Directors’ reportThe directors submit their annual report andaudited financial statements for the yearended 31 December <strong>1999</strong>.ACTIVITIESReuters activities and likely futuredevelopments are described on pages 10–15.A detailed review of Reuters activities during<strong>1999</strong> is given on pages 33–43.SHARE CAPITAL, DIVIDENDS <strong>AND</strong>PURCHASE OF OWN SHARESDetails of the changes in the authorised andcalled-up share capital are set out in notes26 and 27 on pages 65–66.The company has received notice from TheCapital Group Companies, Inc., that on 31December <strong>1999</strong> it and its affiliates togetherheld in their capacity as investment managers93.4 million ordinary shares of Reuters (6.6%of the issued share capital) and on 11February 2000 their holding was 64.5 millionordinary shares (4.5%). The company alsoreceived notice from Prudential plc that on 31December <strong>1999</strong> it held a notifiable interestin 45.4 million ordinary shares of Reuters(3.2%) and on 11 February 2000 its holdingwas 45.3 million ordinary shares (3.2%).Reuters Founders Share Company Limitedhas held the Founders Share since it wasissued on 18 February 1998 (and held theFounders Share in Reuters Holdings <strong>PLC</strong>from 9 May 1984 until 18 February 1998).An interim dividend of 3.65p per ordinaryshare was paid on 7 September <strong>1999</strong>. Thedirectors recommend a final dividend of11.0p per ordinary share giving a total of14.65p per ordinary share for the year (1998– 14.4p). Subject to shareholders’ approval atthe annual general meeting, the final dividendwill be paid on 20 April 2000 to members onthe register at the close of business on 17March 2000.As part of its financial strategy, during <strong>1999</strong>the company purchased 4,716,981 ordinaryshares of 25p each (0.3% of the issued sharecapital) for an aggregate consideration of £25million.EMPLOYEESThe total number of employees at 31 December<strong>1999</strong> was 16,546 (31 December 1998 –16,938). For further details see page 50.The directors record with regret the death ofMalgorzata Rzepka, 28, an equitiescorrespondent in Warsaw, who was killed ina car crash on 27 April <strong>1999</strong> while on herway to an interview.The Board values the courage andprofessionalism shown by employeesoperating in zones of conflict. Reuters aimsto cover news wherever it breaks but instructsstaff to avoid risks wherever possible. Reuterspolicy is to manage its activities so as toavoid causing unnecessary or unacceptablerisk to the health and safety of its employees.It is Reuters policy that selection ofemployees including for recruitment,training, development and promotion shouldbe determined solely on their skills, abilitiesand other requirements which are relevant tothe job and in accordance with the laws in thecountry concerned. The company’s equalopportunities policy is designed to ensurethat disabled people are given the sameconsideration as others and, depending ontheir skills and abilities, enjoy the sametraining, development and prospects as otheremployees.To encourage employees’ involvement and toensure that employees are aware of thefinancial and economic factors affecting thegroup, communication meetings betweenmanagement and employee representativesare held regularly so that the views ofemployees can be taken into account inmaking decisions which are likely to affecttheir interests. The involvement of employeesin the company’s performance is encouragedthrough employee share plans.THE ENVIRONMENTReuters activities have marginal direct impacton the environment and contribute minimallyto pollution. Nevertheless within the groupinitiatives are taken to address energyconservation and waste management issues.The group’s principal contribution toimproving the environment however isthrough its news and information productswhich help to spread global awareness ofenvironmental issues. Furthermore theprovision of its information services fordisplay and access in electronic form enablescustomers around the globe to keep abreast ofevents and issues with minimal use of paperand other resources.The Reuters Foundation, the group’scharitable trust, promotes worldwide interestin environmental concerns througheducational projects and research grants. Incooperation with the World ConservationUnion-IUCN the Foundation encouragesexcellence in environmental reporting bypresenting annual awards and organisingseminars to bring together journalists andexperts to review specific environmentalquestions. Practical training courses wereheld in <strong>1999</strong> in Jordan, Mexico and the UK.Journalists from developing countries canapply for fully funded fellowships to researchenvironmental issues as members of theFoundation’s Fellowship Programme atOxford University’s Green College.CHARITABLE CONTRIBUTIONSReuters made a grant of £3.3 million in <strong>1999</strong>to fund the educational and humanitarianwork of Reuters Foundation (£3.2 millionin 1998). In addition, Reuters regionalmanagement made direct charitable donationsof £0.8 million in cash and £12.5 million inkind, which includes the value of informationservices, equipment and employees’ timeprovided free of charge for educational andhumanitarian purposes. The overall total ofgroup charitable giving, in cash and kind,amounted to £16.6 million in <strong>1999</strong> or 2.6%of pre-tax profit (£15.2 million or 2.6%in 1998).Two-thirds of Reuters Foundation spending isdevoted to educational projects and one-thirdto humanitarian causes. The choice ofbeneficiaries reflects Reuters group interestsand the concerns of Reuters employeesaround the world. Educational programmesconcentrate on the media, financial marketsand information technology. Humanitarianpriorities include support for disaster reliefwork through the Foundation’s on-lineAlertNet service, and community,environmental and medical causes activelybacked by Reuters staff in many countries.Reuters Foundation offers short, practicaltraining courses to journalists from around20 Reuters Group <strong>PLC</strong> Annual Report <strong>1999</strong>
