GKN PLC

Annual Report and Accounts
for the year ended 31 December 2007

 

Shareholder Information

Financial calendar

Preliminary announcement of results for 2007 28 February 2008
Ordinary shares quoted ex-dividend 23 April 2008
2007 final dividend record date 25 April 2008
Final date for receipt of DRIP mandate forms (see below) 29 April 2008
Annual General Meeting 1 May 2008
2007 final dividend payable 14 May 2008
DRIP share certificates and share
purchase statements despatched
19 May 2008
CREST participant accounts credited with DRIP shares 20 May 2008
Announcement of half-year results for 2008 August 2008
2008 interim dividend payable September 2008

Prior year dividend payment dates
2006 final dividend payment date 9 May 2007
2007 interim dividend payment date 28 September 2007

Annual General Meeting

The Annual General Meeting on Thursday 1 May 2008 will be held at the Institution of Engineering and Technology, Savoy Place, London WC2R 0BL, commencing at 2.00 pm. The notice of meeting, together with an explanation of the resolutions to be considered at the meeting, is contained within the AGM circular.

Dividend reinvestment plan

Under the dividend reinvestment plan (DRIP), shareholders can mandate to reinvest cash dividends paid on their ordinary shares in further GKN plc ordinary shares. Shareholders who would like to receive details of the DRIP should contact the Share Dividend Team at Equiniti (see contact details) or visit the Shareview website (http://www.shareview.co.uk/). New DRIP mandates and any withdrawals of existing mandates must be received by Equiniti by 29 April 2008 to be valid for the 2007 final dividend. Other key dates are given in the financial calendar above.

GKN website and share price information

Information on GKN, including this and prior years’ annual reports, interim reports, results announcements and presentations together with the GKN plc share price updated every 20 minutes, is available on GKN’s website at http://www.gkn.com/. The latest GKN share price is also available within the UK from the Financial Times’ Cityline service by telephoning 0906 843 2696. Calls are charged at 60p per minute.

Shareholding enquiries and information

Administrative enquiries relating to shareholdings should be addressed to GKN’s registrar, Equiniti (see contact details). Correspondence should refer to GKN plc and include the shareholder’s full name, address and, if available, 8-digit reference number which can be found on GKN plc share certificates.

By visiting Equiniti’s Shareview website at http://www.shareview.co.uk/, shareholders can view information on their shareholdings and recent dividends, obtain guidance on transferring shares and receiving shareholder documents electronically, update their personal details (including changing address details) and set up a new dividend mandate or change their existing mandate. Shareholders wishing to register for Shareview will need their 8-digit reference number, which can be found on GKN plc share certificates.

Share dealing service

A telephone dealing service has been arranged with Stocktrade which provides a simple way of buying or selling GKN plc ordinary shares. Full details can be obtained by telephoning 0845 601 0995 (+44 131 240 0414 from outside the UK) and quoting reference Low Co139.

Also, the Equiniti group offers Shareview Dealing, a service for UK residents to buy or sell GKN plc ordinary shares on the internet or by phone. Further details can be obtained from www.shareview.co.uk/dealing or by telephoning 08456 037 037. Shareview Dealing is provided by Equiniti Financial Services Ltd, which is authorised and regulated by the UK Financial Services Authority. The registered details of the provider are available from the above number.

Please note that the value of shares can fall and you may get back less than you invest. If you are in any doubt about the suitability of an  investment, please consult a professional adviser.

GKN single company ISA

Equiniti operates a single company ISA in which GKN plc ordinary shares can be held in a tax efficient manner. Full details and an application form can be obtained by telephoning Equiniti’s ISA Helpline on 0871 384 2244 or by visiting the Shareview website (www.shareview.co.uk). Investors should note that the value of any tax benefit will vary according to  individual circumstances and the tax rules relating to ISAs may change in the future. If you are in any doubt you should seek professional advice.

GKN American Depositary Receipts

GKN has a sponsored Level 1 American Depositary Receipt (ADR) programme for which The Bank of New York Mellon acts as Depositary. Each ADR represents one GKN plc ordinary share. The ADRs trade in the US over-the-counter (OTC) market under the symbol GKNLY. When dividends are paid to shareholders, the Depositary converts such dividends into US dollars, net of fees and expenses, and distributes the net amount to ADR holders. For enquiries, The Bank of New York Mellon can be contacted by telephone on +1-888-BNY-ADRS (toll-free for US residents) or +1-212-815-3700 (for international residents), via their website at http://www.adrbny.com/ or by email enquiry.

Receipt of shareholder documents

Following an amendment to company law introduced by the Companies Act 2006, and a subsequent amendment to the Company’s articles of association approved by shareholders at the 2007 AGM, shareholder documents are only sent in hard copy to those shareholders who have made an election to receive documents in this form. (All shareholders, regardless of any such elections, will continue to receive dividend documentation in hard copy.) This allows the Company to reduce costs and its impact on the environment. Shareholders who have not elected to receive documents in hard copy will receive a letter at the time of their publication advising that they are available electronically (usually on GKN’s website) and how to access them.

