issued 6,465,104 shares (2004-05: 95,024) upon exercise of options granted under
the Employee Share Option Plan.
There was no buyback of the Company’s shares during the fi nancial year, pursuant to the share buyback approved by shareholders.
The Company’s ability to operate its existing route network and fl ight frequency is derived solely from and dependent
entirely on the Air Service Agreements (“ASAs”) concluded between the Government of Singapore and the governments
of other countries. ASAs are therefore critical to the Company’s operations. In almost all the ASAs, it is a condition that the
Company must at all times be “effectively controlled” and “substantially owned” by Singapore nationals for the tenure of the
respective ASAs.
In order to comply with the above requirement, one non-tradeable Special Share was issued to the Ministry of Finance. The
Special Share enjoys all the rights attached to ordinary shares. In addition, pursuant to Article 3A of the Articles of Association,
no resolution may be passed on certain matters without prior written approval of the Special Member.
The Company can also issue non-tradeable redeemable cumulative preference shares, which carry full voting rights
(“ASA shares”). When issued, the ASA shares will be paid at $0.01 each and will carry equal voting rights as those of ordinary
shares. These shares will be issued only when the directors determine that the Company’s operating rights under any of the ASAs
are threatened by reason of the nationality of the majority shareholders.
NOTES TO THE FINANCIAL STATEMENTS
31 March 2006