the world. In <strong>1999</strong>, television, text andphotographic workshops were held inArgentina, China, Czech Republic, Iran,Jordan, Lebanon, Libya, Mexico, SouthAfrica, Thailand, Turkey and the UK.Particular emphasis is placed in most courseson business, economic and financial news.Specialist subjects also include environmentaland medical reporting. Reuters Foundationuniversity study programmes offer workingmid-career journalists the opportunity to carryout personal research using the resources ofuniversities in Europe and the United States.Seventeen university fellowships wereawarded in <strong>1999</strong> for journalists to study atBordeaux, Cardiff (Wales) and Oxford,Columbia (New York), Missouri and Stanford(California). In emerging markets, ReutersFoundation ran a series of training courses formarket professionals in Mauritius, Nigeria,Syria and Uganda.During one of the worst years in recent timesfor humanitarian disasters, natural and manmade,Reuters Foundation’s AlertNet serviceproved an essential tool for internationalhumanitarian agencies responding toemergencies. AlertNet is a free Internet-basednews and communications service that aimsto provide concise and reliable informationwhich will make a useful contribution to thework of the international humanitariancommunity. By the end of <strong>1999</strong> it had 94members from 21 countries.Supplementing its support for the reliefprofessionals through AlertNet, ReutersFoundation also made cash grants to help thevictims of the disasters in Colombia, India,Taiwan, Turkey, Venezuela and Vietnam aswell as the conflict in Kosovo.In other areas of humanitarian and charitablesupport, Reuters Foundation is driven byrequests from Reuters colleagues – butusually only responds if they themselves areactively engaged in fund-raising or sharingtheir skills. The causes include a wide rangeof community problems, such as streetchildren in developing world capitals,medical campaigns, the environment andeducation through the arts.More information on the work of ReutersFoundation is contained in a separate annualreview, available on request from theDirector, Reuters Foundation, 85 Fleet Street,London EC4P 4AJ, or on the Foundation’swebsite: www.foundation.reuters.comNo political contributions are made.CREDITOR PAYMENT TERMSIt is Reuters normal procedure to agree termsof transactions, including payment terms,with suppliers in advance. Payment termsvary, reflecting local practice throughout theworld. It is Reuters policy that payment ismade on time, provided suppliers perform inaccordance with the agreed terms. Grouptrade creditors at 31 December <strong>1999</strong> wereequivalent to 32 days’ purchases during theyear.AUDITORSA resolution to re-appointPricewaterhouseCoopers as auditors at aremuneration to be agreed by the directorswill be placed before the annual generalmeeting (AGM).DIRECTORSThe names and biographical details ofdirectors who served during the year aregiven on pages 16–17. There are no crossdirectorships.A statement of directors’remuneration and their interests in shares andoptions of the company and its subsidiaries isset out on pages 24–30.The following changes to the Boardcomposition occurred after 31 December<strong>1999</strong>. On 1 January 2000, DennisMalamatinas joined the Board as a nonexecutivedirector and on 7 February 2000Philip Green was appointed as an executivedirector.On 15 January 2000, John Parcell resignedas a director and left the company. On 7February 2000, André Villeneuve resigned asa director to concentrate on his role asChairman of Instinet and on 8 February 2000it was announced that David Ure would indue course resign from the Board toconcentrate on his role as Chairman of thenew joint venture with Equant. Bob Baumanand Sir David Walker, who joined the Boardas non-executive directors in 1994 and whohave served two three-year terms, havedecided not to stand for re-election at theforthcoming AGM.Sir John Craven and Jean-Claude Marchandretire by rotation and are proposed forre-election as directors at the forthcomingannual general meeting. Dennis Malamatinasand Philip Green having been appointed bythe Board since the last AGM also retire andare proposed for re-election at the AGM. Asnon-executive directors, Sir John Craven andDennis Malamatinas do not have servicecontracts. Jean-Claude Marchand’s servicecontract is governed by Swiss law andtechnically is terminable on one year’s noticebut his entitlements are as if the contract wereterminable on two year’s notice. PhilipGreen’s service contract is also terminableon one year’s notice but with an initial termof two years from September <strong>1999</strong>. Furtherinformation about these directors is set out onpages 16–17.By order of the BoardRosemary MartinCompany Secretary11 February 2000Reuters Group <strong>PLC</strong> Annual Report <strong>1999</strong> 21