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146 Vodafone Group Plc Annual Report 2007
Notes to the Company Financial Statements
continued
5. Creditors 2007 2006
£m £m
Amounts falling due within on year:
Bank loans and other loans 3,656 2,143
Amounts owed to subsidiary undertakings 72,568 74,229
Group relief payable 101 89
Other creditors 82 120
Accruals and deferred income 810
76,415 76,591
Amounts falling due after more than one year:
Other loans 14,216 13,321
Other creditors 172 166
14,388 13,487
Included in amounts falling due after more than one year are other loans of £7,103 million, which are due in more than five years from 1 April 2007 and are
payable otherwise than by instalments. Interest payable on this debt ranges from 3.625% to 7.875%.
6. Share capital 2007 2006
Number £m Number £m
Authorised:
Ordinary shares of 1137US cents each (2006: 10 US cents) 68,250,000,000 4,875 78,000,000,000 4,875
B shares of 15 pence each 66,600,000,000 9,990 ––
Ordinary shares allotted, issued and fully paid(1):
1 April 66,251,332,784 4,165 68,380,866,539 4,286
Allotted during the year 118,241,919 7 120,466,245 7
Consolidated during the year(3) (8,283,879,405) – ––
Cancelled during the year ––(2,250,000,000) (128)
31 March 58,085,695,298 4,172 66,251,332,784 4,165
B shares allotted, issued and fully paid:(3)(4)
1 April –– ––
Issued during the year(4) 66,271,035,240 9,941 ––
Redeemed during the year(3) (38,102,969,449) (5,715) ––
Converted to deferred shares and subsequently cancelled during the year(3) (28,036,064,426) (4,206) ––
31 March 132,001,365 20 ––
Notes:
(1) At 31 March 2007, the Company held 5,245,547,674 (2006: 6,120,129,348) treasury shares with a nominal value of £305 million (2006: £352 million).
(2) At 31 March 2007, 50,000 (2006: 50,000) 7% cumulative fixed rate shares of £1 each were authorised, allotted, issued and fully paid by the Company.
(3) B shareholders were given the alternatives of initial redemption or future redemption at 15 pence per share or the payment of an initial dividend of 15 pence per share. The initial redemption took place
on 4 August 2006 with future redemption dates on 5 February and 5 August each year until 5 August 2008 when the Company expects to exercise its right to redeem all B shares still in issue at their
nominal value of 15 pence. B shareholders that chose future redemption are entitled to receive a continuing non-cumulative dividend of 75 per cent of Sterling LIBOR payable semi-annually in arrears
until the B shares are redeemed. The B shares which received an initial dividend immediately converted to deferred shares and all outstanding deferred shares were redeemed on 7 August 2006 for a
total consideration of 1 pence and subsequently cancelled. In relation to the ordinary shares held as treasury shares, the Company elected to receive the B share initial dividend, which was subsequently
waived. B shareholders are only entitled to receive notice of (or attend, speak or vote at) any general meeting if the business includes a resolution for the winding up of the Company. If the Company is
wound up, the holders of the B shares are entitled, before any payment to the ordinary shareholders, to repayment of the amount paid up on each B share together with any outstanding entitlement to
the B share continuing dividend. By 31 March 2007, total capital of £9,004 million had been returned to shareholders, £5,713 million by way of capital redemption and £3,291 million by way of initial
dividend (note 7). The outstanding B share liability as at 31 March 2007 has been classified as a financial liability and is disclosed within other creditors greater than one year (note 5). A transfer of
£9,004 million in respect of the B shares has been made from retained losses (note 7) to the capital redemption reserve (note 7).
(4) On 30 May 2006, Vodafone Group Plc announced a return of capital to shareholders via a B share scheme and associated share consolidation. At the Extraordinary General Meeting of the Company held
on 25 July 2006, shareholders approved the scheme, with a B share of 15 pence issued for each existing issued ordinary share held at the close of business on 28 July 2006 and the consolidation of
existing ordinary shares on the basis of 7 new ordinary shares for 8 existing ordinary shares. On 31 July 2006, the new ordinary shares were admitted to the London Stock Exchange official list, and
commenced trading. A total of 66,271,035,240 B shares were issued on that day, and 66,271,035,240 existing ordinary shares of 10 US cents each were consolidated into 57,987,155,835 new ordinary
shares of 1137cents each.
Allotted during the year Nominal Net
value proceeds
Number £m £m
UK share awards and option scheme awards 86,791,709 5 120
US share awards and option scheme awards 31,450,210 2 41
Total for share option schemes and restricted stock awards 118,241,919 7 161
Cancelled during the year
During the 2006 financial year, 2,250,000,000 treasury shares were cancelled in order to comply with Companies Act requirements in relation to the amount of
issued share capital that can be held in treasury. No treasury shares were cancelled in the year ended 31 March 2007.