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 The
directors submit to shareholders their one hundred and twelfth annual
report, together with the audited accounts of the group for the year ended
31st March 2003. Pages 1 to 38 are an integral part of the report.
The
group’s principal activities are summarised on page 11.
The
interim dividend of 7.8 pence per share, up 0.3 pence, was paid in February
2003. A final dividend, which will be paid as an ordinary dividend, of
17.7 pence per share, up 0.6 pence, is being proposed to shareholders
as Resolution 3 at the Annual General Meeting (AGM), making a total for
the year of 25.5 pence, an increase of 4% over last year. Dividends for
the year total £55.5 million.
A
low cost Dividend Reinvestment Plan is in place for the benefit of shareholders.
This allows them to purchase additional shares in Johnson Matthey with
their dividend payment. Further information and a mandate can be obtained
from the Company Secretary at the company’s registered office.
Allotments
of ordinary shares of £1 each of the company were made during the
year as set out in note 24 on page 65.
The
board will again seek shareholders’ approval to renew the annual
authority for the company to make purchases of its own ordinary shares
through the market. No shares were purchased under this authority during
the year ended 31st March 2003.
4,472
current and former employees, representing approximately 59% of employees
worldwide as at 31st March 2003, are shareholders in Johnson Matthey through
the group’s employee share schemes, which held 3,102,086 shares (1.41%
of ordinary share capital) at 30th May 2003. A total of 864 current and
former executives hold options over 5,829,632 shares through the company’s
executive share option schemes.
Details
of the directors of the company are shown on pages 26 and 27. Mr A M Thomson
and Mr R J W Walvis, both appointed to the board on 24th September 2002,
offer themselves for election at the forthcoming AGM. In accordance with
the company’s Articles of Association, Mr H M P Miles, Mr N A P Carson
and Mr D W Morgan retire by rotation and, being eligible, offer themselves
for re-election at the AGM.
Other
than service contracts, no director had any interest in any material contract
with any group company at any time during the year.
The
company has been advised of the following interests in its ordinary share
capital as at 30th May 2003:
| |
Schroder Investment Management Ltd |
9.46% |
|
Legal & General Assurance Society
Ltd |
3.87% |
| |
Merrill Lynch Investment Managers |
7.83% |
|
Deutsche Asset Management |
3.57% |
| |
Threadneedle Asset Management |
6.55% |
|
Government of Singapore Investment Corp |
3.34% |
| |
Scottish Widows Investment Partnership
Ltd |
4.00% |
|
Fidelity Investments |
3.12% |
In
accordance with section 384 of the Companies Act 1985, a resolution is
to be proposed at the forthcoming AGM for the reappointment of KPMG Audit
Plc as auditors of the company.
The
group’s policy in relation to the payment of all suppliers (set out
in its Group Control Manual, which is distributed to all group operations)
is that payment should be made within the credit terms agreed with the
supplier. At 31st March 2003, the company’s aggregate level of ‘creditor
days’ amounted to 7 days. Creditor days are calculated by dividing
the aggregate of the amounts which were owed to trade creditors at the
end of the year by the aggregate of the amounts the company was invoiced
by suppliers during the year and multiplying by 365 to express the ratio
as a number of days.
Donations
During
the year the group donated £323,000 (2002 £298,000) to charitable
organisations, of which £299,000 (2002 £274,000) was in the
UK. There were no political donations made in the year (2002 £ nil).
This
report was approved by the directors on 3rd June 2003 and is signed on
their behalf by:
Simon
Farrant
Company Secretary
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