RBS 2003 Annual Report Download - page 117

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Annual Report and Accounts 2003
Report of the directors
Ordinary share capital
During the year ended 31 December 2003, the ordinary share
capital was increased by the following issues:
(a) 13.3 million ordinary shares allotted as a result of the exercise
of options under the company’s executive, sharesave and
option 2000 schemes and a further 6.2 million ordinary
shares allotted in respect of the exercise of options under
the NatWest executive and sharesave schemes which had
been exchanged for options over the company’s shares
following the acquisition of NatWest in 2000;
(b) 40.1 million ordinary shares allotted in lieu of cash
dividends; and
(c) 2.9 million ordinary shares allotted under the company’s
profit sharing (share ownership) scheme.
The total consideration for ordinary shares issued during the
year amounted to £775 million.
Details of the authorised and issued ordinary share capital at
31 December 2003 are shown in Note 33.
Preference share capital
In January 2003, the company redeemed the 8 million Series B
and the 16 million Series C, non-cumulative preference shares
of US$0.01 each, at a total cost of US$600 million.
Details of the authorised and issued preference share capital
at 31 December 2003 are shown in Note 33.
Non-voting deferred shares
Following the payment of the final dividend on the Additional
Value Shares on 1 December 2003, they were de-listed from
the London Stock Exchange, converted to Non-voting Deferred
Shares and transferred to RBS NVDS Nominees Limited.
Trust preferred securities
In May 2003, a subsidiary of the company issued 850,000
Series I non-cumulative trust preferred securities of US$1,000
per security, the net proceeds being US$841 million.
In December 2003, a subsidiary of the company issued
650,000 Series II non-cumulative trust preferred securities of
US$1,000 per security, the net proceeds being US$644 million.
Subordinated liabilities
In March 2003, the Royal Bank issued £500 million 5.125%
subordinated notes, the net proceeds being £490 million.
In April 2003, the Royal Bank issued 750 million 4.875%
subordinated notes, the net proceeds being 749 million.
In June 2003, the company issued US$850 million 5.75%
Exchangeable capital securities, the net proceeds being
US$827 million, and the Royal Bank issued £200 million 5.625%
subordinated notes, the net proceeds being £211 million.
In July 2003, the company issued US$350 million 4.7%
subordinated notes, the net proceeds being US$348 million.
In October 2003, the Royal Bank issued 1 billion subordinated
floating rate notes, the net proceeds being 998 million and
£400 million 5.625% subordinated notes, the net proceeds
being £396 million.
In November 2003, the company issued US$750 million 5%
subordinated notes, the net proceeds being US$744 million,
and NatWest redeemed US$500 million 9.375% guaranteed
capital notes.
In December 2003, the Royal Bank issued 500 million 4.5%
subordinated notes, the net proceeds being 498 million.
Details of the subordinated liabilities are shown in Notes 30
and 31.
Shareholdings
As at 18 February 2004, the company had been notified of the following interests in its shares, in accordance with section 198 of the
Companies Act 1985:
Number of shares % held Number of shares % held
Ordinary shares: 51⁄2% cumulative preference shares:
Santander Central Hispano S.A. 149,528,735 5.15 Commercial Union Assurance plc 91,429 22.86
Legal & General Group plc 98,761,695 3.40 Axa S.A. 81,000 20.25
Barclays PLC 89,927,387 3.05 Bassett-Patrick Securities Limited* 46,255 11.56
11% cumulative preference shares: Mr P. S. and Mrs J. Allen 35,999 9.00
Guardian Royal Exchange E M Behrens Charitable Trust 20,000 5.00
Assurance plc 129,830 25.97 Mrs Gina Wild 19,800 4.95
Windsor Life Assurance Trustees of The Stephen Cockburn
Company Limited 51,510 10.30 Limited Pension Scheme 19,879 4.97
Mr S. J. and Mrs J. A. Cockburn 30,810 6.16 Miss Elizabeth Hill 16,124 4.03
Cleaning Tokens Limited 25,500 5.10 Mr W. T. Hardison Jr. 13,532 3.38
* Notification has been received on behalf of Mr A. W. R. Medlock and Mrs H. M. Medlock that they each have an interest in the
holding of 51⁄2% cumulative preference shares registered in the name of Bassett-Patrick Securities Limited noted above and that
there are further holdings of 5,300 and 5,000 shares, respectively, of that class registered in each of their names.