Relations with shareholders

Dialogue with shareholders

The Board attaches great importance to maintaining good relationships with all shareholders, who are kept informed of significant Company developments. Presentations are made of the half year and full year results, briefings are given to analysts, and other meetings to discuss Company direction are held with institutional shareholders on a regular basis. Significant matters relating to the trading or development of business are disseminated to the market by way of Stock Exchange announcements.

The chief executive and group finance director are closely involved in investor relations and report the views of major shareholders back to the Board. Investor meetings are arranged through the Company’s broker, UBS Investment Bank, and others. The chairman, the senior independent director and other non-executive directors are available to meet major shareholders whenever necessary, and the chairman did so during the year.

All material information reported to the regulatory news services is simultaneously published on the Company’s website affording all shareholders full access to Company announcements. In addition, the Company has introduced an electronic communication facility to allow shareholders to receive information more quickly and in a manner more convenient for them. The Company has also taken advantage of provisions under the Companies Act 2006 which allows the use of the website to communicate with shareholders as an alternative to receiving hard copies. A resolution to this effect was passed at the Company’s Annual general meeting in 2007. It was implemented in November 2007 by shareholders being offered the choice of receiving communications from the Company either via the website or by way of hard copy. It is intended that this exercise will be repeated during 2009/10.

Constructive use of the Annual general meeting

The Board regards the Annual general meeting, which will be held on Wednesday, 15 July 2009, as an opportunity to communicate directly with private investors. Wherever possible, all directors attend the Annual general meeting. A presentation is made to shareholders at the meeting to facilitate greater awareness of the Group’s activities. Shareholders are invited to ask questions and are able to meet the directors informally. Notice of Annual general meeting is circulated to shareholders at least 20 working days prior to the meeting. Separate resolutions are proposed on each substantially separate issue and the number of proxy votes cast for and against each resolution, as well as the number of votes withheld, are announced to the meeting following voting on a show of hands. A poll would be called on any resolution where it was appropriate or required. The Company offers an electronic voting facility to investors.

Details of proxy voting by shareholders, including votes withheld, are announced through the London Stock Exchange and are also placed on the Company’s website.