Vodafone 2013 Annual Report Download - page 170

London Stock
Exchange
Pounds per
ordinary share
NASDAQ
Dollars per ADS
Month High Low High Low
November 2012 1.71 1.55 27.64 24.95
December 2012 1.63 1.54 26.34 24.96
January 2013 1.74 1.56 27.50 25.28
February 2013 1.75 1.60 27.65 24.42
March 2013 1.90 1.65 28.73 25.02
April 2013 1.99 1.82 30.80 27.81
May 201311.99 1.91 30.75 29.27
Note:
1 Covering period up to 20 May 2013.
Ination and foreign currency translation
Ination
Ination has not had a signicant effect on the Group’s results
of operations and nancial condition during the three years ended
31March 2013.
Foreign currency translation
The following table sets out the pound sterling exchange rates of the
other principal currencies of the Group, being: “euros”, “€” or “eurocents”,
the currency of the European Union (‘EU’) member states which have
adopted the euro as their currency, and “US dollars”, “US$”, “cents”
or “¢”, the currency of the US.
31 March %
Currency (=£1) 2013 2012 Change
Average:
Euro 1.23 1.16 6.0
US dollar 1.58 1.60 (1.3)
At 31 March:
Euro 1.19 1.20 (0.8)
US dollar 1.52 1.60 (5.0)
The following table sets out, for the periods and dates indicated,
the period end, average, high and low exchanges rates for pound
sterling expressed in US dollars per £1.00.
Year ended 31 March 31 March Average High Low
2009 1.43 1.72 2.00 1.37
2010 1.52 1.60 1.70 1.44
2011 1.61 1.56 1.64 1.43
2012 1.60 1.60 1.67 1.53
2013 1.52 1.58 1.63 1.49
The following table sets out, for the periods indicated, the high and low
exchange rates for pounds sterling expressed in US dollars per £1.00.
Month High Low
November 2012 1.63 1.49
December 2012 1.63 1.60
January 2013 1.63 1.57
February 2013 1.58 1.51
March 2013 1.52 1.49
April 2013 1.55 1.51
Markets
Ordinary shares of Vodafone Group Plc are traded on the London
StockExchange and in the form of ADSs on NASDAQ. We had a total
market capitalisation of approximately £96.4 billion at 20 May 2013
making us the second largest listing in The Financial Times Stock
Exchange 100 index and the 31st largest company in the world based
on market capitalisation at that date.
ADSs, each representing ten ordinary shares, are traded on NASDAQ
under the symbol “VOD”. The ADSs are evidenced by ADRs issued
by BNY Mellon, as depositary, under a deposit agreement, dated
as of 12October 1988, as amended and restated on 26 December
1989, 16September 1991, 30 June 1999 and 31 July 2006 between
theCompany, the depositary and the holders from time to time
of ADRsissued thereunder.
ADS holders are not members of the Company but may instruct BNY
Mellon on the exercise of voting rights relative to the number of ordinary
shares represented by their ADSs. See “Articles of association and
applicable English law – Rights attaching to the Company’s shares –
Voting rights” on page 169.
Shareholders at 31 March 2013
Number of ordinary shares held
Number of
accounts
% of total
issued shares
1–1,000 415,998 0.21
1,001–5,000 84,668 0.35
5,001–50,000 29,501 0.68
50,001–100,000 1,120 0.15
100,001–500,000 1,011 0.43
More than 500,000 1,442 98.18
533,740 100.00
Major shareholders
BNY Mellon, as custodian of our ADR programme, held approximately
20.58% of our ordinary shares of 113⁄7 US centseach at 20 May 2013
as nominee. The total number of ADRs outstanding at 20 May 2013
was1,003,955,979. At this date 1,424 holders of record of ordinary
shares had registered addresses in the US and in total held
approximately 0.007% of the ordinary shares of the Company.
At 31 March 2013 the following percentage interests in the ordinary
share capital of the Company, disclosable under the Disclosure and
Transparency Rules, (DTR 5), have been notied to the directors.
No changes in the interests disclosed to the Company have been
notied between 31 March 2013 and 20 May 2013.
Shareholder Shareholding
Black Rock, Inc. 6.90%
Legal & General Group Plc 3.99%
The rights attaching to the ordinary shares of the Company held
by these shareholders are identical in all respects to the rights attaching
to all the ordinary shares of the Company. The directors are not aware,
at 20 May 2013, of any other interest of 3% or more in the ordinary share
capital of the Company. The Company is not directly or indirectly owned
or controlled by any foreign government or any other legal entity.
There are no arrangements known to the Company that could result
in a change of control of the Company.
Articles of association and applicable English law
The following description summarises certain provisions of the
Company’s articles of association and applicable English law. This
summary is qualied in its entirety by reference to the Companies Act
2006 of England and Wales and the Company’s articles of association.
See “Documents on display” on page 171 for information on where
copies of the articles of association can be obtained.
The Company is a public limited company under the laws of England
and Wales. The Company is registered in England and Wales under the
name Vodafone Group Public Limited Company with the registration
number 1833679.
All of the Company’s ordinary shares are fully paid. Accordingly,
no further contribution of capital may be required by the Company from
the holders of such shares.
English law species that any alteration to the articles of association
must be approved by a special resolution of the shareholders.
Shareholder information (continued)
168 Vodafone Group Plc
Annual Report 2013