Punch Taverns plc 2007 Annual Report and Financial Statements

Directors’ report continued
Political and charitable contributions
During the period, the Group made charitable contributions of £59,000 (2006: £6,000). The Group made no political contributions.
Disabled employees
The Group gives full consideration to applications for employment from disabled persons where the requirements of the job can be
adequately fulfilled by handicapped or disabled persons. Where existing employees become disabled, it is the Group’s policy wherever
practicable to provide continuing employment under normal terms and conditions and to provide training, career development and
promotion wherever appropriate.
The environment
The Group regards compliance with relevant environmental laws and the adoption of responsible standards as integral to its business
operation. It is also committed to introducing measures to limit any adverse effects its business may have on the environment and
will promote continuous improvement in accordance with best available techniques.
Employee involvement
The total number of employees at the end of the period was 20,918. The Group recognises the value of its employees and seeks to
create an energetic, dynamic and responsive environment in which to work. It places considerable importance on communications
with employees, which take place at many levels through the organisation on both a formal and informal level.
Employees are encouraged to own shares in the Company and the Group operates an Inland Revenue Approved Share Incentive Plan,
in which 440 employees in total participate. Employees purchase shares either as a one-off amount or on a monthly basis. These are
then held in trust for a period of three years at which point the Company matches the total number of shares purchased. Under the
Inland Revenue approved scheme, after a period of five years (i.e. a further two years), the shares are released to the employee free
of tax and National Insurance.
Creditor payment policy and practice
It is the Group’s policy that payments to suppliers are made in accordance with those terms and conditions agreed between the
Company and its suppliers, provided that all trading terms and conditions have been complied with.
At 18 August 2007 the Company had nil (2006: nil) days purchases outstanding in trade creditors.
Financial instruments
The Group’s policy on the use of financial instruments is set out in note 21 to the financial statements.
Additional information for shareholders
Following the implementation of the EU Takeovers Directive into UK law, the following provides the required information for
shareholders where not already provided elsewhere in this report.
At 18 August 2007, the Company’s issued share capital comprised a single class of shares known as ordinary shares. The share capital
disclosures in note 24 to the accounts contain full details of shares allotted or purchased during the year and an explanation of
movements in share capital during the year.
In a general meeting of the Company, on a show of hands, every member who is present in person and entitled to vote shall have one
vote. On a poll every member who is present in person or by proxy shall have one vote for every share of which he is the holder. The
AGM notice gives full details of deadlines for exercising voting rights in respect of resolutions to be considered at the meeting either
by proxy notice or present in person or proxy.
The Company obtained shareholder authority at the last AGM to buy back up to 26,480,685 shares, which remains outstanding until
the conclusion of the next AGM. Such authority will only be exercised by the Directors after giving due consideration to the effects on
earnings per share and the benefits for shareholders generally. At the forthcoming AGM, authority will be sought for Directors to allot
shares in the Company representing approximately 33% of the Company’s ordinary shares in issue as at the date of the AGM notice.
Further details of these resolutions are contained within the Notice of Meeting sent to shareholders with this report.
There are no restrictions on transfer of shares in the Company other than those which may from time to time be applicable under
existing laws and regulations (for example under the Market Abuse Directive).
In addition, pursuant to the Listing Rules of the Financial Services Authority, Directors and persons discharging managerial responsibility
(PDMRs) of the Company require prior approval from the Company to deal in the Company’s securities, and are prohibited from
dealing during closed periods.
The Company operates various share schemes that involve employee ownership of Company securities. One such scheme, the Punch
Taverns Share Incentive Plan (SIP) involves the use of an Employee Benefit Trust, into which employee purchased shares (partnership
shares) are held on Trust for a qualifying period. During this time, the shares are beneficially owned by employees and attract rights
in respect of dividends. The voting rights in respect of these shares are not exercised by the employees or trustees. The Company
also operates a Deferred Share Bonus Plan (DSB) for certain senior employees; bonus shares awarded are held in Trust for a qualifying
period and attract full dividend and voting rights, which are exercisable by employees should they wish. In the event of an offer being
made to acquire the above mentioned partnership or bonus shares, employees are entitled to direct the trustees to accept an offer
in respect of the shares held on their behalf.
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2 www.punchtaverns.com