2011 Annual Report PDF - Tullow Oil plc

Other statutory information
Results and dividends
The profit on ordinary activities after taxation of the Group for
the year ended 31 December 2011 amounted to $689.0 million
(2010: $89.5 million).
An interim dividend of Stg 4p (2010: Stg 2p) per ordinary share
was paid on 3 November 2011. The Directors recommend a final
dividend of Stg 8p (2010: Stg 4p) per ordinary share which, if
approved at the 2012 AGM, will be paid on 24 May 2012 to
shareholders whose names are on the Register of Members on
20 April 2012.
Subsequent events
Since the balance sheet date, Tullow has continued to progress
its exploration, development and business growth strategies.
In February 2012, Tullow signed two new Production Sharing
Agreements (PSAs) with the Government of Uganda. The new
PSAs cover the EA-1 and Kanywataba licences in the Lake
Albert Rift Basin. Tullow has also been awarded the Kingfisher
production licence.
In February 2012, Tullow completed the farm-down of one-third
of its Uganda interests to both Total and CNOOC for a total
consideration of $2.9 billion paving the new way for full
development of the Lake Albert Rift Basin oil and gas resources.
In February 2012, the Group announced the Jupiter-1
exploration well in Block SL-07B-11 offshore Sierra Leone
had successfully encountered hydrocarbons. This has been
confirmed by the results of drilling, wireline logs and
samples of reservoir fluids.
Share capital
As at 13 March 2012, the Company had an allotted and fully
paid up share capital of 905,004,587 ordinary shares of 10 pence
each with an aggregate nominal value of £90,500,458.70.
Substantial shareholdings
As at 13 March 2012, the Company had been notified in
accordance with the requirements of section 5.1.2 of the UK
Listing Authority’s Disclosure Rules and Transparency Rules
of the following significant holdings (being 3% or more) in the
Company’s ordinary share capital.
Shareholder Number of shares % of issued capital
BlackRock Inc 106,568,436 11.77%
Prudential plc 63,386,247 7.00%
IFG International
Trust Company
Limited
Legal & General
Group plc
38,960,366 4.30%
35,414,975 3.91%
Shareholders’ rights
The rights and obligations attaching to the Company’s
shares are as follows:
Dividend rights – holders of the Company’s ordinary shares
may, by ordinary resolution, declare dividends but may not
declare dividends in excess of the amount recommended by
the Directors. The Directors may also pay interim dividends.
No dividend may be paid other than out of profits available
for distribution. Subject to shareholder approval, payment
or satisfaction of a dividend may be made wholly or partly
by distribution of specific assets;
Voting rights – voting at any general meeting is by a show of
hands unless a poll is duly demanded. On a show of hands
every shareholder who is present in person at a general
meeting (and every proxy or corporate representative
appointed by a shareholder and present at a general
meeting) has one vote regardless of the number of shares
held by the shareholder (or represented by the proxy or
corporate representative). If a proxy has been appointed by
more than one shareholder and has been instructed by one
or more of those shareholders to vote ‘for’ the resolution
and by one or more of those shareholders to vote ‘against’
a particular resolution, the proxy shall have one vote for
and one vote against that resolution. On a poll, every
shareholder who is present in person has one vote for every
share held by that shareholder and a proxy has one vote for
every share in respect of which he has been appointed as
proxy (the deadline for exercising voting rights by proxy is
set out in the form of proxy). On a poll, a corporate
representative may exercise all the powers of the company
that has authorised him. A poll may be demanded by any of
the following: (a) the Chairman of the meeting; (b) at least
five shareholders entitled to vote and present in person or
by proxy or represented by duly authorised corporate
representative at the meeting; (c) any shareholder or
shareholders present in person or by proxy or represented
by a duly authorised corporate representative and holding
shares or being a representative in respect of a holder of
shares representing in the aggregate not less than onetenth
of the total voting rights of all shareholders entitled to
attend and vote at the meeting; or (d) any shareholder or
shareholders present in person or by proxy or represented
by a duly authorised corporate representative and holding
shares or being a representative in respect of a holder of
shares conferring a right to attend and vote at the meeting
on which there have been paid up sums in the aggregate
equal to not less than one-tenth of the total sums paid
up on all the shares conferring that right;
Return of capital – in the event of the liquidation of the
Company, after payment of all liabilities and deductions
taking priority, the balance of assets available for
distribution will be distributed among the holders of
ordinary shares according to the amounts paid up on the
shares held by them. A liquidator may, with the authority
of a special resolution, divide among the shareholders the
whole or any part of the Company’s assets; or vest the
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Tullow Oil plc 2011 Annual Report and Accounts