Also, shareholders can elect to be notified of the publication of documents by email. The email will contain a link to the relevant page on the website, providing shareholders with easy access to the document which can then be read or printed. By electing for this option, shareholders will receive documents more speedily, avoiding the possibilities of delays in the postal system. Shareholders who would like to register for this option can do so via the GKN or Shareview websites (see contact details) and will need to provide their 8-digit reference number which can be found on GKN plc share certificates.

Unsolicited mail

GKN is obliged by law to make its share register publicly available and as a consequence some shareholders may have received unsolicited mail. If you wish to limit the amount of such mail you should contact the Mailing Preference Service whose address is FREEPOST 29 LON20771, London W1E 0ZT. Alternatively they may be contacted by telephone on 0845 703 4599, via their website at http://www.mpsonline.org.uk/ or by email.

Shareholder analysis

Holdings of ordinary shares at 31 December 2007:

 

Shareholders Shares

Number

%
Number
(million)

%
Holdings
1–500 8,617 31.6 2.0 0.3
501–1,000 5,568 20.4 4.2 0.6
1,001–5,000 10,624 38.9 24.0 3.4
5,001–50,000 1,948 7.1 21.7 3.1
50,001–100,000 121 0.5 8.7 1.2
100,001–500,000 219 0.8 54.2 7.7
500,001–1,000,000 71 0.3 50.7 7.2
above 1,000,000 114 0.4 539.5 76.5
27,282 100 705.0 100
Shareholder type
Individuals 23,282 85.8 37.9 5.4
Institutions 3,614 12.7 657.0 93.2
Other corporates 386 1.5 10.1 1.4
27,282 100 705.0 100

In addition, GKN plc held 38.7 million of its own ordinary shares in treasury as at 31 December 2007.

Taxation

Market values of GKN plc ordinary shares, ‘B’ shares (issued and redeemed under the return of capital in 2000) and Brambles Industries plc ordinary shares (issued in connection with the demerger of GKN’s Industrial Services businesses in 2001) for capital gains tax (CGT) purposes are as follows:

First day of trading market values(a) 

 

GKN
ordinary shares

‘B’ shares
Brambles
ordinary shares
30 May 2000(b) 914.5p 11.7p
(98.736774%) (1.263226%)
7 August 2001(c) 282.5p —  360.375p
(43.943224%) (56.056776%)

1965/1982 market values

 

GKN
ordinary shares
unadjusted
for ‘B’
shares or
demerger(d)
GKN
ordinary shares
adjusted for
‘B’ shares
but not
demerger(e)

GKN
ordinary shares
adjusted for
‘B’ shares and
demerger(e)





‘B’ shares(e)



Brambles
ordinary
shares(e)
6 April 1965 116.175p 114.707p 50.406p 1.468p 64.301p
31 March 1982 104.870p 103.545p 45.501p 1.325p 58.044p

(a) The stated market values are used to allocate the base cost of GKN ordinary shares, on the basis of the relative percentages specified, between GKN ordinary shares and ‘B’ shares and between GKN ordinary shares and Brambles ordinary shares in calculating any CGT liability under the ‘B’ share return of capital and the Industrial Services businesses demerger arrangements. Worked examples and guides to the general tax position of United Kingdom shareholders under these arrangements are given in the circulars dated 20 April 2000 and 22 June 2001 respectively, copies of which are available on GKN’s website and on request from the Company.

(b) Being the first day of trading of the ‘B’ shares.

(c) Being the first day of trading of the Brambles ordinary shares. From this date, the market price of GKN ordinary shares reduced to reflect the value of the businesses demerged into the Brambles group.

(d) Adjusted for subsequent rights and capitalisation issues (prior to the issue of the ‘B’ shares on 30 May 2000) and the two for one GKN ordinary share split in May 1998.

(e) If the GKN ordinary shares in respect of which the ‘B’ shares/Brambles ordinary shares were issued were held by you on 6 April 1965 or 31 March 1982, you will be deemed to have also held the ‘B’ shares/Brambles ordinary shares on such date. In such cases, the 1965/1982 market values (adjusted as described in note (d)) are apportioned between GKN ordinary shares and ‘B’ shares and, if you also received Brambles ordinary shares, between GKN ordinary shares and Brambles ordinary shares using the relative percentages specified above in respect of the first day of trading market values. The apportioned market values are shown in the table.

(f) Following the unification of Brambles’ dual listed companies structure and with effect from 24 November 2006, outstanding Brambles Industries plc shares were exchanged for the same number of shares in Brambles Ltd (Australia). Brambles Ltd shares are traded on the London Stock Exchange as Brambles Ltd Crest Depositary Interests (CDIs).

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